> History Lesson
>  by Pun System
> --------------------------------------------------------------------------

> Fate of the Fillies
> --------------------------------------------------------------------------

Burned-out houses and heaps of rubble lined the streets of what used to be a town. There was hardly a building left untouched. The roads were dotted with pony-sized craters which one could stand knee-deep in. There wasn’t a pony to be seen in this once-thriving town. Suddenly, a large, round table appeared. Upon the table was a map and above the map was a portal. Spike, Starlight Glimmer, and Twilight Sparkle tumbled onto the table. “Get off of me!” Starlight ordered. “Where are we?”

“We’re in Ponyville,” replied Twilight as she got back on her hooves. “Or rather, what’s left of it.” Starlight stood up and took in her surroundings.

“This isn’t Ponyville! It’s some burned-out ghost town!”

“I wish I could say I’m surprised. Each world I come back to is worse than the last. Everything we do in the past affects the future, and what you’re doing leads here.”

“I don’t believe you! Tell me how stopping you and your friends from getting your cutie mark connection wiped Ponyville off the map! Tell me!”

“I—I don’t know, Starlight.” Twilight looked beyond the charred ruins of the town she had called home for the last few years. The Everfree Forest beyond the city limits caught her eye. “But maybe I can show you.”

Starlight rolled her eyes. “What’s that supposed to mean?”

“If you really want to know how this happened, I think I can prepare a potion that will let us look into the past.”

“And what if I don’t want to play along?” Starlight retorted. “What if I destroy this scroll right now?” She teleported the parchment out of Spike’s backpack and briefly brandished it in front of Twilight’s face before making a tiny tear on one side.

“Starlight, no! Please, just give me a chance! That’s all I ask.”

The thought of Twilight being left powerless and pleading for a mere chance to prove herself put a wicked little smirk on Starlight’s face. “Fine. I’ll give you your chance, Twilight. But if I even suspect that you’re twisting the truth, I’ll shred this scroll!”

“Then we go into the Everfree Forest.”





“Zecora? Zecora!?” No response came from within the dusky hut. Twilight carefully opened the creaky door and entered. “Zecora, are you there?” Still nothing.

“I guess not,” said Spike.

“I certainly hope nothing’s happened to her.” Twilight scanned the titles of books on a shelf. “Here it is.” She levitated a book over to a table and flipped through its pages.

“So, a potion, you said?” asked Starlight.

“That’s right. I’m making a potion that will let us look into the past, but preparing it might take a little while. Starlight, could you and Spike get a fire going?” Starlight reluctantly obliged. Over the next few minutes, the group lit a fire, filled a caldron, collected the ingredients, and brewed the potion. Last of all, Twilight used her alicorn magic to turn the purple liquid into a milky white broth. She then ladled out three bowlfuls. “Here’s to setting Equestria right again.”

“I’ll toast to that!” Spike clacked his wooden bowl against Twilight’s.

“Well, I will not,” declared Starlight. As she stared into the bowl, a frown formed on her face. “How exactly does this work again? Will I see the things you want me to see, or the things that actually happened? Need I remind you what will happen to the scroll if mmmm—”

Twilight had seized the opportunity to raise Starlight’s bowl and dump the contents into her mouth. “You will see exactly what happened, exactly as it happened. Now, swallow.” Twilight tipped Starlight’s head backwards and magically held her mouth shut. Starlight grasped at Twilight’s magic with her hooves, but her resistance was to no avail. With no choice left, she reluctantly swallowed the potion. A few seconds later, the trio’s eyes glowed white.





Starlight, Twilight, and Spike watched Twilight’s most recent attempt to stop Starlight flash before their eyes again. By now, Twilight and Spike knew that sabotaging the Rainboom in different ways led to different results. The method Starlight had most recently chosen was to intercept filly Rainbow Dash before she could even reach Fluttershy. The moment Rainbow appeared, Starlight encased the filly in purple crystal. The three watched as Rainbow's crystal bounced along the cloudtops, finally skidding to a stop in the middle of a road. A second later, Twilight Sparkle teleported in behind her yet again. Past Starlight stepped aside to let past Twilight see her imprisoned friend. The portal had barely closed before it opened again. Spike was sucked away, but past Twilight tried her best to resist the portal's pull.

“Starlight, I think it’s time you saw the results of your actions,” she said. She teleported to Starlight and grabbed her before they both were sucked through the portal.

Immediately after watching the recent past unfold, the sound of nearby laughter could be heard just beyond a cloudbank. Twilight, Spike, and Starlight ventured over it to investigate the source of the laughter, though they already knew what it was. Sure enough, there stood the two bullies, laughing as they stood in front of filly Fluttershy. She moved her hooves in front of her face in a futile attempt to hide the tears which began chasing one another down her face. “Aw, don’t cry. What are you? A baby?” The two had another good laugh.

“She’s not a baby. She’s Fluttercry!” Once more the colts laughed at the poor filly’s expense.

“Fluttercry, and can’t fly!”

Starlight levitated over towards the two colts. “Both of you stop being so cruel! How would you feel if somepony was unkind to you?”

Twilight hovered up next to Starlight. “My potion is a little different than your spell, Starlight. To them, we’re silent, invisible, and intangible. The past has already happened. We’re just watching it unfold.”

Their eyes flashed white again, and the three now saw filly Twilight Sparkle, her parents, and Spike’s egg. “This was the day I got my cutie mark! Or at least it would have been.” Twilight glared at Starlight, who rolled her eyes. Filly Twilight tried for two whole minutes to break the egg, but accomplished nothing.

“I’m sorry I wasted your time,” the downcast filly muttered. Her father carried away the disheartened, teary-eyed Twilight Sparkle while a stallion inspected the egg.

“Nothing. Not even a scratch.”

The judges glanced among themselves and shrugged. “Just leave it for another pupil. Next!”

A light brown colt with tan markings on his legs and face walked in, escorted by his parents. “Name?” asked a judge.

“Sunburst,” Starlight and the colt said in unison. The confidence in Sunburst’s voice contrasted sharply with the wonder in Starlight’s.

“You know him?” asked Twilight.

“Know him? He was the only friend I had growing up! Until he got his cutie mark! I never made another friend after he left because I was afraid that their cutie mark would take them away, too!”

“Wait, that’s what this is all about? You took away the cutie marks of an entire village, then tried to sabotage the Rainboom just because your friend got his cutie mark and was sent to Celestia’s School for Gifted Unicorns?”

“And left me behind!” Starlight wasn’t sure if she should feel enraged or depressed.

“Starlight, why didn’t you say anything about this? I had no idea you were hurting like that.”

“I’ll bet you didn’t! You’ve never had to hurt like me! You’ve always had your precious friends to be there for you!”

“And how does taking away my friends help either of us?”

“It may not help you, but it helps me!”

“Starlight, you can’t do that! That’s not how you deal with pain! You don’t inflict pain on others just because you’re hurting! You reach out to others, let them help you.”

“Oh, so they can leave me behind, too? Not going to happen!”

“I don’t understand. If you know how much pain your loss caused you, why would you want to spread that same pain to others?”

“Because—because—” Starlight had never thought of it that way before. “Because that way I know I’m not hurting alone!”

“Starlight, listen to yourself! You don’t have to hurt alone. You just need a friend.”

“I already told you why I can’t do that. I’m not being left behind again!”

“Look! He’s about to try and break my egg!” cried present-day Spike.

“You may begin whenever you’re ready,” a judge instructed. Sunburst analyzed the dragon egg before beginning. After a moment of careful thought, he took a deep breath and closed his eyes. He formed an aura around his horn and gradually increased the amount of power he put into it. His aura transitioned through sequentially lighter shades of yellow until it became a brilliant white. He opened his eyes to reveal they too were glowing white. Finally, Sunburst leveled his horn at the egg and released all the energy he had been holding back, shattering the purple egg. He then collapsed to his knees and panted for breath.

“D’awww, I forgot how cute Spike was when he first hatched!” Twilight said as she approached the newly-hatched dragon. “Wook at widdle Spikey-wikey! Isn’t he the cootest widdle thing!” Present-day Spike blushed and scratched the back of his head.

Sunburst looked back at his parents, expecting praise, but they were staring at the far wall, dumbfounded. Sunburst looked in the direction of their gaze, only to behold a massive hole in the wall. He gasped and shrank back, making himself look as small as he could. The situation became worse when Princess Celestia flew in through the hole. Sunburst looked like he was about to cry.

Celestia landed delicately next to the colt and offered a gentle, warming smile. “Sunburst, you have a very special gift. I’ve never come across a unicorn with your raw ability.”

Sunburst looked confused, and Twilight looked enraged. “What!? That’s what Princess Celestia told me!”

“What’s wrong? Not so special anymore, Princess?” Starlight jeered.

Celestia continued. “But you need to learn to tame these abilities through focused study. Sunburst, I’d like to make you my own personal protégé here at the school!”

Sunburst looked behind him just in time to see his mother faint and his father emphatically nod his head, a huge goofy smile plastered on his face. As Sunburst cheered and celebrated with his father, the trio from the present were whisked away to a new place and time.





It was now later that same night back at flight camp. Fluttershy was lying alone near the edge of a large cloud, quietly talking to herself. “I wish they would just stop being mean to me. I wish I had a friend who would be there for me. Just one. Then they wouldn’t call me Klutzershy or Fluttercry, or say ‘Fluttershy can hardly fly.’” She spread her wings and looked back at them with a sad, hopeless look in her eyes. However, she soon replaced this expression with one of determination. She looked up to see a small cloud about thirty meters away and perhaps ten meters higher than her own cloud.

“I’ll show them.” She rose to her hooves. “I’ll have them saying, ‘Fluttershy can really fly,’ inside a week. I can fly! I’ll show them!” She galloped to the edge of the cloud and jumped. Her wings strained, but she rose in altitude. Once she had covered about half the distance to the cloud, she resumed talking to herself. “Oh, my. It almost looks like the cloud is rising in the air! Either that or—” Fluttershy looked down and instantly regretted it. “—I’m falling!” In her panic, her wings stiffened against her sides and she helplessly flailed her legs, screaming all the while.

“I’ve got you, Fluttershy!” Starlight cried. She reached for the filly, but Fluttershy passed right through Starlight’s intangible hooves. The only thing the trio could do now was follow her down.

“I want to go home! I want to be with my mommy and daddy and my little brother! And I really don’t want to be Klutzershy or Fluttercry! I don’t wanna!” But cry she did, despite her attempts to hold back her tears. “Daddy!!” she screamed. “Help me!!” By now, she had fallen too far for her quiet voice to be heard, and the ground was approaching quickly. “I can’t look!”

“I can’t look either,” seconded Twilight. Since she didn’t cover her ears, she unfortunately found out what sound flesh makes when it hits the ground at terminal velocity. The sound was sickening, and Twilight gagged as she tried to keep the contents of her stomach where they belonged. After the feeling passed, Twilight slowly opened one eye to see Starlight staring in horror, presumably at the spot where Fluttershy had landed. Twilight landed next to her with her back towards whatever was left of Fluttershy so she wouldn’t have to see it. “Well, you wanted to see how this happened, didn’t you, Starlight?”

Starlight’s horror yielded to anger. “Do you still think I’m going to believe I did this?”

“Well, I can’t predict how your actions will affect Ponyville in the long run, but stopping Rainbow Dash from standing up for Fluttershy had a direct effect on Fluttershy’s flight accident.”

Before Starlight could respond, her vision filled with a brilliant white light.





Starlight, Twilight, and Spike found themselves in a room where nearly everypony was dressed in black. At the front of the room sat a small, closed coffin. Filly Rainbow Dash, clad in a small black dress, stood with her parents and took her turn in front of the coffin. Her speech was interspersed with frequent pauses, and fraught with near-tangible emotion.

“Why’d you do it, Fluttershy? Why’d you walk off all alone by yourself? Why didn’t you come find me? You didn’t have to jump! I’ve always been there for you. Do you remember the time you didn’t get invited to Flitter's birthday party, so the two of us had a sleepover instead?” She paused, as if Fluttershy really was answering her. “I know! That was so much fun, Fluttershy! Is that why you requested to be in my cabin for flight camp?” She paused again. “Yeah. I remember that time when you tripped and fell down the front steps of my house. I carried you all the way home. Do you remember that? … You were pretty scraped up, weren’t you? ... No, don’t talk about them. Those colts are never—they’re never going to hurt you. Ever—again.”

Rainbow Dash’s father held her close and carried her away as she alternately choked on her own words and blubbered incoherently. The last thing she whispered was, “I miss her, Daddy.” She stared blankly over her father’s shoulder as he walked away on three legs and carried her with his fourth. Rainbow’s stare fell cold on Starlight Glimmer, and sent the most wicked chill down her spine, from the top of her neck to the very last tailbone.





Filly Rainbow Dash flipped a table, eliciting a grunt as she did. She hovered in the air, breathing heavily. She looked around and spotted a vase. She picked it up and smashed it against the floor. “Come and get a piece of me, you big bullies!” She kicked the door to her room open. She took two Wonderbolts figurines off their shelf and threw them against the ground. “Nopony bullies my friends!” She reared up and stomped the figurines. “This is for Fluttershy!” She stomped them again and again, wishing they were the two colts who, after the fact, had confessed to bullying Fluttershy the same day as her flight accident. Rainbow opened the window, threw the figurines out, and watched them sail out of sight towards the ground far below. For a moment, she just stood there panting with two hooves on the windowsill. At length, she looked down at her now-painful hooves, half-expecting them to be cut and bloodied. Other than being slightly reddened, they were unharmed by the toys, though they were shaking uncontrollably from Rainbow’s rage and adrenaline.

“Wow. Someone’s got anger issues,” said Spike.

“She’s venting,” Twilight corrected. “And pretty hard from the looks of it.”

“My vase!” cried a female voice from the other room. Rainbow Dash whirled around, suddenly aware of the consequences of her actions. Instead of sticking around and getting a lecture, Rainbow Dash flew out the window. Her mother was at the windowsill a moment later. “Rainbow Dash! You get your flank back in here this very instant! Or you’re grounded!”

Rainbow Dash wasn’t about to go back and get scolded for breaking that vase. She flew away as fast as her wings would carry her. It was hard for the trio from the present to keep up, because the more Rainbow vented her anger for the bullies, the faster she went. She was soon going faster than she had ever gone before. Even now, she still had frustrations she needed to vent. She straightened her wings and rolled into a dive. Fluttershy might not have been a very good flyer, but Rainbow Dash would fly fast enough for both of them. The thought of her lost friend brought a tear to her eye. Just as the tear was torn away by the wind, the sadness was squelched by Rainbow’s frustration. She was angry at herself for not being there for Fluttershy. She was angry at the bullies. She was angry at life for putting her through all this. She wanted to fly so fast she could leave it all behind.

A cone of compressed air formed around Rainbow’s hooves. She steepened her dive, sacrificing altitude for speed. She flapped her wings harder and faster. Her lungs burned. Her wings burned. But her frustration and determination burned more intensely than any physical or emotional pain. With one final concentrated effort, Rainbow Dash broke the sound barrier, creating the legendary Sonic Rainboom.





The trio from the present had stopped following, all hope of keeping up with Rainbow Dash long lost. The Rainboom, however, could not have been missed. Besides defeating the sole purpose for Starlight’s time travel, it also made Rainbow Dash easily traceable. Using the rainbow trail as a guide, Twilight teleported the group to Dash’s final location. There, the filly had landed on a small cloud to catch her breath and collect her thoughts. Though Rainbow apparently hadn’t noticed, and probably hadn’t thought to look, she did indeed have her cloud-and-lightning-bolt cutie mark.

Rainbow knew she would have to go back, as much as she hated that thought. Back to her parents. Back to reality. Back to the pain of grief. But it was already evening and would soon be dark, so she reluctantly took off again and headed home.

When she got home, her window had already been shut. She would have to go in through the door, and her parents would probably be in the living room waiting for her. She somehow found the courage to hover up to the doorknob, give it a turn, and open the door. “Rainbow Dash?” her mother gently called from the couch. “I’m sorry I yelled at you about the vase. I know this past week has been hard on you. Is—is this about Fluttershy?” Rainbow Dash looked up at her mother’s face. The mention of her friend’s name brought renewed tears to her eyes. She stood there a moment, letting the tears run down the sides of her face. She made no attempt to resist when her mother picked her up, laid her next to herself on the sofa, and hugged her with one of her wings.

“Mommy? I wish there was something we could do to bring her back,” Rainbow finally choked out.

“I know, my little Dash.” She hugged her daughter tighter. “Sometimes life just doesn’t make sense to us. Why would life give us something so amazing like love or friendship, and then just take it away like that? But Dash, that’s the wrong question to ask. If life will one day take everything from us, why does it give us such good friends? Or for that matter, moms and dads who love us very much and are here to help us when life gets hard.” She kissed her daughter on the forehead, and in turn received a kiss on the cheek.

“I love you, Mommy.”

“I love you so much more, Dash.”





The only effect the delayed Rainboom had on filly Applejack was extending her stay with the Oranges by about a week. Pinkie Pie’s cutie mark story was also nearly identical. Rarity, on the other hoof, failed to make the “spectacular” dresses she had hoped to in time for her school play. Nevertheless, she continued trying new ways to acquire her cutie mark, and her horn kept dragging her off towards various rocks. About a week after the school play, while she was trying for her cave-spelunking cutie mark, a rainbow shockwave raced into the cave, shattering a number of rocks in its path. Rarity beamed when she saw the gems it revealed, but decided to keep the cave a secret. She visited the cave every day, excavating the gems using a shovel she had borrowed from home, and hoarded her treasure in the back of the cave.


*****


Rarity sank the shovel into the ground, lifted it, and flung the gravely contents across the cave. She dug in and lifted the shovel again, inspecting the quality of the rocks. She smiled and dumped the gravel onto a round screen, panning out three gems and discarding the rocks. She dug in again and got seven more gems from this vein. She was about to drive the shovel once more when she heard something behind her. She turned around and saw two very young dragons, a bit shorter than she was. One was cool blue with white spines, and the other was jet black with navy spines. All at once, the three shouted for fear of each other.

“Whatever are you doing here?” asked Rarity.

“Please, don’t send us away! We're don't want to hurt anyone!” pleaded the cool blue dragon.

“Honest, we’re only hungry! My sister and I haven’t eaten or seen our parents since we got knocked out of the sky by that rainbow explosion!” added the jet black dragon.

“You—you’re lost? Oh, you poor things. But, why would you come here if you were hungry?” asked Rarity.

“Because we smelled gems,” stated the light blue dragon.

Rarity looked at the stash of gems behind her, then back at the dragons. “Do you mean to say that you—eat them?” The dragon sisters nodded their heads. Rarity bit her lip and glanced at her gems. “Well, I—I might be willing to part with a few of them.” She trotted to the back of the cave and selected two of the smallest gems she could find before returning to the sisters. “Here. Take them.” As she painfully parted with the two gemstones, she noticed a flash of light behind her. “What was that?” she asked in a panic as she spun around.

“That wasn’t there before, was it?” asked the blue dragon.

“What? Where? I don’t see it!”

“On your flank!” shouted the black dragon.

Rarity looked at her flank and gasped. “My cutie mark! I must have gotten these three diamonds when I gave away those two small gemstones! Oh! You girls wait right here!” Rarity galloped to the back of the cave, scooped up a heap of gems in her magic, and deposited them at the feet of the two dragons. “Please, take as many as you want! From now on, I, Rarity, shall aspire to be the most generous pony in all of Equestria! And if you girls ever need anything again, I live right over there in Ponyville. Just ask for Rarity.” She briefly pointed towards Ponyville with one hoof before placing said hoof on her chin. “Oh, goodness me! I haven’t even gotten your names yet.”

“I’m Shard,” said the cool blue dragon, “and this is my little sister, Obsidian.”

“But you can just call me Sidi.”

“Very well, then. I must be going now. My friends will want to know all about how I got my cutie mark! And I do hope you girls find your parents soon. Goodbye!” Rarity waved at the sisters, then galloped off towards Ponyville.





Filly Rainbow Dash sat on the floor in front of her mother’s full-length mirror. Beside her sat a brown paper bag. “Hey there,” she said to the mirror. “I’ve really missed you.”

Rainbow Dash put her hoof into the paper bag and drew out a pink wig. She put the wig on her head and paid special attention to the mirror’s actions and mannerisms. “Oh, yes. I’ve missed you too,” she said in a soft, smooth voice reminiscent of her departed friend.

Rainbow Dash took the wig off. “Flight school just isn’t the same without you, Flutters.”

The wig went back on. “Oh, why would you say that? Nopony misses me,” Mirrorshy said as she traced a line on the floor with a hoof.

The wig came back off. “Fluttershy, that just isn’t true! I mean, I miss you! I miss you a whole lot! I—I really do!” A tear formed in the corner of Rainbow’s eye. She brushed it away and donned the wig before performing the mirror’s response.

“Oh, Rainbow Dash. You were always a good friend to everypony you met. You never let anypony down.”

“Except you,” she said, bowing her head. She realized, however, that she couldn’t see the mirror this way, and raised her head.

“Oh, Rainbow Dash, don’t say that!” Mirrorshy softly replied. “I know you were my friend. I know you loved me, and—and helped me, and were always there for me,” she said. But Mirrorshy wasn’t smiling as she went down this list. She should have been, but she wasn’t. Instead, she was on the verge of tears.

“Oh, what’s the use?” Rainbow stuffed the pink wig back into the bag. “Fluttershy can’t even hear me. She—she’s gone.” Rainbow Dash lay down and pulled her tail up next to her side, forming herself into a little ball. She put her hooves in front of her face and began to cry.

“You have some pretty weird friends, Twilight,” said Starlight.

“Starlight!” Twilight glared at her. “She’s grieving!” she said before casting a glance back at the filly. “But I think there’s a method to it. At the casket, she talked with Fluttershy as if she were still alive. Next, she got angry and flew fast enough to do a Rainboom. Then she wished for a way to bring Fluttershy back and did the thing with the mirror. Now this: crying in the middle of the floor. Those distinct stages fall in line with the five-step model of the stages of grief. Denial, Anger, Bargaining, Depression—which she’s in now—and Acceptance.”

“Well then, why don’t I have those five stages of grief with Sunburst?”

“First of all, these are the five stages of grief, and as far as I know, the real Sunburst isn’t dead. Second, if I had to diagnose you right now, I’d say you’re stuck at anger. You aren’t trying to bargain your way back by stopping him from getting his cutie mark, you’ve become angry at me and my friends. You don’t seem to be depressed, at least not that I can tell, and I don’t think you’ve reached acceptance either, or else we wouldn’t be here.”

The two looked up as Rainbow’s father entered the room. He paused briefly when he saw his daughter crying on the floor, then crossed the room and lay down next to her, comforting her with a wing hug.

“Daddy, I miss Fluttershy,” she said.

“Shhh. I know, Rainbow Dash. I know.” As the two lay there, the eyes of the three from the present shone white once again.





Filly Rarity sat in front of a desk, busily dividing the pile of coins in front of her into short, organized stacks. Pinkie Pie stood on one side of her, and Applejack stood on the other. A pink unicorn mare entered Rarity’s room. “How’d the apple pie sale with your friends go?”

“Oh, it was wonderful, mother. I picked the perfect location to set up the booth, Pinkie Pie put up posters all around town, and of course, Applejack brought the pies. Just look at how much we raised towards a new plow for the Apple family!”

“Oh, that’s my little girl, always finding time to help her friends out!” she said as she gave her elder daughter a hug.

“That’s Rarity alright!” said Applejack. “She doesn’t like nothing more than helpin’ folks out. She spent nearly the whole day sittin’ at that booth. And today was a Saturday! We didn’t even have school or nothin’!”

“Everypony should have a friend like Rarity! She’s the most super-duper bpsf that anypony could ever have!” exclaimed Pinkie Pie.

“She’s the most super what now?” asked Applejack.

“Bpsf! You know, Bee-Pea-Ess-Eff! Best Pie-Selling Friend!”

“Oh girls, you’re too kind,” Rarity replied, though she clearly adored the attention.

The next figure to fill the doorframe was a white stallion. “Rarity, there’s some friends of yours at the door.”

A puzzled look crept onto Rarity’s face. “Who could that be? Cheerilee and I didn't plan to work on our project together until tomorrow.” Regardless, Rarity hopped down off her chair and walked to the front door. When she turned the corner, she saw two familiar dragons standing in the doorway. “Shard! Sidi! Whatever brings you to Ponyville?”

“Well, you see, we don’t have anywhere to stay except the cave,” Shard said.

“Your parents aren’t back yet?” Rarity asked. They shook their heads.

“It gets pretty cold in the cave at night. I don’t mind it since I’m an ice dragon, but my little sister’s a lava dragon.”

“Besides, it’s boring and lonely out there!” added Sidi.

“Well, it’s getting late, and you’ll need somewhere to stay the night. I suppose I could let you two sleep in my bed tonight if that’s fine with my parents. The bed should be big enough for both of you. I can take the sofa.”

“Alright!” Sidi cheered. “You hear that, Shard? We get to sleep in a bed! Isn’t that great?” shouted Sidi.

“You know you don’t have to do that, Rarity. We’ll be fine on the couch,” said Shard. Sidi glared at her.

“No, I insist. You are my guests and you are going to sleep in a bed. The sofa simply will not do.”

“Wow, you really are generous, Rarity,” said Shard.

“Like I said. The most generous pony in all of Equestria,” she replied with a smile.

On their way in, the dragons passed two fillies who were on their way out. “G’bye, Rarity. Thanks for all the help with the pie sale,” said Applejack.

“Yeah, that was super! We should do that again sometime!” said Pinkie Pie as she bounced out the door. “Bye, Rarity!”

As the two fillies left Rarity’s house, the eyes of the three from the present glowed white, indicating that they too had to leave.





That same evening, Rainbow Dash stood on the ground with flowers in her mouth, her parents just a couple of steps behind her. She laid her flowers on the ground just in front of a tombstone which read: “Fluttershy: C.L.E. 1080-C.L.E. 1092.” She then stepped backwards and took a deep breath.

“Fluttershy. You were the first and best friend I ever had. I may not have been with you in your final moments, and we may never know whether it was an accident, or whether you jumped because of those bullies, but either way, I’m sure I could have saved you. Nopony will ever be able to fill this hole in my life that only you could fill, but I will find the way forward. And as I do, I will make sure nopony else loses a friend like this if I can help it,” she said as she glanced back at her cutie mark. “I didn’t just lose a friend when you died. I lost a part of myself, too. I love you, Fluttershy, and I miss you, but I will never forget you.” When she had finished, something in the heavens caught her eye. She looked up to see a single shooting star streak across the sky. “I’ll never forget you, Fluttershy,” she repeated. The shooting star reflected as a twinkle in Rainbow’s eye, the last glint of which ended up in the single tear which fell from her right eye.
> Looming Threat
> --------------------------------------------------------------------------

After the visions of the fillies, the trio found themselves back in Ponyville. Before long, a pegasus chariot landed in the street, allowing Spike and adult Sunburst to disembark. Present-day Spike went and stood next to his alternate self.

“Really? That’s all I’ve grown?”

Twilight chuckled. “Spike, you’re a reptile. You’ll have your entire life to grow!”

“But couldn’t I at least grow a little faster?”

Twilight hugged her little dragon. “Oh, Spike, you’re fine just the way you are.”

“So what’s supposed to happen now, Twilight?” asked Starlight.

“Sunburst, who’s filling in for me at this point, is checking up on the preparations for the one thousandth Summer Sun Celebration. Pretty soon, he’ll meet Pinkie Pie, then he’ll probably go to the apple orchard, then get tackled by Rainbow Dash. After that, it’s off to meet Rarity, then we get to find out who replaces Fluttershy, and finally, he’ll get a surprise party from Pinkie Pie in the library. And that should cover all six bearers of the Elements of Harmony.”

As the three followed Sunburst around town, some of Twilight’s predictions came true, and some did not. The first incorrect prediction came when Rainbow Dash landed next to Sunburst rather than tackling him. Another change to the timeline came when Sunburst went to check on the decorations in the town hall.





“Decorations…” said past Spike. “Beautiful!” he said with wonder.

“Indeed. The decorations seem to be coming along quite well. Hopefully, this will be quick and we'll be at the library in no time,” said Sunburst.

“Not the décor. Her!” Spike said.

Sunburst looked up from his checklist at the mare in front of him, and she immediately captivated his full attention. “Well, I can certainly see why you would say that!” She stood there levitating various colors of ribbon, systematically working through them one color at a time until she found one she liked. After making her selection, she looked up and noticed the two new arrivals.

“Oh, goodness me! I didn’t even see you there! Allow me to introduce myself. I am Rarity. What’s your name, sir?” Sunburst untied his tongue before finally managing to state his name. “And what about you?” she asked the dragon.

“Spike,” he said, his eyes still glued to Rarity.

Rarity continued scanning the room, a small frown forming on her lips. “Have either of you seen a pair of dragons about?”

“Dragons?” asked both Spikes simultaneously.

“Sorry. Spike’s the only dragon I’ve seen today,” replied Sunburst.

“Oh, here they come. Shard, Sidi, could you tie these sparkling red ribbons along that row of poles?”

The two turned around to see a pair of female dragons walking their direction. Shard was slightly taller than Spike, but Sidi was closer to his height. “Yes, Miss Rarity,” said Shard. “Who are the guests?”

“Oh, where are my manners? Allow me to introduce you all. Shard, Sidi, meet Sunburst and Spike. Sunburst, Spike, meet Shard and Obsidian.”

“Hello, Sunburst,” said the jet-black dragon.

“Hello, Obsidian.”

“Spike, was it?” asked Shard. “That’s a nice name.” The cool blue dragon blinked her light pink eyes at him a few times.

“And you’re Shard, huh? Well, you’re nice, too. Uh, I mean your name. Your name is nice.” Spike’s cheeks suddenly reddened while Sunburst awkwardly glanced upward at the ceiling.

“Eww, gross! Shard, you’re gonna get cooties!” warned Sidi.

“Darling, I don’t think there’s such thing as cooties. Isn’t that right, Sunburst?” said Rarity.

“I hate to ask, but does it suddenly feel hot in here to anyone else?” asked Sunburst, shifting his gaze among the others.

“Well, now that you mention it, I do feel a bit warm. Shard, would you mind?”

“Of course not, Miss Rarity.” She inhaled, tilted her head back, and let out a deep breath, sending snowflakes to the top of the town hall’s interior for them to gracefully fall back down.

“Wow, cool!” exclaimed Spike.

“I’ve never seen anything like it!” said Sunburst. “How’d you do that?”

“It’s a common misconception that all dragons breathe fire,” Shard replied. “I’m an ice dragon.”

“Well, uh, that sure was great, but we still have a lot to check on around town, so I guess we’ll be seeing you girls later. Bye!” Sunburst blurted as he picked up Spike and galloped out the door.

“Well that was certainly a bit peculiar,” stated Rarity.

“That’s what I thought, too,” added Shard.

“Of course they were weird! They’re boys!” shouted Sidi. Rarity and Shard looked at her, then at each other, and shared a knowing smile.





After exiting the town hall and slamming the doors, Sunburst and Spike leaned against them, panting. They then turned to each other and simultaneously blurted, “Did you see her?” The pair sighed and slid down the door, collapsing as if they were made of rubber.

“I kind of feel guilty for watching that. Like I just read a page about somepony’s love life out of their diary,” said Twilight.

“It made my skin crawl,” added Starlight.

“Sorry, girls. I can’t hear you over the sound of myself throwing up,” said Spike.

“What’s next, Sunburst?” asked alternate Spike.

“Next, we’ll check on the music. Looks like the next stop isn’t too far from here.”

“I wonder who’s going to replace Fluttershy?” present Spike said aloud.

“I guess we’ll just have to wait and find out,” answered Twilight.

Sure enough, they didn’t have to go far from the town hall; their next stop was the schoolhouse. Sunburst opened the door to see a mulberry-coated mare conducting her class, which currently doubled as a children’s choir. “It’s Cheerilee?” cried present Spike.

“Well, I suppose she’s not actually too bad a fit for the Element of Kindness. After all, she does have to put up with a herd of unruly school-age colts and fillies day in and day out, all while maintaining a cheerful and encouraging spirit.”

As Twilight had been talking, she couldn’t help but notice a certain orange pegasus filly singing the song faster than her classmates. It finally got so bad that Cheerilee had to stop the choir. “Scootaloo, I’m afraid you’re taking that part a little too fast.”

“But it’s so boring when we go that slow!” she complained.

“I’m sorry, but that’s how the music’s written. If we don’t sing it all together, we won’t sound good for the Princess. You wouldn’t want that, would you?”

“Well, I guess not.”

A yellow-coated filly with a bow in her mane raised a hoof. “Yes, Apple Bloom?”

“Miss Cheerilee, we got guests.”

Just as she was about to turn around, Cheerilee’s face instinctively scrunched up. “We have guests, you mean.”

“That’s what I said,” replied the confused filly. The rest of the class giggled at her expense.

For now, the grammar lesson would have to wait. Apple Bloom was right. There were guests behind her, so Cheerilee turned to greet them.

“Hello! I’m Sunburst. I’m here to check on the music for the Summer Sun Celebration.”

“Welcome! I’m Cheerilee. Would you like to hear our number?”

“If it’s not too long.” Spike and Sunburst listened while the choir performed their song. Spike gave a standing ovation when the piece had concluded, and then it was off to the library, where Pinkie Pie had indeed planned a surprise party for Sunburst.

True to Twilight’s arrival in Ponyville, Nightmare Moon escaped that night, and it was up to Sunburst and his five new friends to go into the Everfree Forest and find the Elements of Harmony. The six passed all of Nightmare Moon’s tests, though Rainbow Dash seemed less tempted by the Shadowbolts’ offer and defended her friends more vehemently than last time. When the manticore appeared, only Cheerilee noticed the thorn in its paw. Being a teacher well-versed in literature, she immediately recounted the tale of Antrot Fleas and the lion, and removed the thorn from the manticore's paw. Inside the abandoned castle, Sunburst officially declared himself and the others to be the six Spirits of the Elements of Harmony, and the eternal night was cut short when Celestia and Luna were reunited.





Discord came and went just as he had in the timeline Twilight was familiar with. The next supervillain, Queen Chrysalis, was a different matter entirely. Because Sunburst had no relationship with Princess Cadance or Shining Armor as Twilight had, almost nothing was the same. The soon-to-be Prince greeted the Bearers with a “business only” demeanor. The six friends found the Princess’s behavior a bit standoffish, but chalked it up to the stress getting to her. Sunburst knew no special rhyme, and thus had no reason to suspect the Princess or conduct investigations. The ceremony went off exactly as the Queen had planned; she was pronounced Shining Armor’s bride by Princess Celestia. The power of a true love’s kiss was enough to one-shot the unsuspecting Princess, and encase her in a green cocoon. Panic descended on the crowd as the six Bearers of the Elements slipped away. They didn’t get far, however, before the changeling swarm brought them back. Within a few hours, the changelings had located and captured Princess Luna as well. The next scene to unfold consisted of the Queen talking with Ex-Princess Celestia.


*****


Chrysalis entered the room and detached Celestia’s cocoon from the ceiling. She turned her right-side up and placed her on the floor. “What do you want, Chrysalis?”

“First, it has come to my attention that for almost the entire month of your captivity, you have been planning an escape and subsequent uprising against me. You have also been in contact and in league with the Order of the Blue Changelings, the remnant of the rival group which I overthrew when I claimed my crown. Apparently, they are working undercover among the members of my hive.”

“Chrysalis, I have no idea what you’re—”

“Give it up, Celestia!” she hissed. “Your sister squealed.”

Celestia took a moment to compose herself. “My little ponies will never submit to you. You will constantly be threatened by uprisings so long as they are under your rule.”

“Perhaps you are correct. But no matter.” She began circling Celestia’s cocoon. “The population looks to you for leadership. If you escape, you will no doubt bring unity and boldness to an otherwise insignificant revolt. I believe it is no longer worth the risk to keep you alive. It is only a matter of time before you manage to escape and try to rise up against me.”

“If I die, then I die a martyr for Equestria. My murder will only strengthen the resolve of any revolution. There will be uprisings in the cities, there will be uprisings in the countryside, there will be—”

“So I will be dealing with a number of small, leaderless uprisings instead of a widespread revolution with a powerful, recognized leader? Sounds like a fair tradeoff to me. One more thing, Ex-Princess. I want the other half of your sisterly love. Luna’s love for you was strong indeed.”

“Yes, I would have assumed so. But I will not yield my own love to you so freely. You shall have to take it from me by force.”

Chrysalis, now standing in front of Celestia, stopped circling her cocoon. “Funny. That’s what Luna said, too. And look what happened to her.” She levitated an object from behind her and dropped in front of Celestia. The Princess stared at it in horror and disbelief.

“No. You didn’t! Chrysalis, tell me that’s not what I think it is!”

“Your sister’s horn.” A sick smile crept across her face once she had said it.

“No! You monster! How could you do this?” She pressed her hooves against the cocoon and sobbed. “Chrysalis, I waited a thousand years for my little sister, and I only got to spend this past one with her!”

“And why was that? I’m actually interested to hear this.”

“My sister became angry because our ponies slept through the nights she worked so hard to make. She finally became so angry that she tried to take all of Equestria for herself, even if it meant overthrowing me.”

“Yet you still love her? You’re even weaker than I thought. And far more foolish.”

“Of course I still loved her, Chrysalis! She was my sister! I believed she was not beyond forgiveness, and it turned out I was correct. But now—now she’s gone. Forever this time,” she said, descending into sorrowful cries once again.

“Correct? Deluded, more likely.” Having manipulated Celestia into letting her guard down, Chrysalis tapped into her affection for Luna. “Mmmm. Your love for your sister is the strongest I have ever consumed. Maybe I should have left your sister alive after all.”

“So you did kill my sister?”

Chrysalis rolled her eyes. “No, I only snapped her horn off her head to keep as a trophy. Of course I killed her! What, do I need to go get her wings too? Or maybe her head?”

“NO! No. Please don’t. If I saw that, I would simply die!”

“I’m afraid you’re going to die anyways, Celestia,” she said, cackling villainously.

“I take it from the questions you asked about my sister, that you know very little about ancient history. In a few weeks, the Crystal Empire will return, and with it a master of Dark Magic named King Sombra. You’re going to need outside help if you are to defeat him.”

“You think you can bargain for your life? You think I need your help to hold him off? Why should I believe you?”

“The combined forces of Equestria and the changelings would have a much greater chance of success than you alone could have.”

“Come on, Celestia, I didn’t hatch yesterday! That’s got to be the most thinly veiled plot to escape that I’ve ever seen! Besides, you have even more motive to depose me since I told you what I did to Luna!”

“With no alicorns left in Equestria, there will be nopony left to raise the sun and the moon,” Celestia protested.

“Don't you worry about that. Draining your sister’s love for you has already given me enough power to move both the sun and the moon! When I finish consuming yours, moving the two Great Lights will be merely parlor tricks. Let this so-called King come! His crown will make a fine addition to my already plentiful collection! As has yours!” The Queen’s horn glowed with green energy, and Twilight once again declined to watch. This time, she covered her ears as well, which served to muffle the Princess’s screams. At length, the cries of agony ceased altogether, and Twilight ventured to move a hoof away from her face. The first thing she noticed was Starlight Glimmer staring somberly at the ground. Twilight walked over and draped a wing over Starlight’s back.

“Do you see now why I needed to stop you from changing the past?” she gently asked.

Starlight brushed Twilight’s wing aside and walked a short distance, but said nothing. After a sigh, she calmly began. “I don’t know how you found out about Sunburst in time to put him into this vision, and I don’t know how you were able to craft such an elaborate story so quickly, but I will not accept that this is my own doing.”

“Starlight, I’m telling you, I’m not making any of this up, and I honestly didn’t even know who Sunburst was until you told me. I only made the potion that—”

“You made the potion!” Starlight parroted, pointing an accusing hoof in Twilight’s face. “It’s your potion, your story, and your version of the truth! Except that it isn’t the truth at all!”

Twilight sighed. “The potion only responds to alicorn magic, so even if I had let you brew the potion yourself, you still would have blamed me for the vision. I don’t know any other way to make the error of your ways more clear to you than letting you see the consequences of your actions firsthoof. Please, Starlight, you have to believe me.”

“No. No I don’t.” Starlight produced the scroll from Spike's bag again and tore a little farther into the notch she had already made.

“Wait! At least see the vision through to the end!” Starlight glanced up to meet Twilight’s eyes. “Please,” Twilight pleaded.

“I’m this close, Twilight. This! Close!” She held up two hooves ever so slightly separated from each other, but she did return the scroll to Spike. “But since you're being so insistent, I’ll play along for now, if only to shut you up.”

The three were then teleported by the potion to another room in the palace, where they heard Applejack’s voice above them. “What’s s’posed to happen now?” They looked up to see where the voice had come from, and saw seven green cocoons hanging from the ceiling.

“If she wanted us dead, we’d be dead by now. She doesn’t have to keep feeding us, you know,” said Sunburst.

“Still, this is a lot of hanging around upside down, even for me,” added Pinkie Pie.

Rarity chimed in next. “What do you suppose is happening back home? Oh, I do hope Open Hearts Orphanage is doing well. It’s hard enough sometimes to operate it even when I’m there, being a non-profit and all. And we’ve been gone nearly a month and a half!”

“Orphanage?” asked Twilight. “So no Carousel Boutique?”

“That would explain why she took in the two dragons long-term, I guess,” present Spike commented.

“I sure hope Big Macintosh and Granny Smith are gettin’ along alright on the farm without me. And I reckon Apple Bloom misses me somethin’ fierce.”

“And what about the school?” asked Cheerilee. “Mrs. Cup Cake is an industrious teacher’s aide and a willing substitute, but I only make lesson plans three weeks in advance!”

“Thunderlane’s probably slacking off with the weather again,” added Rainbow Dash. “Could somepony remind me exactly how he got to be Assistant Weather Manager?”

Queen Chrysalis interrupted their conversation when she magically threw open the room’s double doors. She was accompanied by at least two dozen changeling drones. “What now, Chrysalis?” asked Sunburst.

“That’s Queen Chrysalis to you.” 

“We ain’t never gonna bow to you! You ain’t our Queen, and you never will be!” Applejack declared.

Chrysalis rolled her eyes. “Regardless, I have a task for you.” She removed their cocoons from the ceiling and set them on the ground. “It has come to my attention that one called King Sombra will be returning soon. We did some research, and found he will appear in the north, in the Crystal Empire. Ponyville is situated so that it would be strategic for both me and him to occupy it. He would use it as a staging ground to attack Canterlot, I would use the town as a buffer for it.”

“What makes you think we’re going to help you?” blurted Rainbow Dash.

“I need the inhabitants alive so my changelings can feed off their love, but Sombra has been known to be a bit more… tyrannical. According to our research, those who are marched off to his work camps often don't come back, if you get what I’m saying. It is my understanding that you still have a number of close friends there. You wouldn't want anything bad to happen to them, would you?”

“I don’t understand. Where do we fit into this?” asked Cheerilee.

“You will be shackled, marched to Ponyville, and issued your Elements once you arrive. One of you will stay here as insurance against any of you doing anything brash.”

“But—but that isn’t how it works! All six of us need to be there or the Elements won’t work!” cried Rarity.

“Then the dragon stays.”

Spike and Sunburst looked at each other. “Sunburst?” Spike pressed his claws against the translucent side of his cocoon. “Please don’t leave me! I’ll do anything!”

“It’s ok, Spike. Everything will be fine. Nothing bad will happen, I promise. Just do what she says.”

“Sunburst, no!” At this point, the real Spike hugged Twilight’s leg, and she in turn embraced him with a wing. “What’s going to happen to me?”

“Like I said, if she wanted us dead, we’d be dead already.” By the look on his face, Spike still wasn’t convinced. “I’m so, so sorry, Spike. This is the only way to save everypony in Ponyville. Queen, when our task is complete, will we be reunited?” Sunburst asked.

“If you succeed, then yes. The bond you two share is strong, as of brothers. Your emotions feed off each other’s, and I in turn feed off both of you. You were very much correct when you said you would be dead if I wanted you to be. And don’t forget it, either.” She turned to her drones. “Shackle them and march them to Ponyville. Don’t give them their Elements until they arrive there this evening.”

“Yes, my Queen,” replied an armored changeling, presumably an officer.

As the six large cocoons were opened, Spike spoke up one more time. “Promise me you’ll come back, Sunburst.”

Sunburst put his hoof on the other side of Spike’s cocoon, directly opposite his claw. “I’ll be back, Spike. I promise.” After they had their moment, a changeling pushed Sunburst into line and shackled his front hooves. He was fitted with a collar and chained in line with the others, then forced to march out of the room. He glanced back at Spike and the dragon still staring back at him, nearly in tears. “I promise, Spike!” he called back.

When the doors closed, Spike sat down in his cocoon, pulled his legs in tight, and wrapped his arms around them. The Queen walked up to him and levitated his cocoon. Spike stood up with a start and a shout. “Don’t worry, little one. I’m not going to kill you. Unless, of course, your friends try to do something heroic. I have a feeling, though, that they just might." She followed up her speech with a fit of laughter that made Spike press himself as hard as he could against the opposite side of the cocoon.





The intangible trio made a day’s march into an instant teleport. The alternate mane six looked exhausted from the march into the center of town, and the changeling troop didn’t look much better. “Could one of you pul-ease tell me why we didn’t take the train from Canterlot? My hooves are absolutely killing me!” complained Rarity.

“Because we don’t have any trains. The engineers escaped with them before we could occupy the train yard,” a changeling replied. Rarity groaned.

“Well, Rarity, at least we’re here now,” Sunburst reminded. He tried to hold her hoof, but the shackles made it difficult and awkward. She smiled weakly at him anyways.

“Right. So you can quit your whining,” said the officer.

“Whining? That was complaining. Do you really want to hear whining?”

“NO!” her friends shouted in unison.

“Actually, what we meant to say was more along the lines of, I don’t think that would be appropriate right now,” corrected Sunburst.

Rarity sighed as she began “I suppose you’re right, Sunburst.” She turned to a nearby changeling. “Now, if you would, be a dear and get these abhorrent chains off my hooves.” The six were released and issued their elements.

A changeling drone withdrew Loyalty from Rainbow Dash’s overly eager snatch, causing her to miss. “For use against King Sombra only,” he stressed.

“Yeah. Sure. Got it.” The drone reluctantly released Loyalty to its bearer.

A changeling officer addressed the ponies. “During our march, our scouts brought news to me that the Crystal Empire has returned and King Sombra is on his way with an army of armored crystal ponies. He will likely arrive sometime tomorrow. Our Queen has already been notified and will be sending reinforcements to fortify Ponyville. Since we still have your dragon friend back in Canterlot, we anticipate your absolute cooperation. You have until tomorrow to prepare a suitable defense.” His message delivered, the officer departed to seek lodging for his troops.

“So, when do we start kicking changeling flank?” asked Rainbow Dash.

“We don’t,” declared a defeated Sunburst.

“Oh, Sunburst, don’t be silly! We’ll get them, you’ll see! We’ll send them all the way back to… to… Where are changelings from again?”

“It won’t matter, Pinkie. They still have Spike.”

“I know how much the little guy means to you,” Applejack said reassuringly. “Now, the only way we can be sure Spike stays outta harm’s way is to stop ol’ King What’s-His-Face. And by Celestia, that’s what we’re gonna do.” Applejack placed her hat over her heart and looked skyward at the mention of the late Princess.

“Don’t worry about it, Sunburst dear. Applejack’s right. No harm will come to Spike if we cooperate with the Queen. Perhaps if we do well enough, we could even beg for our freedom in exchange for protecting Ponyville.”

“I doubt that would work, Rarity,” Sunburst said.

“I’d hate to think what would happen to us if we lose, let alone what they would do to Spike. Especially after what happened to the Princesses,” said Cheerilee.

“The Princesses were key political figures,” said Sunburst. “They were strong leaders that a rebellion could rally behind if Chrysalis left them alive and then they escaped. Unfortunately, that makes any sort of rebellion on our part that much harder now that they’re gone. As for Spike, you heard her yourselves. She wants him alive so she can feed off me and him.”

“But the Queen also lost most of her leverage against the six of us when she—you know—executed the Princesses,” added Cheerilee.

“Executed?” shouted Rainbow Dash. “More like murdered!”

“Please, I’d prefer we not talk about the Princesses’ or Spike’s fate,” said Sunburst.

“Come on, Sunburst, what could they do to Spike? Dragon scales are legendary for being practically invincible!” stated Rainbow Dash.

“I don’t know,” said Sunburst. “But if we try to fight both factions and fail, we’re all in deep trouble.” Following a pause in conversation, Sunburst made a proposition. “It’s late in the evening, and we’re all tired from the march. We need to head home to get some sleep and meet back in the town hall at 8:00 tomorrow.” The group consented and dispersed to get some much-needed sleep. Tomorrow, they would make their decision.
> Beginning of the End
> --------------------------------------------------------------------------

The next morning, Twilight, Starlight, and spike watched as the six friends gathered in the town hall. Rainbow Dash was aerially pacing in font of them, pitching her plan to them. “So yesterday, the changelings mentioned that Canterlot’s trains left the station before they could capture them. I was thinking we could do the same thing here in Ponyville.”

“They’ve probably learned from their mistake. I expect the train yard will be guarded,” said Cheerilee.

“There’s about twenty-five changelings here in Ponyville. I counted them yesterday after the march. Assuming that’s all the changelings in Ponyville at the moment, and considering that they have to spread out through the whole town, their numbers are going to be spread pretty thin in any one location.”

“But where would we go?” asked Rarity.

“It doesn’t matter. Appleoosa, Manehattan, Las Pegasus—as long as it’s not Canterlot. The first ones on the train should be the colts and fillies. That includes your class and your orphanage.” She pointed at Cheerilee and Rarity respectively. “If this turns into a long, drawn-out fight, Zecora becomes a high-priority target. And with Ponyville occupied, it’s not like we’ll be able to come back and get her.”

“C’mon now, Rainbow Dash. There ain’t no way we’re gonna win against both the changelings and the King!”

“We don’t have to, Applejack. The goal is more important than winning; it’s evacuating our friends.”

“You know what’s going to happen to Spike the moment the Queen finds out we’ve turned on her,” reminded Sunburst.

“It’s the same thing that will happen to a whole lot of our other friends if we help the changelings take over, let Sombra invade, or allow Ponyville to be caught in the crossfire between the two of them. Would you want that? Would Spike want that? Think in terms of numbers here. Just one or a whole town?”

“Rainbow Dash, please don’t put me up to a hard choice like this. I gave Spike a promise. He’s not just another number. He’s my friend. He’s like the little brother I never had.”

Rainbow landed in front of Sunburst and lowered her tone. “I’m sorry, Sunburst. That’s the way the circumstances already are. Look, I know firsthoof what it’s like to lose a friend. A close friend. A friend who didn’t deserve to die. That’s why I can’t let that happen again, not to Ponyville. Besides, Spike’s a dragon. They won’t even be able to hurt him,” she said, draping a wing over Sunburst’s withers.

Sunburst bowed his head in thought. Spike was counting on him, but so was Ponyville. Which was worth more, one life or a whole town? What if that one life was someone he really loved? What if he made a promise? Then would one life be worth all the others? Or would saving all those lives be worth breaking the promise? Would it be better to bear the pain of grief and loss himself, or to force it upon an entire town? Sunburst felt somepony hug his neck from the other side, and looked up to see Rarity looking at him comfortingly. “Sunburst, dear, I know this is a difficult choice for you. I’m here for you, whatever your choice.”

Sunburst lowered his head again, weighing more questions with no right answers, and judging the possible outcomes. When at last he raised his head, his eyes were full of tears. “We will evacuate Ponyville.”





Rarity soothingly stroked the back of Sunburst’s neck, his face buried in his hooves as he sat with the others around a table. Pinkie Pie lamented, “I really, really don’t like seeing him like this, girls. I hate it when I can’t cheer ponies up.”

“Spike is like a brother to him, Pinkie Pie,” said Rarity. “I’d say I can’t imagine what he’s going through, but I can. I would never forgive myself for doing the same thing to poor Sweetie Belle.”

“I know what you mean. I’d feel the same way about Apple Bloom,” added Applejack.

“I have a whole class of colts and fillies who look up to me,” said Cheerilee. “Besides that, Sweetie Belle looked up to me almost like I was her second big sister before I was ever her teacher. It was through foal-sitting her that I found I was good with kids.”

“And you’re somewhat of a big sister to me, Cheerilee, even if you are only my elder by a year,” said Rarity.

Rainbow Dash returned to the table with the Mayor at her side. Mayor Mare was carrying a map of Ponyville, which she spread out on the table. “I still can’t believe there are changelings here! Right under my very muzzle!” said the Mayor.

“Can everypony see the map ok?” Rainbow Dash asked. There were nods all around. “Great. Rarity, Cheerilee, you two will evacuate the colts and fillies from the orphanage and the school. Pinkie Pie, evacuate everypony else in our area of town. Sunburst, your task will be to go find Zecora. Applejack, you’ll have Sweet Apple Acres and the houses on that side of town. I’ll take this last section,” she said as she pointed to an area on the map. “Be quick, everypony, but try not to make it obvious what we’re doing. Remember, there’s about twenty-five changelings around town, and once they find out what we’re doing, they probably won’t be too happy and will likely try to stop us. Now let’s get moving!” The group dispersed, and the Mayor approached Rainbow Dash.

“How do you want me to help, Rainbow Dash?”

“You represent the government here, Mayor. We need you to get to the train station without getting caught. Now if you’ll excuse me, I’ve got some friends to evacuate. I’ll see you at the train!" And with that, Rainbow dashed off.





Applejack galloped through town towards her family’s farm. She raced around a corner, but had to lock her knees and skid to a stop in order to prevent a collision with a pair of changeling drones. “What’s the hurry?” asked the first changeling.

“Oh, uh, we—we need my brother to—uh, to help put up a barricade on the west side of town! You know, to keep the King out,” she said. The two changelings glanced at each other briefly, then back at Applejack.

“That’s the direction Queen Chrysalis is coming from,” said the first changeling.

“Whoops! Heh heh. I—uh, I meant the north side,” she said, pointing a hoof to the north.

The second changeling glanced up at the sun. “Aren’t you pointing southeast?”

“Aw, shoot. I guess I am, ain’t I? Well, what can I say? I never was too good at geometry. Er, geography.” Applejack smiled nervously. She could hear her heart racing. She could feel the sweat dripping down her face. Why did she have to be so bad at lying?

The changelings shot each other another glance. “Typical blonde,” said the first with a shrug. He turned into a replica of Applejack. “Howdy! Y’all!” he said with an exaggerated accent. “Look et me! Ah cain’t tell mah raht hooves frum mah left! Huh huh huh!”

Applejack laughed nervously while the changelings cackled hysterically. As she began again, she was careful to mind her i’s and ah’s. “So, I guess I can be on my way then?” she asked. Overstressing her pronunciation only made the two changelings laugh harder. Since the two were apparently going to be laughing for some time before they would be able to answer, Applejack decided to just go around them. “We’ll see who’s laughin’ at who come the end of the day,” she muttered under her breath.





Rarity looked across the back side of the train station towards Cheerilee. The mulberry earth pony peeked around a corner and signaled back “all-clear.”

“Quickly, now, let’s move,” Rarity whispered to the herd of colts and fillies behind her. The young herd moved as silently as one could expect a group of frightened school-aged ponies to be when walking across a wooden platform. Cheerilee darted around the corner and Rarity moved to where Cheerilee had been standing. A moment later, Rarity peeked around the side of the building, and Cheerilee made three tally marks in the air with a hoof. “Three changelings on the platform. Sidi, watch the colts and fillies. Shard, come with me.” The pair quietly approached Cheerilee.

“On three,” whispered Cheerilee. “One, two, three!” Rarity leapt around the corner and found a target for her horn blast. She fired, scoring a direct hit. Cheerilee charged forward and bucked the second changeling. His head clanged against the train, and he slid down between the train and the platform. A moment later, Cheerilee was hit in the leg and held fast by a sticky green goo. Shard blasted ice at the third changeling, encasing his front half. She then breathed on the goo holding Cheerilee's hoof, making it solid and brittle enough to break with a flick from her claw.

“Sidi, now!” Rarity called. The young ponies galloped forward and boarded the train.

“What do we do next, Rarity?” asked Shard.

“Now, we just hold here while the others evacuate the city ahead of Sombra and Chrysalis.”

“Awww. I was hoping we’d get to fight!” said Sidi. “All we ever do is run away! First you told me, Shard, and the Cutie Mark Crusaders to get to the train at Canterlot, now we’re catching a train out of Ponyville!”

“There’s just too many of them,” stated Cheerilee. “We have to pick our battles. Right now Ponyville is about to be the site of a battle between King Sombra and Queen Chrysalis. It’s not safe for us to stay. I’m sorry. This is the way it has to be.” Sidi sighed and reluctantly boarded the train behind her sister.





Rainbow Dash exited another house near the edge of town and would have casually strolled into another, but a growing cloud outside of town caught her eye. It wasn’t a cloud that a pegasus might move, but rather a cloud of dust kicked up by the hooves of a large number of ponies. Or changelings. She couldn’t tell. She took to the skies to get a better vantage point. She saw no wings characteristic of changelings, and figured it was King Sombra. Suddenly, there was a buzzing noise on either side of her. She cast a glance in each direction to see two changelings on either side of her. Her initial instinct was to fight them, but they seemed to have their eyes fixed on Sombra’s army. Well, as long as they weren't fighting her, she might have a use for them. “So what do you say we give them a warm welcome?” Rainbow asked.

“But there’s only five of us,” came the reply.

“Exactly my kind of a fight!” She rose in altitude and flew over top of the enemy column, diving directly down onto it and creating a large, rainbow-colored explosion. A few moments later, the four changelings put up green shields and dive-bombed the crystal ponies, leaving four changeling-sized craters in the ground. The five fought ferociously; bucking, kicking, punching, and magically blasting one crystal pony after another.

Without warning, a black crystal emerged from the ground, encased the neck of one changeling and choked him out. From this crystal grew a black unicorn wearing red robes. His eyes were the darkest, most menacing, most frightening things Rainbow Dash had ever seen. When their gaze fell on her, she became paralyzed with fear and lost all will to fight. 

“The whites of her eyes, they’ve turned green! And they’re venting purple smoke!” shouted Starlight.

“King Sombra’s power with Dark Magic is unrivaled, and he commands an iron rule through hate and fear,” Twilight explained. As the two had spoken, Sombra had grown the crystal underneath him until he towered over Rainbow and two of the changelings, all three petrified with fear of his hateful gaze. The lone free changeling blasted the King from behind, briefly drawing away his attention. Sombra then entered his shadow form and engulfed the attacking changeling, leaving small black crystals on his horn.

Rainbow Dash finally broke free from her trance and flew towards town as fast as she could. The time for subtlety was over; now was the time for action. “King Sombra is here!” she shouted. “Get to the train station! Everypony, get to the train station!”





“Alright, y’all. Follow me!” The ever-growing herd behind Applejack galloped onward toward the train station. The group skidded to a halt when four ponies blocking their path reverted to their changeling forms.

“ ‘Putting up a barricade’?” asked the lead changeling, making air quotes with his hooves.

“Nnope.” said Big Mac.

“Listen. These here are my friends and family. I ain’t lettin’ them get taken over by a bunch of bugs.”

“What are we supposed to eat if our source of love gets away?”

“You had orders from the Queen herself!” said the second changeling.

“Well you can tell your high’n’mighty Queen to take that pretty little crown of hers and stick it where the sun don’t shine! And you can tell her I said so!”

Big Mac seconded his sister’s motion. “Eeyup!”

“We may eat love, but you’re going to eat those words,” said the first changeling.

“I don't know about that!” Applejack had hog-tied the first changeling before he even knew what hit him. She bucked a second, and Big Macintosh got a third. The last jumped on Applejack’s back, only to be bucked off a moment later, then kicked against a lamp post. “C’mon! Y’all!” Applejack waved the group on. She spotted two more changelings coming from a street over through an alley.

Big Mac paused before joining the rest. “Applejack?”

“Go on ahead, Big Mac. I’ll be right behind you!”

“Eeyup!” He galloped off while Applejack started spinning another lasso.

“This’ll only be a minute.”

Immediately after Applejack had neutralized those two in the alley, she returned to the main street. She glanced the opposite direction of the train station just to be safe, and froze in her tracks. She instantly darted behind a building partially out of instinct and partially out of adrenaline. Only then did she have a moment to register what she had just seen: a column of changelings marching towards the train station. “Sweet Celestia! That must mean Queen Chrysalis is on her way!” She bolted back into the alley she had just come from and made her way towards the train station via the less direct, but more covert, back streets.





“Hurry!” Sunburst called from the train station platform. A flood of ponies galloped toward the train, save one pink mare, who pronked instead. Rainbow Dash landed in front of Sunburst.

“Did you find Zecora?”

“She’s already aboard. The only one we’re waiting for now is Applejack.”

“We can’t wait long. King Sombra is headed for the station!”

“We’re not leaving without Applejack!”

Big Macintosh galloped past Sunburst just then. “Big Mac! Have you seen Applejack?”

“Eeyup.”

“Is she in your group?”

“Nnope. But she’s right behind us.”

“See, Rainbow Dash? We just need to wait a little longer.”

“Well, we may not have ‘a little longer.’ Sombra is getting closer and closer to the train station as we speak.” Rainbow Dash darted skyward, and spotted a column of changelings marching down one street, and a column of armored crystal ponies marching down another. Applejack was nowhere in sight. Rainbow feared that it was already too late for Applejack. “Conductor! We have to leave now! Both Chrysalis and Sombra are closing in!” she called out.

The conductor nodded. “All aboard!”

“No!” Sunburst protested. He turned to look for Applejack, but didn’t see her. He reluctantly boarded the train behind Rainbow Dash. “What are you doing?”

“I’m sorry, Sunburst. I wish we could wait, I really do. But it’s either her or all of us. And… I think she’s already gone. That formation of changelings is marching from the direction of Sweet Apple Acres, and that’s where Applejack was last seen. If she’s there, she’s either captured or cut off from us. I’m sorry.” Sunburst sorrowfully stared through the train’s door. Just as it closed, a familiar orange earth pony rounded the corner at full gallop.

“There she is!” He magically pried the door back open, and stuck a hoof out the door. “Come on, hurry!” He nearly lost his balance when the train jolted to a start. “You can make it!” As the train accelerated, so did Applejack. Sunburst leaned out the door, holding the side of door frame with one hoof, and reaching as far as he could with the other. The more the train accelerated, the less platform Applejack had left. “Jump! I’ve got you!” The platform fell away, and Applejack leapt into the air. Sunburst stretched his hoof as far as it would reach. He could tell by her trajectory that she was safe. Her hooves would grasp his and he would pull her inside the car.

Suddenly, Applejack froze in midair and fell forward, her entire body dangling from the green aura around her tail. “No! Applejack!”

“Sunburst!”

A second aura formed around her neck, and she strained to pull it off herself. Sunburst tried to jump off onto the ground, but Rainbow Dash bit his tail and pulled him back into the train car. He rose to his hooves and galloped through the emergency access doors to the back of the train. By the time he reached the platform on the back of the last car, the train was already too far away and the Changeling Queen herself was standing in front of Applejack, flanked by two armored changelings. He watched helplessly as Applejack floated there, continuing to strain against the choking green aura around her neck.





“And just what do you think you’re doing? Taking my source of food right out from under my muzzle?” asked Chrysalis.

Applejack replied through the choke, a few words at a time. “These ponies—ain’t never gonna—love the likes—of you!”

“No thanks to you, I guess we’ll never know, now will we? Put her in a cocoon! I’ll deal with her later.” The armored changelings on either side of Chrysalis used their magic to create a sticky goo and work it into a cocoon shape. “Stand guard over her while I lead the others. King Sombra draws near.”

“Yes, Your Majesty,” the changelings replied in unison.





Chrysalis pointed a hoof down the street at the crystal ponies. “Forward!” Half the changelings took to the air, while the rest put up magical green shields and marched together, forming a shield wall. Sombra’s forces charged, but were decimated by repeated changeling dive-bombs. However, the King’s ranks were deep, and it would take more than a few bugs to deter the tyrant. “Ground troops, halt!” ordered the Queen. The shield wall held their ground, adopting a defensive formation. The crystal ponies had almost reached them when black crystals from underground disrupted the changelings’ formation. With the changelings’ front ranks in shambles, the crystal ponies pushed them back. King Sombra himself now led the charge. “How are they beating us!?” shouted the Queen.

“It’s their King!” reported an officer holding a pair of binoculars. “He’s too powerful!”

“Then leave him to me!” She took off and performed a super-powered dive-bomb of her own. The impact and shockwave from which sent crystal ponies flying and flattened several buildings. Additionally, the shockwave sent out green fire which began consuming nearby buildings. Chrysalis then charged her horn and blasted a thick green beam of magic at the enemy’s ranks, setting crystal pony and building alike ablaze. Out of the flames rose a black shadow which turned and made a beeline for Chrysalis. Shadow Sombra went underground, then encased the Queen’s four hooves in black crystal. Another crystal appeared in front of Chrysalis, from which spawned Sombra’s pony form. “King Sombra, I presume?”

“And you are?”

“I am Queen Chrysalis, the Conqueror of Canterlot. Return to your empire at once, or your crown is forfeit.”

King Sombra chuckled. “You are mistaken. It is your crown that will soon be mine.” Enraged, Chrysalis shattered the crystals holding her down and flew into the air. She blasted Sombra with green magic, only for him to switch to shadow form and fly away.

“Come back here!” She shouted. She gave chase and shoot bolt after bolt of magic at him, which dealt no damage to his shadow form but set large swaths of the town on fire. Sombra landed and returned fire, magically launching large black crystals at her. The Queen aerially evaded his projectiles, letting the falling crystals demolish buildings instead. Chrysalis dove sharply and caught the King with her hooves. She flew low, grinding him along the ground down the street. He’d soon had enough of this trick, and used his hind legs to kick her off. She lost control and rolled along the ground horn over hooves. Sombra had a good laugh at this, to which Chrysalis responded by standing back up and shooting magic down the street. Sombra countered with a blast of his own. The beams repulsed each other, seeming for a moment to be evenly matched.

“Oh, please, ‘King,’ I’m hardly trying.  Wait until I call upon the love I stole from Celestia and Luna!”

“Celestia and Luna!? What!?” Sombra, the tyrannical ruler of fear, was not without fears of his own. Those two had undone his rule a millennium ago, and now there was another who claimed to have their power. Just before Chrysalis fired a supercharged beam of green magic, Sombra changed to crystal form and went subterranean. The wide, green beam travelled to the end of the street, demolishing both the above-ground crystal and Golden Oaks Library at the end of the street.

“Why does Equestria have a vendetta against my library!?” shouted Twilight.

“Except it's not your library. It's Sunburst’s,” Starlight unhelpfully reminded.

Sombra's shadow resurfaced in front of Chrysalis and encrusted her horn in a number of small black crystals. “What do you know of Celestia and Luna!?” he growled as his unicorn form took shape.

“I know their love was strong, but that they themselves were weak.”

“Love has a way of doing that, yes.”

“Not for a changeling.” Chrysalis charged her horn a few inches at a time, shattering the black crystals on it one by one. “We feed off love. We grow stronger in its presence! We consume it and become powerful!” In sync with that last word, Chrysalis cleared the last crystal from her horn, firing a beam of fiery green magic into the air. “And I have consumed the love of Celestia and Luna! I am unstoppable!” She shot magic at Sombra, only for him to retreat to his shadow stance again.

“But not invincible,” the Dark King retorted, as he outflanked the Queen. He ponified his head and shot two dark magic blasts rapid-fire, one at the Queen’s wings the other at one of her legs. She shouted in pain and dropped to her knees. “Yes! Kneel before your King!” he said with an evil laugh. Chrysalis groaned in pain as she used a shield flare to repulse the King several meters. She rose and turned to flee, but couldn’t fly, nor could she walk without a limp. Reluctantly, she turned so she was facing towards the foe who had evaded her attacks so many times already. She shielded herself, then created a ring of green flame around her. The King attacked the shield, but failed to breech it before the Queen completed her teleport.

In this moment, separated from his army, King Sombra noticed a complete lack of civilians anywhere. His plan had failed. There would be no slave labor from this town. Judging by the number of flames and the direction of the wind, there wouldn’t be much left of the town itself either, rendering it useless as a forward base and staging area. It was time to cut his losses and pick a new target. He switched to his shadow form and left to call off his army.





Applejack spent several uneventful minutes in her cocoon before Queen Chrysalis teleported onto the train station platform. She stumbled forward, but one of her changelings caught her. “My Queen, are you alright?”

“He’s right. You ain’t looking too hot,” added Applejack.

“Better than you!” the Queen retorted.

“I dunno if I’d go as far that.”

“Better than you’re going to be, regardless,” she said hatefully.

All at once, Applejack suddenly became aware of the severity of the situation. “What’s gonna happen to me now? I’ve got friends and family that—”

“You should have thought about that before you rebelled against me, not after.”

Applejack quickly realized that bargaining for her own life would be fruitless, but she did have one last request for Chrysalis. “Promise me you ain’t gonna hurt my folks? They didn’t want to leave the farm, honest. I put ‘em up to it. That land’s been in our family since the founding of Ponyville.”

“I can’t promise anything about the ones you love. But I can tell you this: I’m not going to kill you.”

“You—You won’t?” asked Applejack, confused but somewhat relieved.

Chrysalis limped over and extracted Applejack from her cocoon. “No. I have… other plans for you.” She hissed, bared her fangs, and drew Applejack uncomfortably close. She then lurched forward and bit Applejack on the neck, causing her to yelp and Twilight to look away. A moment later Chrysalis drew back, her fangs dripping with green venom. She dropped Applejack onto the platform and watched her as she began squirming and clutching first her neck, then her head. Applejack cried out as a curved black horn grew out of her forehead. Starting from this horn, her orange coat began to change into black chitin. She put her hooves over her eyes, and when she removed them a moment later, her eyes were like the eyes of a changeling. Her cries of agony mixed with shouts of horror when she saw with her own eyes that her coat was becoming chitin. Then, she resumed her painful howls when her wings began to appear. The screams intensified, presumably along with the pain, when holes began to form in her legs. Her tail was the last to go, changing to the characteristic black tail of a changeling. She ended up on her back, groaning in pain and panting for breath. Her transformation complete, her new Queen bid her rise. She did so reluctantly, clearly still in pain.

“From henceforth, you shall be my subject and you shall do my bidding.”

“My life is yours, my Queen,” said a familiar voice which retained its accent and gender.

“Prove it,” she said, pointing to Honesty, which remained around Applejack’s neck. The new changeling unclasped the necklace and hoofed it over to Chrysalis. At Applejack’s concession, Chrysalis cackled so loudly that she might as well have been declaring Applejack’s transformation to distant Canterlot.





With the boss battle over and both armies retreated, the three from the present took in their surroundings from a vantage point high above town. There was no clear winner, but there was definitely a loser: Ponyville. A number of houses were either on fire or already burned-out from Chrysalis’ fire, and heaps of rubble created by Sombra lined the streets. The roads were dotted with changeling-sized craters which one could stand knee-deep in. There wasn’t a pony in sight in this once-thriving town. A gusty wind blew in from the west, encouraging the green flames to jump from building to building. “This—this couldn’t have been because of me,” said Starlight. “It was just a couple of cutie marks. Nothing special.”

“Starlight, our cutie marks are exactly what make us special, every one of us. That includes you.”

“Cutie marks make us different, not special! You’re special because you’re a Princess! You’re different because of your cutie mark!”

“But Starlight, I’m also a Princess because of my cutie mark. You saw what happened to me when I didn’t get it. What happened to me isn't even relevant anymore. If I’m special because I’m a Princess, and I’m a Princess because of my cutie mark, then I’m special because of my cutie mark!”

“Oh, so that’s what this is about,” Starlight said with a roll of her eyes. “You just want to be important!”

“You know that’s not how I meant that, Starlight. Because you didn’t let Rainbow Dash, and by extension the rest of us, get our cutie marks, Fluttershy is dead, I’m out of the picture, Chrysalis killed off the other three Princesses, and Applejack is a changeling! And this is all just a month and a half after Queen Chrysalis took power! There’s still not quite a year's worth of history we have yet to cover to get back to the present. This three-faction war that’s brewing is threatening to tear Equestria apart and change everything forever!”

“That’s it, Twilight! I’ve heard enough! You’re not going to spoon-feed me these lies anymore!” Starlight teleported Spike’s bag in front of her and removed the scroll. “I warned you not to twist the truth! Now say goodbye to your friends, your cutie marks, your crown, and your version of the story forever!” She crumpled the scroll into a ball and landed next to a burning building. With a flick of her horn, she tossed the scroll into the green flames.

“Noooooo!" Twilight shouted as she landed in front of the building with a hoof outstretched. "Starlight, why would you do that when you’ve seen all the pain you’ve caused! Is this really what you want Equestria to look like? Think of the pain you’ve caused not just for me, but for Fluttershy, Rainbow Dash, the Princesses, Applejack—everypony! Even Sunburst. He had to watch as Applejack was torn from him even more dramatically than he was torn from you! And it’s not just a vision anymore! It’s all Equestria’s new history unless we find a way to recreate that scroll!”

Starlight’s face visibly reddened and she began shouting mere inches from Twilight’s face. “For the past hour now you’ve been force-feeding me this lie, telling me that affecting how you and your friends get your cutie marks changes the fate of Equestria, and now you have the gall to say that I’m the one putting Sunburst through all this!?” She backhooved Twilight so hard she knocked her off balance. 

Spike jumped between the two. “Leave her alone, Starlight!” The three stood there for a moment in silence and shock. The only noise was the crackling flames around them.

At first, Twilight’s actions seemed sluggish, as if she was still trying to process all that had just happened. With exaggerated lethargy, her hoof slowly migrated up to her face to collect some of the blood that was trickling out of the corner of her mouth. She analyzed the wound with her tongue before spitting out saliva mingled with blood.

“You hit—a Princess,” she said, still recovering from the shock. “I could have you brought up on charges of assault and battery, not to mention high treason!”

“Twilight, I’m sorry. I—I was just so mad at you—I guess I just lost control for a second.”

Twilight sighed. It seemed Starlight was either in denial that her actions led to the timeline they were watching unfold, or she was still hung up on how the potion worked. Twilight couldn’t do much for the first problem, but maybe if she explained how the potion worked, Starlight would be more understanding. “My potion, it casts a vision, a sort of augmented reality. That’s what makes it different from your spell, Starlight. It’s similar in that it uses some of Star Swirl’s spell dealing with time travel, but—ugh,” she spat again, “but whereas your spell causes the caster to physically travel to a specific place and time, my potion only shows what happened then and there. It’s based on the same magic used in that spell, and you know how that works. Its primary power source is a mixture of Alicorn and Zebra Magics, whereas your spell is powered by the castle’s map and by extension the Tree of Harmony, which uses the Magic of Friendship. That’s why the potion isn’t powerful enough to physically merge two parallel realities.”

Starlight looked around Ponyville again. “So, none of this is real?” Her tone had dramatically changed. She was now asking for information rather than for the sake of sarcasm.

Twilight finished wiping her mouth and answered. “It is now. As far as the vision goes, it’s real in the sense that it actually happened, yet it’s not real in the sense that we can’t interact with any of it. Which means…” She stuck a hoof into the fire and drew it back again unscathed. She walked into the flames and returned carrying the crumpled scroll in her magic.

“Listen, I’m sorry about the scroll, Twilight. I suppose I can bring myself to overlook our differences at least long enough to watch the vision get us caught up to the present.”

“I forgive you, Starlight. As for the scroll, I’m still not taking any chances.” She transfigured Spike’s backpack into a set of saddlebags, which she then placed on her back. Into the bag, she placed the scroll, which she had carefully unwadded and rolled up as thoroughly as the crinkled paper would allow. “You know, you really can’t follow through with this again. We have to go back and let the rainboom happen like it should. That’s the only way to make everything ok again.”

“Just because I decided not to destroy the scroll doesn’t mean I’m ready to accept your dogma, Twilight. I’ll give it some serious thought, but I won’t make any promises just yet.” When she finished speaking, the trio’s eyes glowed white once again, and they were transported someplace else.
> Assessing the Damage
> --------------------------------------------------------------------------

From inside his cocoon on the palace windowsill, it looked to Spike as if the only colors in far-off Ponyville were various shades of green. There were tiny green houses, tiny green streets, and tiny green flames producing tiny green smoke. He sighed as he sat there, watching from Canterlot as his home of the past year slowly burned away. Whatever was going on way down there, it couldn’t be good.

Spike’s attention was brought back to the palace when the door behind him opened. He turned to see Chrysalis enter, one of her wings bandaged and a crude splint on her right foreleg. Two of the drones that entered with her took up posts at the door, while the third remained at her side as she advanced toward him. “What happened down there? Is Sunburst coming back? Is everyone ok?”

“I think I’ll let Applejack explain that.”

Spike looked around. “But I don’t see Applejack here.”

“I’m right here,” said the changeling next to Chrysalis.

“You sound like Applejack, but you don’t look like her.”

Applejack lit her horn and took on her earth pony form. “Better?”

“Ahh! How’d you do that?”

“I’m a changeling now.”

Spike gave her a look of confusion. “Wait, so you’re Applejack?”

“Eeyup.”

“And you’re not a pony anymore?”

“Nnope.”

Spike’s confusion was suddenly overwhelmed by curiosity. “Could I be a changeling, too? At least for a little bit. That looks kinda cool!”

“If you really want, I can make you a changeling dragon!” said Chrysalis, giddy at the thought.

“I ain’t gonna lie, though. It’s gonna hurt. A lot.”

The Changeling Queen opened Spike’s cocoon and magically pulled Spike out. “Uh, actually, on second thought, I think I’ve changed my mind!”

“Well, I still want a changeling dragon, and it looks like you’ll have to do.”

“Applejack, help me! You’ve gotta stop her!”

A sly smile crept onto Chrysalis’s face. “Applejack, who is your Queen?”

“You are, your highness!”

“That’s what I thought.”

“Applejack, what are you doing? You’re my friend, right? Right?”

For a moment, the two looked deep into each other’s eyes, and it looked like Applejack really wanted to say yes. She blinked her eyes, put a scowl on her face, and reverted to her changeling form. “Wrong. I ain’t your friend no more, Spike. Nor any of your friends’ friend neither.”

The Changeling Queen laughed as she pulled Spike close. “See? She’s my friend now. And soon, you will be, too.” She moved forward and bit Spike’s neck. “Ow!” She dropped Spike and rubbed her jaw. “Why didn’t that work?”

“Probably because of my super tough dragon scales,” Spike said, standing up and puffing his chest out.

“Well let’s try a more direct approach, then,” she said as she leveled her horn at Spike. She blasted him with green magic, but when the smoke cleared, the baby dragon had barely budged. Spike countered by breathing fire at the Queen. She put up a barrier, and quickly morphed the barrier into a ball which encapsulated Spike.

“Hey! Put me down!” he protested, banging his fists against the green sphere.

“Your Highness, that was actually one of the reasons we—uh, I mean they—decided to turn against you. They reckoned since Spike here is a fire-breathin’ dragon, nothin’ we do to him is gonna hurt him.”

Chrysalis thought a moment. “A fire-breathing dragon, you say?”

“Yes ma’am. A fire-breathin’ drag—Wait, what are you thinkin’ about doin’ to him?”

“Well, if he can’t breathe, then he dies, right?”

“Right. I think I understand where this is goin’.”

“Good. Now do you think it would be better to drown him in a river or a lake?”

“Oh, uh, actually I was thinkin’ more along the lines of somethin’ to do with ropes, but that works fine, too.”

“Ropes? Of course, to tie him up! An excellent suggestion!”

“Aw, well, shoot. I’m just your humble servant, your Highness.”

“Applejack!” Spike called out. “Whose side are you on, anyways?”

“I thought we already went over this,” she said.

“Well, it looks like it’s down to the river, then,” said Chrysalis.





Spike struggled against the ropes at his claws and feet. Chrysalis turned to Applejack. “Do you wish to do the honors?”

“Me? Why, that’s mighty kind of you, Your Highness.” She levitated Spike and held him above the river.

“Applejack, don’t do it!” She got a look of pity on her face, but only for a second. “Please, Applejack! I’m still your friend!”

“No you ain’t! Stop sayin’ that! This here is the end of our friendship!”

“Applejack, wait! Could you at least tell me what happened to Sunburst and the others?” Spike begged.

“You don’t wanna hear it, Spike.”

“Please, Applejack! I have to know!”

“Sunburst did the same thing to you as he did to me! He abandoned us! All of them did! They left you to die when they decided to go against the Queen, and they left me to die on the train station platform!”

“No! Sunburst would never do that! Tell me the truth, Applejack!”

“Honest, he did. They betrayed us, Spike. Both you, and me.” Applejack bowed her head slightly as if genuinely hurt by this thought.

“But why?” Spike said, still in disbelief.

“We weren’t worth it! They wanted to save everypony in Ponyville, which meant giving you up since there was so many more of them than there was of you. And I reckon that’s what they said about me when they told the engineer to leave without me!”

“But—but he hatched me! He raised me! He was like the big brother I never had!”

“Come, my faithful subject. Take your revenge on Sunburst by drowning his little pet!”

“Don’t listen to her, Applejack!”

“Do it.”

“Don’t!”

“Do it!”

“Don’t!”

Applejack shut her eyes and let Spike fall into the river, only opening her eyes several moments after he had gone under. “You did the right thing,” said Chrysalis.

Applejack stared at the river. “Then how come it don’t feel like the right thing? I shouldn’t have done that.” She reached up for a hat that wasn’t there.

“In time, the memories of the others will fade and you will be like your brothers and sisters of the hive.” A group of bubbles rose to the surface of the river. “Perhaps a change in name will help you move on from your past. Something like… Dragonbane, perhaps?”

“Dragonbane it is, then. I guess.”

“Good. Henceforth, you shall no longer be known as Applejack; you shall be called Dragonbane.”

“Thank you, my Queen.”

The two turned to walk away from the river. “Just give it time, Dragonbane. Applejack’s memories will fade soon enough.”





“Sunburst? We’re here.”

Sunburst was pulled back to reality by Rainbow Dash’s voice. “Huh? Oh. Where’s ‘here’?”

“We’re in Manehattan. Mayor Mare wants to take the six—five—of us to meet with the Mayor of Manehattan. She’s told everypony else to wait in a nearby park until we can figure out what to do next.”

Rainbow and Sunburst disembarked the now-empty train and joined Rarity, Pinkie Pie, Cheerilee, and Mayor Mare on the platform. 

“Now we’re just waiting on Applejack,” said Cheerilee.

Rainbow Dash and Sunburst looked at each other nervously. “Do you want to, or should I?” asked Sunburst.

Rainbow Dash paused a moment, then without turning to the others, flatly declared, “Applejack didn’t make it.” Rather than make eye contact with her friends, she continued staring at the ground.

The Mayor and the other three friends gasped. “Rainbow Dash, you can’t be serious,” said Rarity.

“It’s true,” said Sunburst. “I was leaning out the door, ready to pull her in, but Queen Chrysalis caught her by the tail just before I could catch her.”

The other three friends and the Mayor gasped in unison. Pinkie Pie dropped to her hind knees, threw her head back and shouted, “NNOOOOOOOOOOOOO!!!”

“She—she’s gone?” asked Cheerilee. She put her hoof over her mouth as Sunburst nodded. 

“What did the Queen do to her?” asked Mayor Mare.

“She was holding her magic around Applejack’s neck for as long as I could see them. There’s a good chance the Queen didn’t show any mercy.”

Sunburst had to catch a fainting Rarity in his magic, while Cheerilee and Pinkie sorrowfully embraced, each crying on the other’s shoulder. Mayor Mare approached Rainbow Dash. “I’m so sorry for your loss.”

Rainbow Dash still didn’t raise her head. “She’s going to be missed. Adding insult to injury, we’ve lost an Element, too.”

“But you saved everypony else,” Mayor Mare comfortingly reminded. Rainbow looked up, smiled weakly, and then returned her gaze to the ground. “We need to get to the town hall and find the mayor of Manehattan so we can get lodging for everypony.”


*****


Sunburst carried Rarity to the town hall on his back while the others made their way on hoof. Even Rainbow Dash and Pinkie Pie walked, rather than flying or bouncing as they normally would. Rainbow only raised her head when absolutely necessary, and only for as long as she had to. The group reached the town hall and waited in the lobby while Mayor Mare talked with Big Apple, Manehattan’s mayor. At length, she and Mayor Big Apple returned and directed the other five to a hotel, informing them that the building would be used to house the Ponyville refugees until more permanent housing could be found. The five friends each then retired to a separate room while the mayors went to inform everypony else.





Rainbow Dash was lying awake on the bed in her hotel room around midday. The lights were all off, and the dark storm clouds overhead gave the room a generally melancholy atmosphere. The sound of the rain outside the sliding glass doors adjoining the balcony helped to set the mood. Rainbow couldn’t remember when she had first laid down, but it must have been at least a couple hours. The silence was interrupted when somepony knocked on the door. “Who is it?” she called weakly.

“It’s Sunburst,” a muffled voice replied. Rainbow Dash crossed the room and opened the door before returning to her bed. For a few moments, the only sound was that of the rain outside. Finally, Sunburst walked over to her bed. “Rainbow Dash," he calmly began, "you know it’s not your faul—”

“Yes it is!” she shouted. “Yes it is,” she quietly repeated, putting her head back on her hooves. “I was the one who made the judgment. I was the one who gave the call to leave. I was the one who pulled you back into the car. There’s nopony to blame besides me.”

“But it was your plan that saved everypony else, Rainbow.”

“Good for me,” she said sarcastically. “It won’t matter. We’re down an Element, a friend, we’re leaderless, and we’re running from Chrysalis and from Sombra.”

“But Sombra isn’t looking for us. At least we have that advantage.”

“But Chrysalis is! There could have been and probably were disguised changelings that managed to sneak onto the train! We’ve brought the war here!” Rainbow Dash got up and walked over towards the glass doors that led to the balcony. “Look at them. There’s I don't even know how many thousands of innocent ponies just in this one city. And as long as we’re here, they’re all in danger."

“Rainbow Dash, it’s not like we can just go back to Canterlot and turn ourselves in. Besides, the others are depending on us. If we give up now, what hope do they have?”

“How are we supposed to give hope to them when we don’t even have any hope?!”

“We still have each other,” Sunburst reminded.

“Oh. Sure. You wanna go tell Applejack that?”

“Rainbow Dash!”

A few seconds of rainy silence passed as Rainbow Dash stared blankly out over Manehattan and sighed. “I—I’m sorry, I’m just upset.”

“I know. I think it’s getting to all of us.”

“No. I’m way past upset.” She turned to face Sunburst. “I’m mad. I’m mad at myself! I’m mad at the Queen! I’m mad at my life—I’m just… mad!”

Sunburst put a hoof around Rainbow Dash’s neck. “Our life, Rainbow. We’re in this together. Friends don’t give up on each other just because times get tough. We’re not just fair-weather friends,” he said as he looked out the window. “No pun intended.”

“Like that was ever true.” She scoffed as she lay down in front of the glass doors. “I betrayed Applejack and convinced you to betray Spike. That makes us both disloyal friends.” Sunburst lay down next to her, and for a while, they silently listened to the rain.

“You know, I miss Spike and Applejack, too.”

“I know, Sunburst. And you have me to blame for it.”

“But I don’t blame you, Rainbow. I could have just as easily been in a position to make the call you had to make, it could have been me.”

“Well you weren’t! It was me! All me! It’s all my fault!” she shouted, angry tears forming in her eyes. Another moment of silence followed her outburst. “I—I just need some time, ok?” She opened the doors to the balcony and hopped up onto the railing.

“Where are you going?” Sunburst asked.

“I just need to go fly, clear my mind, you know? I’ll be back,” she said, as she took off over Manehattan.

Sunburst walked over to the ledge, following Rainbow with his eyes until she was out of sight. He turned and sighed as he began trudging back out of the room into the hallway, which was still populated with ponies who were moving into vacant rooms. Most were cumbered with whatever belongings they had managed to throw into the nearest bag or box when they were instructed to evacuate. Sunburst nearly made a right turn into the hallway, but a yellow filly was at the end of the hall, asking anypony who would listen if they had seen Applejack. He dreaded having to tell Apple Bloom about her sister, so he made a left turn instead. There was a bend in the L-shaped hotel not far from where he stood, so he just had to make it a little farther without being spotted.

“Hey, Sunburst! Wait up!” Apple Bloom called out. Sunburst’s heart missed a beat and his hoof froze mid-stride. Reluctantly, he forced himself to turn around to face the filly. “I’ve been lookin’ all over for Applejack, but I cain’t find her! Have you seen my big sis?”

Sunburst's mind raced as he tried to think of something to say to her on the spot. He took a deep breath before beginning. “Well, Apple Bloom, I—I don’t really know if—I don’t know how to—see, what happened was—”

“Tell me! I gotta know my big sister’s alright! She’s here somewhere, ain’t she?” Her worried, pleading eyes looked up at him, evaporating whatever was left of Sunburst’s confidence.

Sunburst let an awkwardly long pause elapse before mustering up the courage to speak. He knelt down to her level and lowered his tone. “Apple Bloom,” he said with a pause. “I—I’m sorry. I just can’t bring myself to tell you. I can’t make myself say those awful words. But I—I think you already know.” Even worse than conveying the bad news was watching Apple Bloom receive it. It broke his heart to watch her face begin to deny what her mind was beginning to understand. Her lower lip quivered, her head tilted slightly to one side, and her eyes blinked rapidly while alternately darting to the ground and back at Sunburst. She shook her head in disbelief and slowly took a step backwards.

“You mean she didn’t—You mean she’s—”

“I’m so sorry, Apple Bloom,” Sunburst said, extending a hoof to embrace the teary-eyed filly.

“No! It—it ain’t true! It just cain’t be true! Applejaaaaack!!” she wailed as she began sobbing uncontrollably. Sunburst lifted her up, put her over his shoulder, and hugged her tight, pressing his neck against her small frame. It wasn’t long before he felt her tears on the back of his neck. He blinked a few times in an attempt to clear the tears from his own eyes.

“C’mon, Apple Bloom,” he said soothingly. “Let’s get you to your family.”





After the potion caused their eyes to glow once more, Twilight, Starlight, and Spike found themselves following Rainbow Dash as she made her way around the outside of the hotel. She glanced into one window, and what she saw made her stop and hover in place. After a pause, she drew closer, bringing into focus Rarity, sobbing into her bed. A small white hoof and a cool blue dragon’s claw had been placed by their respective owners on each of Rarity’s front hooves, but her sisters did little to assuage her sorrows. Shard began speaking, but her speech was silenced by the closed window in front of Rainbow Dash. Rarity raised her head and stared into the dragon’s face, her eyes bloodshot and the corners of her mouth turned downward. Her lips moved silently as she embraced Shard and Sweetie Belle, only to begin crying anew and wailing something unintelligible.

“Oh, Rarity,” Rainbow began. “I’m so sorry. I know you and Applejack didn’t always get along, but you were always there for each other. You almost lost Sweetie Belle’s friendship, but Applejack helped you gain it back. Now, I’m the one who needs to win your friendship back. I hope you can find it in your generous heart to forgive me.” 

Rainbow’s body hung limp as her wings carried her off to a second window. She peered in on Cheerilee, who was lying on her bed with a box of tissues on one side of her and a photo album on the other. Likely, it was one of the few things she had been able to recover from her home.

“Cheerilee, you’ve lived in Ponyville nearly as long as Applejack, and just a year longer than Rarity. I’m so sorry I failed you and your best friend. It was your quick thinking that saved Sweet Apple Acres from Flim and Flam. Then there was the time Applejack noticed you weren’t acting yourself around Big Mac because of that potion. She tracked down your book about potions, and helped her sister’s friends break the spell. I hope I can help you find the way forward without your childhood friend.”

Cheerilee turned a page in her photo album, gasped, closed her eyes, and fumbled for another tissue. Rainbow continued along the side of the hotel to the next window where she saw Pinkie Pie with her hair completely straight. Though she sat at a table in front of a plate of food, she looked completely disinterested. Her parents and sisters had apparently long since left the table, save Marble, who remained silently at her side with a look of concern on her face.

“Gee, Pinkie. I’ve only seen you this sad one time in the whole time I’ve known you. I know Applejack was one of your childhood friends, too. Even though she was the serious one and you were the party animal, you went out of your way to make her feel included, welcome, and special. Now—now she’s gone. I’m sorry I took her from you like that.”

Marble finally spoke up, which made Pinkie turn her head slightly. A moment later, Pinkie’s gaze returned to her plate.

Starlight sighed. “Just look at Rainbow Dash. What she’s saying, how she’s carrying herself; it’s like she doesn’t even know that none of this is her fault.”

“But whose fault is it?” Twilight urged.

“Well, I’m the one who—” Starlight’s eyes widened as she realized what she was about to say. She looked up at Twilight in disbelief. “Twilight? Are you trying to get me to say this is all my fault?” She asked not as one who was threatened and defensive, but as one who was cornered and frightened. She was afraid of the consequences that would come with claiming responsibility for the fallen timeline.

“I only asked the question, Starlight. You were the one who let your guard down and started to give an honest answer.” Starlight hung her head as Rainbow moved on to a third window.

In the third room Rainbow and the others saw Sunburst holding Apple Bloom over his shoulder as he talked with Big Mac and Granny Smith. Poor Apple Bloom was crying uncontrollably.

“Oh, no,” Rainbow said in a defeated tone. She pressed her hooves against the window, and drew a pair of labored breaths. “Apple Family. They say that blood makes you related, but it’s loyalty that makes you family. In that sense, you were all truly family.” Rainbow could barely eke out the words as she tried to speak in spite of her cracking voice. “I—I guess that means I’ll be forfeiting my status as an Honorary Apple. I can’t really expect you to accept my apology after what I’ve done,—but I’m sorry. I’m so, so, sorry.” She paused for a moment, but just as she began to speak again, she saw Granny and Big Mac gasp. “Oh, no. Sunburst must have just told them.” She couldn’t bear to watch the Apples break down, so she forced herself to look away. “What have I done?” she lamented as she flew away, eyes turned skyward toward the ever-present storm clouds.

Twilight wiped her eyes with the back of her hoof, looking up just in time to see a rainbow-colored tail passing around the corner. When she turned her attention to Starlight, she noticed that she, too, was wiping her eyes. Starlight looked up a moment later, awkwardly making eye contact with Twilight. She cut off eye contact as quickly as she made it. “Starlight?” Twilight asked. “Are you… crying?”

“N—No. I just—got a raindrop in my eye.”

“Uh, Starlight? The rain’s passing straight through us,” said Spike.

With no response to Spike, Starlight could only hang her head and stare at the street three stories below. Before long, she felt a foreleg on her shoulder, and looked up to see Twilight’s gently smiling face. “You know, none of this has to happen, Starlight. We could just go back and make everything right after the potion wears off.”

“I don’t know, Twilight,” Starlight began uneasily. “All my life I’ve believed that our cutie marks made us all so different that we couldn’t live together in harmony. Now, you’re telling me, or rather showing me, that without your friends’ cutie mark connection, this is Equestria’s new timeline.”

“And you’re not sure if you should believe it?”

“I’m not sure that I want to!” she said as the tears trickled from the bottoms of her eyes. “I’d have to give up everything I’ve ever held as truth and start over from scratch!”

“I know what you mean, Starlight. I once thought I could get through life without friends. It sounds silly to even say that out loud now that I’m the Princess of Friendship,” she said with a smile.

Starlight weakly returned Twilight’s smile, but only for a moment before dropping her head once more. “I—I just need more time to think about this. This is the biggest decision of my life, and I don’t want to make the wrong choice.”

Spike interjected, “Well, that’s easy. Just go back in time to Rainbow’s race and—”

“Ahem,” Twilight interrupted. “Starlight, if you need more time, I understand. I just want to see you do the right thing.”

“Me too,” Starlight mumbled just before the trio’s eyes glowed white again.





Zecora walked down the hall of the hotel with an earthen jar on a cord about her neck. Her face had been masked with some sort of forest-green face paint, the purpose of which eluded Starlight Glimmer. When she knocked on the door to one of the rooms, a blue magic aura surrounded and opened the door. Zecora opened the door a little further to see Bon Bon sitting in the middle of the room, holding Lyra in a chokehold. “Zecora, thank goodness you’re here! This isn’t Lyra! It’s a changeling!”

Zecora galloped over to the two. “Don’t listen to her, Zecora! She’s the changeling!” shouted Lyra.

“Fine. I’m a changeling. But at least I’m not loyal to that monster who killed our King and took his throne! The monster you dare call Queen!”

“If I find a changeling you certainly are, 
Then I’ll cast you off into some land afar!” said Zecora.

Bon Bon let a look of disappointed confusion take hold of her face. “Zecora? You don’t mean you’d exile a changeling just because of their race, do you?”

“Our Princesses your Queen did kill!
All of you work naught but ill!”

Bon Bon’s chokehold loosened slightly. “Zecora, how can you say that? I was there in Ponyville when you first ventured out of the Everfree; I saw how they treated you! You are the very last being I would ever have thought to be racist! My allegiance lies with King Chitin, and with the remnant of his loyal followers, the Order of the Blue Changelings. I tried to help the Princesses escape, but our cover was compromised when Chrysalis infiltrated our ranks with double agents. Maybe I do have chitin instead of fur. Maybe my wings don’t have feathers and my horn isn’t spiraled. That’s no more reason to hate someone than whether their coat is striped or solid!”

Zecora hung her head. “Forgive me please, Bon Bon, if that is your name. 
As they treated me, I fear I’ve done the same.”

“I’ll forgive you, Zecora, when you deal with our enemy here. This sorry excuse for Lyra is a Green Changeling, one who supports the Queen, and she needs to be dealt with.”

Zecora nodded. She approached and dipped a hoof into the earthen jar about her neck. “But Zecora, I am the real Lyra!” the mare protested. Zecora drew out her hoof, which now was green from the special face paint.

“In just a moment we will know;
Your loyalty this salve will show.”

As Lyra squirmed about, Zecora applied the paint on her face. Starting at the splotches of forest green, her coat reverted to black chitin. Her wings were pale blue, her eyes were green, and the chitinous plates on her back were navy, same as the changelings back in Canterlot. “See? I told you that you could trust me,” Bon Bon said. “All changelings have exoskeletons, not backbones, so our central nerve cord runs along our bellies. It runs closest to the exoskeleton just in front of the plates of chitin on the belly. A blow to this spot can knock us unconscious.” She pulled the other changeling back, exposing her rival’s belly. The changeling blocked the first blow, but Zecora connected on the second try. The changeling doubled over immediately, and went limp within seconds. Zecora then turned her attention to Bon Bon as she dropped the green changeling.

“Though you have told me that you are true blue,
I'd like more proof that we all can trust you.”

Bon Bon revealed to Zecora her true form, a changeling with black chitin, navy blue chitin on her back, sparkling blue wings, and royal blue eyes. “This is my true form. I'm Special Agent Sweetie Drops, but I also worked for Princess Celestia under the cover name Bon Bon. The other Blue Changelings call me Bon Bon Zero. ‘Bon Bon’ is also the generic name for any Blue Changeling. There’s currently only a few dozen of us left, and there were eight of us in Ponyville. One additional Bon Bon, number Twenty-Two, came from Canterlot with the Bearers of the Elements.”

“Then towards a common goal we strive:
To rid that fell Queen of her hive.”

“Indeed. My comrades can provide tactical information on the happenings in Chrysalis’s domain. You need it, we can get it. Layouts of buildings in Canterlot, weak points in the palace guard, times when the guard changes, and so on.”

Zecora nodded her approval. “A potent ally you shall be
If we can prove your loyalty.”

The blue changeling took on her earth pony form once again. “I assume you’re going room-by-room searching for changelings,” she said. Zecora nodded again. “Then let me come with you, and I’ll help you ferret them out.





Rainbow Dash stood in front of a blueprint which had been laid out on a table in the midst of six chairs. Pinkie, Sunburst, Rarity, Cheerilee, and Bon Bon filed in and took their seats. “You called us, Rainbow Dash?”

“Yes, Sunburst. I know the past month has been hard. We’re all adjusting to life without Applejack, and some of us are still grieving, but we need to make sure her memory lives on. We need to decide on a course of action moving forward.”

“Is this about the refugee camp they’re constructing across town? We certainly could have used Applejack’s help to build the cottages.” asked Cheerilee.

“No. That’s a topic for later. The construction is coming along just fine anyways. The first refugees should be moving out of the hotels as early as next week. Today, we’re discussing making our first strike against Queen Chrysalis.”

“You mean we’re seriously considering a head-on conflict?” asked Sunburst.

“Not exactly. This will be a raid to get ready for the coming war. I’ve nailed down a few key targets, and thanks to Bon Bon here, this mission should be a total success.”

“Because of her?” asked Rarity.

Rainbow Dash nodded at Bon Bon. “Things are not always as they seem,” Bon Bon began. “I can be your eyes and ears on the inside. I’m sure ‘Chrysalis’ and ‘changeling’ are nearly synonymous to all of you, but before Chrysalis took power, her hive was ruled by King Chitin. Chrysalis is the daughter usurper of this king. She subtly orchestrated the deaths of her older siblings and waged open war against her father on her path to the throne. There are a number of changelings who want to see Chrysalis forced to abdicate just as much as you do. I am one of those changelings,” she said, revealing her true form as a blue changeling.

Four of the five gasped. “Dashie! She’s a changeling!” shouted Pinkie Pie.

“I—I don’t blame you for having this response,” Sweetie Drops said, nervously drawing a circle on the floor with one of her hooves. “It’s the same response Rainbow had when Zecora told her, and the same reaction Zecora had when I told her, but I swear, my loyalty lies with you.”

“What proof do you have?” asked Sunburst.

“This blueprint,” Rainbow declared. For the first time, Sunburst gave the item on the table a detailed look.

“This is the blueprint for the Canterlot Palace,” he said. “But it doesn’t look official.”

“It’s not. The Order of the Blue Changelings mapped out the entire palace for us. Even the rooms we’re not supposed to know about. Betcha didn’t even know Celestia had a wartime armory!”

“And there’s more where that came from,” added Sweetie Drops. “Rainbow Dash doesn’t even know this one. I just got this piece of information today. Applejack is alive!”

The five gasped. “No way!” shouted Rainbow.

“Then we’re going after her!” added Sunburst.

“Can anypony find the dungeon?” asked Cheerilee as she scanned the map.

“I just saw it a second ago,” Rainbow said. “Where was it?”

“Let’s see,” Sunburst began. “That’s the front entrance, and over there is the throne room. Oh, and there’s the royal library! I spent hours at a time in there back in the day!”

Bon Bon transformed back to her earth pony form. She smiled as she watched the other five pore over all the wrong parts of the palace. She politely cleared her throat and raised a hoof to point it out. “It’s right here.”

“Oh, of course! It’s labeled ‘Royal Dungeons’!” Pinkie Pie exclaimed.

“Great,” Rainbow stated. “So I’ll add rescuing Applejack to the list of things we already need to do. We’ll also need to free the guards. The Blue Changelings were able to verify that the Queen has kept Shining Armor alive to constantly feed off his love. If we can rescue the Captain, we’ll have an established leader on our side, and freeing the other guards will give us the beginnings of a military force. Of course there won’t be enough for a full army just yet, but they have the training and weapons to get a force of our own underway.

“Now, the three Princesses might not be with us, but their crowns and necklaces still carry symbolic value. If we were to capture them, we could declare that we had a legitimate claim to the throne, which would likely rally others to our cause. If nothing else, it would be a huge boost to morale to have them safe with us.

“We also need our sixth Element, Honesty. With Honesty on our side, we can assign a new bearer and start dishing out some serious justice to the Queen and King.”

“We’re not leaving without Spike,” Sunburst stated.

“Agreed. Bon Bon, have your changelings been able to locate Spike?”

“Spike’s current location is unknown, though he is believed to still be within the palace.”

“So, we’re getting the guards, their weapons, Shining Armor, Spike, Applejack, Honesty, and the Princesses’ crowns. Anything else important we might want to take?”

“That’s a good start,” Sweetie Drops began, “but Spike, Applejack, and Shining Armor are all high-priority targets. Expect them to be under heavy guard. I can guarantee, however, that Honesty is being held in the Chamber of the Elements.”

“What about the Princesses’ regalia?” Rarity asked.

“That one’s a bit tougher. I assume that Chrysalis would want those items close to her, but I have no information to go off. That’s just an educated guess.”

“It’s a good enough start for us,” Rainbow said. “Where would Chrysalis be during the night?”

“She’s taken up Celestia’s living quarters as her own,” Sweetie Drops affirmed.

“So then, it’s a night raid?” asked Cheerilee.

“That’s right. Under cover of darkness, we’ll have a better chance of success than in broad daylight. We’ll at least know that Queen Chrysalis will be asleep, hopefully along with a couple other leaders among the changeling ranks.”

“Can anyone think of anything else we need to get out of that palace? We’re only doing this once,” Bon Bon asked. The other five shook their heads. “Now onto the next order of business: the Blue Changelings' code. It's simple, but it changes with each major operation. The code for our operation will be, ‘Green, mean; blue, true.’ State either ‘Green,’ or ‘Blue,’ to any changeling, and if they say ‘Mean,’ or ‘True,’ respectively, then the changeling in front of you is a Blue Changeling. So, for instance…” Bon Bon morphed into a Green Changeling.

“Aaaaaahh!! A Green Changeling!!” Pinkie shouted. The changeling glared at her, as did her four friends. “What? I was just practicing.”

“Anyways, pretend you’re in the castle and you see me disguised as one of Chrysalis’s changelings. I’m not posing a direct threat to you, not attacking or anything like that. I’ve seen you coming and haven’t moved. What do you do?”

Sunburst approached the changeling. “Um… Green.”

“Mean.”

“Blue.”

“True. And now you know I’m a blue changeling.”

“Oooooooo. Nifty!” Pinkie said.

“Now, of course, if a changeling engages you, then they’re hostile. You don’t need to ask questions at that point.”

“So now all we need to do is set a date for the raid,” Rainbow declared.

“Ooooo! A date? Who’s going on a date!? Wait! Let me guess! Is it… the Doctor and Derpy!? Cranky and Matilda!? Sunburst and Rarity!?”

“Pinkie!” Sunburst shouted, his cheeks growing vibrant red.
> First Strike
> --------------------------------------------------------------------------

Immediately after another flash of light, Starlight, Twilight, and Spike found themselves in Canterlot at night.

“Ok, here we go! Up to the top!” Rainbow Dash said as she took off with Cheerilee. Sunburst levitated himself just off the ground.

“You got it, Rarity?”

Rarity’s horn glowed blue, followed by the rest of her body. She struggled at first to get her balance and adjust to the idea of magically hoisting herself up. “Woah! WooOOOooah! Ok. Ok. I think I’ve got it now.” Rarity now floated just above the ground as well. “This feels... odd."

"The only difference is that your horn is connected to the object you're levitating," Sunburst said.

"Yes, I understand that," she said as she backpedaled in place and looked at the ground a half meter below. "But that doesn't make it any less... floaty."

"Are you sure about this?"

"Yes yes. I've got it. Just like you taught me," she said with a smile.

“Now we just wait for Rainbow Dash to get back down for Pinkie Pie.”

“No, we don’t! I’m already ready!” Sunburst looked over at Pinkie Pie, who was inside her party cannon.

“Pinkie, don’t! That’ll be too loud! The changelings will hear us!”

“No they won’t! Watch!” She reached back and fired her party cannon, which went off nearly silently. She whispered “Wheeeeeeee!” as she flew into the air. At the top of her arc, she inflated exactly three balloons and floated gently onto the wall walk. Sunburst and Rarity levitated up a moment later, arriving just as the changeling in Rainbow's chokehold went limp.

“How does she do that?” asked Sunburst, more to himself than to anypony else.

"It's called a chokehold," Rainbow stated.

"No. Her."

“That’s Pinkie Logic, dear," said Rarity. "It’s a brand of magic all her own."

Sunburst just shook his head. “Ok, let’s recap. Rainbow Dash, free the guards. Cheerilee, get Honesty. Pinkie Pie, get the Princesses’ crowns. Rarity will get the guards’ weapons from the armory, and I’ll look for Shining Armor, Spike, and Applejack. Bon Bon Zero and the other Blue Changelings are already in place, and will aid us should we come across them.”

“We should probably get moving before too long. These tasks aren’t going to do themselves. The longer we wait to get started, the less time we have,” reminded Cheerilee.

“Cheerilee’s right. We need to get going. Try to keep stealth on our side as long as possible. Remember, I’ve cast a spell on our Elements so they work as two-way communication. May Luna be with us,” he said as he turned his head skyward. The five then split off to perform their tasks.





Pinkie Pie and Cheerilee rounded a corner and nearly ran into a changeling. Pinkie Pie inhaled to shout, but Cheerilee stuck a hoof over her mouth. At first, the changeling looked as startled as the two mares did, but he quickly composed himself. 

“Green,” Cheerilee blurted.

“Mean.”

“Blue.”

“True.”

Pinkie and Cheerilee sighed. “So, you’re a Bon Bon?” The changeling nodded. “Can you get us to where the Princesses’ crowns and the Element of Honesty are being kept?”

“Act like you’ve been captured,” the changeling instructed. He levitated them and continued walking down the hall. At length, he came to a door guarded by two changelings, one on each side. “Green,” he signaled to the first changeling.

“Mean,” came the reply.

“Blue,” he signaled the second changeling.

The second changeling returned the signal with a look of confusion. The first door guard tapped the second on the shoulder, causing him to turn his head. The patrolling changeling then delivered a powerful kick to gut of the Queen’s changeling, knocking him out. “The Queen’s chambers are through this door to the left. That’s where you’ll find the crowns. Honesty is being kept in the Chamber of the Elements. We’ll make it look like we were overpowered here. Now, go.” The two Blue Changelings lay down and feigned unconsciousness while the mares proceeded in through the doorway.

The two had barely gotten to the end of the hallway before a patrolling changeling came into view. He turned his head and saw them “Hey! You aren’t supposed to be here!”

“Green!" said Pinkie Pie. 

“Under authority of Queen Chrysalis, you are under arrest!” 

“Oh yeah? Well what do you think you're going to do?” The changeling picked the mares up in his green magic and began walking away with them. “Hey! Put us down!”

“Great going, Pinkie Pie!”

“What? I didn’t think he’d actually do anything!” Cheerilee raised a hoof to her face. “Don’t worry. It’s ok. I think I can get us out of this.” When Cheerilee lowered her hoof, Pinkie Pie was inflating a balloon. While Cheerilee was trying to figure out how that would help, Pinkie tied a string onto it and presented it to the changeling. “Excuse me, Mr. Changeling, but, I know you consume love, and I was wondering, would you like to have this balloon as a symbol of our friendship?” The changeling just glared at Pinkie, but reluctantly accepted the balloon. A moment later, it burst in his face, showering him with brightly colored bits of paper. Immediately following this, he collapsed to the ground, releasing the two mares from his magic.

While Pinkie Pie beamed and bounced in place at her success, Cheerilee tried to make sense of the situation. Pinkie Pie spoke up as Cheerilee stood there frowning and rubbing the back of her head. “Do you like it? A balloon full of sleeping confetti! Works every time!”

“Sleeping confetti?”

“Yeah! Sleeping confetti! I always carry some with me in case of sleeping confetti emergencies!”

“What in Equestria would we need sleeping confetti for?”

“Well, duh! For when we’re infiltrating Celestia’s palace after Queen Chrysalis’s-es-es-es army takes over and we need to get Honesty and the Princesses’ tiaras back while also freeing the guards, Spike, and Applejack! What else?”

“How long have you known we were going to be in this exact situation?” 

“It’s not about knowing, silly! It’s about being prepared!”

“Is there anything you’re not prepared for?”

“Nope! Except not being prepared for something, of course.” 

“Well, this is where our paths split off, Pinkie. Be careful,” Cheerilee said.

“You too, Cheerie!” Pinkie bounded down the hallway and around a corner. At the end of the hall was Princess Celestia’s private chambers, which was guarded by six changelings, three on each side of the door. 

“Look! A spy!” one of them called out. 

Pinkie gasped and asked aloud, “How did they know?” As she spoke, she remembered she still had her goggles on top of her head, and proceeded to put them over her eyes. All six of the changelings were now galloping towards her, but the party pony was undeterred. “Hey! Don’t you know a changeling when you see one?”

The six skidded to a stop. “You don’t look like a changeling.”

“Well, changelings can look like anything they want! And I’m telling you, I’m a changeling!” The six exchanged glances before morphing into Pinkie Pies and resuming their charge. A scuffle ensued, creating a brown cloud of dust from which all manner of pink extremities protruded. One Pinkie Pie was completely ejected from the cloud, bouncing twice on her haunches. Just then, the cloud dissipated to reveal a dogpile, or rather a Pinkie-pile, of the other six mares. The one on the bottom pointed at the Pinkie outside the pile and shouted, “She’s the real Pinkie Pie! Get her!” The five Pinkies atop her pounced on the outsider just as she turned to flee.  The remaining Pinkie Pie casually trotted over to the door to Celestia’s chambers. She silently opened the door and gave one last look back at the six changelings. They had broken off into pairs and were all shouting at each other, “You’re the real Pinkie Pie! No, you’re the real Pinkie Pie! No, you are!” The real pink pony smiled as she quietly slipped into Celestia’s quarters.

On the other side of the door, Pinkie was alone in the dark. She contemplated waiting until her eyes grew accustomed to the darkness, but just then, a cloudbank broke outside and a beam of moonlight fell on a dresser across the room. The soft, silver light made the Princess’ crowns and necklaces on top of the bureau sparkle and shimmer, but none shone brighter than Princess Luna’s regalia. A soft, white light emanated from the crescent moon on her necklace. “Pinkie Pie,” a quiet, familiar voice whispered.

Pinkie gasped softly. “Princess Luna?” she whispered back.

“Yes, it is I. I cannot aid you in your task, but know that I am still with you.” Pinkie Pie approached the dresser, cautious and curious. The sound of her hooves on the floor were the only sounds in the room, at least until somepony snorted. Pinkie Pie froze and turned to face the source of the noise. To her horror, she found none other than Queen Chrysalis herself lying asleep on the bed. She rolled over while mumbling something about pickles and ice cream, but did not wake. More stealthily than before, Pinkie resumed her course towards her objectives and placed them one at a time into her saddlebags, making as little noise as possible. Luna’s necklace was the final artifact she recovered.

“Don’t worry, Princess Luna. You’re safe with me,” she whispered, cradling the necklace as she would a young foal. With the crowns and necklaces safe in her saddlebags, she tied a number of balloons around her barrel and floated out the window. She pressed a hoof to Laughter and reported to the others. “Pinkie Pie here. I’ve got the Princesses’ stuff and I’m headed for the ren-dayz-voos point!” 

“RAHN-day-voo,” Sunburst corrected. 

“Yeah, that,” Pinkie replied with a giggle.





Rainbow Dash rounded a corner and saw a pair of changelings patrolling down the hallway with their backs turned towards her. She flew up behind them and smacked their heads together. “Piece of cake,” she said. She took a left down the spiral staircase, neutralizing another changeling on the way down. She then reached a hoof up to her Element, activating the communication spell. “Rainbow Dash here. I’m in the dungeon sublevel.”

“Good work. Be careful. There’s probably lots of changelings down there,” said Sunburst.

“Ha! They’re the ones that should be careful!”

“Mission first, Rainbow. You’re not invincible.”

“Yes, do be careful, dear,” Rarity added.

“Less mushy stuff and more flank-kicking!” Rainbow called back.

Sure enough, the dungeon was crawling with changelings. Rainbow bucked the first one she saw, causing him to clang loudly against a set of metal bars. 

“What was that?”

“Who’s there?”

“Was that you, Scarab?”

“Oops,” Rainbow said, realizing too late her mistake. She was soon surrounded by two changelings in front and one behind.

“We’ve got her!”

“I doubt that!” She flew forward and caught both changelings by the neck, then turned and threw them at the third one, creating a heap of four changelings. She waited to see if any more would arrive, but none did. She left the four unconscious changelings and moved on through the maze of a dungeon. She took out a few more changelings one or two at a time, and finally reached the central hub of the dungeon. She stepped out into the open and was greeted by no less than ten changeling regulars and an armored changeling.

“Get her!” ordered the armored changeling. Rainbow Dash took down three of them, but there were just too many. One changeling grabbed each of her front legs, and a third behind her forced her to kneel onto her hind knees. She tried to resist, but try as she might, she was overpowered. “I know you,” said the changeling captain. “You’re Rainbow Dash. The Queen will be most pleased with me when she hears of your capture,” he said as he put a perforated hoof under her chin.

“Get your hooves off me!” Rainbow threw herself forward, bucked the changeling behind her and took off with her wings. She bashed together the two changelings holding her forelegs, and landed an ineffective kick on the armored changeling’s breastplate. “Ow!”

The captain laughed at Rainbow’s pain. With a flick of his hoof, the boss ordered his four remaining drones to get behind her. “It’s just me and you. No friends to save you now.”

“Oh, I see. Well if it’s a fight you want, it’s a fight you’re gonna get!”

“Come and fight me then!” he taunted, pawing at the ground. Rainbow Dash surged forward, landing a pair of punches on the changeling’s chest. The changeling boss countered in kind, sending Rainbow reeling into the line of drones. The four pushed her forward, causing her to stumble and fall. The captain grabbed Rainbow and flew toward the ceiling with her. Rainbow kicked his lower barrel with her hind legs, causing him to hit his back on the ceiling and subsequently fall on top of her. He braced a foreleg on Rainbow’s neck, choking her out. After struggling for a few seconds, Rainbow escaped the choke and landed a punch on the changeling’s neck. He clutched his throat and staggered backwards. Rainbow Dash, meanwhile, rubbed her own neck and got back to her hooves. The two charged each other, grappling in place for a moment. 

“I heard what happened at Ponyville,” the captain said. “How does it feel to lose? To lose your home, to lose the battle, to lose your friends?” With an angry shout, Rainbow broke out of the grapple and threw a punch at the captain’s face. He blocked and returned with his own blow. Rainbow dodged, and the two lunged at each other, locking into a grapple again. The changeling took off, causing Rainbow’s footing to falter. Rainbow stepped aside, letting the captain slip past her. She then hooked a foreleg around his neck and put him in a chokehold. The changeling took off, slamming Rainbow Dash into the ceiling. She retaliated by driving him into the ground headfirst. She felt the changeling go limp, and she began counting while holding the headlock. She declared herself victorious upon reaching the count of ten, and took the changeling’s helmet as her trophy. It was a surprisingly good fit, and offered solid protection except the spot the horn was supposed to be. The four changeling drones, however, did not surrender. Fortunately for Rainbow Dash, they fell much more easily than the armored changeling did.

“Oh, I dunno. Maybe you should tell me what it’s like to lose!” Rainbow Dash retorted, punctuating her remark with a snort. She searched the changeling captain and found a ring of keys. She then put a hoof up to her Element. “Rainbow Dash reporting in. I’ve got the keys to the dungeon cells.”

“Good work, Rainbow Dash. Free as many guards as you can, and Rarity will bring their weapons to you,” Sunburst said.

“You got it.”

“And, Rainbow?”

“Yeah?”

“Tell us if you find Shining Armor, Spike, or Applejack down there.”

“Will do.”





Cheerilee waited until the changeling patrol had passed before emerging from behind the suit of armor that had served as her hiding spot. She quietly trotted along the carpeted part of the hallway, and peeked around the next corner to see the door to the Chamber of the Elements. There were two changelings posted one on either side of the door. She removed the spear from a suit of armor and rounded the corner, the weapon held in her mouth. When the changelings moved to engage her, she struck one with the blunt end of the spear. She dropped the spear to her hooves and stabbed at the second, but he dodged. The first changeling got back to his hooves, but Cheerilee knocked him on the chest with the blunt end of the spear, knocking the wind out of him. Next, Cheerilee dodged a kick from the second changeling. She attempted another stab, but he dodged again, so she used the staff end instead. With her target reeling, she turned and bucked him against the first changeling, rendering them both unconscious.

Cheerilee touched her hoof to the pink, flower-shaped Element on her necklace. “I’ve reached the door to the Chamber of the Elements. I’ll inform you if Honesty is inside.” She pushed open the door, praying it wouldn’t creak loud enough for half the castle to hear. She considered herself lucky when it didn’t. There was a single display case in the center of the room, and Honesty was clearly inside. It sat there in a glass case illuminated by moonlight falling on it through a stained glass window. “That was easy,” she said to herself. She took a step forward, but then grew wary. “Too easy.” She looked left. She looked right. Nothing. Only Honesty. She slowly, cautiously walked toward the Element in the middle of the room. She put a hoof on her element again. “Honesty is here. It’s all by itself in the center of the room. I suspect a trap.”

“Do you need backup?” asked Sunburst.

“Not yet,” she responded, now nearly halfway to the display case. “My hoof’s right here on my Element. I’ll tell you if—” something moved in the shadows. “Hold on.”

“Be careful, dear. We wouldn’t want anything to happen to you,” said Rarity.

“Yeah. Wouldn’t want anything to happen to you,” parroted a voice from within the room. Cheerilee gasped in surprise as her hoof subconsciously slipped from Kindness to a position over her mouth. The voice was a familiar one; one that belonged to—

“Applejack? It’s true! You’re alive!” She began trotting towards the silhouetted figure across the room.

“Cheerilee.” The orange earth pony stepped into the moonlight. “I was wonderin’ when one of you might show up.”

“You were expecting us? I don’t understand. Applejack, how did you—”

“I’ll bet you don’t understand. You don’t know what it’s like to be left behind, do you?” asked Dragonbane.

“I can’t say that I do, no.”

“Well, to be honest, it feels plain awful. Like you ain’t needed! Like you ain’t wanted, neither!”

“Applejack, that’s nonsense! We’re your friends! We’ve always been there for you. We thought you were dead! I’m absolutely thrilled to see you again!”

“Well, it’s plain as day you ain’t the element of Honesty. If what you just said was true, I’d’ve been on the train with y’all. But I wasn’t!” Dragonbane circled her former element, approaching Cheerilee. “You know where I was? I was left on the platform with Queen Chrysalis!”

“Applejack, not so loud! This is a covert op. Let’s get Honesty and get out of here!” Cheerilee lifted the display glass, but just as she did, the moonlight falling on it faded abruptly.

“Cheerilee! Be careful!” a soft, yet urgent, voice called to her. Before she could discern where the voice had come from, or why it sounded so urgent, Applejack pushed the display’s glass back down.

Cheerilee looked at her in confusion. “What are you doing?”

“Servin’ my Queen.” Dragonbane simultaneously reverted to her true form and slipped a rope around Cheerilee’s neck as she tried to scream. She flew into the air with her changeling wings, holding the noose in her green magic.

“Applejack!? I—Huh—Ah!” She flew higher, letting Cheerilee fumble at the noose about her neck. “Let—me—go! I’m your—friend!”

“Friends don’t leave each other behind!” She rose higher still. Cheerilee’s hind legs now gave the impression that she was trying to run. Her panicked face looked more blue than it should. She convulsed and thrashed about, straining at the noose with both hooves, but making no progress. She gasped for air, but none of it reached her lungs. She looked up at Dragonbane with fearful, pleading eyes, only to behold a changeling’s unsympathetic, smirking face. Her convulsions gradually grew weaker and weaker. She tapped her element with a hoof.

“He—Hel—H—squeak” She gave one final effort, one final convulsion. “Help!” she squeaked.

“Did you hear that?” asked Rainbow Dash.

“Hear what, darling?” asked Rarity.

“I didn’t hear anything,” added Pinkie Pie.

“Never mind. I just thought I heard something. That’s all.”

Cheerilee’s forelegs fell limp at her sides, at which point Dragonbane unceremoniously dropped her onto the floor. She then landed next to Cheerilee and looked down at her with a smirk on her face. Her ex-friend's head lay limply there, her eyes still fixated on the changeling as Dragonbane stood over her friend. Over Applejack’s friend. “Sweet Celestia, what have I done?” She lay down and cradled Cheerilee’s head close to her own. She cradled it with her changeling hooves. How she hated those hooves. In her frustration, she would have shot magic at them, had she... not gotten a sudden headache just then. What was she thinking? This was just another pony who opposed the Queen. She had it coming. Dragonbane left Honesty set in the trap, bit Cheerilee's tail, and retreated into the shadows once more, dragging Cheerilee behind her. When Applejack cast a glance over her shoulder, Dragonbane found out that changelings have both tear ducts and emotions to use them, though she quickly stifled these emotions.

Before long, Rainbow Dash’s voice could be heard. “I’ve found Shining Armor. He’s not in good shape.” Dragonbane's eyes widened. If Shining Armor had been found, that meant the others had gotten into the dungeon. Dragonbane had to tell the other changelings. She located the source of the voice, Kindness, and retrieved it on her way towards the door.

“Good work, Rainbow,” Sunburst said. “Any sign of Applejack or Spike?” The changeling froze in her tracks at the mention of her former name.

“Not yet.”

Applejack hung her head. “They—they did come back for me. They do care."

“I hope you find them soon, Rainbow. I really miss them,” added Rarity.

“Just think of the look on the Apple family's faces when we show them that Applejack’s back! They're gonna be soooo happy!!” Pinkie Pie exclaimed. Applejack couldn’t see her old friend, but she could just picture the enormous grin the party pony had donned as she expressed her enthusiasm.

“Shard has been worried sick about her poor little Spikey,” Rarity added.

“As many differences has we had, he was like the little brother I never had,” Sunburst said. “We have to find him. We can’t—” Sunburst’s choked up before he could finish.

“Are you… crying?” asked Rainbow Dash.

“Yes. Yes I am,” Applejack answered for Sunburst. “Can—can y’all hear me?”

The only response was Sunburst responding to Rainbow Dash. “You don’t understand, Rainbow. You were an only child.”

“I think I do, Sunburst. More than you know. Nopony gets left behind again. Not ever again. If we have to stay here until sunup, we’ll do it. We’re going to find them, or we aren’t going to leave.” Applejack had broken down into uncontrollable sobbing at this point. She transferred the necklace from her hoof to her magic, unknowingly activating the communication spell.

“Can any of y’all hear me?” she repeated, this time with more fervor in her voice.

“Applejack!” four voices cried in unison.

“I’ve been listenin’ in on you guys the past minute or so, and I’ve come to see I was wrong in judgin’ y’all for how you treated me. Now there’s no easy way to say this next part, so here goes. I—I’m a changeling now.”

“What!?” cried the same four voices.

“Applejack, how could you!” shouted Rainbow Dash.

“I didn’t have no choice in the matter. The Queen bit me and I lost control of my actions. Even now, I’m fightin’ my changeling half that wants to tell y’all to come to the Chamber of the Elements one by one so I can do to y’all what I did to Cheerilee.”

“Applejack, darling, whatever are you talking about?” asked Rarity.

“Look, just come to the Chamber of the Elements to get Kindness, Honesty, and Cheerilee, and I promise y’all I’ll get myself as far away as I can so I won’t hurt nopony else. And by the way, it’s no use lookin’ for Spike. I can personally guarantee you ain’t gonna find him anywhere.”

“Applejack, you’re not making any sense. What happened to Spike and Cheerilee?” demanded Sunburst.

“I—I swear I didn’t wanna. I was just doin’ what I was told, I swear. I was listenin’ to the voices inside my head. Like I said, when Chrysalis bit me, I lost control of my actions. Now, I can’t fight off my worse half forever, so come and get your friend and get outta here! Or else y’all are gonna end up just like me!” With that, Applejack dropped Kindness to the ground, blasted a hole in the window with her magic, and flew off into the night. Her tears blinded her, but she didn’t care. As long as she was moving, she was getting her friends farther out of danger.





Sunburst and Rarity converged on the door to the Chamber of the Elements from opposite directions. Rarity entered first, followed shortly thereafter by Sunburst. Before the room came into view, Sunburst heard Rarity elicit a terrified shriek. “What is it, Rarity? Are you ok?” he blurted. He approached his special somepony, who appeared to be alright, and glanced in the direction of her gaze. What he saw made his heart drop into his stomach. Rarity threw her forelegs around him and began bawling. He stroked the back of her neck as a magic aura leapt from his horn to his elemental crown. “Rarity and I just arrived at the Chamber of the Elements,” he somberly declared.

“And?” urged Rainbow Dash.

“We’re too late.”

“Not again! Celestia-darnit!” Rainbow cursed.

“Is she—Is she ok?” asked an anxious Pinkie Pie.

“I’m afraid not.” Sunburst levitated Honesty and Kindness into his saddlebags and Cheerilee onto his back.

“That’s it! Everypony out! I’m calling off the raid! Nopony else dies on my watch!”

“What about Applejack? If we capture her now, we could use the Elements to reform her,” protested Sunburst as he wiped a tear from his face. The answer came in the form of moonlight peeking out from behind a cloud.

“Your friend has put herself beyond your reach, Sunburst,” a gentle voice stated.

“Princess Luna? That—that’s not possible. You died three months ago.”

“In body, perhaps, yet my spirit lives on. Such is the way of the immortal alicorns.”

“But—but why would Applejack run away?”

“Because you are also out of her reach. Time is fleeting, Sunurst. You must leave before it is too late,” the late Princess urged.

“Whatever will we do now, Sunburst?” Rarity wailed between her mournful cries.

Sunburst’s magic once again touched his element. “You’re right, Rainbow. We have to leave.”





From a vantage point high on Canterlot Mountain, Applejack sat with her back turned towards the palace. Dragonbane felt a strong pull to return, to tell the Queen all that had happened, but Applejack refused to budge. Though, it would be nice to see the palace one last time. Maybe she could even catch a glimpse of her friends leaving. It would mean the world to her to know they were safely on their way out. Well, four of the five anyways. She turned first her head, then her body. Then Dragonbane spread her wings, set her jaw, and took to the skies. In a moment of weakness, Applejack, her thoughts, and her emotions had been pushed aside. Dragonbane made a beeline for the Queen’s private quarters. Oddly enough, she found the window already open.

Dragonbane landed next to the bed. “Your highness, wake up! My former friends are here! They’re staging a raid to try and free the guards!”

The Queen awoke with a start. “Huh? Wha—”

“I said—” Dragonbane began.

“It sure is a beautiful night! Purty, ain’t it?” Applejack finished.

“Why do you disturb me, Dragonbane, isn’t it?”

Dragonbane snapped to attention. “We’re under attack, your highness.”

“Under attack!? Guards, to me!” The door burst open and six roughed-up changelings tumbled in. “Under attack by whom?” demanded Chrysalis.

“By a—an army of mushrooms. Yeah. Big, fluffy, furry mushrooms. With monstrous teeth! And fierce claws!” Applejack bluffed.

The Queen raised an eyebrow. “What is the meaning of this?”

“My former friends—they’re in the dungeon—trying to—free the guards,” Dragonbane finally said, struggling against Applejack for control.

“No!” Applejack shouted. “No they ain’t! Don’t check the dungeon! Check—Check anyplace but the dungeon!”

Chrysalis approached Applejack. With a subtle nod to the side, a changeling rushed to each side of Applejack and held her legs fast in a green goo. “What is this? Insubordination?”

“No, ma’am.” 

“I mean, yes, ma’am.”

“I mean, it’s her, ma’am,” said Dragonbane.

“Who?” demanded the Queen.

Dragonbane began, “It’s Applejack. She’s—”

Applejack interrupted, “She’s gonna make good’n’sure you never hurt her friends!” Her horn glowed green, and her legs began to turn orange and her tail turned blonde. She fought against Dragonbane, but eventually managed to turn her entire body back to her earth pony form. It didn’t matter that was only a temporary form generated by her changeling magic; it was a statement of rebellion against Chrysalis.

To Applejack’s surprise, Chrysalis smiled. “You are very strong-willed, Applejack. Once I break your will, I’m going to build it back up twice as strong. Of course, you won’t be Applejack then. You’ll be Dragonbane.” She stroked the underside of Applejack’s chin with a hoof. “One other thing.” She leaned in as if she were about to tell her a secret, but with a last-second lurch, she delivered another bite to Applejack’s neck.

Applejack shouted in shock and pain. It was only moments before her head swam. Despite the fact that her hooves were anchored to the ground, she felt dizzy, as if the room were on a spinning top, constantly shifting its gravitational pull. The Queen released her grip, and Applejack’s head fell. Thoughts not her own filled her mind. She thought only ill of the four who talked so highly of her just moments ago. No! she thought to herself. This can’t be happening! I would never want to hurt them! But the thoughts grew stronger, more numerous, and even more detailed. Yes, she could hurt her friends, but what would be the best way. What would hurt the most?

Suddenly, a seventh changeling appeared at the door. “Your Highness, the dungeon is empty!”

“What!?” Chrysalis shouted as she whirled around. “Who is responsible for this?”

“We don’t know. They’re gone without a trace.”

Applejack wanted to breathe a sigh of relief, but she felt her mouth form a scowl instead.

“And what of Shining Armor?” the Queen demanded. 

“Gone with the rest.”

To Applejack’s horror, Dragonbane spoke up. “We’ll make them pay for what they’ve done here. You just wait. We’ll get them back real good!”
> Passing the Torch
> --------------------------------------------------------------------------

     Under normal circumstances, Rarity would have gone out of her way to make sure rain, or for that matter water in any form, stayed out of her mane. However, the feeling of loss was still all too fresh, and for once her looks were far from her mind. Applejack had been assumed dead, but Cheerilee was different. Rarity knew beyond a shadow of a doubt that her best friend was now a victim of Chrysalis’s war. Her tears mingled with the rain that flowed in rivers down her face and through her now-ruined mane as she lay there on the cemetery lawn a mere two weeks after stumbling upon Cheerilee’s fallen form in the castle. She repeatedly tried to speak the words that weighed so heavily on her heart, but her voice fell silent each time. She sighed and stared off into the middle distance, letting her gaze fall on the carriages in the street, the ponies pulling them, and the rain pouring incessantly from above, all without really noticing any of them.
 
      At length, the rain stopped. No, it hadn’t stopped; she could still see and hear it all around her, yet the raindrops were no longer hitting her head and back. She glanced up to see a transparent yellow dome above her which was shielding her from the rain. It was a rather large dome, perhaps big enough for two ponies to comfortably stand side-by-side under. She turned her head to the other side and looked up to see Sunburst standing beside her. He offered her a sincere, understanding smile full of warmth the shivering mare so desperately needed.
 
         “What are you doing out here all alone?” he gently asked.
 
         “I—Cheerilee—she—” Rarity fumbled for more words that never came.
 
         “You just needed some time alone with her?” Sunburst asked. Rarity gave her reply in the form of a nod. “I didn’t know her nearly as long as you did, Rarity. But I do know she was always so… so understanding, and so caring. She was a teacher both in and out of the classroom, and she dedicated her life to her students. And you know as well as I do there wasn’t a pony she met that she didn’t consider one of her students.” Rarity nodded in agreement, and began crying anew as a fresh wave of emotion swept over her.
 
         Sunburst lay down next to Rarity and held her hoof. Finally, with a hoarse and cracking voice, Rarity choked out a meager few phrases. “Why, Sunburst? Why does this keep happening? First Applejack, now—now Cheerilee—How many more? Who’s next? I’m so afraid! Hold me.”
 
        Sunburst put a foreleg on Rarity's withers.  “I don’t know, Rarity. But I fear this war is going to get worse before it gets any better.” Sunburst looked up just in time to see an orange leaf fall onto the yellow hemisphere above them. “On the bright side, we’re going to officially select the new bearers of Kindness and Honesty tomorrow. I know all too well they will never fully replace Cheerilee and Applejack, but at least we’ll be able to use the Elements again. That alone could change the course of this awful war.”
 
         A rustling of wet leaves caught their attention, and they turned to see Big Macintosh trudging through the rain towards them with his head hung so that he couldn’t see them. Rarity wiped away her tears and tried her best to compose herself. “Hello, Big Macintosh. Are you here for Cheerilee?” The stallion raised his head with a start, apparently surprised at the presence of the two unicorns in front of him. He nodded shyly and raised a hoof off the ground. “I know how you must feel. You kind of had a… thing for her even after the love potion incident, didn’t you?”
 
         Big Mac sighed and turned his head to one side before replying. “Eeyup.”
 
         Upon seeing his reaction, Rarity immediately regretted her question. “I—I’m sorry if I brought up emotions that are still heavy on your heart. Really, if you want some time alone, we can leave.”
 
         “That’s ok,” Big Mac replied.
 
         “Are you sure?” asked Sunburst. Big Mac nodded again before approaching the headstone which bore the name of his love. He reached into his saddlebag and produced a bouquet of red roses and slightly smaller blue flowers, which he placed just in front of Cheerilee’s headstone.
 
         “Pardon my curiosity, but—aren’t those hydrangeas?” asked Rarity.
 
         “Eeyup,” Big Mac half said, half sighed.
 
         “Oh, Big Macintosh, that’s so very thoughtful of you. The red roses symbolize love and passion, while the blue hydrangeas symbolize bliss and serenity. She is, after all, at peace now, isn’t she?” Despite the fact that she had been under Sunburst’s magic umbrella for some time now, Rarity found her cheeks freshly wet as more tears rolled down her face. Big Macintosh turned his head towards her, revealing his equally teary eyes. Rarity rose to her hooves and extended a foreleg, indicating a hug. “I know, Big Mac. She was my friend, too.” Rarity was unprepared, however for the bear hug Big Mac gave her as he began weeping on her shoulder. Sunburst stood up as well and increased the size of his magic dome before joining the other two to form a group hug.
 
         At length, Big Macintosh drew out of the hug and began to apologize. Rarity interjected, “No, no, that’s quite alright, dear. That was an expression of true love. You need not apologize for that.”

     “We've all three lost someone in this war,” added Sunburst. “In fact, we've each lost more than one. Now, I guess it's up to us to make sure their memory lives on.”





     Starlight eyed Twilight suspiciously. “It’s been a little while since you tried to convince me that I shouldn’t sabotage the Rainboom. What are you up to, Twilight?”

     “Huh? Oh. It’s just—my friends are turning into ponies I hardly even recognize anymore. Applejack’s battling the mind of a malicious changeling, Rainbow Dash has been forced into a leadership role that’s burdened her with undue amounts of guilt, and Pinkie Pie’s lost a bit of her cheerfulness. Rarity hasn’t changed too much, I guess.”

     “Except the parts where she’s in love with Sunburst,” the disgruntled dragon replied.

     “Well, I’ve been thinking about what you said, Twilight.”

     “And?”

     “And now you’re ready to go back in time and not sabotage the Rainboom because it’s the right thing to do?”

     “Spike!”

     “What? I was only—”

     “I know, but you’re not—you’re making things—” Twilight looked up at Starlight. “Could you give us a moment?” Starlight nodded, so Twilight used her wing to shield her conversation with Spike. “What are you doing?” she whispered.

     “Aw, c’mon, Twilight. You know the fate of Equestria and the fates of our friends are hanging in the balance!”

     “Yes, but this is a choice Starlight has to make for herself!”

     “So when she makes the wrong decision, it’ll be your fault for not making her fix everything!”

     “I can’t make her choose; it wouldn't be a choice at all then! Everything I stand for as the Princess of Friendship depends on her coming to see the error of her ways. She won’t learn from her mistakes otherwise; she’ll just run away again and try something else! We’ve already stopped her once, yet here we are again! Do you really want to do this a third time?”

     “I guess not,” Spike reluctantly agreed. Twilight smiled at him and folded her wing against her side.

     “Now, you were saying, Starlight?”

     “So, your friends got their cutie mark connection, and everything turned out fine for you six in the world we came from, but what about Sunburst and me? When we were watching your friends as fillies, you mentioned that I wasn’t trying to stop Sunburst from getting his cutie mark. Do you think maybe—just maybe—we could try that instead?”

     “Well, first of all, that's not at all what I meant by that. Second, I’m really not sure that’s a good idea." Twilight raised a hoof to her chin. "In fact, I’m not even sure that’s possible. If you make it so that Sunburst never leaves, then you never get to this point where you are now. That means you wouldn’t need to go back to make sure Sunburst never leaves. Sunburst then leaves, and you end up right back here. Depending on how you look at it, it’s either a paradox or a loop. Either way, you don’t get any closer to your goal.” Twilight watched Starlight’s countenance fall.

     “Why did this happen to me?” she lamented. “Why are you privileged enough to have a special cutie mark connection with your best friends, while I had to watch my best friend taken from me!?”

     Twilight walked over and hugged Starlight. It took a moment, but Starlight returned the hug as she began sobbing on Twilight’s shoulder. “I don’t know Starlight. Just like I didn’t know until a few hours ago why Fluttershy was bullied as a filly. Bad things happen to all of us, and we can’t always fix them. But we can make the most of what we have.”

     “What do I have left, Twilight? Who do I have left?”

     Twilight smiled. “I know a whole town of ponies who would love to be your friends.”

     “But how do I know that they won’t be Sunbursts too?”

     “You’re grown up now, Starlight. That’s an advantage you didn’t have with Sunburst. You can make sure now that you don’t fall out of touch with another friend again. I mean, did you ever write to Sunburst?”

     “It wasn’t the same, Twilight! Every note he sent me just reminded me of how far away he was! Eventually, we fell out of contact and that was the end of it.”

     “I know you’re more reasonable than to think that all friendships end up like you and Sunburst. I mean, I’ve been reaching out to you for the past several hours, despite the fact that you want to ruin my life.” Starlight was taken aback at Twilight’s last remark. “Oh my gosh, Starlight I’m so sorry! I didn’t mean that the way it sounded!”

     “No, you’re right. I wouldn’t know true friendship if it stared me in the face.” Twilight bit her lip in an effort to not make the situation any worse.





“Just imagine the look on his face!” a blue-coated unicorn said to herself as she ascended a hill. “He thought he got rid of Trixie! Well, guess what? Trixie’s back! And she’s back with a vengance!” she said as she glanced down to the alicorn amulet. “Once the Great and Powerful Trixie defeats Sunburst in a magic duel, she will show Sunburst what it is like to be exiled! And then, all the ponies who laughed at Trixie will become her servants! The Great and Powerful Trixie will rule all of—”

Trixie’s monologue was abruptly cut off when she came up over the hill and laid eyes on the town. “Ponyville... What happened?” Burned-out houses and heaps of rubble lined the streets of what used to be Ponyville. There was hardly a building left untouched. The roads were dotted with pony-sized craters which one could stand knee-deep in. There wasn’t a pony to be seen in the once-thriving town. Trixie cautiously, curiously made her way into town. She walked through the empty streets, among the ruined houses, past the burnt shops, until at last she arrived at a lonely stump which used to serve as the library for the town and home for her archrival. “But—but that means that Sunburst is—dead?”

For a moment, she almost felt sorry for the unicorn who had shown her up and humiliated her. Almost. “Well, Trixie would have prefered to have exiled him personally, but she supposes this will do. It doesn’t look like this will be necessary,” she said as she unclasped the alicorn amulet and tossed it into the river. “With no townsfolk to make her servants, and without Sunburst to interfere in her affairs, Trixie shall resume her travelling magic show at once! Next stop, Fillydelphia!”





     Sunburst paced back and forth in a backstage room, glancing at the mirror on the wall each time he passed by it. “Oh, Sunburst, do stop pacing,” Rarity politely ordered. “You're starting to make me nervous.”

     “Sorry,” he stated, a sense of uneasiness still about him. “I just can't stop thinking about what would happen if we've chosen the wrong bearers. It would be like when Discord turned each of us against our Element all over again.”

     “No it won't!” replied Pinkie Pie as she bounced around the room. “It'll be way worse! If we try to use the Elements against Chrysalis or Sombra and the Elements don't work, then we'll be deep in enemy territory surrounded by changelings or crystal ponies! And since we won't have the Elements to get us out—” Pinkie froze in midair as her brain caught up to her mouth. “—then, I guess it would all be over, wouldn't it?” she somberly said as she stepped off her invisible platform.

     Having been reminded of the situation’s severity, Sunburst subconsciously resumed pacing. He didn't pace for very long, however, before Rainbow Dash stormed into the room. “I can't believe it!” she shouted. “Look at who's on the front page of today's newspaper!” she said as she threw the paper onto the single table in the room.

     “Dashie, that's us!” cried Pinkie Pie. “We're famous! Again!”

     “Oh, I can completely understand why you’re so upset, Rainbow.” Rarity said. “They didn't even get my good side,” she lamented as she struck a pose and pushed her cured mane up.

     “Wow. ‘Heroes of the Canterlot Night Raid to Announce New Bearers for Honesty and Kindness.’ That's great, Rainbow!” Sunburst declared.

     “Is it?” snapped Rainbow. “Is it ‘great’ that any Green Changeling or crystal pony in Manehattan who picks up a newspaper has access to our names, faces, and cutie marks? In case you hadn't noticed, we're high-priority targets now!”

     “But this also means that we’re already rallying support. I suspect Mayor Big Apple had a hoof in getting this article to the front page of his city’s newspaper.”

     Rainbow’s frustration evaporated as her lips formed a genuine smile. “I think you’re right. Thanks, Sunburst. Thanks a lot. I really mean that.”

     “No problem, Rainbow.”

     “Now I know exactly who to talk to once the ceremony is over!” Sunburst rolled his eyes.

     Mayor Big Apple poked his head into the room. “We’re about to get started. Places, everypony!” He drew his head back and walked over to the microphone in the center of the stage. The house lights dimmed and the noise of the crowd tapered off. “Ladies and gentlecolts, I’d like to welcome you all to tonight’s ceremony. It is unfortunate that this ceremony is necessary, but we are of course relieved that all six Elements are once again in our possession. Without further ado, allow me to present to you the Elements Kindness and Honesty.” Big Apple gestured towards left stage, drawing attention to Shard and Obsidian. The crowd erupted with cheers and applause as the dragons carried in two plush pillows each with an Element atop them. Shard brought Kindness onstage, and Sidi carried Honesty. Big Apple waited for the pair to get into place before continuing. “Presenting the Elements to their new bearers tonight will be the Spirit of the Element of Magic, Sunburst.” The crowd cheered once again as Sunburst made his way to the microphone.

     “Thank you, Mayor Big Apple. Today, we have gathered together to select the kindest and the most honest two ponies we know. First, we will begin with Kindness. The pony who is most deserving of this Element truly has a heart of gold. Though softspoken, this pony always makes sure that their close friends, both living and deceased, are cared for. It is for these reasons that I pronounce Big Macintosh the Bearer of the Element of Kindness.” The timid stallion made his way towards center stage, his hoofsteps muted by the roar of the audience. Shard joined the stallions on center stage, and Sunburst levitated Kindness off its pillow. As if in agreement with Sunburst’s selection, the necklace began to glow and transform into a collar embroidered with gold, eliciting ooo’s and ah’s from the crowd. Big Macintosh bowed his head, and Sunburst replaced the old collar with the new. When he gestured toward the mic, Big Mac stepped backwards and shook his head. Sunburst shrugged and gestured for Big Mac to take his spot on left stage.

     “There was one candidate for Honesty who almost immediately rose to the top of the list. This candidate risked everything to tell us the truth a month and a half ago, and tonight, she will do the same for you. Because of her integrity, we have gained a powerful ally. I don’t want to steal any more of her thunder though, so without further delay, I give you Bon Bon, Spirit of the Element of Honesty!”

     Sunburst looked over just in time to see Bon Bon take a quick breath, compose herself, and begin the journey towards center stage. She gave Sunburst a nervous smile when she arrived at the podium. Sunburst then unclasped Honesty and re-clasped it around her neck. The Element began to glow as he finished clasping the necklace. Unlike Big Macintosh, Bon Bon approached the microphone to give a speech.

     “Ok, please bear with me everypony; I’m just a bit nervous up here,” she said with a timid laugh. An equally anxious murmur of laughter spread through the crowd. Bon Bon cleared her throat and began. “As Sunburst said, I put my reputation on the line when I came clean first to Zecora, and later to the remaining original Bearers. Yesterday, I told my best friend. It looks like I’ll be telling my story again tonight.” As she looked out over the crowd, she became painfully aware of the drops of sweat forming at the top and sides of her head. She glanced sideways at Sunburst, who was smiling at her. A little farther to the right, she saw Pinkie, Rarity, and Rainbow standing in the doorway she had walked out of. Rainbow mouthed, “You can do it,” Rarity traced her smile with a hoof, and Pinkie stuck her hoof in her mouth and blew, causing five digits to appear. She pointed the opposable digit upward and gave Bon Bon her biggest smile.

     Bon Bon turned her attention back to the audience. “The changelings have a saying that goes, ‘The enemy of my enemy is my friend.’ I say we use this phrase against Chrysalis. No, I’m not talking about the Crystal Empire; their time will come soon enough. I’m talking about a rogue group of changelings, The Order of the Blue Changelings. See, Chrysalis’ father was King Chitin, a changeling of the monarch caste who had moderate blue wings, blue back and girdle chitin, royal blue hair, and azure eyes. Hence, they called themselves 'Blue Changelings.' In the days of the King, all the changelings of the drone and warrior castes were Blue Changelings complete with blue wings and royal blue eyes. Princess Chrysalis hatched out of her... well... chrysalis, as a smaller version of her current self, complete with her green hair, green eyes, green back and girdle chitin, and pale blue wings. In time, she gained enough of a following to challenge her father’s claim to the throne. A number of changelings followed her, and to distinguish themselves, became Green Changelings. After a bloody civil war culminating in a decisive battle, Chrysalis captured her father and killed him. Many of the Blue Changelings surrendered right there and became Green Changelings, but some formed an underground resistance movement.” Here, Bon Bon sighed. “My name—my name is not Bon Bon, at least not exactly. King Chitin gave me a second name: Sweetie Drops… and I am the leader of the Order of the Blue Changelings.” The crowd gasped, causing Sweetie to recoil. Sunburst scrambled to join her at the mic.

     “B—but that’s ok! She’s on our side! Really! Why, she wouldn’t hurt a foal!”

     “But how do we know we can trust her?” shouted a mare on the front row.

     “Yeah! This could all be an elaborate scheme!” added the stallion next to her.

     “I wouldn’t put it past Queen Chrysalis to try it!”

     “We don’t trust her!”

     “We don’t want her!”

     The crowd rapidly took on the appearance of a mob, the sight of which made Bon Bon step behind Sunburst as her eyes darted among the members of the audience. The remaining four bearers galloped over and stood with Bon Bon, shouting this and that, though the mic had been shut off by the sound crew in the back. The two dragon sisters joined the six ponies not long after.

     A tall, bulky figure darkened the door which led onstage. The silhouetted unicorn snorted and began walking into the light. Though he had been mentioned in the castle raid, for the first time, Twilight was now face-to-face with her alternate brother. And what an unsightly face he had! Twilight gasped at the sight of it.

     “Oh my gosh! That's my brother!” A dark blue patch of skin devoid of its characteristic white fur scarred the right half of the Captain’s face. The darkest shades of the blue gradient were farthest from the edges of the scar. The shape of the scar resembled a sideways teardrop that tapered off towards the back of the head, and rounded off between his eyes. His right eye was not flesh and blood, but glass. “What did Chrysalis do to him?”

     Shining Armor calmly levitated the mic to his hoof and tried to speak into it, but found that it was still turned off. He looked towards the back of the room and pointed to the mic, then tried speaking again. “May I have your attention please.” The crowd was not so far gone that they were beyond the influence of their almost-Prince. The roar died down and the ponies gradually returned to their seats. “Thank you. I know this may be hard for many of you to take, but believe me, Sweetie Drops is no threat. She has already provided tactical intel that is vital to our cause. How vital? Well, I would still be back in a dungeon cell in Canterlot if it weren’t for her. And for that matter, so would all the rest of the guards. We wouldn’t have Honesty, either, and as you’ve all read in the paper, there would be no heroes of the Canterlot raid. You may not trust her, and I somewhat understand that; but you all trust me, the Captain of the Guard who almost became a Prince, and I trust Bon Bon.” He turned sideways and gestured to the six ponies beside him. “So let’s hear it for the six Bearers of the Elements of harmony!”

     The audience applauded, though there was still a hint of tension in the air. As the Bearers arranged themselves into a line, Bon Bon made sure to secure the spot closest to Shining Armor. “Thanks,” she whispered. “I owe you one.”

     “Hey, don’t worry about it. You saved my life. It’s the least I can do.”





     Chrysalis hummed to herself as she hung a mobile above a crib. She trotted across the room and inspected the painting of Canterlot on the wall. The replica was nearly perfectly accurate to the original, the singular notable difference being that the painting protrayed a crumbling purple shield encapsulating the lower half of the city. She shifted her gaze along the wall, letting her eyes pass over hearts colored the same sickly green as her mane and tail. The nursery, complete with both functional and decorative items, was coming together quite nicely.

     On her next pass by the crib, Chrysalis glanced down at the single egg it contained. Unlike the others, this particular egg exhibited blue and white swirls and stripes. The Queen smiled and levitated it towards her. The egg fit completely within her hoof as she nuzzled it. “Soon, my little one, soon. We can’t wait to meet you, Prince or Princess.” She cradled it in both hooves and rocked it back and forth as she began hovering in place.

     “Hmmm. White and blue,” Starlight commented. “Those don't strike me as changeling colors.”

     “No. They don't,” seconded Twilight. “I have a bad feeling about this.”

     The door behind her opened, but Chrysalis paid the visitor no attention. “Your Highness,” Dragonbane drawled, “I came to tell you that—Uh, with all due respect, ma’am, what’re you doin’?”

     “Look at it, Dragonbane.” Dragonbane lifted a hoof, subconsciously stating her aversion. Chrysalis turned around, a genuine, motherly smile on her face. “Come, come! See my future son or daughter!” Dragonbane cautiously approached the Queen and her unhatched heir.

     “Listen, I mean no disrespect, but there’s hundreds of eggs down there. Why the big fuss about this one? Besides the fact that it’s colored different.”

     “Well, that’s just it, Dragonbane. The coloration indicates what caste the changeling will hatch into. Most are workers, drones if you will. A proportionately smaller number are soldiers. But this—this one egg—will be the future King or Queen of the hive!”

     “I see.” A moment passed before Dragonbane began again. “Your Highness, I regret to inform you that another one of our Manehattan agents’ cover has been blown. The agent posing under the name Maud Pie, to be precise.”

     “That’s fine,” the Queen replied nonchalantly without taking her eyes off her precious egg.

     “‘That’s fine’? Respectfully, Your Highness, that was one of our best agents! Pinkie Pie’s loose lips were a gold mine that ‘Maud’ could tap into any time she pleased!”

     “We won’t need Pinkie Pie or ‘Maud’ now that we have this!”

     Dragonbane cocked her head to one side. “How’s that?”

     The Queen chuckled as she returned her special egg to the crib and picked up a stencil of a six-point star. “You still have a lot to learn about your own race, Dragonbane.”

     “Well, I trust you, but a little bit of insight might be helpful. I mean, that thing ain’t even hatched yet.”

     “That ‘thing’ isn’t just my heir; it’s a superweapon,” she explained as she placed the stencil onto a blue shield painted on the wall, previously unseen by Twilight, who gasped when she saw it. However, the stencil obscured most of the image before she truly got a good look at it. “See, infant changelings, especially of the monarch caste, have an extremely high affinity for consuming love. It’s an innate defense and survival mechanism.”

     “I’ve got a pretty good feelin’ that little guy or gal’s gonna get plenty of love from you, Queen,” she said as Chrysalis dipped a paintbrush into a can of hot pink paint.

     “Of course my little larva will be loved, but not just by me.” She dragged the paintbrush across the stencil several times, covering the empty space completely. “And when all of Equestria loves her, she and I will be unstoppable!” She removed the stencil to reveal the blue shield with the pink star, but this time, Twilight noticed large changeling wings on each side, and a gnarled black horn on top. To the right of the horn was a green star, and to the left was a purple star.

     “But—That cutie mark—Shining Armor and Chrysalis—the egg! Ew, that’s so disgusting! I’m gonna get sick!” She covered her mouth and rushed toward the window, nearly trampling Spike and Starlight along the way. She had barely leaned over the windowsill before she lost it. Of all the scenes she had watched play out, this was probably the one she was happiest to be leaving behind.

     This time, it was Starlight who comforted Twilight. “Well, at least it could have been worse, Twilight. The potion could have actually shown us—”

     “Stop! Don’t make me sick again!”





     After the ceremony, the six Bearers and Shining Armor gathered in the lobby and shook hooves with the audience. It didn’t take long for Rarity to notice that for every ten hooves she shook, Sweetie Drops, who was now undisguised, shook only one. However, it wasn’t from lack of effort on Bon Bon’s part; nearly everypony she attempted to engage in conversation went out of their way to avoid her. The few who didn’t were those who felt obligated to shake her hoof. Small talk was hard to come by, and anything more than, “Congratulations,” was nearly unheard. Finally, Rarity had seen enough. She excused herself from her current conversation and stood next to Bon Bon. Anypony who wanted to talk to her would have to talk to Bon Bon, too. However, she only found that the number of ponies who wanted to shake her hoof dropped off sharply as well.

     “You don’t have to do this, you know,” Bon Bon said. “They clearly like you and they’re clearly afraid, or at least not very understanding, of me.”

     “Oh, but I do. I wouldn’t want you to be left alone on your special night.”

     “Special. Right.” The changeling hung her head.

     “Chin up, Bon Bon. It can't be that bad. What about the friends you knew before you announced you were a changeling?”

     “Apparently, all I’ve got left is you six.”

     “Really? I thought you were really good friends with—”

     “BON BON! I need to talk with you!” The room fell silent and the crowd parted, giving Lyra enough line-of-sight to set her death glare on Bon Bon.

     “Well, so much for that idea,” Rarity said.

     “Lyra, listen, please. I said I was sorry. I know should have told you sooner, but—”

     “Then why didn’t you? You led me on for years! I’ve known you since kindergarten!”

     “And I’ve been your friend since kindergarten. Nothing changed when King Chitin bit my neck when I was a teenager. Nothing changed when, a year later, Chrysalis usurped the King. Nothing except my line of work changed when Princess Celestia signed me on as a special agent.”

     “Oh, you changed, alright! Your work took up all your time! We stopped hanging out as often, you started turning me down, and even before you told me all this, I had this feeling that you were hiding something big from me!

     “You know why I had to. I told you yesterday, and I just told you again today. It was my line of work; I had to maintain secrecy.”

     Lyra scoffed as she glanced down at Honesty, then back at Bon Bon’s face. “You’ve got some nerve wearing the Element of Honesty after you lied to me for all these years.”

     Whispers and murmurs spread through the crowd, adding to Bon Bon’s uneasiness. “I was a special agent working for Princess Celestia, keeping tabs on Queen Chrysalis for her. You were a civilian. It just wasn’t necessary to tell you.”

     “I don’t care about where your loyalties lie! You’ve broken my trust, Bon Bon!”

     “In defense of my friend,” Rarity interjected as she physically stepped between the two, “the things that ponies tell you have a… a nasty habit of spreading like wildfire through town. I thought it would be better that you hear that bit of information from my mouth than hers.”

     “And who made you the Element of Putting-Her-Muzzle-Where-It-Doesn’t-Belong? This is between Bon Bon and me, so butt out!”

     “Lyra!” Bon Bon shouted. She sighed before addressing Rarity. “I know you mean well, but she’s right. We have to sort things out ourselves. Lyra, I’ve been operating behind the scenes working long days and longer nights so you and everypony else can sleep knowing that you’re safe.”

     “And a great job you did! You were supposed to stop Queen Chrysalis! You betrayed my trust for nothing!”

     “We were expecting an assassin! We didn’t think she’d take the form of Princess Cadance herself!”

     “You know, I thought I knew who you were! I thought we were closer than that! I thought you trusted me!”

     For the first time in as long as she could remember, Bon Bon felt no love emanating from Lyra. This wasn’t an elaborate ruse to get the others to like or pity her; this was her lifelong friend on the verge of throwing their relationship away. If she said the wrong thing now, she would lose her friend. “You—You’re right, Lyra. You’re so right.” Sweetie's vision blurred as tears came into her eyes. “I’ve been a horrible friend to you. I haven’t trusted you, I’ve betrayed you, I’ve excluded you, and I just want to say I’m so sorry for it all. Would you please accept my apology?”

     Lyra had tears in her eyes, too, but they were tears of pain and of betrayal. The anger written on her face made this fact all too clear. “Never!” She began backing out of the room. “I could never forgive you for all the things you did to me! For all the pain and hurt you caused me! I couldn’t care if I never saw you again! I HATE YOU!!”

     Through her tears, Bon Bon watched the mint-green blur open the door and gallop out into the street. She collapsed and put her black hooves in front of her face and sobbed aloud. “Everypony go home,” Rainbow Dash called out. "Show's over." The crowd gradually dispersed, each to their own house in town or cabin in the refugee sector. "We're here for you, Bon Bon."

     “I can’t imagine losing a childhood friend like that,” said Spike.

     “I can,” Starlight replied. “But Sunburst was a victim of circumstance. Lyra chose to break up with Bon Bon.”

     “Well, I know an easy way to fix this breakup,” Spike declared.

     “Spike,” the sickly Princess called out.





Armored crystal ponies darted to and fro in the city center. The fighting had passed through the heart of the town an hour ago, and only pockets of resistance remained. Sombra had already set up his HQ in the Fillydelphia town hall. In the small jail next door, Mayor Liberty Belle lay in a cell, a meager set of iron bars keeping her in, or rather, King Sombra out.

“You think you’ve won?”

“Actually, yes. Your resistance was pathetically weak. I’ll have the entire city under my control before nightfall.”

“You’ve underestimated the patriotism of this town, Sombra. These ponies will never submit to you!”

“I will break them, and once I do, they will serve me, willingly or not.”

A pair of crystal ponies entered the jail, carrying Trixie between them. “Your Highness, this particular unicorn was giving us a hard time. She tried to use magic fireworks against us as weapons. She holed herself up and resisted our siege for half an hour before we broke her outer defenses. What should we do with her?”

“Weaponized fireworks? What’s wrong with her horn?”

Trixie began to bluff, but lost her confidence when Sombra approached her. “How dare you insult the Great and P-Powerful Tr-Trixie!”

“You cower from me like a scared little filly hiding behind her mother’s legs! What right do you have to call yourself ‘Great and Powerful’?”

“I-I’m not s-scared of you!”

“Oh, but you are! I can sense your fear!”

“News from Manehattan, my King!” a third crystal pony interrupted. “I was told to give you this.” He passed a newspaper to the King. Sombra looked at the front page, skimmed the first few lines of the story, and levitated it back.

“So? A few brave ponies raided Canterlot. What of it?”

“Perhaps Queen Chrysalis does not have as much control over Equestria as we thought. If she has to fight enemies on two fronts—”

“Who is that on the front page?!” blurted Trixie.

The stallion read the caption for the photo aloud. “It says here, ‘ The Heroes of the Canterlot raid (Left to right: Rarity, Rainbow Dash, Sunburst, and Pink—”

“Sunburst,” Trixie growled. “So I guess now it’s not enough for him to just upstage me! Now he has to go and get on the front page of the Manehattan Times!”

The sudden shift in Trixie's emotion surprised Sombra and piqued his curiosity. “Though I sensed much fear in you, I now sense much more hate,” Sombra stated. “It appears there is more to you than meets the eye. You want revenge; I can give it to you.”

“You’d do that? You’d help me get even with Sunburst?”

“You’re not exactly the Great and Powerful that you claim to be, at least not yet; but you’re resourceful and tenacious, and I can respect that. You could prove a powerful ally, given the proper training.” Sombra finished with a chuckle, which Trixie returned. Their dual laughter escalated, culminating in a fit of wicked cackles.
> Homecoming
> --------------------------------------------------------------------------

Pinkie Pie nervously paced back and forth in her family’s apartment, her straight tail slightly swinging side to side as she walked. Marble Pie was huddled in the corner, and Limestone Pie was sulking as she lay on the floor near her. Igneous Rock Pie and Cloudy Quartz sat together on the couch as the latter quietly cried onto the shoulder of the former. At length, there was a knock at the door. Pinkie, who was closest, called out “Who is it?”

“It’s Sunburst and Rarity.” Pinkie galloped to the door and let her friends in.

Pinkie Pie grabbed the pair and hugged them tighter than was probably healthy for them. “Oh, thank goodness you’re here! Have you heard about Maud?”

“We came as—soon as we—heard, darling,” Rarity said.

At last, Pinkie mercifully released the unicorns from her grip. The three stepped farther into the room, making Marble Pie noticeably uncomfortable. She somehow pressed herself farther into the corner she was sitting in. “Pinkie, wh—who are they?”

“These are my friends, Sunburst and Rarity.”

“How do we know they’re not like—like Maud?”

“Marble, it’s ok. We have our face paint on,” Sunburst said.

“So did Maud! Right up until the moment when they came and gave her real face paint! Right before they took her away!” Marble broke down and began crying deliriously. Pinkie rushed to her twin’s side while Limestone crossed the room, retrieving an earthen jar from the table on the way.

“Great. You came in here and made my little sister cry. The least you could do is put some fresh paint on so she doesn’t have to spend the rest of the day a blubbering mess!”

“Terribly sorry, dear,” Rarity said, trying her most innocent smile on Limestone. She reached her hoof into the jar and approached Marble. “Marble, listen darling. Everything is going to be alright from here on out. I’m not a changeling, see?” She smeared a fresh streak of green under each eye. “Now, listen. We’re here to comfort you, not make you feel worse than you did already. Believe me, losing a sister is something I should very much like to avoid if at all possible. Sunburst, the others, and I are going to help you and your family find Maud. The real Maud.” Marble had at least made an attempt to stop crying while Rarity had been talking to her. However, she now looked like she was about to begin anew, albeit now with a smile on her face. “Oh, come here, Marble,” Rarity coaxed, offering her a hug. Marble gladly accepted, and Rarity found that she hugged much gentler than her twin sister.

“I’ve got my eye on you,” Limestone threatened, placing a hoof squarely in the middle of Sunburst’s chest, despite the fact that he had already applied fresh paint.

“Of—of course!” Sunburst nervously replied. Limestone backed away, still eyeing the stallion. “So, how was the changeling able to pose as Maud if he had changeling paint on?”

“The changeling knew what the paint did because—well, I kind of told him because I thought he was Maud,” said Pinkie. “None of us actually ever saw him put the paint on. ‘Maud’ would go into the bathroom to do it or just say she’d done it when we weren’t looking.”

“When was the last time you definitely know Maud was with you?” asked Sunburst.

Igneous Rock Pie answered. “The second-born of our daughters didst leave our rock farm to inform Pinkamena Diane Pie of the perils besetting us round about. For in those times, changelings from Canterlot, which lay to the north of us, did oft raid the countryside, laying hooves on many an unfortunate wayfarer and traveler. We thought it not at all safe to reside in the country, nor in the small towns, but made our pilgrimage unto the city of Manehattan to seek sanctuary there.”

“So, Maud went to Ponyville to tell Pinkie Pie that you all were moving from your rock farm, and you think that’s when you last saw her?”

“Thou hast spoken truly.”

“Do you think the ‘Maud’ who met you in Ponyville was actually a changeling, Pinkie?”

“I don’t know. I mean, she smiled at me really big when I first saw her. Well, really big for Maud, anyways. And she wrote poems about love instead of rocks, but I didn’t think anything of it. I thought she’d finally met her special somepony while she was off getting her rocktorate.”

“Then it’s most likely that Maud was intercepted en route to Ponyville, and the ‘Maud’ that actually got there was a changeling.”

“I’m so sorry for your loss, girls,” Rarity said.

“Do you think she’s ok?” asked Pinkie.

“Considering what happened to Applejack, I think she may still be alive,” said Sunburst.

“But—but Applejack’s a changeling,” Marble stated. “Do you—Do you mean Maud’s a changeling, too?!” She began hyperventilating as hysteria set in. “No. No! No, no, no, no, no! She’s not a changeling! She’s not a changeling!” She collapsed to the ground, assumed the fetal position, and began grievously, hysterically sobbing.

Limestone Pie rushed to Marble’s side. “What did I tell you about making her cry? Why don’t you two just leave! You’re doing more harm than help here!”

“I’m so sorry you have to see us like this,” Pinkie apologized. “I think we should take the conversation outside.” Sunburst and Rarity nodded in agreement, and Pinkie followed them out, shutting the door after her. “Do you really think Maud was a changeling when she got to Ponyville? I mean, when we talked to Applejack in Canterlot via the Elements, she sounded like herself even though she said she was a changeling. But when the paint morphed the changeling that was taking Maud’s place back into his changeling form, he talked with a different voice then Maud.”

Sunburst stroked his goatee. “Hmmm. I don’t know. I’ll have to ask Sweetie Drops about that. I can’t say for certain, but there may be more information out there. From what you just said, I don’t think this changeling was once Maud. I’ll see about getting a group together to follow her trail backwards from Ponyville.”

“Oh, thank you, Sunburst,” Pinkie said, initiating another embrace. “It would mean the world to me to know where Maud is, and to know that she’s not a changeling.”





Dragonbane levitated a machete in front of her, hacking through the dense black vines in the Everfree Forest. “Keep a sharp eye. We’re gettin’ closer to the Queen.” Near a half dozen changelings similarly armed cleared away more vines from their path.

One of the changelings approached Dragonbane and whispered, “Something moved in the bushes over there, ma’am.”

Dragonbane scoffed. “This is the Everfree Forest. Things are constantly movin’ around in here.”

“This one seemed bigger, like a group of creatures, or something large.”

“I’ll keep an eye out for it.”

“Oh, you go ahead and do that. It won’t save you,” called a voice with no discernable source.

“I reckon I know that voice.”

“Oh, do you? Then say her name,” the voice demanded.

“The Weak and Insignificant Trixie,” Dragonbane growled.

The voice cackled villainously. “Perhaps at one time, you might have called me that.” A swirling black cloud formed around the band of changelings. “But now, you may call me the Dark and Malevolent Trixie!” The shadows gathered themselves together at a point in the trail which had already been cleared, and with a flash of green energy, Trixie appeared, clad in a black robe and wizard’s hat.

“Attack!” shouted Dragonbane.

“Oh, you don’t want to do that. Trixie has you outnumbered and surrounded!”

Just over a dozen armored crystal ponies emerged from the undergrowth, encircling the changelings. Dragonbane scowled. “So, you’re workin’ with Sombra.”

“King Sombra promised to train Trixie in dark magic so she could get her revenge on Sunburst for utterly humiliating her in Ponyville!”

“I understand whatcha mean. I’d do just about anything to get back at him for how he abandoned me!”

Trixie squinted at the changeling. “Applejack?”

“Dragonbane. Queen Chrysalis changed my name when I drowned Sunburst’s dragon.”

“You drowned his—Ha! Trixie wishes she could seen that.”

“Then it seems we’re after the same thing.”

“Trixie wouldn’t go as far as that. She still has a task to perform.”

“And that is?”

“Early this morning, a number of these vines came and abducted Trixie’s King. Now, she has come to free him and rid Equestria of these vines.”

“Then our tasks are the same, too. We’re here to get my Queen outta the same sticky situation.”

Trixie only laughed. “Let me guess. You want Trixie to work together with you? Have you forgotten how the changelings’ incompetence led to the evacuation of Ponyville? King Sombra’s plans were significantly delayed because you lot made a huge tactical blunder. Trixie was told that you personally played a part in the evacuation.”

“Now hold up just a second. I wasn’t then who I am now.”

“Either way, Trixie refuses to work with you changelings. Shackle them and make them march with us as prisoners of war as they watch us free our King.”

“Yes, Acolyte Trixie!”

Dragonbane scowled at the blue unicorn, but made no further attempts to resist.





Rainbow Dash watched the royal guards and the new recruits as they performed their drills. Shining Armor walked out of the makeshift barracks and stood next to her. “Hey, Shining! Looking better every day!”

“I know. I wasn’t much more than skin and bones when you broke me out of the dungeon.”

“What exactly happened, anyways? Just before we left, Chrysalis seemed to want to keep us all alive. She even kept us fed pretty well.”

“After you six liberated Ponyville, conditions down there started getting progressively worse. Of course there’s a comradery among the guards, but we’re guards first and friends second. Maybe if we were more squad-based, Chrysalis could have had something to work with, but that wasn’t the case. As it was, she wasn’t able to drain much love from anypony without resorting to mind control. She began giving less and less effort towards keeping us taken care of. When we took roll last week, we were missing several names, and a lot more still haven’t been cleared by the doctors to train with the others.”

Shining looked past his guards and the accompanying rag-tag militia towards the vibrant red, orange, and yellow trees in the repurposed park which served as the academy courtyard. Although the courtyard wall was nearly complete by now, the thrown-together military complex was still nothing like the Canterlot Academy. “It will be winter soon, and our ability to fight will be hindered significantly. We may not be able to make our first big move until the spring.”

Rainbow shook her head. “We can’t wait that long. We have to hit the enemy before they hit us. If we keep them on the defensive, then we also keep them off the offensive. And that means we keep Manehattan safe.”

“Our troops can’t win battles if they’re freezing to death or catching cold and hypothermia. Fighting a war on two fronts is hard enough; I’d rather not fight the elements, too.”

“Then we strike them before winter.”

“With what army? Almost all the new recruits have never held a spear or sword before, and most of the troops are still getting used to the wartime armor. That flashy ceremonial armor we wore was a lot easier to move around in; this new gear is designed with war in mind, and even though it provides better protection, it’s a bit bulkier and heavier.”

Rainbow’s countenance fell. “How much longer before they’re ready?”

Shining Armor’s gaze remained resolute. “I don’t know. They’re improving with each day that passes, but it’s hard to tell.” He sighed and turned towards Rainbow. “I know you’re impatient to get out there and take back what’s ours, but if we go in like this, there’s no way we’ll win short of a miracle.”

Rainbow crossed her forelegs and leaned on the ledge in front of her. “I guess I just hate not seeing progress. I’d rather be doing something.”

“I know what you mean.”

“Captain!” a guard called.

Shining Armor turned his head. “What is it?”

“Sir, I think you’ll want to see who just arrived. You should come as well, ma’am,” he said to Rainbow. The three entered the building which served as the command post and found a number of pegasi clad in blue and yellow outfits. Green paint marked their muzzles, ears, and wings, all of which protruded from their suits. Those in uniform as reserves or trainees had paint on their legs, faces, and back halves of their bodies as well. A yellow pegasus with orange hair, presumably their captain, stood out of line in front of the rest. Upon seeing Shining and Rainbow, she stood at attention.

“Captain Spitfire reporting for duty. The Wonderbolts are at your command, Rainbow Dash.” She raised a hoof to salute, and Shining quickly mirrored her. Rainbow awkwardly copied Shining a moment later.

“At—my command?” asked Rainbow Dash.

“You are the leader of the rebellion against Queen Chrysalis, right? We’ve heard about your raid from the Manehattan Times.”

“Yeah, but… you’re the Wonderbolts! I should be taking orders from you!”

“Either way, it’s an honor to have you fighting alongside us,” Shining Armor added.

“So, which one of you is in charge here?” asked Spitfire.

“Technically, I’m still just a civilian,” Rainbow declared. “Shining is the Captain of the Guard, and he’s had years of military experience.”

“Still, I only served during peacetime. When Nightmare Moon returned, the threat was over in less than 24 hours. We barely had time to get a plan of attack together, and the main force never even made it out to Ponyville. Pockets of resistance against Chrysalis lasted only four days, and I was under the Queen’s spell for the duration of the fighting. Rainbow, on the other hoof, organized and carried out both the evacuation of Ponyville and the raid on Canterlot.

“I guess you could say it’s kind of a joint command,” Rainbow offered.

“Very well. Cloudsdale and the Wonderbolts are with you.”

“Any news from home? Is everything ok in Cloudsdale?” asked Rainbow.

“Cloudsdale is doing just fine. Slight threat from changelings, but nothing we can’t handle. However, I must inform you that on our way in, we couldn’t help but notice that the banner of King Sombra flies over Fillydelphia to the south.”

“That’s a little close to home,” Shining stated.

“That’s why we need to engage them!” said Rainbow Dash.

“The troops aren’t ready.”

“We can’t just sit here and wait for them to make the first move!”

“Any attack we throw together right now would end in disaster! I’ve already run war game scenarios with my advisors over a strategic map! The casualties would be between twenty-five and fifty percent of our army!”

Casualties. Rainbow recoiled at that word and tilted her head slightly downward as if in thought. One of the Wonderbolts spoke up. “But if we recapture Fillydelphia and make Manehattan safer, won’t the losses be worth it? I mean, sometimes you have to sacrifice some pawns.”

“Lightning Dust!” blurted Spitfire. “You will not speak unless spoken to!”

“S—sorry, ma’am!”

“Please excuse her interjection. She’s in the newest batch of reserve members. We’ve  nearly tripled our ranks and promoted former trainees to full members recently due to a small changeling presence around Cloudsdale.”

“That would explain why there’s so many new faces," Rainbow said. "I recognize several of the full members even though I stopped keeping up with the Wonderbolts years ago. Still, I think Shining Armor is right.” Rainbow approached Lightning Dust. “Pawns on a chess board all have one thing in common: They’re nameless, faceless, and expendable. But in real life, pawns have names. Names like Cheerilee, Applejack, Spike, even names like Rainbow Dash and Lightning Dust. As one of the newest trainees, what chess piece do you really think you are?”

Lightning Dust smirked. “I was inducted into the Wonderbolts at the top of my class, ma’am! I set a number of academy records! I’d say I’m at least a rook!”

Rainbow scowled as her analogy was turned against her. “That’s not the point! Even if it was, the Equestrian side of the board has already lost, not one, but three queens!” Lightning's smile disappeared as Rainbow Dash returned to Shining Armor's side.

“Rainbow Dash, Captain Shining Armor, what are your orders?” asked Spitfire.

“Well, to be honest, I wasn’t planning on you all coming,” Shining admitted. “I’ll show you to a vacant section of the barracks where you can settle in. You can meet with me, Rainbow Dash, and the rest of the Element bearers in the mess hall at 1800 hours, then tomorrow we’ll see if you can’t help the pegasus soldiers with their drills.”

“Sounds like a plan.”





Trixie walked behind the changelings, a crystal pony on either side of her. Suddenly, the formation stopped. “Why are we stopping? Trixie did not order you to stop!”

“There’s a fork in the road.” Trixie raised a black crystal out of the ground underneath her to get a better vantage point. Neither way looked more or less appealing than the other.

“Hmmm,” said Dragonbane. “I think this is right near that timberwolf den Spike stumbled into a while back. You’re gonna wanna turn left.”

Trixie glared at her. “Trixie says we will go right. You are attempting to deceive us.”

“You’re makin’ a mistake!”

“Trixie will not be manipulated! Forward! Take the right path!” The group trudged onward down the right path. A few hundred meters in, the group was met with an ambush. Several timberwolves leapt onto the path ahead, while three more attacked from the rear.

“I tried to warn you! You’ll need a guide if you’re gonna make it through these woods!”

Trixie shot a blast of dark magic at one of the timberwolves. “Could it wait? Trixie is a little busy!” The skirmish ended with five inanimate piles of wood, the rest of the beasts having fled, and two injured crystal ponies.

“So, like I was sayin’—”

“Very well! Perhaps Trixie does need a guide. But if you cross her…” she finished by dragging a hoof across her neck.

“I understand.”

“Good. Dragonbane is to be released from her shackles.” At Trixie’s word, the crystal soldiers sprang into action. “You will walk in front of us as our guide. Why in front? Because if we find any more trouble, you’re the first one who’s going to get it.”

Dragonbane asked for a machete and called for an about-face and led the group down the left path. She navigated the forest and eventually arrived at a crystalline tree partially enveloped by the same black vines they had been cutting through most of the day. At the foot of the tree sat two balls of black vines.

“That must be the King!” said Trixie.

“And the Queen!” seconded Dragonbane.

Dragonbane rushed to cut the vines off the larger object, and Trixie set to work on the smaller one. Upon cutting off the first few vines, the rest appeared to become angered, and grabbed onto Trixie and Dragonbane. With a flick of her horn, Dragonbane’s machete severed the vines attacking her, while Trixie morphed into shadow form to escape. The rest of the crystal ponies rushed to aid the King and the changelings began freeing themselves. The vines retaliated in full force, negating any and all resistance to their control. Trixie re-emerged and took out several vines, but she was quickly overwhelmed.

“Running out of ideas here!”

“Well, seein’ as these vines are plants, they’ve gotta have a root. Get rid of the root, and the vine problem goes away.”

Trixie smiled and swapped to her shadow stance just long enough to make contact with the ground. Soon, black crystals raced across the ground and presumably underneath it as well. One by one, the vines fell limp onto the ground until there were no more vines left. The King and Queen then freed themselves with the help of their respective faction.

“Are you alright, my Queen?”

“I’ve been better.”

“My King, are you ok?”

“Hmph. Of course.”

The two monarchs turned and noticed each other, and exchanged hateful glares. Dragonbane spoke up first. “Your Highness, I think it’s best that we leave this place.”

“Trixie concurs, my King.”

“Why are the changelings so eager to leave?” asked King Sombra. “Are you afraid of losing again, Chrysalis?”

“I didn’t lose, Sombra. You just got lucky!”

The King lit his horn. “And I’ll do it again!”

The Queen retaliated in kind. “I’d like to see you try!”

Dragonbane stepped between the two in an attempt to defuse the situation. “Now hold on, everybody. It’s been a long day, and we all want to get back to our respective homes. It does us no good to wear ourselves down and then have to march back through the Everfree Forest.”

“For once, the changeling is correct,” added Trixie. “Our forces are already weary, and some of them wounded. The advantage we once held over the changelings has been somewhat compromised.”

The two royals kept their guard up, but each let the glow around their horn fade. “Very well,” said Sombra. “We shall leave here and have no more dealings with the changelings.”

“And we shall not attempt to stop you, so long as you do not attempt to stop us.”

The two groups went their separate ways, yet Applejack felt Dragonbane use her faculties to pull Trixie aside. “If you get to Sunburst before I do,” Dragonbane said, “Make sure and give him a piece of my mind!”

“Trixie won’t hold back,” she said with a smile.





Rainbow Dash set her tray on the table, securing a seat next to Shining Armor and across from Lightning Dust. Shining Armor was seated across from Spitfire and next to Sunburst. Across from Sunburst was Bon Bon in her standard cream earth pony disguise, and next to him was Rarity. Rarity sat next to Pinkie Pie and across from Big Mac. The rest of the Wonderbolts trickled in on either side. Lightning Dust was the first to speak up. “So, Captain Shining Armor, what happened to your right eye?”

“My mom told me not to gallop with scissors and I did anyways,” he calmly replied before sipping his glass of water. He looked up after he had swallowed to see a very confused turquoise pegasus. “No matter how many times I say it, that face never gets old! Seriously, though…” He cleared his throat and began. “It all happened back when I was a colt in Canterlot with my sister, Twilight Sparkle.”

“Oh my goodness! Is he going to talk about me?” asked Twilight. “I haven’t seen what happened to myself in any of these alternate worlds!” Twilight was now listening more raptly than anypony at the table.

“One day, we were playing outside together, when all of a sudden, there was this rainbow shockwave in the distance.”

“Yes?” Twilight eagerly said.

“I can’t explain it, but suddenly Twilight’s horn and eyes started glowing and she began levitating.”

“Yes?” Twilight nervously said.

“I called her name, and she looked at me, her horn glowing brighter and brighter. A flash of light filled my vision… and that was the last thing I ever saw with my right eye.”

Twilight’s mouth fell agape.

“I collapsed to the ground. My parents rushed me to the hospital, but there wasn’t much the doctors could do. As for my sister, well, she was so horrified and traumatized that she ran away and we never saw her again.”

“No,” Twilight said, fighting back tears. “I shot my Big Brother Best Friend Forever in the face?!”

“Gee, that sounds familiar,” said Spike. “A colt and filly who were best friends, but then got separated because of an act of magic. Wonder who could have caused that?” Starlight glared at Spike. Spike glared back just as hard, and Starlight dropped her gaze.

“I can relate to that, Shining,” said Sunburst. Starlight looked back up, her eyes filling with tears. “My parents enrolled me in Celestia’s School for Gifted Unicorns when I got my cutie mark, but it came at a price. I never saw my best friend, Starlight Glimmer, again.” He hung his head. “I probably should have tried to keep in touch with her better. I made a few friends in Canterlot, but it just wasn’t the same. I wonder whatever happened to her.”

“I’m sure she’s doing great things,” Shining reassured.

That was it. The dam broke, and Starlight began to weep. As the two stallions looked up at each other, Starlight stepped between them, giving the illusion that Sunburst was looking at her. Sunburst’s smile rose a notch, causing the emotion to reflect on Starlight’s face. She then hugged the air where Sunburst was supposed to be, and though he wasn’t real, she felt a little better inside. She felt a little more complete. The hurt deep inside seemed to heal a little bit.

Rainbow Dash spoke up next. “Sorry for breaking up the sappiness, but now that we’re all in the same place, what do you think our next move should be?”

“Pinkie Pie’s been worried sick about Maud the past few days,” Rarity said. “She was last seen on her way to Ponyville, but that’s about all we know. As you’ve probably heard, the ‘Maud’ that got on the train with us when we evacuated Ponyville was one of Chrysalis’s changelings.” She gave Pinkie a hug as the straight-haired party pony stared at her plate of untouched food.

“The army isn’t prepared for war yet,” Shining reminded.

“We could give you air support,” Spitfire offered.

“Actually,” Bon Bon said, “I’ve asked the other Blue Changelings, and our intel says Ponyville is unoccupied. There’s been severe damage throughout the city, but neither faction gained control of the town.”

“Does that mean we’re going to go look for my sister?” asked Pinkie.

“That’s what we’re here to discuss. I propose we get a group together and scout out Ponyville for any trace of Maud Pie. If we fail to pick up her trail there, then we’ll backtrack until we get to the Pie Family’s rock farm.”

“Then let’s vote on it,” said Rainbow Dash. “All in favor of going to Ponyville to look for Maud Pie.” There were five aye’s and one eeyup. “Then it’s settled. We’re going to look for Maud.”

“You don’t have much time left,” Shining warned. “Winter is almost here, and your ability to find any trace of Maud will greatly decrease.”

“You’re right. We’d better leave as soon as possible.”

“Do you think it would be possible to retrieve some things from our homes?” asked Sunburst. “There’s some things from home I’d very much want to have with me.”

“Many of the buildings have been structurally compromised. Unless you’re keen on digging through rubble, or you’re able to fit in really small places, you may not find much,” said Bon Bon.

“What if I brought along Shard and Sidi?” asked Rarity.

“You really want to endanger them, too?” asked Rainbow Dash.

“I’ll ask them first, of course. I’m not going to make them come along if they don’t want to.”

“Then it’s settled. The six of us will go, and the dragons will come if they want. How does a week from now sound?”

“That works.”

“Abso-tively!”

“That’s perfect, darling.”

“Sure!”

“Eeyup.”

“Then a week from now it is!”





The date had been set, the hour had come, and now was the time to put plan into action. Twilight, Starlight, and Spike watched both dragons and the six alternate Element Bearers prepare to depart.

“You’re the closest thing I’ve ever had to a sister, Rainbow Dash,” said Scootaloo. “I want you to know that I want to be just like you when I grow up.”

“I hope you don’t end up like me. I hope you don’t make the same mistakes I did. I want to see you succeed where I failed, and I’m sure you will. I just hope I’m there to see it.” The two pegasi shared a tearful hug, after which a jet black dragon approached Scootaloo. Without a word, Sidi threw her arms around Scootaloo’s neck.

“You’re my best friend, Scootaloo. I’m going to miss you while I’m gone.”

“I’m going to miss you, too.” Tears filled Sidi’s blue eyes as the two girls drew out of the embrace. Sidi noticed that Scootaloo had begun crying as well.

“I’ll be back, I promise.”

“Soon?”

“Soon,” Sidi affirmed as she walked over to her sister.

“Rarity, be careful in Ponyville,” said Sweetie Belle as she helped Rarity get her saddlebags on.

“Don’t worry, darling. I’ll be alright, you’ll see. Now be good for Mom and Dad, ok?”

Sweetie sighed. “Yes, Rarity.”

“I love you, little sister.”

“I love you, big sister.” The two sisters hugged, then Sweetie approached Shard and Sidi.

“Keep the other orphans company while we’re gone, Sweetie,” Shard urged.

“Don’t worry. I’ll make sure they’re ok. You two be careful. It sounds like you’ll be crawling into really tight spaces. Please try not to get hurt. You two have been like sisters to me.”

“Don’t worry, Sweetie Belle,” said Sidi. “We’ll be fine.”

“I’ll make sure to keep my sister’s spirit of adventure in check,” said Shard.

“Oh, yeah? Well I’ll be sure to keep your spirit of not having any fun in check!" The two sisters smiled and shared a hug with Sweetie Belle. Twilight, Starlight, and Spike's attention turned to Pinkie and her family next.

“When thou goest into town, walk circumspectly," said Cloudy Quartz. "Guard thy path, that thou fall not into divers traps; for our enemy is cunning, and their craft is great.”

“I will, Mom. I love you.”

“Pinkamena Diane Pie, I love thee with an everlasting love. As thy sisters sayeth, ‘I love thee five-ever; for even longer than forever is five-ever.’”

“Awww. Thanks, Dad.”

“Don’t get yourself into anything you can’t get yourself out of,” added Limestone Pie. “And when you find the changelings that took Maud, give ‘em one for me!”

“Will do, Limey!”

Marble Pie said nothing. She only stared at Pinkie briefly before breaking into tears and embracing her. “Do—do you really have to go, Pinkie?”

“I have to find Maud and bring her home. You know that.”

“Pl—please come back,” she begged as she cried.

“I’ll make it home, don’t worry. And I’ll bring Maud, too. Cross my heart and hope to fly, stick a cupcake in my eye!”

Granny Smith and Sunburst watched as Big Macintosh attempted fruitlessly to pry Apple Bloom off his leg. “I told you the young’un wouldn’t listen. She says if her brother can’t stay, then she won’t stay neither.”

Sunburst sighed. “Apple Bloom, listen—”

“No! You listen! Y’all already took my big sister from me! You cain’t have my big brother too!”

“Apple Bloom, we did not take your sister; the changelings did.”

“It don’t matter now! I ain’t got a sister anymore! I ain’t losin’ my brother, too!”

“Apple Bloom, you can’t come!” declared Big Macintosh. The filly, still latched onto his leg, stuck out her trembling lower lip, laid her ears flat against her head, and looked up at him with eyes as big as wagon wheels. Big Mac rolled his eyes.

“Apple Bloom, we have to leave!” said Sunburst.

“He ain’t leavin’ unless I come with!”

“We’ll see about that.” Sunburst surrounded Apple Bloom in a yellow aura and began to pull. “Apple Bloom—let—go!”

“I ain’t—gonna!”

“Ow,” protested Big Mac.

“I said—let!—Go!”

“Ow!”

“And I said—that I ain’t—gonna!”

“Ow!”

Sunburst gave one final tug, causing Apple Bloom to lose her grip. She fumbled with all her extremities, making contact with her mouth. “OW! No bitin’!” Big Mac put his free hoof on his sister’s forehead and began pushing.

“On three,” said Sunburst. “One, two, three!” Apple Bloom flew towards Sunburst, who caught her in his waiting grip. “Gotcha!”

“Big Mac!” the filly cried. “Granny, make ‘em take me to Ponyville with ‘em!”

Granny Smith walked towards the filly, a scowl on her face. “Now listen here, little filly. I’ve had enough of yer shenanigans to last a month! Yer comin’ home with yer Granny!” Apple Bloom nearly teared up again, but in a sudden fit of rebellion, she wrapped all four limbs around Sunburst’s leg.

“Now what are you doing?”

“You’re goin’ to Ponyville too, Sunburst, same as Big Macintosh! As long as I hold on to one of you, you’ve gotta take me, too!” Big Mac put a hoof to his face while Sunburst gave the filly an aggravated stare. “I don’t wanna lose my brother, Sunburst!”

“At least you still have somepony to lose,” a silhouetted mare said flatly as she leaned her back against a wall. She uncrossed her front legs, dropped to all fours, and walked forward, letting the light fall on her cream coat and pink and blue hair. Bon Bon then addressed the filly again. “I know you don’t want to lose your brother, but just as much as you love him, your grandmother loves you and doesn’t want to lose you.” Apple Bloom’s grip loosened slightly as genuine tears came to her eyes. “Besides, we’ve already decided that Sweetie Belle can’t go. It wouldn’t be fair to her if we let you come and left her.”

“Well it ain’t fair that you’re takin’ my brother either!” She cried. “Besides, Shard and Sidi are goin’! And they ain’t much older than me!”

“Shard and Sidi are coming along because we need someone who can get in and out of collapsed buildings, and that means they’ll need to be smaller than us.”

“Then that’s all the more reason to bring me along!”

“Whatever we’re deciding, we need to get on the road soon!” Rainbow reminded. “We’ve only got so many hours of daylight!”

Bon Bon sighed. “Fine. If it’s ok with Granny Smith, you can—”

“Can I, Granny Smith? Can I? Huh? Huh? Can I?”

“Sure ya can. If ya don’t mind bein’ grounded fer a month!”

“So, that’s a yes?” Granny scowled, but made no further protest.





Six ponies, two dragons, and a changeling crested a hill and gasped when they saw what was left of Ponyville. Burned-out houses and heaps of rubble lined the streets of what used to be a town. There was hardly a building left untouched. The roads were dotted with changeling-sized craters which—

“Alright already! You’ve described Ponyville the same exact way four times now!”

Right. Sorry, Pinkie.

“What happened?” asked Sunburst.

“Queen Chrysalis and King Sombra attacked each other. Ponyville took massive amounts of collateral damage,” replied Bon Bon.

“That’s quite the understatement, darling.”

“What’re we gonna do now that we’re here?” asked Apple Bloom.

“We’re going to divide up into three groups. Group One will be Me, Pinkie Pie, and Sidi.”

“Yay! I’m in Dashie’s group!” the party pony cheered as she bounced in place.

“We’re going to be working the east side of town. Group Two is Sunburst, Rarity, and Shard. You three have central Ponyville.”

“Of course,” Rarity said as she reached out a hoof for Sunburst’s.

“That leaves Sweetie Drops and Big Macintosh in Group Three. You’ll be going to the west side of town. We weren’t planning on you coming, Apple Bloom, but I’m assuming you’ll want to go with your brother’s group.”

“Of course! That’s the whole reason I came!”

“Alright. Split up and meet back here by sundown. We'll set up camp and travel back in the morning.”





“So, you don’t talk much, do you?” asked Bon Bon.

“Nnope.”

“He doesn’t have to. We do all the talkin’ for him. Well, I do all the talkin’ for him now.”

“And that’s just the way it’s been all these years?”

“Eeyup.”

A brief silence ensued as the group walked towards Sweet Apple Acres. Before long, a look of confusion crossed Bon Bon’s face. “I thought you were the oldest. Your sisters couldn’t have talked for you all your life.” Having been caught in his lie, Big Mac’s countenance dropped. “Do you not want to talk about it?” The stallion shook his head, ushering in another long pause. “I’m sorry. I didn’t mean to pry.”

“That’s ok.”

Soon, the Apple family farm came into view. The barn was caving in on itself, many of the apple trees were burnt and dead, most of the other buildings and fences were in general disrepair. The two Apples were moved to tears at the sight of it.

“Mah home…” lamented Apple Bloom.

“Come on. Let’s see what we can find,” Bon Bon called. The three walked past the pile of rubble where the chicken coop used to be. They entered their home through the doorway, though the door itself was lying on the porch. The stairs up to the second floor were missing entirely; in their place was a large black crystal about the same size as the hole in the roof.

“Hope there’s nothin’ we need in my sister’s old room.”

“Or mine,” seconded Big Mac.

“I’ll check up there,” said Bon Bon. Her wings buzzed briefly as she spanned the gap where the stairs had been destroyed.

“Oh, right. Forgot you had wings,” Apple Bloom said flatly.

The Apples progressed into the living room to find practically nothing had changed. Big Mac noticed one of the few things that had changed, and galloped over to where it had fallen, face-down. He picked up the picture and stared at it, deep in thought and lost in memory. He stepped over the broken glass on the floor to remove another picture from beside it. Apple Bloom pried loose a floorboard and retrieved a large bag of coins. As the two stood in their ruined home, reminiscing, Bon Bon returned, her saddlebags bulging more than they had a moment ago. “Any sign of Maud?”

“Nothin’” said Apple Bloom.

“Are you ready to go then?”

“I need a moment,” said Big Mac, his back turned towards the changeling. His body language failed, however, to hide from the changeling’s sixth sense his outpouring of love for whatever it was he was holding. Bon Bon approached and put a foreleg over his withers. He turned his tear-stained face towards her just before she glanced down to the picture he was holding. The picture portrayed a yellow-coated mare and a stallion with a paler yellow coat.

“Your… parents?” Bon Bon ventured. The stallion nodded. “I’m so sorry.”

“Taken before their time in—farm accident—” he stuttered before breaking down completely. “I saw ‘em… Nurses came—put ‘em in a cart—took ‘em away…”

“And never came back,” Bon Bon finished. Big Mac nodded again, sobbing uncontrollably. She hugged the stallion a little tighter, and he reciprocated. Apple Bloom nuzzled her brother’s other front leg, being too short for much else.

“I wish I could have met them,” said Bon Bon.

“Ya mean it?”

“They raised a strong, confident, able son—a real gentlestallion—as well as two wonderful daughters. They would be so proud of you.”

“Granny did most of raisin’ me,” Apple Bloom corrected. “I was real young when it happened.”

After a moderately long break in the conversation, Bon Bon spoke up. “I hate to end this moment, but there’s still a lot of ground to cover. We should probably get going.”

“You’re right,” Big Mac agreed. He placed the pictures in his saddlebags and proceeded out the back door, the other two right behind him.

Just then, a brown and white dog crested a hill not too far away. “It’s Winona!” shouted Apple Bloom. She galloped out to meet the collie, and was tackled by the beloved family dog before being given a thorough face-licking. Big Mac galloped over to the pair and hugged the dog as well. Bon Bon smiled at them from the porch as she leaned against the railing. Without warning, Winona escaped Big Mac’s grip and ran towards her doghouse. She returned dragging a tattered brown Stetson hat, the sight of which brought bittersweet tears to the faces of the Apples. With dog in tow, the three departed the farm to head for Bon Bon’s place.

When they arrived, they found naught but charred ruins. Bon Bon rummaged around in the ashes, lifting twisted pieces of metal and charred debris with her horn as she searched for anything of value that the fire somehow missed.

Apple Bloom began to crawl under a collapsed wall. "Be careful, Apple Bloom," Big Mac urged.

"I will," she called back, oblivious to the potential dangers of crawling into a collapsed building.

"Everything's gone. Not a trace of my friendship with Lyra survived the fire," Bon Bon said in shock and sadness.

“Bon Bon, I found somethin’!” Apple Bloom called. She dragged a small lockbox out from under the collapsed wall. “Did I help you find somethin’ valuable?”

Bon Bon’s hooves began to quiver as she accepted the box. She used her magic to open the lock, and proceeded to empty several photo albums and trinkets of little extrinsic value into her saddlebags. At the very bottom, she recovered a small, not quite cubic box. She opened the hinged lid and levitated out a golden necklace with a golden lyre on it. “I was going to give this to Lyra,” she lamented. “Thank you, Apple Bloom,” she said as tears came to her solid blue eyes and ran down her black, chitinous face. “Thank you so much.”

"She was your best friend, wasn't she?" asked Apple Bloom.

"And so much more."

Apple Bloom raised an eyebrow. "Did you like... like her?" Bon Bon nodded. "But you're a changeling, and she's a pony. How's that gonna work?"

"The rules are different for changelings. We form symbiotic relationships to feed, regardless of species. We're not like Chrysalis. We're not predators. Besides, changelings outside the monarch caste don't have... well... let's say 'compatible anatomy.'"

"Compact-a-bubble what now?"

"When you're older, Apple Bloom," Big Mac blurted.

"This necklace means a lot to me. Thank you." She reached down and hugged the filly just as the eyes of the trio from the present flashed white.





The building standing before Rarity possessed three walls, one on the back and one on each side. The two-story building had no windows left, nor did it have a roof. A giant pile of rubble filled the interior of the building. Rarity stared at it and cried, while Shard solemnly looked at the ground, unable to look up at her ravaged home. Sunburst hugged Rarity from the side, holding her close against his own side. “That—that was everything!” Rarity whimpered. “Everything I ever had! My home, my orphanage, my livelihood, a home for Shard, Sidi, and Scootaloo—”

“Shhh, Rarity, it’s only the building. All the orphans are safe in Manehattan. Well, all but the dragon sisters, but you know what I mean.”

“I don’t even know where to begin looking,” said Shard. “It’s been destroyed so… completely.”

“So, we’re just going to write off Open Hearts Orphanage as a total loss? There’s got to be something,” Sunburst protested.

“Most of the orphans didn’t have much,” Shard said. “Come to think of it, Rarity didn’t have all that much either. She embodied the Element of Generosity to the T.”

“Awww! You really mean that?”

“Of course I do.”

“I’m sorry, Rarity,” Sunburst said.

“It wasn’t your fault, Sunburst. Come on. Let’s leave this place behind us. Your library shouldn’t be too far.”

The three walked to the end of the street and made a left turn. It was now Sunburst’s turn to stand and gawk at the glaring lack of a structure where one had been before. “My library… No.” It was shock that overcame him first, not sorrow, as he went and stood in the trunk of the tree and was met with the unnatural feeling of seeing the sky where there was supposed to be a ceiling. The ground floor was all that was left, and what little had been left of that had been weathered by months of exposure to the elements.

“What’s that?” asked Shard. “That doesn’t look natural.” She pointed at what appeared to be a short, small, shoddily-constructed shelter made of bits of debris. Even with its thrown-together appearance, the crude cave stood out, as it appeared strikingly more organized than the carnage all around it.

“No, it doesn’t,” seconded Sunburst. As he approached the structure and looked inside, his eyes widened and his jaw dropped. “Spike?!”

Shard, Rarity, and the three from the present ran to the opening and peered in. “Sunburst,” Spike growled from within. The dragon lay with his back towards the entrance of the alcove. “I’ve got some questions I need you to answer.” He rose to his feet, and the others backed away from the entrance to give him some space. Sunburst wore an expression of nervousness on his face.

“Spike, listen. I—”

“You promised!” Spike shouted. “You promised me you’d come back! Why didn’t you?”

“Spike, I’m sorry. We were in Ponyville, and the changelings were going to take over, and—we figured the changelings wouldn’t be able to hurt you! Your dragon scales—”

Spike rolled his eyes. “Well, I guess I can give you some credit. I thought you’d abandoned me to the death Chrysalis almost gave me. So you cared about me enough to not let me die, but not enough to actually keep your promise!”

“Spike, I—the death Chrysalis almost gave you?”

“She tried to drown me, Sunburst!” The stallion lowered his gaze. “I used my fire to burn through the ropes. I think the bubbles from the fire fooled Chrysalis and Applejack, because they haven’t come looking for me. I floated downstream on my back until I got to Ponyville.”

“Spike, I’m so sorry for everything. Please forgive me. Please come back with me. I promise I won’t abandon you again. I was wrong for doing it the first time, I see that now. I just want you safe with me again.”

Spike eyed Sunburst warily. “I don’t know if I can trust another one of your ‘promises.’” Sunburst flinched as if the emotional pain he felt was also physical.

“Spikey, I’ve missed you,” Shard said. “I thought you were dead! Please come back.”

“After all they’ve put me through, you still trust them?”

“Rarity was the one who told us to get to the train back in Canterlot. My sister was helping with Applejack’s baked goods and I was making the punch. If Rarity hadn’t come into the kitchen, we’d have been left behind, too.”

“Well, gee, that’s convenient. Guess we know who’s important around here.”

“Spike, it’s not like that,” Sunburst protested. “I told you and the flowerfillies to get to the—”

“Easy for them! In case you haven’t noticed, dragons are a lot slower than ponies! You galloped off to get the Elements while Apple Bloom, Sweetie Belle, and Scootaloo galloped off the other direction, and I had to fight my way through a panicked crowd of adult ponies while trying not to get trampled! I couldn’t make it to the door before the shield broke and the changelings locked down the room!”

“Spikey, Sunburst did his best to warn you. He didn’t want you to get hurt.”

“C’mon, Shard. I know you’re smarter than that. Sunburst was leaving the room to get the Elements; he could have taken me with him instead of leaving me to fend for myself! That’s twice that he abandoned me in favor of ‘the greater good,’” he said, drawing air quotes. “What if there had been a lot more ponies in the kitchen? Or what if the changelings had stopped you? Then you’d have been stuck in Canterlot with me and everyone else. I know you're smart enough to figure out what that would mean. They’d have thrown you and Sidi in the river too!”

Shard looked deep into Spike’s eyes for several seconds. She turned and faced Rarity, then back to Spike, then back to Rarity, as if in a state of indecision.

“Shard, darling, what are you thinking about? Tell me,” Rarity pleaded.

“Well, if you weren’t able to save Spike, then what about me and my little sister?” Tears came to the corners of her eyes as she asked her question.

“Shard! You and Obsidian are both like little sisters to me! I would never intentionally put you in harm’s way!”

Spike crossed his arms. “Sunburst abandoned me, Rarity! It’s not about if we get in harm’s way, it’s about when!”

“Spike, I said I was sorry. I had to choose between saving you and saving all of Ponyville.”

Shard had now hung her head and turned her back towards the unicorns. “And he wasn’t worth it,” she said in a dejected tone. Simultaneously, Spike shouted a phrase which was exactly the same, save for the pronoun. The two dragons looked into each other’s faces, and without another word, Shard crossed over and stood by Spike.

“Shard, I say we move on. Go somewhere they won’t find us.” Spike began walking away, and after a single teary-eyed glance back at Rarity, Shard followed suit.

“Spike, please don’t go! I’m sorry!”

“Liar!”

“Shard, darling, please come back! I love you!”

“I wish there were a way I could know for sure that was true.”

“Then give me a chance!”

“You want to put your so-called ‘sister’ in a life-threatening situation?!” Spike shouted.

“Yes—No! I—Shard, darling, pull-ease don’t walk away from me like this!” Rarity half said, half cried.

“I’m sorry, Rarity. Maybe someday you’ll understand.”

Rarity was now laying on her belly, crying hysterically, while Sunburst stood next to her, his sorrow finally catching with his shock. He fell back on his haunches and joined her in mourning the loss of their dragon siblings.

Through teary eyes, the three from the present saw a flash of light once again.





“I still can’t believe my whole house just—just melted!” Rainbow lamented.

“I didn’t even know clouds could melt,” Pinkie added.

“Those were construction-grade clouds. They’re denser than normal clouds. That’s why we pegasi use them for our buildings. Unfortunately, they have a lower melting point.”

“Wow. You really know a lot about clouds, Rainbow Dash,” Sidi said.

“Well, I am—was—the Ponyville Weather Manager. It was my job to know everything about clouds.”

A long pause ensued as the three from the present continued following Group One. All at once, Pinkie stopped, one hoof still in the air, and turned her head to the side. “Hey Dashie? Do you ever get the feeling…” She whriled around and leapt, sticking her muzzle literally in Twilight’s face. “…like you’re being watched!”

Twilight, Starlight, and Spike gasped. “Twilight, I thought you said they didn’t know we were here!” Starlight blurted. Pinkie glared in Starlight’s direction.

“I didn’t think they did!” Twilight responded.

Pinkie looked down at Spike, who yelped and hid behind Twilight’s front legs like a colt under his mother.

Rainbow Dash put her hoof up to her face. “Pinkie, there’s no time for goofing around. We’ve got to get to Sugarcube Corner and back out of town before the sun sets.”

Pinkie glanced at Rainbow Dash, then back towards the trio from the present. As she backed away, she pointed first to her eye, then in Twilight’s direction.

“So, can they see us or not?” asked Starlight.

“I don’t think so based on how Rainbow Dash reacted. Maybe something is triggering her Pinkie Sense? But that’s assuming her Pinkie Sense even works cross-dimensionally…”

“Her what sense?”

“It’s a long story, trust me. Been there, done that. Never going back.”

The six continued in silence the rest of the way. Sugarcube Corner was in a comparably well-preserved section of town. Still, there was a modest hole in the side wall, some minor external damage to decorative parts, and several smashed windows. Perhaps most glaring, however, was the wide-open front door.

“Did the Cakes leave their door open?” Rainbow asked.

“I can’t remember,” Pinkie answered. “I guess they might have forgotten because they left in such a hurry.” The party pony entered first and gasped when she saw the building’s interior. The others filed in behind her and witnessed the carnage within. The display cases’ glass had been shattered, the cash register overturned, tables and ladders thrown out of place, and containers of every conceivable type, both broken and unbroken, strewn about the main room. “They’ve looted Sugarcube Corner!” Pinkie mourned.

“What would changelings or crystal ponies want with cupcakes and candy?” asked Rainbow Dash. The two groups of three progressed into the kitchen to find similar carnage. Pots and pans were strewn about, drawers had been opened and their contents dumped. But perhaps the room’s most menacing feature was a picture of the Pie sisters pinned against the wall with a knife. Pink frosting x’s had been drawn over all eight of their eyes.

“Someone’s really got it out for you, Pinkie,” Sidi said.

“I don’t like it in here anymore!” Pinkie cried. “Let’s get up to my room and then get out of here!”

“Pinkie, don’t panic! That’s what they want!” Rainbow warned. “We’ll take it slow and steady, room by room, and we definitely won’t go running off one at a time! What if they’re still here? I’m not losing anypony else! That was the whole point of going in groups instead of as individuals,” she said as she wedged a knife under her saddlebags.

Pinkie took a deep breath. “You’re right, Rainbow. Let’s stick together.” The group went back to the main room and started up the stairs. “Sugarcube Corner is supposed to be the funnest, happiest place in Ponyville, not some haunted house of horror,” Pinkie lamented.

The rest of the house was similarly ransacked, not the least of which included Pinkie’s room. The bed was overturned, the dressers were opened, her closet was open and half its contents lay on the floor, her record player was lying on its side next to the end table it was supposed to be on top of, and her mirror and windows had been smashed. Pinkie sorrowfully walked through her former living quarters, soaking in all the mindless destruction around her.

“Hey, Pinkie,” Rainbow said. “You said a moment ago this was supposed to be the happiest place in Ponyville, right.”

“Yeah, it’s supposed to be.”

“Do you think the changelings did this?”

“Either them or the crystal ponies.”

“Well, yeah, but one of the things the changelings were after was love. They didn’t get any love from Ponyville, and on top of that, they had to look at this place with its happy, cheerful look to it.”

“And you think that they wanted to make it less happy?” Pinkie thought for a moment. “But King Sombra’s, like, the king of hate. Wouldn’t he want to do the same thing to Sugarcube Corner?”

Rainbow sighed as Pinkie walked over to a window. “Yeah, I guess you’re right. I was hoping we could at least try to pick up Maud’s trail from here. But if we can’t narrow it down to the changelings—”

Pinkie’s eyes widened and her jaw dropped slightly. “No. It was the changelings. I’m sure of it.”

“Huh? Pinkie, how can you—”

“Follow me!” The party pony darted downstairs, only touching every third step. She ran through the main room on the ground floor and burst out the back door. The others caught up to her a moment later. Along the back of the house lay two complete sets of changeling exoskeletons underneath some dead shrubbery just to the left of the back door. The bushes had previously hidden their forms, but when the plants died from lack of water, their withered form revealed the bodies.

“Good eye, Pinkie!” Rainbow said.

“There’s another one over here,” Sidi called out from the right side of the door. Sure enough, Pinkie and Rainbow found another exoskeleton.

“There’s something else back there,” Rainbow cryptically announced. She pointed at an equine skeleton partially draped in a rust-stained garment.

Pinkie cautiously approached. “Oh, please please please don’t tell me—”

“Don’t tell you what, Pinkie?” asked Sidi.

Pinkie reached into the pocket of the skeleton’s garment, and produced a small, smooth rock. She drew it ever closer towards her face, becoming visibly distraught at the sight of the stone. As her hair became perfectly straight, she sat back on her haunches and stroked the stone with her other hoof.

“Pinkie, what is it?” Rainbow asked. She looked over Pinkie’s shoulder and immediately put a hoof over her mouth. “Oh, my gosh. Pinkie, I’m so sorry.”

“What’s wrong?” asked Sidi.

“It—it’s Boulder,” Pinkie choked out. “Which means the—the skeleton is—Maud.” She held Boulder close against her chest and began to sob.

Rainbow put a front leg around her shoulder in an attempt to console the grieving Element of Laughter.





Twilight, Starlight, and Spike soon found themselves back at the campsite just as the sun was setting.

“My sister did what?!” Sidi shouted.

“Sidi, I’m sorry,” Rarity replied. “There was nothing we could do.”

“You didn’t even try to stop her?!”

“If we had tried to follow, she’d have probably frozen us in place,” Sunburst protested. “And Spike, well, he was so mad at me… I don’t know what he would have done.”

“Rarity, where is she?!”

“That’s quite enough out of all of you!” Rainbow shouted, hovering above the conflict. “Look, emotions are high tonight, and I’d prefer that none of us do anything we’re going to regret. Let’s make use of this time to hit the hay early.” Sidi stormed off to a small tent next to Rarity’s. Sunburst and Rarity hugged, nuzzled, and said their good-night’s and I-love-you’s before settling into their separate tents

As Rainbow made her rounds she noticed Apple Bloom’s tent was empty. So, she opened Big Mac’s tent to ask about her. “Big Mac, have you seen—” She stopped short when she saw a small yellow mass curled up next to Big Mac’s head, and a brown-and-white figure lying against the yellow one. She smiled and left the trio to each other’s company.

Bon Bon was lying in her open tent, admiring the sun’s last glint on the golden lyre necklace. “You gonna be ok?”

The undisguised changeling sighed. “It’s like sitting down at a table, but all that’s there is an empty plate,” she said as she looked up. “Rainbow Dash, we’re friends, right?”

Rainbow sat down and put a hoof over one of Bon Bon’s. “Of course we are, Sweetie Drops.” All at once, the mare’s eyes glowed blue and a smile formed on her lips, and Rainbow felt a warmth and a lightness in her heart. It was an unsettling, almost magical feeling, yet something within encouraged her to resist the instinct to pull away from the changeling.

“Thank you,” Bon Bon replied.

“What was that?” Rainbow asked, not accusingly, but of her own curiosity.

Bon Bon dropped her gaze, and Rainbow felt her heart abruptly cease from sensing the warm, magical presence. “I—I’m sorry. It’s just that changelings are adapted for interspecies dependence, and it’s a lot more ethical to feed from a willing host. But ever since Lyra left me...”

“You must be half-starved,” Rainbow said, casting a quick glance at the changeling's dull blue wings. Bon Bon looked back at her with pleading, hurting eyes. “I’m not sure I can love you exactly like she loved you, but I’m not about to let a friend go hungry.”

Sweetie Drops smiled. “I guess that’s why you’re the Element of Loyalty.”

The pegasus smiled and stood up to continue checking on the others. Pinkie’s tent was empty. “Hey, Bon Bon, do you know where Pinkie is?”

“Over there,” she said, pointing to a silhouette of an equine sitting on a hill just to the west. Rainbow began walking towards her, and when she got close, she heard Pinkie talking.

“How long were you there?” she said before a pause. “You left with Maud five months ago, three weeks after the changelings took Canterlot, right?” She paused again. “Aw. We were almost in Ponyville at the same time, then. … Yeah, I knew Maud was strong, but three changelings! … So then they threw you two in the bushes? … Four months and three weeks? All alone? Aww, poor Boulder. And poor, poor Maud.” Rainbow walked up next to Pinkie and gave her a wing hug. Pinkie turned her head, revealing to Rainbow Dash her tear-stained face and bloodshot eyes. She appeared self-conscious for talking to a rock and tried to put it into her saddlebags, but Rainbow reached out for Pinkie’s hoof with one of her own.

“Shhh. It’s ok, Pinkie. It’s ok to talk it out. I—I actually have a friend I talk to a lot.”

“Really?” she said with a sniffle.

“Yeah. Her name is Fluttershy.”

“That’s a pretty name. What was she like?”

“She was really introverted, but she was the nicest filly I’d ever met. She was a straight A student, except the flight classes. She was great with the theory, but she wasn’t a very strong flyer. The other kids made fun of her for it.”

“What happened to her?”

“The police report was inconclusive. We still don’t know if she had a flight accident or if she jumped from a cloud because of the bullying.”

“Wow. I’m so sorry, Dashie.”

“But I do know one thing. She sure can fly now,” she said as a shooting star darted across the newly-darkened sky. “C’mon, Pinkie. Let’s get some sleep.” The two from the past and three from the present began walking back towards their tents, but only Twilight noticed that Sidi’s tent was empty.
> The Calm
> --------------------------------------------------------------------------

Marble Pie paced back and forth in front of her family, her hoofsteps echoing off the marble walls of Manehattan’s spacious town hall. Igneous Rock Pie held Cloudy Quartz close while Limestone Pie lay on the ground nearby. Across the room, Granny Smith had dozed off in a large applewood chair lined with regal-looking red fabric. Together in the next chair lay Scootaloo and Sweetie Belle, who looked comically small when compared to the massive chair that housed them. There was a hint of tension in the air, yet nopony said a word. The solitary sound was Marble Pie’s echoing hoofsteps.

At last the front doors swung open, and seven ponies entered. Granny Smith awoke, and all the ponies who had been left behind smiled at the appearance of their loved ones. However, when the returning ponies drew closer, their fallen countenances made the smiles of the others evaporate.

“Rarity,” asked Sweetie Belle, “where’s Shard?”

“And Sidi?” seconded Scootaloo.

Rarity paused, but gave no response other than to draw her sister into a hug which seemed to do the talking for her. Instead, Sunburst answered. “We found Spike in Ponyville. Turns out he escaped Queen Chrysalis. He was really upset that we left him behind. Upset that I left him behind. I tried to get him to come back with us, but he said he couldn’t trust us anymore. Shard was standing right next to us, and Spike convinced her to run away with him. We had to tell Obsidian what happened, and she ran away in the middle of the night.”

Sweetie turned her head to bury it her sister’s coat and the two began to cry as they hugged. Scootaloo tried to put on a brave face, despite the tears forming in her eyes. “But—but she promised!”

“Come here, squirt,” Rainbow urged. Without hesitation, she embraced her idol, throwing her forelegs around Rainbow’s neck. A less mature Rainbow Dash would have been more concerned about her image, but the Rainbow Dash that Twilight, Starlight, and Spike were watching was a few degrees more empathetic than the familiar blue pegasus from their timeline. This Rainbow Dash lifted a foreleg to return Scootaloo’s hug, holding her close against her neck and body.

Pinkie Pie needed only to produce Boulder from her saddlebags to incite reactions from her family. Her parents gasped and held each other close as they alternately glanced at the rock and each other. Limestone grit her teeth and closed her eyes as she slowly lowered her head, angry tears gathering in the corners of her eyes. Marble just stood there with her mouth agape and her face frozen in a look of absolute horror.

A Blue Changeling approached the Pie family. “Such love is signified by a cold, dead rock,” stated Bon Bon. “You are not alone in your loss,” she said, glancing down at her golden lyre necklace.

“‘Loss’?” asked Igneous Rock.

“‘Cold’?” asked Cloudy Quartz.

“‘Dead’?” asked Limestone.

“It’s not just a rock!” Marble whimpered. “It—it’s Boulderrrrrrr!” she cried. She inhaled again before letting out a wail which reverberated throughout the massive hall. Pinkie returned the stone to her saddlebag and extended an embrace to her sister, though it seemed to little avail.

Apple Bloom nervously approached Granny Smith. “Granny? Am—am I still grounded?” The elderly mare caught the filly in her grasp and hugged her tight. “I’m sorry, Granny,” Apple Bloom choked out as she began to sob. “I promise you I’ll never go runnin’ off like that again. I just—I just didn’t wanna lose my brother too!”

“I know ya didn’t. I hope you see now I didn’t wanna lose you, neither.”

“Yes, Granny! I know now! I’m so sorry! I—I know what coulda happened!”

“Yes, I’m afraid we all do, dearie.”

“Eeyup,” seconded Big Mac as he joined the hug.

“Rarity,” Sunburst began, “it’s official now. You’re all I have left.”

Rarity sniffed. “At any other time, those words would seem romantic.”

“I know. I wish they were,” he said as he picked up her hoof. “It looks like all we can do now is wait out winter. Will you let me walk you back to your home?”

Rarity wiped her eyes with a levitating handkerchief before turning her head towards Sunburst. “Yes, love, I will.”





Once more, the eyes of the three from the present flashed with light as the potion revealed to them a sort of time-lapse. The trees let fall the few brown leaves they had remaining, and an early snow fell onto the city, dusting the metropolis in a layer thick enough to create a wintery atmosphere, yet thin enough to not impede daily business. The next scene they saw unfold was set in a bustling café on the town at midday.


*****


“And what can I get you ladies to drink?” asked the waitress.

“Actually, I’m ready to order,” Rainbow replied.

“What can I get for you?”

“I’ll have the cucumber sandwiches with a side of hay slaw, and an iced tea to drink.”

The waitress levitated a quill along a pad of paper before turning to Rainbow’s companion. “And what can I get for you?”

“Just a water,” replied Bon Bon.

“Your order will be right up,” the mare replied as she trotted to her next table.

“You not hungry?” asked Rainbow. Bon Bon allowed the top half of the newspaper to droop as she smiled at Rainbow Dash. “Oh. Right.” 

“Your friendship is all the provision I need.”

“Yeah but, didn’t you eat food back in Ponyville?”

“I was deeper undercover then. Besides, I kind of lost the taste for it over time. Eating became more of a chore than an enjoyable activity. Unless I was with Lyra,” she said with a smile that quickly faded. Bon Bon’s eyes darted upwards to an area of space above and behind Rainbow Dash for a moment, before a look of disgust crossed her face and she returned her attention to her newspaper. Rainbow turned around and looked out the window behind her to behold a billboard depicting two ponies painting each other’s faces with green paint. Bold, capital letters read, “ACCOUNTABILITY” across the top of the billboard. Smaller words along the bottom read, “Changelings Are Among Us.” Rainbow glanced around the restaurant, but couldn’t spot a single occupant without the all-too-familiar green markings on their bodies.

“They could have said, ‘Chrysalis’ or ‘Green Changelings’ instead of just ‘changelings,’” Bon Bon retorted.

“You know not all ponies are like that,” Rainbow said as she turned to face Bon Bon. 

“There’s more than enough of them,” Bon Bon said, looking up from the newspaper. “I hear them talking about my kind, though I can’t really do anything about it. And sure, you’re a war hero for your actions in Canterlot, but I was confined to the shadows, helping your raid from the inside. I didn’t even make the papers when I got my Element.”

“That was—actually my doing.”

Bon Bon put down her paper and raised an eyebrow. “What do you mean?”

“I talked with Mayor Big Apple after the ceremony. We decided it would be best if we kept you and the Order of the Blue Changelings out of the paper. After all, Green Changelings are among us,” she said with a smile. “But seriously, what would have happened if ‘Maud’ had gotten a newspaper with the most prominent disguise of the Blue Changelings on the cover? It was bad enough that you said you were the leader in your acceptance speech.”

“I know. But when I said that, I knew that ‘Maud’ wouldn’t be in the building.”

“That wasn’t the point,” Rainbow pressed.

“I know, I know. I should be more careful,” she said with an air of sarcasm. The mares dropped their conversation as the waitress transferred their drinks from her tray to their table. Once she was gone, they continued. “On the topic of ‘Maud,’ I’m glad you made sure Pinkie didn’t know until after the ceremony.” 

“She needed to maintain her confidence while she was up on stage. We needed to look like we had morale on our side. We needed to look unified. When you brought up the Blue Changelings like that, you nearly created a mob!”

“Listen, I understand where you’re coming from, and I know you’re trying to help by keeping this on the down-low, but I want ponies to know they don’t have to be afraid of us. And I want them to know that we’re not afraid of Chrysalis.”

“Fine. I’ll let you make those kinds of decisions from now on. I just, I don’t know—I feel responsible for you and the rest of my friends.”

Bon Bon’s tone softened. “Rainbow, we aren’t your responsibility. We’re your friends and we’re your allies. We would lay down our lives for you or—”

“That’s not how you win wars, Bon Bon. That’s how you lose them,” Rainbow stressed. “Your objective is to make the enemy lay down their life for their cause. We’ve had more than enough heroes fall since Chrysalis attacked Canterlot.” Rainbow glanced around the restaurant, suddenly aware of the increased fervor with which she had just spoken. She leaned back in her seat, initiating a pause in the conversation.

“Sorry. Touchy subject?”

Rainbow sighed. “I’m personally responsible for the deaths of two of my closest friends. I took command, and because of my blunders—first, telling the train to leave Ponyville and second, ordering us on solo missions in the Canterlot raid—Applejack’s a Green Changeling and Cheerilee is dead.”

“I’m sorry to hear that. I know all too well how events that seem unrelated can force changes you never thought possible. They call it the butterfly effect.” Starlight glanced over at Twilight, expecting her to return the glance with a look of vindication. Instead, Starlight saw a slight, somber frown beneath Twilight’s pleading eyes. “I’m a leader too, you know, Rainbow.”

“Yeah. Of the Blue Changelings.”

“I’ve had my fair share of shortcomings myself. One time I—Can I just be open with you for a minute?”

“Sure,” Rainbow replied.

“It’s just—if anyone ever knew how bad I screwed up…”

“Your secret’s safe with me, Bon Bon.”

Bon Bon smiled, then cleared her throat. “Immediately after the fall of the Blue Changeling Kingdom and the rise of Chrysalis, I approached Princess Celestia for help. Equestria was in no condition to finance a war or field an army, so she signed me on as Special Agent Sweetie Drops; that way, I could use my old name Bon Bon as a cover name. She promised to help us get our hive back, and we in turn promised to do espionage work and other… sensitive jobs for her on the side. I managed to pull in a number of the blue changelings, thus creating the Order. I hadn’t counted on the fact that Chrysalis would infiltrate our organization. In hindsight, I probably should have seen it coming. I had so many opportunities to do things differently… I just didn’t. Anyways, our missions started seeing lower and lower success rates, culminating in a botched bugbear capture. After that, Celestia disbanded our organization and for our own protection, she—she ordered us not to contact one another.” She hung her head as put a hoof on her napkin roll and began rolling it back and forth.

“And, you’ve been out of contact ever since?”

“Since we’ve regrouped, some former members have been reached. They make up most of the current Order. Technically, it’s the Second Order. Most of the others’ fates are unknown. A few are confirmed dead. I’m sure they were easier to pick off once they were isolated.”

“Anypo—changeling you know?”

“Some, yes. I was closer to some of them than others. There was one changeling we found who had apparently been cast out of Chrysalis’s hive. Claimed that when he was just a larva he saw a rainbow shockwave in the sky and felt something like he’d never felt before, and he just had to share it with everyone else. King Chitin tolerated him and his ideas, but Queen Chrysalis outright exiled him. We signed him on as an agent, but that was only a month and a half before we were disbanded. I don’t know where he is, and with Chrysalis on the move, the chances of ever finding him again are pretty slim.”

“Did he have a name?”

“The only name he ever gave us was his codename, Giver.”

Rainbow frowned and gave the name careful thought before shaking her head. “And you never saw him again?”

“No. And I’ve come to learn that no news is generally bad news.”

“Gee, Bon Bon, I’m really sorry. Were you close?”

“I mean, I don’t know. Not really. Not like me and Lyra.” Bon Bon dropped her gaze.

There was a pause as Rainbow processed the story so far. “So, you said you regrouped?”

“Several other Blue Changelings contacted me, against their orders, with word of a threat against Equestria.”

“Queen Chrysalis?”

Bon Bon nodded. “I told Princess Celestia, and she reinstated my oath. That’s where things really fell apart.” 

“Sounds like they started getting better.”

Bon Bon shook her head. “It was my oath—I had a mission! I had a loyalty that I swore to uphold, but instead of standing with the Princesses when they needed me most, I went to save Lyra. By the time I got to her, Chrysalis already had her under a mind control spell. I got her free of the spell, made sure she and I got out of Canterlot on the train, and then—then after all I did for her, she—I—” Bon Bon trailed off as tears began to form in her eyes. “I made the wrong choice,” she choked out. “Celestia took me in—took all of us in—when had nowhere to go and no one to turn to. I let her down. And what do I have to show for it now? Not even Lyra!” She laid her head on the table atop one of her forelegs and began to sob.

Rainbow reached out for Bon Bon’s hoof with one of her own, and she looked up into Rainbow’s face. “You’re not alone, Bon Bon. I had to choose between Applejack and everypony else.” The disguised changeling smiled weakly, and a nearly imperceivable blue aura glowed around them as the changeling passively fed. Rainbow waited until Bon Bon had dried her tears with her napkin before returning her hoof to her side of the table.

“I miss Lyra,” she said with a sigh.

“I know you do. I miss my two friends, too.”





I’m sorry, Rarity. Maybe someday you’ll understand. The last words Shard had spoken to Rarity still lingered in her mind, rang in her ears, and hurt in her heart. Secretly, she hoped her adoptive sister would someday see the cold and calculated, even if heartless, logic present in her actions that day; but in her mind, she had her reservations.

As she led the other two dragons out of the forest and into a clearing, she leaned with one arm against a tree while staring at a town atop a hill. “It’s no good. That’s King Sombra’s flag flying over the city.”

“Great,” said Sidi as she crossed her arms and leaned against a tree. “You brought us all the way out here just so we can turn around and find somewhere else to go.”

“I figured maybe Fillydelphia would have been liberated by now,” Shard replied.

“Fillydelphia!? Even if it had been liberated, guess who would have been there?” said Sidi. “We never should have come this close to Manehattan!”

“Why?” asked Spike. “What’s in Manehattan?”

“Not what. Who,” Sidi blurted. “Sunburst, Rarity, and everyone else.”

Spike glared at Sidi. “Well if that’s where he is, then I want to be going in the opposite direction,” he said, pointing a thumb over his shoulder.

“Let’s get going, Shard,” said Sidi. “We can’t be caught out in the open at night. I’m a lava dragon and Spike’s—”

“I know, I know. Just let me think.” She began pacing back and forth in the inch-deep snow on the ground.

Can’t go to Manehattan. Now, the second-best option is out, too. But they are going to liberate Fillydelphia, right? Best to stay close then…

Do you think they suspect me? asked a twinge of doubt.

Shard looked up at the other two.

“Well?” asked Sidi.

I don’t think so, she replied. Just remember, these things take time.

“Why settle among ponies at all?” asked Shard.

“What do you mean?” asked Spike.

“What if all ponies treat dragons like Sunburst and Rarity did? Remember that cave we saw a while back? Maybe we could find shelter there. I know it’s not ideal, but…”

“You mean back where we thought we saw hoofprints?” asked Spike.

Introduce them to one pony at a time, her intellect suggested. Start small.

Shard stroked her chin. “Well, I’m pretty sure it was only one set of tracks. Maybe… maybe that pony doesn’t trust other ponies either.”

“I can’t really blame them,” Spike said.

“I don’t have any better ideas,” added Sidi.

“Then let’s get going,” Shard said. “We’ve got to get there before sundown.”





The phrase “Weapons Laboratory” was spelled out on a door in a repurposed Fillydelphia building. On either side of the door stood a crystal pony. They jerked to attention as two unicorns approached.

“Show me what you’ve come up with, Acolyte, and make it quick,” Sombra growled.

“Yes, of course,” Trixie replied. She opened the door and ushered in the King. A table was spread lengthwise in the middle of the room, and three crystal ponies stood in front of it with their backs facing towards the door. Each crystal pony had two objects lying in front of him on the table, their uses unknown. On the far side of the room, a unicorn stallion and a pegasus stallion were both held against the wall by their four hooves, which were spread out so their limbs resembled x’s. The pegasus’s wings were also held against the wall. Trixie approached the table and magically picked up the two objects resting in front of the first crystal pony.

The first object had a long metal tube which flared out at one end like the bell of a trumpet. At the other end, it had a stock and a trigger like a crossbow might have. A knob with no apparent purpose protruded from the top of the handle. The second object looked to be a curved bull’s horn sealed and capped at both ends. The cap on the pointed end was tied to the rest of the horn by a short strap.

“A little something Trixie came up with while she was, as you put it, ‘playing with fireworks.’ You see, those fireworks rely on black powder to produce their explosions. Trixie has reverse-engineered some of her ‘toys’ and harvested the powder,” she said as she uncapped the pointed end of the powder horn. She pulled the knob on the first object towards the handle, revealing a small chamber. Into this chamber, she poured a measure of the powder.

“The ammunition for these weapons varies based on the situation,” she said as she drew a black crystalline sphere from her saddlebags. “First, Trixie tried using spherical Dark Crystals. However, she found them too brittle to survive the short distance to the opening of the barrel in one piece, let alone the distance from the barrel to the target,” she said as she rolled the crystalline ball down the barrel and pressed it down with a ramrod. “Not to say that they aren’t effective.” She gave the loaded weapon to the first crystal soldier at the table, who was standing in front of the pegasus. “Ready!”

The soldier cocked the weapon.

“No! Please don’t!” protested the pegasus.

“Aim!”

The soldier raised the weapon.

“No! No no no no no!”

“Fire!”

The weapon produced a loud bang and a significant puff of smoke. The pegasus produced a shrill shriek followed by a series of low moans.

“At ease,” Trixie commanded. The soldier laid the weapon back on the table. The cloud of smoke gradally dissipated, allowing the unicorns to inspect the effectiveness of the weapon.

“As you can see,” Trixie began as she and Sombra walked towards the pegasus, “the target is still very much alive.”

“Some weapon,” Sombra grunted.

“However, the target’s limbs, especially the wings with their delicate feathers, have taken considerable amounts of punishment. He’ll be unable to walk or fly, and therefore unable to fight. This ammunition type is a good crowd control or anti-air weapon, especially since a direct hit is not required as it would be for a bow or crossbow.”

Sombra inspected the wounds and nodded his approval. “This ammunition has a… special effect against unicorns,” Trixie stated as she approached the unicorn stallion. “I’d put up a shield if I were you.”

“B-but I can’t do shields!”

“You’ve got about thirty seconds to figure it out!” She turned to the third soldier at the table. “Load your weapon. Crystal ammo.”

The crystal pony immediately set to loading the weapon while the unicorn struggled to produce a shield.

“Ready!”

Panic began to set in for the unicorn.

“Aim!”

The time was up, but the unicorn still remained without any form of magic shield.

Trixie sighed. “Well, the moral of the story appears to be, ‘If Trixie wants something done right, she must do it herself!’” With a flick of her horn, the unicorn across the room was encapsulated in a purple shield.”

“You’re not using Dark Magic?” asked Sombra. “I thought I trained you to use Dark Magic exclusively.”

“Respectfully, my King, it is necessary to test the weapon against the type of magic our enemy will be using. Now, fire!”

Another bang, another puff of smoke, and another round of shouts and screams. When the smoke cleared, the shield looked like Swiss cheese. A visible look of surprise crossed Sombra’s face. “How?”

Trixie smiled again. “Trixie thought you would like that. It’s a side effect of forging ammunition with crystals produced through Dark Magic. Even better, should a fragment hit the unicorn’s horn, the entire shield will go down. The horn will also likely be damaged to the point that the unicorn can no longer cast magic,” she said as she negated her shield spell. “So in a way, I was using Dark Magic.”

Sombra nodded again. “Impressive.”

“And that’s not even the deadliest ammunition type. Trixie has found that pellets formed from lead are able to survive the trip from the weapon to the target in one piece,” she said, as she nodded at the center soldier, who immediately began loading his weapon. “The lead pellets require a direct hit, but hurt a lot more. Even when they don’t kill, they pierce deeper than an arrow or bolt, increasing the chances of the target bleeding out.”

“How many of these weapons do we have?”

“Currently, only enough for a personal guard for the two of us or a few commando squads. The weapon is still in the experimental stages of production, after all. That’s why Trixie requested that you come and witness a live demonstration.” Trixie collected the loaded weapon from the soldier. “Would you like to do the honors?”

Sombra smiled and accepted the firearm. “It would be a pleasure.” He stood behind the table, the weapon levitating in front of him. He took aim at the pegasus's head, cocked the weapon, and fired. When the smoke cleared, the pegasus’s head was hanging limp as the unicorn stared over in horror. Sombra transferred the firearm from his magic to his hoof and smiled.

“Very well. You have impressed me. I’m giving you clearance to put this weapon into production immediately. Congratulations,” he said as he extended a hoof to his acolyte.

“Thank you, my King,” Trixie said as she accepted Sombra’s hoofshake.





Rarity stood before a large rectangular piece of fabric spread flat on a table. She tilted her head this way and that, eying the material critically as she held a hoof up to her chin. She didn’t look away from her work even to acknowledge the door that opened behind her or the two ponies who entered through it.

“Hello, Rarity,” Sunburst called. “Are you doing any better today?”

“Y-yes, at least I think so,” she replied without breaking her stare. “Applying my mind to something artsy has taken my mind off of recent events. Why, it’s been so long since I’d used a sewing machine, I’d nearly forgotten how. What do you think of it?”

Sunburst move to Rarity’s side to get a better look at her work. The large rectangle was divided vertically into three distinct regions; the left third was white, the middle third was navy, and the right third was pink. “What is it?”

“It’s going to be my contribution to the New Equestrian flag design committee. Do you think I should add their cutie marks as well?”

“Whose cutie marks?” asked Pinkie Pie, who was now standing on the opposite side of Rarity as Sunburst.

“Why, the Princesses’, of course.”

“Each third of the tricolor flag symbolizes one of the three Princesses, then,” Sunburst deduced. “Simple, yet symbolic.”

“Indeed,” Rarity said, finally turning her head towards Sunburst. “Do you like it?”

“I can’t think of any better way to immortalize our fallen Princesses, Rarity. You know, when you put your mind to it, you can come up with some truly inspirational work.”

“Oh, Sunburst, do you really mean that?” she asked as she stared deep into his eyes. He returned her stare with a smile and a nod. “Well, now that you mention it, once I started sewing, I—Why, I can’t explain it. I instantly knew what I should do and I had—I had a vision, an idea, of a finished piece. And though I was out of practice, using a sewing machine somehow just came naturally to me.”

“Like a hidden talent you didn’t know you had?” offered Sunburst.

“Yes, something like that.” Rarity then turned her head towards Pinkie. “You’ve been quieter than usual, Pinkie P—AAAAAAAAHH!! Pinkie Pie, whatever happened to your hair?!” She ran her hoof down Pinkie’s straight mane, which now barely came to the middle of her neck. Her tail was also a bit shorter than usual.

“I—got it cut. It reminded me of somepony I don’t think I can be anymore,” she said as she dropped her gaze and nervously crossed one foreleg over the other. “Besides, with Maud gone, I’ve been trying to get back to my roots.”

“Back to your roots?” asked Rarity.

“I’m not emotionally capable of being happy, cheerful Pinkie Pie the Ponyville party planner anymore. Now, I’m just boring, drab Pinkamena Diane Pie, the rock farmer.”

“Ohhh, Pinkie,” Rarity moaned as she gave Pinkie a hug, “but we’re all going to miss the old you.”

Pinkie returned Rarity’s embrace. “Me too, Rarity. But don’t worry. Maybe after all this fighting is over, I’ll be a little bit better. At least I’ll know the changelings will have gotten what’s coming to them. Until then, I’ve signed up to do my part.”

Rarity stepped backwards. “You what?”

“Signed up?” asked Sunburst. “For what?”

“The New Equestrian Infantry.”

Rarity gasped. “The army!? But Pinkie, darling, why?”

“Because baking cakes won’t win the war, Rarity.”

“But, Pinkie,” Sunburst protested, “we need you as the Element of Laughter!”

“I’m not giving up Laughter. I’m just—giving up my own ability to laugh in the hopes that one day, everypony else will be free enough to laugh. And play. And party. And have fun. And do other peacetime things ponies used to do.”

“Pinkie, why don’t you reconsider?” Sunburst asked. “We still have unfilled spots in leadership positions. As the Element of Laughter, the Minister of Morale would be a good fit—”

“I’m sorry, Sunburst. I can’t let you talk me out of this. I owe it to Maud.”

“Well, if that’s really how you feel…” Rarity began.

“But we have all six Elements and six Bearers again. We can’t have you running off into the fray with the front-line troops!”

“I’ll be an officer. A pretty high-ranking one at that. I’ll see some action, sure, but I’ll be commanding a bunch of soldiers of my own.”

“We’ll need you to be mobile, Pinkie. You can’t be tied to your troops if we need you across the battlefield to join the other Elements.”

“I’ve already talked with the three joint Chiefs-of-Staff. They’ve made arrangements for that.”

“The Joint Chiefs-of-Staff?” asked Rarity.

“Shining Armor, Spitfire, and Rainbow Dash,” Pinkie replied. “Please, Sunburst I have to do this. For Maud,” she said as she stepped towards the table. “We all are helping in our own special ways.”

“Right. We’re all Elements.”

“I meant in individual ways. Bon Bon is infiltrating Fillydelphia with agents and serving as the Minister of Propaganda; as the Minister of Agriculture, Big Macintosh is helping to improve farming methods to supply the troops with rations; Rarity is helping make a new banner and advising the Minister of Propaganda, mostly on the art and design side of things; and you’re a Tactical Advisor to the Joint Chiefs. Me? I’m a commander and a soldier.”

Sunburst sighed and softened his tone. “Pinkie Pie?” He paused and took in a deep breath. “Be careful out there,” he said as he put a hoof on Pinkie’s shoulder.

Pinkie put a hoof on Sunburst’s foreleg. “I will. If I’m not careful, then my parents, and especially Marble… No. I can’t let that happen.”

“Spring is right around the corner, Pinkie—if we can still call you that,” Rarity said. “Best get some practice in before then.”

“I will. Exercises start tomorrow.” The three from the past donned bittersweet smiles as the three from the present moved on.





Chrysalis and Dragonbane stood side by side in front of a caged yellow unicorn.

“What do you mean, you can’t adapt the machine for us?” Chrysalis demanded.

“I’ve always operated it with the help of my brother Flam,” said the mustached unicorn. “I’d need him here if I’m to modify the Super Speedy Cider Squeezy 6000 for your purposes. Why, in fact, I do believe I’ve never (No, never!) done anything of the sort apart from my brother. The magic drawn from a single unicorn is simply insufficient to power the device. We need each other. Even our very cutie marks are a testament to this!” he said as he gestured to the apple-with-a-missing-slice on his flank.

Chrysalis scowled. “Dragonbane, is that so?”

“Nnope. He’s lyin’. I know it.”

Chrysalis lit her horn. “I ordered you to make that machine into a weapon of war for the changelings, and to tell us how to make more of them! You’re going to do it whether you want to or not!” She shot a blast of magic at him, and his eyes turned green and rolled back. For a moment, he collapsed and began to struggle, but the struggling only lasted a moment. Chrysalis smirked as Flim got back to his hooves. “What’s the matter? Sudden change of mind?”

“Y—yes… my Queen.”

“Good. Now begin telling me how we might—”

A set of large double doors at the end of the room burst open and a half dozen changelings entered, a lanky red-and-black centaur held aloft among them by a green aura. The centaur’s hands were shackled together, as were his front hooves.

“Your Highness,” a changeling began, “this centaur was draining the magic from unicorns here in Canterlot. He attacked some of us as well, but we were able to subdue him. What are your orders?”

Chrysalis approached the centaur as he was lowered and set in front of her. “What business do you have attacking my subjects? We need them alive if we are to feed off them!”

“I never thought I would see the day when Equestria was ruled by a changeling queen,” he said with a weak, pitiable voice. “Tell me, how did you manage to rid the throne of its fell Princesses? How long has it been since your victory?”

Chrysalis raised an eyebrow. “Should I know you?”

“I am Tirek. Forgive me for attacking your subjects, my Queen. My intended targets were the unicorns. Your changelings merely happened to be wearing unicorn disguises. You should consider yourself fortunate that I am not yet powerful enough to steal changeling magic, or else we would be having this conversation on far more hostile terms.”

“Hostile indeed,” she said, growing wary of the newcomer.

The centaur shook his head and waved his hands. “Oh, no, your Highness, that was not what I meant at all. I merely meant that you would be more upset with me had my attacks been successful. I did not mean to attempt to steal the magic of your subjects. Truly this is a testament to the perfection of your subjects’ disguises.”

Chrysalis raised an eyebrow. “Then what did you mean to do?”

The centaur clenched his fists. “Years ago, my brother Scorpan betrayed me. I need all the magic in Equestria if I am to seek my revenge on him for what he has done to me.”

“Ah, a sibling rivalry and a struggle for power. That reminds me of my younger years.” A smile crossed Chrysalis’s face, and Tirek mirrored her a moment later. “I, too, had to take what I wanted by force.”

“Then perhaps our goals are aligned. Perhaps we could—”

“I cannot allow you to use my new subjects as a means to your end. They are our new primary source of sustenance.”

Tirek shook a finger in Chrysalis’s face. “You do not know who you are crossing, changeling!”

“Perhaps I don’t. But I know who I’m sentencing to solitary confinement in the Canterlot dungeons. Take him away!” The changelings levitated Tirek out of the room and closed the door behind them. Chrysalis then turned towards Dragonbane. “Thank you for your assistance with detecting Flim’s lie. You are now free to resume your previous orders.”

“Actually, Your Highness, there’s something I’d like to ask you.”

“What is it, Dragonbane?”

“I—I’d like to request a transfer to the spy ring in Fillydelphia, ma’am.”

Chrysalis raised an eyebrow. “Why the sudden request?”

“I have a—contact close to Sombra. She wants revenge on one of my old friends. If you allow me to help her get it, I might win her over.”

“What?! You became friends with a crystal pony?!” Chrysalis roared.

“Not a friend! An ally, Your Highness!” Dragonbane said as she bowed in fear. “It—It’s Trixie, Sombra’s lieutenant and acolyte. She’s second only to Sombra himself. If I can get on her good side, I might be able to get her to focus on the remaining Free Equestrians holed up in Manehattan. Sombra would leave us alone then. You already know what he did to our forces out in Las Pegasus.”

Chrysalis rolled her eyes. “Very well, Dragonbane, I will reluctantly grant your transfer request. But don’t get any closer to that disgusting slave of Sombra’s than you have to.”

“Thank you, my Queen,” she said as she rose to leave.

Applejack felt Dragonbane put a smile on her face. What’s she thinkin’? she wondered. Why Fillydelphia? Why team up with Trixie of all ponies? I mean, the only advantage I see for her is that Fillydelphia is only a stone’s throw from Manehat— Suddenly, Dragonbane’s motives became clear. Sunburst! No! Applejack fought for control of her faculties, but try as she might, she was powerless to stop her changeling half. She was a prisoner in her own body.
> The Storm
> --------------------------------------------------------------------------

The time-travelers’ vision flashed with light. As their sight began to return, they found themselves in an apple orchard which had been dusted with the last snow of the season. All around them, time sped by as the thin sheet of snow disappeared, melting away before their very eyes. Before long, their attention was drawn to a particular tree bud which blossomed into a beautiful flower whose otherwise snow-white petals were rimmed with pink. There was hardly a pony in Equestria who did not recognize her national flower, the apple blossom. Over the generations, it had come to symbolize the Equestrian way of life. The flower’s white center symbolized the purity of the ponies’ hearts and the innocence of their lives, while the pink expressed the ponies’ gratitude for all the possessions and friends they held dear.

A passing honeybee landed on the blossom. Once it had gathered the nectar and pollinated the flower, it flew on to another flower, and time resumed its accelerated march. The glory of the flower quickly faded, and one by one the petals fell until only a single petal remained. At last, this petal also detached itself from the stem and began the journey to the ground several feet below. Its fall was somewhat softened by the breeze which carried it out into a nearby road. It was on this road that the petal came to rest, though it was not to rest peacefully; a moment after it landed, it was trodden underhoof by an Equestrian soldier. The New Equestrian Army was on the march towards Fillydelphia.

The army marched in a column six ponies wide, each pony clad in a combat suit. The suits possessed an “old-meets-new” look about them. The helmets took design cues from the Royal Guard helmets minus the plume on top, but were colored camouflage green. Below the helmet, a similarly colored camouflage green top covered the soldiers’ chests, upper forelegs, backs, and bellies. Plates of armor were fastened to the ponies’ legs and chest armor. The greaves on their hind legs were worn over top of a pair of camo pants, which were fastened around the waist by a black belt.

The outside lines of the column were composed of unicorns whose sheathed swords hung from their belts. Each unicorn had a shield emblem on the shoulder patch of their uniform. The second row inward consisted of earth ponies. These ponies wore shields on their backs and carried swords or crossbows in alternating rows. They wore the same green camouflage combat suits as the unicorns, save the shoulder patch and the helmet, which possessed no hole for a horn. Ponies with crossbows had an arrow’s fletching on their patches, while ponies armed with swords bore an emblem depicting a sword striking down onto a broken shield. The innermost two rows consisted of pegasi. Their suits were lighter, and each pegasus was armed with a crossbow. Their shoulder patches featured an arrow’s fletching embossed over a pegasus wing. At the head of each company marched an officer. At the officer’s side was a flagbearer. The simple tri-color banners caught the breeze, proudly displaying three vertical bars: white, navy, and pink.

A snare drum and cadence caller could be made out above the sound of marching hooves. Loud and clear, a male voice cried out to a minor-key version of the chorous of Pinkie’s Smile song:

“Come on everypony, hold your heads high.
Today we will see our enemies die.
We’ve a score to settle with those fell brutes.
Tread them all underneath our boots.”

The rest of the soldiers joined the cadence caller for a second chorus:

“Come on everypony, hold your heads high.
Today we will see our enemies die.
We’ve a score to settle with those fell brutes.
Tread them all underneath our boots.”

Half the troops began a third chorus, while the other half began a counter-melody.

“Come on everypony, hold your heads high. Yes a perfect gift for u-us
Today we will see our enemies die. Is a bloodied battle trophy.
We’ve a score to settle with those fell brutes. To make us happy as can be.
Tread them underneath our—
(Unison) No one
Comes home
With a
Clean blade.
Fiiiiight!
For Equestria!
And for freedom!
And for revenge!

The snare drum sounded a few more times, finishing out the battle hymn.

As the cadence caller started into a second chorus, Twilight spotted her brother marching alongside Pinkie and Limestone. All three wore officers’ helmets whose plumes matched the ponies’ natural hair colors. Their uniforms were slightly more formal, though they had not forgone the armor plating on their legs and chests. Pinkie and Limestone wore saddlebags filled with rocks on their backs, and each was armed with a slingshot. Shining Armor was armed with a golden halberd which shimmered in the light of the sun, and he wore a pin of his cutie mark on the right side of his chest. A quartet of stars adorned each shoulder of his uniform.

Twilight waded through the sea of incorporeal equines, Spike and Starlight right behind her. Once they had drawn close enough, they could make out what the other three were saying.

“… and if that’s the case, then Rainbow will drop in right behind you with a wing of pegasi,” Shining Armor stated.

“And if Bon Bon and Big Mac get into danger?” asked Pinkie.

“The W.A.S. Spitfire and her captain are in position above the eastern road,” he said as he gestured to a patch of sky off to their left. Twilight looked in the indicated direction and saw a blimp unmistakably designated as a Wonderbolt vessel with its bright blues and yellows. Even though it was quite distant, it was obviously significantly larger than a civilian airship. Several smaller airships flanked the large blue blimp.

“What about the W.A.S. Soarin?”

“That’s the one Rainbow’s stationed on,” Shining said, pointing directly overhead. Twilight looked up and spotted a very large blimp high in the sky. A number of mismatched civilian-looking airships formed the wings of a V formation on either side the Soarin.

“This is the W.A.S. Spitfire,” called the airship’s namesake via Pinkie’s Element and the pin on the right side of Shining Armor’s uniform. “We are in position. Over.”

“Copy that, Spitfire,” Shining relayed back. “The north column will arrive at our destination shortly. Everypony else report in.”

“W.A.S. Soarin speaking. We’re almost there,” said Rainbow Dash.

“East column almost in position,” called Bon Bon.

“The northeast column is scheduled to arrive on time,” called Sunburst.

“Good,” affirmed Shining. “Airships, what’s the situation look like from up there?”

A brilliant flash of light briefly blinded Twilight, Starlight, and Spike. When their vision returned, they were aboard the observation deck of an airship. Rainbow Dash, clad in a combat flight suit, leaned towards the large viewport in front of her. She looked down at the town through a pair of binoculars held between her hooves. She moved her left hoof to her element and relayed what she saw to the others. “Looks like they’ve got some perimeter defenses. They’ve barricaded the streets and there’s a division of soldiers stationed in the town square.”

Rainbow passed off the binoculars to another pegasus. “Keep watching and keep me posted,” she said as she turned to walk towards the back of the blimp. “I’m gonna go check up on the others.”

“Yes, ma’am,” the pegasus replied with a salute. Rainbow turned to leave, passing by a ladder labeled “Command Deck” which led to the deck above.

“I’m seeing barricades on the eastern road as well,” seconded Spitfire. Rainbow passed through a doorway into a corridor. Dormitories lined the port hallway, and the mess hall could be seen through the round windows on the starboard side doors.

“Can anypony see the northeast road?” asked Sunburst.

Rainbow paused a moment, then raised a hoof to Loyalty. “Negative. I can’t get a clear view from here.” She continued walking as Spitfire picked up.

“I see two barricades between you and the center of town.”

Rainbow opened the door at the end of the corridor and stepped into a large, spacious compartment. On the wall behind her and to her right, there were several lockers for sets of Wonderbolt and military flight gear. The ‘Bolts uniforms were a bit more high-end than the standard pegasus suits. Their muted blue-and-yellow jumpsuits were overlaid with armor plating comparable to the other pegasus armor. Their helmets were distinctly more advanced, featuring a face mask and a flip-down visor.

On the side of the room opposite the lockers was a metal funnel attached to a pipe which snaked its way up into the ceiling above the door. Also on that side of the room, a pair of technicians sat behind a complicated array of buttons, switches, and displays. Their uniforms were yellow with blue accents instead of blue with yellow accents, and they also looked a bit less combat-effective than the rest of the ‘Bolt uniforms. There was a glass partition a quarter of the way into the room with a gap in the middle to allow ponies to pass through. On the far side of the partition, there were four rows of seats: one against each of the room’s walls with two more rows running back to back in the middle. At the end of the room was a ramp that sloped upwards towards the ceiling.

Pegasus soldiers occupied many of the seats in the back, whereas the more elite Wonderbolt pegasi could be found either at their lockers or in the chairs. Rainbow singled out a particularly somber black pegasus in a Wonderbolt flight suit, and approached him at his seat. “What’s up, Thunderlane?”

The stallion jerked back to reality. “Huh? G—General Rainbow Dash! Ma’am, I—”

“At ease, soldier. Why the grim face?”

“Oh. It’s my little brother, Ma’am. I can’t stop thinking about him,” he said as he looked at his reflection in his helmet’s visor.

“We all have somepony we’re fighting for.” Rainbow sat down in the seat next to him. “There’s a pegasus filly in Manehattan who I knew back in Ponyville. She's been out of contact with her parents ever since we had to evacuate. I think after the war’s over and we all settle down, I might see about filing the paperwork to adopt her as a sister.” She leaned back in her seat and smiled as she imagined seeing Scootaloo's smiling face, feeling her embrace. “Thunderlane, what’s it like having a little brother?” she asked.

Thunderlane smiled. “My little brother Rumble means the world to me. We do just about everything together. I couldn’t possibly imagine life without him. Sure, we don’t always get along like we should, but he—he’s my best friend.” The tears in his eyes emphasized the authenticity of his words. He turned to face Rainbow Dash. “He’s family, you know?”

Rainbow’s smile disappeared. “I wish I did. I was an only child and my parents divorced when I was fourteen. My mother lost visitation rights when I was sixteen. My dad was all the family I had after that. He was a great dad, don’t get me wrong, but I had it rough growing up,” she lamented. "My mom didn't have me until she was in her thirties, and I got the feeling I wasn't her first try. I was everything to her. When my life got sent into a tailspin in my teen years... I guess it was too much for her."

“Sorry about your mom," called a female voice, "but you're still cool with your dad, right?" Rainbow looked up just in time to see Lightning Dust settling into the seat just across from her.

"Sure."

"Family really is everything, General. Take my mom, for instance. Now there’s a mare who could really fly! She tried out for the ‘Bolts, back in the day but they didn’t take her in. She was too good for them, I think. They were afraid she’d show them all up. My grandmother was a Wonderbolt, though. Just like her father before her. And his father before him. Now, it’s my turn to make my family proud!” she said as she puffed out her chest and looked down at the golden Wonderbolts pin on her collar.

“A gold pin? You’re a full member now?” asked Rainbow Dash.

“Yes, Ma’am!” Lightning boasted. “I’m going straight to the top! Won’t be long before they start putting bars on my shoulders!”

Lightning Dust—an officer! Rainbow shook her head at the very thought of it. She was young, brash, arrogant, and inexperienced. Not to mention naïve. Honestly, Lightning reminded Rainbow of a younger version of herself. Perhaps the version of herself that didn’t have anypony to keep her hooves on the ground and her head out of the clouds. She looked back up at Lightning, and smiled gently as she began to feel genuine empathy for her.

“General Rainbow Dash,” another voice called. Rainbow looked up to see a pegasus in an inversely-colored Wonderbolt uniform. “Commander Soarin called for you. The airship is in position.”

“Thanks,” Rainbow replied as she rose to her hooves. She returned the soldier’s salute before walking back to the other side of the partition and tapping her Element. “This is the W.A.S Soarin. We are in position. Over.”

“Copy that, Rainbow,” replied Shining Armor. “All ground forces, begin your final advance. Engage the enemy and push towards the center of town.”

“East group advancing.”

“Northeast group advancing.”

“Rainbow, Spitfire, keep an eye out for Sombra. All Elements, be ready to converge on that location.”

“Copy that,” said Spitfire.

“I’m all eyes,” replied Rainbow.





Trixie slammed both front hooves on her desk. “What?!”

An orange crystal mare across the desk leaned back and picked up a hoof. Two more crystal ponies standing by the door flinched as well. “They—they’re attacking in three columns, Ma’am,” the mare repeated. “North, east, and northeast.”

Trixie growled. “Trixie doesn’t have enough have enough soldiers to simultaneously defend all three fronts. Guard!”

“Ma’am!” said a pony by the door.

“Get the mayor from her cell. We’re moving her to a safer location.”

“Yes, Ma’am!” he said as he galloped off. The crystal pony closest the desk turned her head slightly to watch the stallion leave.

“Acolyte Trixie?” asked the mare across from her.

“What is it?” she snapped.

“Would you like me to inform you which path Sunburst in particular is taking? I understand he really… bugs you. In fact, he kinda bugs me a bit, too.”

Trixie’s eyes grew wide and her jaw dropped a little. “Wait a minute…” she whispered. “Are you—” The mare nodded. Trixie paused for a moment, then cleared her throat before speaking again. “Guard, take a post outside the door. We are not to be interrupted.”

“Yes, Ma’am.”

The crystal pony waited until the door had closed before morphing back into a green changeling. “First of all,” Trixie began. “Where is Trixie’s real lieutenant?”

“I morphed into you, and she delivered to me the message I just delivered to you.”

“Are you certain you didn’t kill her or replace her or—whatever gross thing it is that you changelings do?”

“Why would I do that? I want Sunburst and his friends to fail just as much as you do.”

“Right. Sunburst. Where is he?”

“The army is divided into three sections like I said. Sunburst is taking—the northeast road.”

Trixie raised an eyebrow. “You hesitated there. Are you sure?”

“I’m positive,” Dragonbane replied.

“Very well. You should remain here disguised as my lieutenant, Imperial Topaz. Trixie must get the Mayor to a safe location. Let Sunburst get close to the town hall, then ambush him. Cut him off from behind and he’ll have no choice but to barricade himself inside until I come back.”

“A mighty fine plan,” said Dragonbane as she morphed back into Imperial Topaz. Beneath her helmet illusion, a sly grin wormed its way onto her face.





“We’re encountering heavy resistance,” called Bon Bon. The rising and falling of her voice intermittently illuminated Loyalty in Rainbow’s necklace as the general held onto a pair of binoculars up to her face.

“I have a visual,” said Spitfire. “Take some of your troops a street to the north and come around on the side of them. They can’t defend both fronts.”

“Understood. We’ll outflank the enemy position.”

“How are things looking for us from up there?” asked Shining Armor.

Rainbow spread her right wing, touching Loyalty with one of her feathers. “Their ranks are thin, but they’re holed up pretty good. See if you can’t have the unicorns put up a shield wall for the pegasi with crossbows. Get in on top of them and they won’t have as much cover.” Rainbow subtly moved her binoculars as she spoke. A few moments passed in silence before Rainbow Dash smiled. “Shining, you’re almost through the barricade. Give ‘em a solid charge with your earth ponies and you’ll have their first line of defense in a full rout.”

“We’ve reached the second barricade,” called Sunburst. “Looks just as flimsy as the first.”

Rainbow looked up from her binoculars, then looked through them in a different direction. “Good work,” called Spitfire. “You’ll be at the town hall in no time.”

Rainbow slowly swept her binoculars from left to right, presumably tracing the road. “What the—” she whispered. She pressed her left hoof against her element. “Um, guys? I think we may have a problem. There’s a column of crystal ponies marching away from the town hall. They’ve got Mayor Liberty Belle with them.”

“We can’t let them take the Mayor,” said Bon Bon.

“Their ranks are buckling,” Sunburst called. “We’ll be through before long.”

“Not soon enough,” Spitfire called.

“Requesting permission to intercept,” said Rainbow Dash. “I’ve got a full wing of pegasi with Wonderbolt complement in the back of the Soarin.”

“Request granted,” said Shining Armor. Rainbow turned to face a funnel on the wall which was attached to a pipe that led up into the ceiling.

“General Rainbow Dash to hanger, prepare to scramble all wings. Repeat, prepare to scramble all wings.”

“Copy that, General,” a voice called back through the funnel. “Preparing to scramble.”

Rainbow immediately turned and cantered towards the back of the blimp. She pushed open the door and nodded to the technicians behind the glass partition. Both technicians saluted before activating an array of buttons and switches, culminating with a big red lever on the wall labeled “Door Control.” An alarm blared and red lights flashed. The pegasi strapped themselves in and braced for a mild but noticeable depressurization. The ramp at the back of the room descended a few inches and a fierce wind swept through the cabin. As the ramp continued lowering, the red lights turned to green and the first row of pegasi unstrapped and made the jump. The first was followed by the second, the second by the third, and so on.

“Hanger to command deck, all wings are away,” a technician by the door shouted into a funnel.

“Copy that, hanger,” came the reply.

Satisfied with her work, Rainbow prepared to jump with the last row of pegasi. Just after the last pegasus soldier had jumped, Rainbow spread her wings, leaned forward, and dropped into the blue.

The wind rushed past her as her angled wings controlled the direction and velocity of her dive. She raised one wing, banking into a turn as she assumed her position at the head of the force. Once in a squadron of five, she led her squad to the front, maintaining altitude above most of the other squads.

Rainbow saw Pinkie’s and Shining’s group below them, and the road they were flying over led straight to the town hall. Rainbow adjusted her trajectory, preparing to intercept the Mayor’s group. As they closed the distance, the crystal column came into view. Several squads in front of and below her broke off formation to swing around and get in front of the crystal ponies. Several more began to dive down onto their rearguard. Rainbow held her squad in reserve.

“What are we waiting for, Ma’am?” asked Lightning Dust.

“We’re going directly for the Mayor,” Rainbow replied. “We’re going to airlift her out if possible.”

“Copy that, squad lead.”

As the pegasi engaged both ends of the column, the crystal ponies in the middle shifted to the front and back. Once Rainbow deemed that the center was weak enough, she gave the signal and commenced a dive, her squad right behind her. A cloaked figure near the mayor pointed an object which looked like a trumpet at them and fired, sending bits of black shrapnel at Rainbow’s right two wingponies. The two pegasi yelped and lost control of their dive. While Rainbow, Thunderlane, and Lightning Dust stuck their landings, the two on the right slammed into the ground. One pony died on impact, and the second screamed as though she wished she had.

Rainbow couldn’t spare more than a quick glance towards her fallen comrades before she was in the heat of hoof-to-hoof combat. She delivered a quick series of punches and kicks to the ponies who attacked her, using her wings and superior agility to increase the number of directions from which she could attack. She varied her strikes: now a punch, now a flying kick, now a buck.

A tight perimeter quickly formed around the Mayor and the cloaked figure standing near her. It was clear to Lightning Dust that nopony was getting through any time soon. She abandoned her allies on the ground and began swiftly flying in a tight circle. Before long, she had formed a small vortex. She broke off her circular pattern and fanned the funnel with her wings, sending it careening towards the ground. Her aim was spot-on: the tornado would just graze the Mayor’s circle, sweeping away several of the perimeter guards. But Lighting wasn’t the only one to come to this realization.

On the ground, Trixie looked up to see a tornado coming her way. It would likely miss her, but only just barely. It would definitely make defending Liberty Belle a bit more difficult. Suddenly, a smile appeared on Trixie’s face. She didn’t have to defend Liberty Belle; she just had to keep her from falling into enemy hooves. “Break formation!” Trixie shouted. “Engage the enemy!” The soldiers around her scattered as she laid hold on the mayor with her Dark Magic. Trixie backed away as the twister approached, casually tossing Liberty Belle into the vortex once it arrived. She smirked as the green earth pony whirled around a number of times before finally being ejected at an incredible speed. She flew headfirst into a lamppost, producing a particularly loud “Dong!”

Lightning Dust gasped as she watched Liberty Belle crumple into a heap at the base of the lamppost. She bolted down to the ground and caught up her limp figure with her forelegs. “Lightning Dust!” Rainbow shouted.

Frightened, Lighting whirled around. “M-Ma’am! I-She—”

“I saw the whole thing!” Lightning grimaced. “Get the Mayor up to the Soarin’s medical crew. You will remain aboard the Soarin for the duration of the battle. After the fighting, Commander Spitfire and I will review your actions. You’ve carelessly endangered the lives of those around you, Lighting. Don’t let it happen again!”

“Y-yes ma’am!”

“Now get out of here!” Rainbow shouted. Lightning disappeared in a trail of teal and yellow.

Come on, Liberty Belle, hang in there, she mentally pleaded as tears came to her eyes. Please don’t be dead!





Shard picked up a log off the ground, startling a bright yellow butterfly on the other end. As the butterfly took off, Shard reached out with her other claw, beckoning it back. It circled in front of her twice before landing on her outstretched claw. Shard smiled, bringing the butterfly up to her large pink eyes for closer observation.

A couple meters away, Sidi picked up a log of her own, rustling the underbrush as she removed the timber. Shard glanced in her sister’s direction before resuming her search for firewood. “Found anything yet, Spike?” she called.

“Well, so far I’ve found a couple of neat rocks and a blackberry bush,” he replied as he tossed a blackberry into the air and caught it on the way down.

“Spike, we need to find timbers to store for firewood,” Shard reminded as she put her claw next to a flower. The butterfly lighted off her claw and onto the flower.

“You can forget it,” Spike replied. “I’m through being somepony’s slave.”

“This pony’s different.”

“How can you be so sure of that?” Spike retorted.

“She’s hurting and lonely. She just wants companionship. Sure, she may have her pet bear, but Bella isn’t exactly much for conversation. And you know she must be especially lonely during the winters when Bella hibernates.”

Spike looked down at the ground. “I guess.”

“Why else would she have taken us under her wing in the first place?”

Spike trudged on in silence for a few moments. “You don’t know what it was like to be left for dead.”

“You’re right, I don’t,” Shard conceded. “But you don’t know how torn apart Sunburst was after we got to Manehattan.”

“As he should be!” Spike blurted. “I hope he never gets over his guilt.”

Shard froze in her tracks. “Spike,” she called softly, “listen to yourself. Sunburst would never have done that on purpose. There was no other way to save everypony in Ponyville.”

“I don’t want to hear another word about Sunburst the rest of the day.”

Shard sighed. “Alright.” But this isn’t the end of our conversation, she thought to herself. “Will you at least help us find firewood so we can get back to the cave?”

“If it’ll get you off my case, then yes.”





Sunburst reared up, a bright yellow aura around his horn. He stomped down, sending a directional shield flare several meters in front of him. He blasted a horizontal line across the street, sending crystal ponies scrambling for cover. He glanced to his right to see a thin line of unicorns projecting shields in front of themselves. Pegasi and earth ponies fired crossbows from behind the shields, while melee earth ponies stood just behind in reserve. The remaining unicorns were using their magic to dismantle the barricade. Sunburst glanced to his left to see a similar sight.

A crossbow bolt whizzed by his head. Sunburst put up a shield just in time to deflect another pair of projectiles. A knife flew past him towards the enemy ranks. Sunburst heard a groan followed by the sound of a body hitting the ground. He looked behind him to see Rarity magically juggling five throwing knives in a vertical ring right next to her.

“Nice hit!” he said. “Somepony’s been honing her accuracy!”

“I rarely miss my mark,” she replied with a flip of her mane.

“Got bad news and worse news!” shouted Rainbow. “The bad news is the Mayor is in critical condition. The worse news is it was friendly fire.”

“Where is she?” asked Shining Armor.

“She’s on her way up to the Soarin. I’m hoping the docs up there can patch her up.”

“Just focus on neutralizing what’s left of that force for now,” called Spitfire. “Keep ‘em occupied.”

“We’re close to the town hall,” stated Sunburst. “We could give you aid once we arrive.”

“Don’t bother taking your time!” Rainbow called back. “They’ve got a unicorn using magic against us.”

From behind his shield, Sunburst analyzed the barricade. He looked first at the middle, then at the left side, then at the right side. There! A weak spot! “Right side, charge! Pegasi, unicorns, give them cover! Left side, ranged assault! On to the town hall!”

The right side's shield bearer unicorns moved forward and to the sides, creating a gap through which the earth ponies charged, swords drawn. The pegasi followed not far behind, providing covering fire. A single unicorn provided a particularly pointed magical shield. The charge was met with a rain of crossbow bolts, but the unicorn and most of the earth ponies made it through to the barricade. The shield bearer and the earth ponies broke through the barrier, knocking a significant hole in it. Additional earth ponies reached the foot of the barrier and began to clamber over it. The pegasi flew over top of it and engaged the enemy either with crossbows or hoof-to-hoof.

A flugelhorn sounded nearby, signaling a retreat for the remaining crystal ponies. Sunburst’s forces cheered loudly. “Forward! Everypony chase them down!” commanded Sunburst. Sunburst and Rarity galloped forward with the rest. Once they were through the gap in the barricade, the town hall came into sight. Sunburst lit his horn, then set an aura on his elemental crown. “We’re through the final barricade! The town hall is in sight!”

“Good work, Sunburst,” replied Shining Armor.

“Anytime you feel like giving us some help, that’d be great!” Rainbow called. “We’re getting torn apart over here!”

“We’re coming as fast as we can, darling,” Rarity said.

“We’re almost at the town hall.” Sunburst had barely gotten the words out of his mouth when a series of nearby explosions ripped through the air. The pegasus soldiers just to his left stumbled and fell, crying out as they went down. The ponies just behind him shouted as well.

It only took a moment to spot the attackers; four crystal soldiers lay prone on the roof of the building opposite the town hall, brandishing weapons that looked more like trombones than crossbows.

“We’re outflanked!” Sunburst shouted. “Take defensive action!” Several unicorns skidded to a stop and deployed their shields, covering their comrades. “Return fire!” he commanded.

Two more shots came from behind them. Another group of ponies went down, one of the shields going with them. This time, Sunburst himself put up a shield.

“Oh Sunburst, love,” Rarity called out. “Is this a bad time to say that they’re coming in from behind us too!”

Sunburst glanced about rapidly, his ears laid back and his teeth grit. Sweat began falling from his brow. “General!” called a pegasus mare, “The enemy is counter-charging us! There were forces in reserve! They’re pushing us back!” The four ponies on the first roof fired a second volley down on the ponies, seemingly prioritizing pegasi and ponies with crossbows. The mare right in front of Sunburst shrieked and stumbled forward onto him, clinging about his neck for support.

Sunburst magically lifted her off the ground. “We can’t stay out here! We’re sitting ducks! Everypony into the town hall!” The shields slowly retreated towards the front door as two additional shots claimed more victims. Those who could not walk under their own power were levitated, carried, dragged, or otherwise helped into the building.

Sunburst entered the town hall, which was a moderately sized building comparable to the town hall back in Ponyville. The rectangular building featured windows along the front with stairs on either side of the room leading to the top floor. A balcony stretched across the room in front of the second floor, connecting the stairways. Underneath the balcony, set in from the front edge a few feet, were a pair of partitioned rooms with a corridor down the middle. A similar corridor divided the top floor into two halves.

“I want a magic shield on all of those windows!” called Sunburst. “Crossbows, up on the balcony! Everypony else, fan out and look for anything we can use to bar that door! Put a shield over it when you’re done!” At his word, ponies scrambled to carry out his orders.

“Whatever you’re doing, keep it up!” Rainbow shouted. “The crystal ponies are letting up.”

“Rainbow Dash, you’ve got to get over here immediately!” Sunburst replied.

“What? Why?”

“The crystal ponies set a trap for us,” he said. “We walked right into it. Some kind of new weapon. My group’s in bad shape.”

“How bad are we talking?”

Sunburst looked over what was left of his force. “Many of them are dead, and a whole lot more are wounded. We’re holed up in the town hall. It’s only a matter of time before they try to break in.”

“What about our Elements?” Rarity asked Sunburst. “We’ve already lost two Elements before. If the worst case scenario were to come to pass…” She trailed off as she hung her head and laid her ears back.

Sunburst put a hoof on her shoulder. “It’s ok, Rarity. We’ll be strong.”

“Together?”

“Together.”

“To the bitter end?”

“If it comes to that.” Sunburst’s hoof migrated up to the side of Rarity’s head. Rarity put one of her hooves over Sunburst’s outstretched foreleg. “I think we should ditch the Elements just to be safe,” he said as he returned to all fours.

“Yes. I agree.”

Sunburst teleported himself and Rarity up to the middle of the balcony. They turned and galloped down the hall, entering the last room on the right side. Rarity closed the door behind them as Sunburst put a magical aura around his crown. “The enemy has us holed up. I’m cutting off Magic and Generosity from our Elements’ communication network and hiding them just to be safe.”

“Be safe, girls,” Rarity added. “Promise me you’ll never forget our noble and heroic last stand!” she said, raising the back of her hoof to her brow.

“Hey now, you’re not down and out just yet!” shouted Rainbow Dash. “Hang in there! We’re almost through! We’ll meet up with what’s left of your force and get you out of there!”

“And we’re not far from the city center either,” added Shining Armor.

“Shining, do you think I could take a small force and help Rainbow Dash?” asked Pinkie.

“It’s worth a shot.”

“General Spitfire to hanger, scramble all wings! Repeat: Scramble all wings! Make for the town hall ASAP! Go, go, go! You hear that down there, Sunburst? Help’s on the way, just hold on!” 

“Copy that, Spitfire. Rarity and I are preparing to deactivate and hide our Elements.” Rarity’s aura around her necklace was overtaken by Sunburst’s as he closed his eyes and cast the spell.

“I’m on my way with a squad of my best soldiers,” Bon Bon interjected.

“I’m serious, Sunburst,” Rainbow said. “Don’t give up! Pinkie, we’re just west of the town hall. Take—a street to the—towards—” The connection cut in and out a few times before giving way to an ominous silence. Sunburst opened the middle drawer of a filing cabinet and dropped his crown in. Rarity removed a number of books from a bookshelf, placed Generosity along the back of the shelf, and then replaced the books.

“There,” said Sunburst. “One last thing, Rarity. When Sombra’s forces arrive, they’ll probably take prisoners. I hope they won’t interrogate or torture them, but that’s not a guarantee,” he said turning back towards Rarity as she approached him. “They'll ask where we hid the Elements, but our troops can’t tell what they don’t know. In order to throw them off, we should go room by room, spending—spending a little time—I, um, Rarity?” he said with a blush. “Why are you looking at me like that?”

Rarity wore a smile beneath her half-closed eyes, her head tilted ever so slightly off to one side. “Looking at you like what, Sunburst?” She asked as she closed the distance between them. She hopped up onto the desk in the middle of the room and dangled her hind legs and tail over the side.

“Like—like that,” Sunburst replied.

“Oh, Sunburst, won’t you look at me like you did when so long ago you first saw me back in Ponyville?”

“R-Rarity, I’m not sure this is the time—”

“Then when, darling? You saw the army outside. What if—What if—” Sunburst lowered his guard as Rarity dropped her gaze. “Sunburst, I—”

“I know,” he said as he put a foreleg around her back. Rarity answered his gesture by hugging him, pressing his head tight against her neck.

“I was afraid I’d never get to tell you if I didn’t now. Just one last time.”

“Then tell me, Rarity.”

“I love you, Sunburst.”

“I love you too.” Sunburst pressed his neck against Rarity’s, and she responded in kind. They remained in each other’s grasp for several moments until at last they returned to all fours. “Rarity, you’re every bit as beautiful now as you were the day I met you in Ponyville’s town hall.

“Oh, Sunburst, you’re such a sweetheart. We’ve had more than a few adventures together since then, haven’t we? I’ll never forget the way you came bursting into the tunnels to ‘save’ me from the diamond dogs,” she said with a giggle.

Sunburst chuckled. “And I remember how you helped me cure Spike’s greediness.”

“Well, I suppose you could say I’ve had more than my fair share of practice. Shard was never too bad about that, but Sidi...” Rarity’s expression fell. “I’m sorry. I shouldn’t speak ill them, especially now that they’re gone. I already feel I wasn’t kind enough towards them; how could I possibly bring myself to slander them after how I treated them?”

“Shh, Rarity, it wasn’t your fault,” Sunburst soothed. “You gave them a home, a big sister figure, a best friend and a second sister in Sweetie Belle; you showed them love and generosity and…” Rarity looked away, prompting Sunburst to change the subject. “I’m sorry that most of this past year has been so horrible. I know I’m partially to blame for everything.”

“Oh but, Sunburst, you’ve always been there for me. You’re my very best friend, and there’s nopony I’d rather be with than you.”

“Nopony you’d rather spend your life with?”

“Nopony,” Rarity affirmed. 

Sunburst smiled before lowering his head and raising a hoof off the ground. “Well, I guess now’s as good a time as any to tell you,” he said, glancing up while keeping his head lowered. “I’ve been putting aside whatever funds I can here and there. I was planning on making a—‘special’ purchase for you.” Rarity gasped and put a hoof over her mouth. “And… I was wondering,” he said as dropped to his left front knee. Rarity gasped again and began to tear up, fanning herself with a hoof. “I know I don’t have the stone with me right now, but… Rarity? Will you marry me?”

Rarity was now openly crying. Unable to reply verbally, she simply nodded her head. Sunburst stood up just before Rarity threw her forelegs around his neck and kissed him on the lips. After the initial surprise had passed, Sunburst began kissing her too. Both Starlight and Spike turned away as the newly-engaged couple shared a long and passionate kiss. Tears streamed from Rarity’s eyes as her cheeks began to flush. It wasn’t long before Sunburst’s face matched Rarity’s.

Sunburst wrapped his forelegs tighter around Rarity’s barrel as they began to sway back and forth. Rarity lifted a hind leg into the air and leaned backwards in his embrace, making the most of every moment. Sunburst lost his balance and fell forward, but magically caught himself and Rarity before they hit the ground. Now lying on top of Rarity, he gently lowered her to the ground next to the desk.

“Sunburst? While we’re down here, do you want to—maybe…”

“I don’t know. We don’t have much time,” he said.

“It doesn’t have to be long. Just enough to—”

When the door burst open, the unicorns’ eyes filled with surprise and fear. “Sunburst, sir?” a stallion called urgently. Sunburst wiped his mouth, got to his hooves, and poked his head over the desk.

“Y-Yes?” he asked. “What is it?” Rarity shifted beneath him, but Sunburst lightly placed a hoof on her chest. His touch was more of a signal than it was a restraint.

“They’ve got a battering ram at the door, sir. You’re going to be needed when they break through.”

“Very well. I’m on my way. As you were, soldier.” After the stallion saluted and galloped away, Sunburst helped Rarity to her hooves. The couple nuzzled for a few seconds while exchanging I-love-you’s before trotting out of the room towards the balcony.

Rarity and Sunburst looked over the balcony just in time to see the door bulge inward from another blow from a battering ram. The wood creaked and groaned as the door began to splinter. More ponies braced the door just before another blow landed, sending them reeling. Gunshots and breaking glass were heard as several of the front windows were simultaneously blown out. The unicorns holding shields over them shouted in pain and several of the shields powered down. Crystal ponies clambered in through the open windows. Some of the ponies at the door took up arms, but were fighting on two fronts. Once the door gave way, a third front opened up. Pegasi fired on Sombra’s soldiers from the balcony, but they were met with crossbow fire from below. Sunburst magically fired on the ponies below while Rarity hurled throwing knives.

“There!” shouted Sunburst as a black-robed unicorn walked in. He fired a blast of magic, but the figure raised a black crystal to block the attack. The crystal shattered and the unicorn advanced unimpeded. Rarity threw her last knife, but the unicorn caught it in her magic and flung it into a pegasus on the balcony. Rarity rushed to the fallen pegasus’s side a few steps away while Sunburst put his front hooves on the front railing.

“Who are you?” he demanded. “Show yourself!” The mare laughed as she flipped her head back, casting off her hood. Sunburst gasped. “Trixie?”

“The Dark and Malevolent,” she called back. The conflict ceased as the last few ponies under Sunburst and Rarity’s command were eliminated. “Come down here and fight me, Sunburst! I challenge you to a rematch! And not just any rematch: a deathmatch!”

Rarity gasped. “Sunburst?”

“Trixie,” Sunburst pleaded, “it doesn’t have to be this way.”

“Oh, but it does! You ruined Trixie’s life! Now Trixie is going to ruin yours!”

“I’m not going to fight you, Trixie!”

Trixie smiled. “Oh, yes you will.” A black aura formed around her horn. From a vantage point off to the side, Starlight, Twilight, and Spike saw what Sunburst couldn’t: a series of dark crystals were creeping their way up the poles of the balcony right under Rarity. They engulfed two of the wooden pillars, completely petrifying them. Trixie reared up and Sunburst formed a magic barrier in front of himself and Rarity. When Trixie stomped down, the pillars shattered and Rarity’s platform collapsed. Rarity shouted as both pony and platform plummeted towards the ground.

“Rarity!” shouted Spike and Sunburst in unison. The pair watched in horror as Trixie pulled debris from either side of the balcony and carelessly deposited it on top of the mare. Sunburst teleported to the top of the heap of rubble. “Rarity, can you hear me? Rarity!” When no response came back, tears came to Sunburst’s eyes. Spike hugged Twilight’s front leg and received a wing hug from the alicorn.

“Stand guard outside and await my command,” Trixie commanded the rest of the troops. All but a single orange crystal pony left the building. Trixie covered the windows with dark crystals, blocking the view of the soldiers outside. As soon as the windows had been obscured, the crystal pony beside her morphed into a Green Changeling.

Sunburst rose to his hooves and descended from the pile of debris. “Why are you doing this, Trixie?”

“For revenge, that’s why! Trixie knows no stronger motivation than her hatred for you and your friends!”

“Aw, what’s the matter now, Sunburst?” drawled the changeling. “I thought you threw away your friends like you did yesterday’s newspaper!” Applejack was horrified at the words her voice was saying, but she was powerless to stop it.

“Applejack?” Sunburst shook his head. “Listen to me. Rainbow and I have been absolutely devastated by guilt ever since we left Ponyville. Please, Applejack, forgive me. And especially forgive Rainbow Dash. She’s got even more guilt than I do.”

Dragonbane raised an eyebrow. “Why Rainbow Dash?”

“It was Rainbow, not me, who ordered the train to leave Ponyville.”

“It—it was? You’re not just saying that to save your skin?”

Sunburst gasped. “No! I mean, it was me! I’m the one! Please, do whatever you want to me.”

Dragonbane glared at Sunburst a few seconds longer, calling upon an unwilling Applejack to discern if he had spoken truth or lies. Applejack was betraying Sunburst against her will simply by existing as a part of Dragonbane. “You’re lyin’,” Dragonbane said at last. “I can tell it. Rainbow’s the one I want, not you.”

“Applejack, please! Leave her alone!”

“What’s wrong, Sunburst?” asked Trixie. “You’re acting as if the most valuable thing you’ve ever had is being taken from you!”

“Trixie? You’re working with—Call her off, Trixie!”

“Trixie can’t do that. We only allied to take our revenge on you. Our alliance is personal.”

Dragonbane morphed back into Imperial Topaz. “And now that I know my target is actually Rainbow Dash, I’d best be on my way.” She gave Trixie an informal salute before galloping out the door.

“Applejack! Stop!” Sunburst called. He galloped after her, but before he could reach the door, a large black crystal grew out of the ground until it filled the doorway.

“Now for that deathmatch. Defeating Trixie is the only way to stop Dragonbane. Is that enough motivation for you?”

Sunburst laid his ears against his head. “Yes. Yes it is!” Sunburst turned around and fired a blast of magic at Trixie. The acolyte once again summoned a crystal to protect herself, this time hurling it back at Sunburst. With a burst of yellow light, Sunburst blew the crystal to bits and began levitating a number of large chunks in a ring around himself.

“You can’t win, Sunburst! Trixie is far more powerful than you are now!”

“You’re just a second-rate, egotistical illusionist!”

“The Dark and Malevolent Trixie is the student of King Sombra! Trixie’s Dark Magic is far superior to anything you can possibly conjure up, Sunburst!”

“Dark Magic?” Sunburst never got an answer. Trixie levitated him and threw him against the front wall. His concentration broke and he dropped the crystals. Sunburst fell to the ground only to be picked up and thrown against the side wall. He felt himself accelerating again and turned in midair just in time to see the stairs on the side of the room. He slid headfirst halfway up the stairs before rolling over and clutching his horn. He groaned and rolled over, watching Trixie create a large black crystal from the ground. She broke it off at the base, levitated it, and threw it towards Sunburst.

Sunburst created a shield in front of himself, but shouted in pain as he did. Although the crystal shattered, so did the shield. Sunburst doubled over, holding his horn. A ring of blood encircled the base of his horn. When Starlight saw it, she grimaced and held her own horn as if she too was in pain.

“Trixie, please,” Sunburst begged. “Haven’t you beaten me yet?”

“You accepted the terms of our deathmatch,” Trixie said as she drew closer, “when you attacked first.”

“Trixie, I want out! You win! I give up!”

Trixie frowned. “Oh, but Trixie was only just starting to have fun.”

“How are you so powerful?”

“Dark Magic draws from the caster’s anger and hatred! And Trixie has plenty of that!” she said as she levitated Sunburst again.

Sunburst cried out in pain. “Please! Watch the horn! I—I think it’s broken.”

“Is it?” Trixie jeered. She deliberately threw him headfirst against the side wall, causing him to scream. Starlight could no longer bring herself to watch. She shielded her vision with a hoof and heard the sound of a thump on wood accompanied by another cry of agony. Twice more those sounds repeated. Each sound was more sickening than the last, each cry more painful to her ears. She at last folded her ears back and put a hoof to her mouth before closing her watering eyes. Finally came a thump with only a moderate cry of pain. Starlight looked up to see that Sunburst had somehow managed to partially wretch himself free of Trixie’s grip, offering the side of his head for punishment instead of the front.

“Mercy! Please, Trixie, mercy!” Sunburst pleaded.

“Trying to get out of this the easy way, are you?” Trixie asked. Starlight could read the agony on Sunburst’s face like an open book. With a flick of her horn, Trixie sent Sunburst flying into the middle of the room. He rolled several times, trying to protect his injured horn. After landing on his belly, he covered his head and tucked in his hind legs. Trixie picked him up once again and flung him against one wooden supports in the back of the room. Sunburst’s lower back made contact, producing an audible crack. For a moment, Starlight wasn’t sure if it was the pillar or Sunburst’s back that had cracked, but the answer seemed apparent when another segment of the balcony began to give way. Sunburst opened his eyes briefly, then laid his head on the ground, resigned to his fate. He closed his eyes and almost smiled as the debris entombed him where he lay.

“Sunburst!” Starlight shouted. Without a moment’s hesitation, she galloped across the room. Even before the dust had settled, Starlight had lain down beside Sunburst’s resting place. Twilight and Spike followed into the dust cloud and found Starlight bawling beneath a heap of rubble. She looked up into Twilight’s face for a moment before returning her attention to the pile of debris. “Everything I did was because of Sunburst. Everything I’ve become was because of him. Everything I believe, everything I’ve accomplished, just everything!” Starlight lamented as Trixie approached. The cloaked mare glowered at the remains of the balcony before spitting on them.

“And here lies Sunburst, who was as much a coward in death as he was in life.” She replaced the hood on her cloak before turning to leave.

“What would you know of cowardice?!” shouted Starlight. “What are you without your Dark Magic? Without your drive for revenge? What do you stand for, really? Nothing! You’re just bitter and angry and stuck in the past! You—you—” Starlight’s gaze slowly shifted, a look of sudden realization on her face. “I—” With tears running down her face, Starlight finally met Twilight’s gaze. “I see so much of myself in her,” she whimpered. “And so much of her in myself.”

Twilight lay down next to Starlight and enveloped her barrel with a wing. “I’m sorry, Starlight. Truly, I am.”

“Twilight, we have to go back,” Starlight urged. “I can’t let this happen to Sunburst.”

Twilight smiled gently, but before she could reply, there was a noise behind them. Everypony including Trixie turned their heads to investigate. There was a second noise—wood falling onto the wooden floor. A dusty white hoof appeared from within the first pile of rubble. Trixie crossed the room and lifted the broken beams and planks from off the pile, revealing a battered, broken, and bleeding—but still breathing—Rarity.

Rarity opened her eyes and gasped. “Please, show mercy on me I beg of you!”

Trixie frowned, debating the mare’s fate. “Well, Trixie’s quarrel was with Sunburst and not with you. Perhaps King Sombra will allow me to spare you.”

“He will?”

“Yes,” she answered with a smirk. “Trixie is always in need of live test subjects and training dummies!”

Never before had Twilight seen such fear in Rarity’s eyes.





Dragonbane, still disguised as Imperial Topaz, bucked an Equestrian pegasus soldier against a nearby building. An earth pony charged at her with sword drawn, but Dragonbane reared up and crossed her forelegs, catching the sword with her armored shins. She batted the blade off to the side with her left leg, and punched the soldier in the neck with her right. While the pony reeled and gasped for air, Dragonbane turned and delivered a powerful buck to his chest, sending him flying into one of his comrades. Suddenly, something above her caught her eye. She looked up to notice a familiar blue-and-rainbow pegasus—Rainbow Dash. Dragonbane turned to the soldiers beside her. “Shoot down that pegasus!” she shouted. Rainbow turned and looked in her direction as the soldiers raised their crossbows. She touched her element and began to speak, but Dragonbane failed to hear her over the noise of battle.

The crystal ponies opened fire, but Rainbow evaded their barrage. She landed hard on the first soldier and kicked a second with a hind leg. She grabbed a third pony who was standing in the alley as cover and threw her at a forth pony. All the while, Dragonbane was working her way towards Rainbow. Once she had closed the distance, Rainbow moved to engage. A few steps into the alleyway, both ponies reared up, each stopping the other’s momentum. The pegasus was taken aback, however, at Dragonbane’s strength. The two grappled a moment longer before Dragonbane gained the upper hoof. She advanced a step with a hind leg, forcing Rainbow a step backwards. With another step, Rainbow lost her footing completely. Dragonbane seized the opportunity, bracing a hind leg just behind one of Rainbow’s. With another solid push, Rainbow tripped and fell to the ground, her shoulders pinned beneath Dragonbane’s front hooves. Dragonbane relished in her victory, lowering her helmeted head to within inches of Dash’s fearful face.

“Surprise!” shouted an angry but familiar voice. Dragonbane looked behind her to behold a short-haired pink pony with ire on her face. Pinkie pulled out her party cannon and fired, pummeling Dragonbane with a substantially-sized rock. Dragonbane tried to turn around, managing to turn halfway before the blow landed, knocking her onto her side. Applejack had been strong and resilient, and Dragonbane retained a good portion of that strength. In addition to her natural strength, her armor also helped mitigate the damage.

“‘Bout time you showed up!” said Rainbow.

“You said you had it under control!” Pinkie retorted as she helped Rainbow up.

“I did. That one was tougher than the rest. An officer, I think. Nice shot!”

Dragonbane kicked the boulder off of her hind leg with her front hooves, sending it rolling at Pinkie. With a single kick, Pinkie split the rock in twain before readying a slingshot. “You’re right. She is pretty tough,” Pinkie said. She grabbed a rock from the side pocket of her uniform and fired a shot at the crystal pony as she got to her hooves. The rock hit her on her side just below the armor, eliciting a sharp cry. Dragonbane turned and charged at Pinkie, but Rainbow intercepted her, tackling her from the side. The pair rolled once before Dragonbane kicked Rainbow off, sending Rainbow’s helmeted head into a brick wall. Rainbow’s helmet split down the middle with a resounding crack as she collapsed to the ground with a grunt, conscious but slow to recover. Meanwhile, Dragonbane completed her roll and landed in a low stance on all fours.

Another rock hit the disguised changeling, this time on the helmet. Her head jerked off to one side briefly before she began charging again. Before Pinkie could ready another shot, Dragonbane full-on tackled her. She put a hoof on Pinkie’s neck while she grasped at Dragonbane’s foreleg with both of her own. Pinkie strained more violently as the air in her lungs began to run out. She grew calm for a second before landing a double kick to Dragonbane’s gut.

The changeling lost her balance and nearly fell over as her vision began to blur. The blow had landed just below her belly chitin, one of a changeling’s most vulnerable areas. Though she teetered back and forth, she remained near Pinkie with her front hooves on either side of Pinkie’s head. She stared at the ground without really noticing its presence; she fought against the feeling of lightheadedness and the darkness encroaching on the edges of her vision. At last, the tunnel vision began to recede and her focus returned.

Pinkie gasped again, but not from lack of air; the look in her eyes spoke of horror and disbelief. “You’re a changeling?”

Dragonbane looked down at her hooves. Sure enough, her disguise had been compromised. My concentration must have broke when I almost blacked out, she thought to herself.

Dragonbane levitated Pinkie out from underneath her before throwing her up against a building on the other side of the alleyway. A moment later, Rainbow Dash landed on top of her, driving her to the ground. “Nopony hurts my friends!”

Dragonbane laughed heartily. “Why not? You wanna keep that honor for yourself? Like ya did with me?”

Rainbow Dash, standing atop the changeling, raised a hoof and lowered her head closer. “Applejack?”

“Dragonbane,” she corrected, struggling against the weight pinning her to the ground.

“Applejack, what did Chrysalis do to you?”

“She did the same thing to Applejack as I’m gonna do to Pinkie Pie over there. She killed her.”

Rainbow Dash grimaced. “No. I refuse to believe that. Applejack, if you can hear me, fight it! Whatever she did, fight it back!”

“You destroyed our friendship, Rainbow Dash!”

“And I’ve been haunted by the guilt of my decision ever since that day. Please, Applejack, listen to me. I’m still your friend!”

“You’re a liar!”

“You’re a changeling now! Don’t you sense anything between us?” she shouted as she flared her wings.

Rainbow’s words caught Dragonbane unprepared. In this moment of weakness, Applejack mustered all her willpower, forming a single sentence: “Rainbow Dash, I’m sorry.”

Dragonbane gasped. Her grip was slipping. She was going to have to act fast. She shook her head and spoke again. “Well I ain’t. You’re gonna lose another friend by the time I’m through with Pinkie.” She leveled her horn at Pinkie, who was lying next to the building, hardly moving.

“No!” Rainbow shouted. She placed a hoof under the changeling’s neck and lifted, sending a bolt of green energy skyward. “Applejack, I’m sorry I left you on the train station!”

“And I’m sorry for Cheerilee!” Applejack answered.

“You—you don’t have to be, Applejack. I’m the one who put you in that position.”

“You’re darn right about that one, missy,” Dragonbane replied, lowering her head for another attack.

“Applejack, fight it!”

“I’m trying!” she said. The three fought for control of the changeling’s head, causing it to thrash about unpredictably and violently. “She’s—she’s too strong! The Queen bit me a second time; Dragonbane’s stronger now! Ugh!”

“Comin’ from her, you know that the truth,” said Dragonbane.

The three struggled a few more seconds while a blast of green energy nailed the wall beside Pinkie Pie. All at once, Applejack realized the choice she would have to accept.

“Rainbow Dash? I really hate to ask you to do this. I honestly wish that there was another way!”

“What is it, AJ?”

“I need you to—to kill me.”

“WHAT!?!?”

“Kill me!”

“Applejack, no!”

“Pinkie’s going to die then,” Dragonbane said gleefully. Her horn lowered a couple inches.

“Fight it, Applejack!” Rainbow pleaded. “Fight it!”

“I’m barely holdin’ on! I’m telling you, it’s me or Pinkie!” said an increasingly panicked Applejack. “Ya gotta do it!”

Rainbow Dash glanced back at her cutie mark. “You have no idea the promise you’re asking me to break. I swore over Fluttershy’s grave I would never deliberately let a friend die!”

“Then do it for Pinkie!” A second later, Dragonbane fired another blast just above Pinkie, forcing Rainbow to brace a hoof in front of her horn and pull her head up. “Hurry!” cried Applejack. “Before you lose both of us!”

“I refuse to accept that this is our only option! Applejack, when you became a changeling, what part of you became a changeling first?”

“I ain’t gonna tell you!” said Dragonbane.

“Applejack, you have to!”

“It—it was the—the horn,” Applejack finally managed.

“The horn,” Rainbow repeated with a sigh. “I hope this works,” she said. Rainbow grabbed the horn with her mouth and put one hoof on the back of the changeling’s head. With her other hoof on Dragonbane’s forehead, Rainbow bit down as hard as she could and threw her neck backwards.

Rainbow heard a sickening, crackling crunch. The changeling roared in agony, and Rainbow felt her go limp a moment later. She turned her head and spit the horn out of her mouth. As she stared down at the broken horn, she suddenly felt weak. Overwhelmed by the act, Rainbow dropped the unconscious changeling and stumbled backwards against a wall, collapsing to the ground with a sigh.

Rainbow felt something warm on her face, and wiped it away without really thinking. She examined her hoof, only to discover that it was covered in green blood. She wiped her hoof on the ground before spitting onto her hoof and wiping more of the blood from her face. 

Rainbow hadn't quite recovered from the act when a trio of soldiers found her. “General, are you hurt?” asked a pegasus.

“Just give me a moment.”

“What’s with the changeling?” asked an earth pony, poking her with his sword.

“Don’t hurt her!” Rainbow blurted, suddenly finding her strength. “Get Pinkie Pie, get some other ponies, and help me get the changeling out of town. Once we’re in a safe location, we’ll call Spitfire and request a medical airlift. Hurry!” She got back up and walked back to the changeling.

“Yes, ma’am!” The pegasus rushed over towards Pinkie Pie and opened her canteen. She laid Pinkie out on her back and splashed some water on her face. Rainbow put the changeling on her back and looked over at Pinkie Pie just as she revived. A small band of ponies had now formed around her, their focus drawn to the Green Changeling.

“Everypony, follow me,” Rainbow ordered.





Bon Bon and her soldiers moved among the side streets with caution. They knew all too well that once they were spotted, stealth would no longer be on their side. So far, they had been successful in navigating their way through town, but they would soon be entering enemy territory. They had to get to the town hall without being spotted.

The pegasus in front of the group whistled sharply, sending the group’s members scrambling for cover. In the street in front of them, a force of crystal ponies two or three times their size galloped by. Once the threat passed, the force came out of hiding.

“Bon Bon, ma’am,” said a unicorn near the front, “those soldiers are heading towards the center of town. We could hit them from behind.”

Bon Bon shook her head. “There’s too many. We need to reach Sunburst and Rarity’s last known location ASAP. We’ll cross this road and then turn towards the town hall.”

The group crossed the street at once before advancing through the alley. One turn later, they ran into a dead end. “Ok everypony, back out again,” Bon Bon ordered.

A pony at the rear of the group let out a whistle. Bon Bon looked around, but cover in this alleyway was scant.

“There’s no way out!” whispered a unicorn.

“We’re boxed in!” seconded an earth pony.

A voice behind them rang out. “Freeze! Nopony move! Lower your weapons at once!”

Bon Bon pointed her spear in the direction of the voices. “Hold your ground everypony! Nopony surrenders! We’ll take as many of the enemy with us as we can!” The ponies took cover as best they could and waited for the enemy to come around the corner. The sound of many trotting hooves resounded ominously all around them. When they got their first glance of the enemy, Bon Bon gasped. None of the soldiers had crystal armor on. Sombra must have corrupted some of the townsfolk.

Some of the other New Equestrian soldiers noticed as well. “What are your orders, Ma’am?” a unicorn stallion asked.

Bon Bon sighed. “These ponies are innocent. Lay down your weapons. We’re not going to hurt them.”





“Hurry! In here!” Rainbow Dash trotted into a cave a short distance outside of town on a lightly wooded road, an unconscious changeling on her back. A pair of unicorns and three earth ponies followed them in. Last of all, Pinkie Pie entered the cave.

Rainbow laid the changeling on the ground on her back, propping her head up against the side of the cavern. The unicorns provided light enough to see in the cave while the earth ponies secured the chamber they were in. Rainbow leaned over the changeling, placing the side of her own head on her chest. To her relief, the changeling was still breathing. Pinkie Pie put a hoof on the changeling's neck a moment later. “She’s still hanging in there,” Pinkie said.

“Course she is. It’s just a horn.”

“But a horn is such an essential part of a unicorn. And it’s attached directly to the skull. I was just wondering…”

“You’re right. She needs help. More help than we can give her.” Rainbow brushed a hoof against the side of the changeling’s head. “We need to call for help.” Rainbow pressed her hoof against Loyalty. “Rainbow to Spitfire, can you hear me?”

A moment passed before a reply came. “Loud and clear, Rainbow. Go ahead.”

“I need a medical airlift ASAP. We’re located in a cave just north of town along the road. I have a pair of unicorns with me. We’ll give you a flare when you’re in position to perform the airlift.”

“Understood, Rainbow. We’re on our way.”

“Can you hear me, Applejack? Didja hear that?” Pinkie asked. “You’re going home. You’re finally going home!” Pinkie blinked rapidly as tears came to her eyes, the realization finally sinking in that her friend was back. “Home, Applejack! Home! Our friends and families—they’ve really missed you!” Pinkie began rocking the changeling’s head back and forth with her right hoof as she held a black, chitinous hoof with her left.

The changeling groaned and turned her head off to one side. Her breaths became faster and shorter. Her head rolled from side to side in Pinkie’s grasp. She intensified her thrashing, culminating in a deafening roar of excruciating pain which reverberated throughout the cave. Her body contorted as her hooves shot up to her head and her teeth grit. Her green eyes opened and her focus darted around the room.

“Well, looks like she’s awake,” Pinkie Pie said.

“Yeah, along with anything else in this cave,” added Rainbow Dash.

“Applejack, it’s ok! Lie still!” Pinkie urged. “Soldier,” she called, pointing at an earth pony, “give me your sword.” The pony did as instructed, and Pinkie cut a bit of thick cloth off of her uniform. “AJ, open your mouth. I’ve got something that might help.”

“It’s like—somepony—done drove a railroad spike—into my head!” she said with another shout. Pinkie stuck the cloth into Applejack’s mouth.

“Now bite down.” Applejack did as instructed.

“Hah’s this gunna helk?”

“It probably won’t help the pain very much, but it’ll keep you from gnashing your teeth to bits.”

“Applejack—that’s your name, right?” asked Rainbow.

“I—I reckon i’ iz,” the changeling replied.

“You’re not Dragonbane anymore?”

“I—I don’—hink zo.”

A low roar bellowed somewhere within the cave, echoing into the main chamber. The ponies in the cave exchanged frightened glances.

“Close ranks! Don’t let whatever it is get to Applejack!” The ponies immediately acted on this order. Before one of the earth ponies could reach the rest of the group, a bear pounced out from a tertiary cavern and grabbed her. Pinkie Pie fired her rechristened rock cannon, jarring the bear’s head off to one side. The bear turned and roared before charging at the pink pony. Pinkie Pie charged as well. She dropped to her side at the last second, sliding through the bear’s clutches unharmed.

A unicorn blasted a beam of magic at the bear, but after a brief hit on the bear’s head, it blocked the magic with its paw. Holding its paw in front of itself, the bear closed to melee range, dispatching the unicorn with a swipe from its other paw.

An earth pony stallion helped Pinkie to her hooves. The two charged and delivered a pair of kicks to the bear, knocking it on its side. The bear caught the stallion and bit him on the back of the neck just below the helmet. Pinkie stomped on the bear’s chest, causing it to reflexively drop the stallion and target her instead. With a single swing of its giant paw, the bear slashed Pinkie’s face and neck, causing her to reel backwards while shouting in pain. Rainbow swept in and grabbed Pinkie a moment before a second blow landed.

Rainbow hovered in front of the bear as it got back to its paws. “Leave my friends alone!” she ordered before delivering a buck to the bear’s face. As Rainbow maneuvered to get behind the bear, it reared up and swung a paw at her, striking one of her unarmored wings. Rainbow spun out of control and skidded along the ground. She came to rest when the top of her head hit the wall of the cave. She shook her head and looked up to see the bear charging at her. Preparing to defend herself, Rainbow tucked her hind legs in, readying for a kick. When the bear was close enough, Rainbow kicked as hard as she could. The bear had expected this and had opened its mouth to catch the blow between its jaws. When the bear bit down, Rainbow roared in pain. She tore one leg free of the bear’s toothed grip as it placed a paw on her opposite thigh, its claws digging through the cloth of her combat suit.

Twilight, anticipating the bear’s next move, covered Spike’s eyes with her hooves while simultaneously pointing her ears backwards. Just as the bear began to jerk its neck, Twilight squinted her eyes shut. Fleshy sounds entirely new to her ears accompanied Rainbow’s bellows of agony.

“Bella, no!” shouted a female voice from out of the shadows. “Drop it!” the voice cried, loud and stern, but monotone. Twilight cautiously opened her eyes to see the bear return to the shadows. “Bad girl! Bad girl!”

“Um, Twilight?” said Spike. “If I didn’t know better, I’d have sworn that was you talking.”

“Spike, that doesn’t sound a thing like me! She sounds more like—”

Pinkie gasped. “Maud! Is that you?”

The voice’s owner stepped forth, her foot falls producing a quadruped gait on the stone floor. Rainbow tried to sit up, but only managed to trigger more cries of agony. Pinkie rushed over to Rainbow’s side. “P—Pinkie! Your—face!” she eked out through the pain.

“Rainbow, your leg!” Pinkie replied.

“Who are you?” asked the injured unicorn mare.

“My name is Twilight Sparkle,” the voice replied.

“What!?” shouted the three from the present. Sure enough, a lavender unicorn mare stepped into the light created by the other unicorn’s horn.

“So no Maud,” Pinkie lamented as she reached into a pocket on her uniform and produced Boulder.

“You’ve—still got—me,” Dash reminded.

“Not for long,” alternate Twilight said, trotting over to the pair. Princess Twilight shielded her view of Rainbow Dash with one of her wings. Alternate Twilight leaned down and pointed at Rainbow’s leg. “You’ll notice the complete severance of the popliteal artery. She’ll bleed out within minutes.”

Pinkie motioned for a sword. “Then help me make a tourniquet.”

Twilight shook her head. “That won’t be good enough. There’s only one other option at this point. I’m afraid it’s not pretty.” Twilight turned and looked into the distant darkness. “Spike, Shard, Sidi, I need you three out here,” she said, raising her voice, yet keeping a flat tone.

Before long, three dragons appeared. They shrank back at the horrors that were waiting for them in the cave.

“Girls!” Pinkie called. “Hurry! Come quick! Rainbow’s bleeding out!”

“Pinkie Pie!?” shouted Sidi.

“Rainbow Dash?” asked Spike.

“She’s—bleeding out?” asked Shard, wringing her claws.

“Hurry!” Pinkie repeated. “Rainbow needs you!”

Twilight addressed Pinkie. “So then you already know what we need to do?”

“No. But I learned a long time ago to trust others if they know what they’re doing. You ever heard of parasprites? Well, there was this one time—”

“Pinkie—” Rainbow protested.

“Pinkie Pie is right,” Shard said. “Sometimes, trusting someone who has more of the picture than you is important even if you don’t know what their ends are. Come on, you two. Let’s go help Rainbow Dash.”

“What?” shouted Sidi. “Shard, what are you doing?”

“We’ve already turned our backs on them!” seconded Spike.

“But you know they didn’t turn their backs on us, Sidi! You saw how distraught Sunburst was over losing Spike and Applejack. Did that mean nothing to you when you ran away? And Spike, when Sunburst pleaded with you to forgive him, you didn’t even give him a chance! And for what? To live the life the rest of your life a homeless misfit? You know you don’t have what it takes to be like other dragons. None of us do! We turned away from that path! We don’t belong here, and we don’t belong with the other dragons. We belong safe at home. With Rarity, Sweetie Belle, and Sunburst.”

“Actually, Sunburst and Rarity were ambushed trying to retake Fillydelphia,” Pinkie revealed. A look of horror froze on Shard’s face. “We—lost contact with them.”

“Do you think they’re…” Pinkie replied by removing her helmet. Shard hung her head. “Well, with just Sweetie Belle then. She’s going to need us now more than ever.”

“I don’t know,” said Spike.

“Spike,” Pinkie called, “Rainbow is the Spirit of the Element of Loyalty! If you were mad for being betrayed, she seems like the perfect pony to help!”

“Dying here,” Rainbow interjected.

“Oh, fine,” said Sidi.

“I need Spike first, then Shard,” said alternate Twilight. “Give me a second; my magic is unstable. I need to center myself. Any emotion at all and I’ll accidentally bring the whole cave down on top of us.”

Alternate Spike approached Rainbow’s leg. “Oh my gosh! Her leg! It’s completely—ugh.” Spike turned around and gagged.

“Ok then, Plan B,” said Twilight. “Sidi, I need you to give me a really hot rock. As hot as you can without melting it.” As she spoke, she reached out with her magic and pinned Rainbow to the ground by all six limbs, her abdomen, her tail, and her head.

“Wait,” said Pinkie. “Let me hold her hoof.” Twilight nodded and moved one purple aura from Rainbow’s hoof to a position above her knee. Pinkie grasped Rainbow’s front hoof with both of her own. “It’s going to be ok, Dashie.”

Rainbow turned her head before speaking. “Pinkie—if I don’t get back—tell Scootaloo—”

“Dashie, no! You’re gonna be fine, you’ll see!”

“Tell her—I was gonna—go through the paperwork—to adopt her—as a little sister.”

“No, Dashie. You’ll be able to tell her yourself.”

“But if I don’t—Please, Pinkie. Promise?”

“I promise.”

Rainbow smiled. “Cross your heart—hope to fly—stick—stick a—cup—cupcake—in—”

“No, Dashie, hold on! We’re losing her!”

“Here you go, Twilight,” said Sidi. Twilight levitated the white-hot rock in her grip.

“I’m not going to lie. This is going to hurt. A lot.”

“Hurt? No. Soon—I won’t hurt—never again.—I see—light—and—Fluttershy?”

“Dashie, hang on!”

Twilight the unicorn lowered the rock, prompting Princess Twilight to shut her eyes again, assuming that the other Twilight was cauterizing the wound. Her suspicions were confirmed when she heard searing flesh and Rainbow’s resumed screaming. Her weakened screams soon dwindled into mere groans until at last the mare passed into unconsciousness.

“Shard,” Twilight called. “Close your eyes and get ready to use your ice breath.” Twilight opened an eye to see the dragon levitating over Rainbow. “Now,” the unicorn instructed. Princess Twilight heard the sound of rushing wind as Shard exhaled. 

“Spitfire to Rainbow Dash, we are in position.” Pinkie raised her ears as she put a hoof over her element.

“Pinkie Pie here. General Rainbow Dash is down. She’s in critical condition. I’m sending a unicorn outside to send up a flare,” she said as she nodded to the unicorn stallion.

“Copy that, Lieutenant Pinkie. We’re coming on the double.”

“Help me get Rainbow and Applejack outside,” Pinkie Pie ordered.

“You heard Pinkie Pie,” Shard seconded.

“Where are we going from here?” asked Sidi.

“Me? I’m going home,” came the reply. “And I’d advise you two to do the same.”

Sidi and Spike exchanged glances before walking over to help Applejack out of the cave.





For one final time, Starlight, Twilight, and Spike saw a flash of white light. They found themselves back in Zecora’s hut where they had started several hours ago. The fire underneath the caldron used for the potion had been reduced to a pile of hot coals. Outside, evening bathed the sky in an array of purple and navy.

Overwhelmed by a powerful sense of remorse, Starlight threw herself down in front of Twilight and began apologizing. “Twilight, I’m so sorry. I’m sorry for everything. Nopony should have to live in a world like that one! I—I just wanted—I just wanted a friend! When Sunburst left me I was—I was devastated!” Twilight picked Starlight up and hugged her. “But I never wanted him to die!”

“You were just hurting, Starlight, and you were trying to cope as best you knew how. You had no way of knowing that disrupting the Rainboom would have led to all this. I mean, as far as I know, Rainbow and Sunburst never even met. Yet now, one of them is dying and the other is dead.” Starlight began crying harder, and Twilight soon felt Starlight’s tears on the back of her neck. “Starlight, you said you wanted a friend?”

“Yes!” Starlight cried out. “More than anything, I just want to have friends! I thought I was doing the right thing when I made my villagers all equal. I truly didn’t want them to have to suffer the pain I felt when I was a filly. Even more, I thought they would view me as a friend! But then you came in and, from my point of view, turned them all against me just like that!”

“While your intentions were in the right place, Starlight, what you were doing wasn’t right. I’m genuinely sorry for everything that happened to you in the past.”

“And I’m sorry you had to do and see all this! I’m sorry I took so long to come around. I’m sorry I tried to ruin the life of the one pony who ever truly tried to be my friend!”

“But you have a friend, Starlight. You have a friend right here.”

“Thank you, Twilight,” she said as she dropped back to her hooves.

“Come on, Starlight,” Twilight said. “Let’s go watch the Rainboom.”





Starlight and Twilight had just cast a spell together to fix the table in Twilight’s throne room, Starlight, Spike, and the six Elements were now watching the map as three balloons and three diamonds glided across Equestria, finally coming to rest over Equestria’s capital.

Rarity gasped with excitement. “Canterlot! This is wonderful! I can check the boutique—Perhaps there will be some social events we can attend! I’ll have to make extra outfits! What will I wear?”

“You know,” Pinkie replied, “some ponies get excited about the silliest things.”

Rarity ignored the comment. “Pinkie Pie, pack your things. I want to leave as soon as possible.”

“Just a minute, Rarity,” Twilight said. “While we’re all here, and now that we’ve fixed the map, Starlight has some unfinished business to attend to.”

“She does?” asked Fluttershy. “But I thought we already forgave her.”

“Forgiveness may help Starlight, Fluttershy, but when Starlight stopped Rainbow Dash from performing her first Sonic Rainboom those eight times, she created eight alternate universes. All of them were absolutely terrible places to live.”

“Let me guess. You’re making her fix them all?” asked Rainbow Dash. Twilight nodded. “But why? It’s not even like she lives there.”

“Maybe not, but there are thousands of ponies across multiple timelines who are suffering. You see, they’re not just alternate universes; they’re alternate realities. Just because we don’t live there, that doesn’t make them any less real. Starlight created them; now she has to fix them.”

“Oh my goodness. That’s just awful!” Fluttershy lamented. “All those poor innocent ponies…”

“Consider it community service,” Starlight offered.

“I’ve been planning to send her back ever since we got back to the castle, but it wasn’t until just now that we’ve been able to use the map again.” 

“Well when you put it like that, I reckon it makes a bit more sense than it did before,” Applejack concluded.

Twilight turned to her pupil. “Are you ready to go now, Starlight?”

“I’ve got three days’ worth of food and water right here in my saddlebags. I’ve also got a compass, a map, a knife, some flint—” she said, levitating the items out one at a time, “—oh! And my magic journal.” She produced from her bag a book with her cutie mark on the cover.

“Great! Don’t lose that, Starlight. It’s our only means of communication with you, and by extension, the world you’ll be entering.” Twilight levitated a similar book with her own cutie mark from behind her throne. “I’ve taken the time to document the fallen realities you’ve created and prioritize them by order of importance. Almost all of the worlds are at risk, but some are more stable than others. You’ll be entering the world I showed you with the potion we drank.”

“The three-faction war timeline?”

“That’s right.” Twilight replied. Starlight glanced uneasily at the map. “You’re worried, aren’t you?” Twilight asked in a softer tone.

Starlight sighed. “This is such a big task, Twilight. I’m not sure I’m up to it.”

“You won’t be going it alone, Starlight. In each world you enter, you’ll make friends. They’ll help you make each of their respective worlds right again. I want to hear about your progress, Starlight. Don’t forget to send me your friendship reports.”

“Friendship reports. Right.”

“Are you ready now?”

“As ready as I’ll ever be,” Starlight sighed.

“Ok, girls, let’s open a portal for Starlight.” One by one, the cutie marks on the tops of the thrones activated, each radiating brilliant light. Once all six activated, a familiar portal opened above the map. Starlight then levitated herself up to the portal.

“Be safe now, y’hear?”

“Go bust some flank!”

“Please, be careful Starlight.”

“Bon voyage, darling!”

“Don’t forget to write!”

“Good luck, Starlight! Don’t forget to make some friends!”

Starlight smiled and waved at the six before reaching up into the portal. A moment later, she was sucked in, causing a tremendous flash of light. When the light dissipated, the portal was gone, and Starlight along with it.

“Well, that’s that,” Twilight said. “It’s out of our hooves now. We have to trust that Starlight can set that world back on track.”

“Now can we leave for Canterlot?” asked Rarity as she stood up on her throne.

From a sitting position, Pinkie bounded out of her chair. “C’mon, Rarity! Let’s go!”

“Well, um, I guess I’ll be going back to my cottage now,” Fluttershy said.

"I've got Wonderbolt practice," Rainbow said.

“Think I’ll go surprise my little sister when she gets out of school. See ya later, Twi!”

As Applejack trotted off, Twilight levitated her magic journal and placed it on top of the table. She opened it to the blank first page before leaning forward onto the table and resting her head on her hooves. “What’s the matter, Twilight?” asked Spike.

“I just can’t help but wonder if this is the right thing to do. Sure, I’m a Princess now, but this is the biggest act of judgement I’ve ever passed on one of my subjects. What if I’ve given out the wrong punishment?”

“Starlight’s going to make friends, right? And she’s going to fix those bad timelines, right?” Twilight nodded her head both times. “Then it seems to me like everyone wins!”

“I don’t know. I just get this sinking feeling that she isn’t ready…” she said as she stared down at the blank pages before her.




The End of History Lesson…


Book One in the “History” Series.

Stay Tuned for a Special Announcement concerning Book Two:

History Reimagined

> Extra: Restored Content
> --------------------------------------------------------------------------



Music is a big deal to me, and I wanted to include a musical number somewhere in the story. I decided that I would parody Twilight's "I Have To Find a Way" song from the S3 finale, but with Rainbow Dash instead. I went as far as writing the song out, setting it in the middle of Chapter 4. However, I felt that would be too ambitious, so I did a full edit of the scene and removed the song. The text in between Rainbow's singing is exactly the same as in the chapter, so if you want to jump through all of Rainbow's lines, I've provided an instrumental version of the song.








I Have to Find a Way


Twilight, Starlight, and Spike found themselves following Rainbow Dash as she made her way around the outside of the hotel. She glanced into one window, and what she saw made her stop and hover in place. After a pause, she drew closer, bringing into focus Rarity, sobbing into her bed. A small white hoof and a cool blue dragon’s claw had been placed by their respective owners on each of Rarity’s front hooves, but her sisters did little to assuage her sorrows. Shard began speaking, but her speech was silenced by the closed window in front of Rainbow Dash. Rarity raised her head and stared into the dragon’s face, her eyes bloodshot and the corners of her mouth turned downward. Her lips moved silently as she embraced Shard and Sweetie Belle, only to begin crying anew and wailing something unintelligible.

Rainbow sighed and placed her hoof on the windowsill and sighed, then began singing.

“I have to find a way
To make this all ok.
I didn’t think this small mistake
Could have caused so much heartache.
Oh, why? Oh why-y-y?”

Rainbow moved on to a second window and peered in at Cheerilee, who was lying on her bed with a box of tissues on one side of her, and a photo album on the other. Likely, it was one of the few things she had been able to recover from her home.

“Losing friendships.
I don’t know what to do
Seeking answers.
I fear I won’t be there for you.”

Cheerilee turned a page in her photo album, gasped, closed her eyes, and fumbled for another tissue. Rainbow continued along the side of the hotel to the next window where she saw Pinkie Pie with her hair completely straight. Though she sat at a table in front of a plate of food, she looked completely disinterested. Her parents and sisters had apparently long since left the table, save Marble, who remained silently at her side with a look of concern on her face.

“There is no way that this is right.
This isn’t how it’s meant to be.
And now I see it in my flight
That all your pain is caused by me.”

Marble finally spoke up, which made Pinkie turn her head slightly. A moment later, Pinkie’s gaze returned to her plate. In the third room Rainbow saw Sunburst holding Apple Bloom over his shoulder as he talked with Big Mac and Granny Smith. Poor Apple Bloom was crying uncontrollably. Rainbow pressed her hooves against the window drew a labored breath. 

“Oh why? Oh why-y-y?
Oh why? Oh why-y-y?”

Granny and Big Mac gasped and exchanged glances. Rainbow couldn’t bear to watch the Apples break down.  She grimaced and forced herself to look away while closing her tear-filled eyes. “Oh, Celestia. What have I done?”







Bon Bon's acceptance speech for her Element included a bit of exposition regarding changelings. I originally had that speech written to contain two or three times as much information, but decided it made the scene drag. This deletion had the unintended consequence of creating a plot hole with Dragonbane's out-of-nowhere promotion to a leadership position, which I noticed recently. Some of this material overlaps with already-established canon for how changelings work in my fanfic, while some of it explores new territory. So, whether you're a lore lover or a Cinema Sinner, here's the rest of the info dump.




Changeling Lore


“Changelings repopulate by two ways: reproduction and assimilation,” Bon Bon continued. “Reproduction is fairly straightforward; a changeling monarch abducts, entices, or rarely and more ethically, genuinely falls in love with an individual of a different species and opposite sex. Five to six months later, the female, whether changeling or not, lays an enormous amount of eggs. Two more months, and the eggs hatch into changeling larvae, which will spin a cocoon at age five and emerge as tiny versions of adult changelings a few weeks later. This short maturation period comes as a tradeoff, however; the life expectancy of an adult changeling is only thirty years, not including time spent as a larva. So, changeling monarchs often resort to assimilation.

“Assimilation occurs when the changeling monarch uses their fangs to pierce the skin of a member of another species. Within moments, venom glands on the roof of the mouth dump their contents into the victim’s bloodstream, and the victim rapidly transforms into a changeling. The primary benefit of assimilation is longevity. The victim retains many of their original physical traits. More often than not, assimilated changelings possess longer lifespans. Because of this, assimilated changelings are given leadership positions more often than their non-assimilated brothers and sisters. I myself am an assimilated earth pony.”







This next scene was written in whole, deliberated over, and cut completely. Originally, this scene was going to go into Chapter 8, but I felt it made History Lesson unnecessarily dark and brought little or nothing to the table in terms of advancing the main plot. Those of you who were wary of the "Dark" tag going into my story, be advised, as this is the darkest material published under this title. I might take this opportunity to say again that this scene is not canon to History Lesson.




Losing her Marbles


Pinkie Pie’s hooves clacked against the metal ladder as she ascended. She carefully yet urgently felt her way up, guided only by the insufficient light provided by the small window in the roof access hatch. At last, she reached the top and opened the hatch, but not before noting the already-flipped latch. She squinted as light from outside flooded her vision. As her eyes adjusted, she climbed up onto the roof of the high-rise. She took a breath and called out to the mare sitting at the edge of a precarious drop. “Marble!”

Pinkie’s sister whirled around with a start. “Pinkie! I—I told you not to follow me!”

“Marble, don’t do this! Please! I understand what you’re going through; let me help!” Pinkie slowly began making her way towards her sister.

“I can’t go on like this!” she shouted, the wind whipping through her unkempt mane. “Not after what happened to Maud.”

“You can’t do this to Mom and Dad! You’d be another Maud to them!”

“Pinkie, stop!” she ordered. “Don’t come any closer!” Pinkie froze mid-stride, then returned her hoof to the ground. “I can’t live without her! What they did to her—nopony should go out like that. It’s—it’s horrible!”

“I know,” Pinkie said as the wind blew through her short hair, howling all around her. She paused and sighed, continuing on with a much more tender tone. “Marble? Will you let me come out there with you?” Marble took a step backwards. “I—I want to give you one last hug before you—you know—”

“Jump,” Marble finished. Pinkie’s sad blue eyes were too much for Marble. She lowered her head and lifted a hoof, dragging the leading edge back and forth along the top of the building.

“Oh, Marble!” Pinkie ran to embrace her sister, sobbing as she drew near. She slowed as she closed the distance, and noticed streams of tears on her sister’s face. “Marble…”

Marble threw her forelegs around Pinkie and each cried on the shoulder of the other. Several long moments passed before Marble drew out of the embrace and looked her twin in the face. “I hope you won’t miss me too much.”

Pinkie caught one of Marble’s hooves as she tried to go down to all fours. “Marble? Will—will you let me jump with you?” Marble was taken aback by the unexpected request. “You can’t live without Maud, but I’ve never lived without you. We were born together, we grew up together, lived together… now, we die together.”

Marble lowered her head. “Pinkie, I—I don’t know—”

“Why? Why shouldn’t I jump? Any reason you would use against me, I could use against you.”

Marble contemplated her sister’s request a moment, finally raising her head to meet her sister’s gaze. “Y—you really want to?” Pinkie Pie nodded. “O—Ok. Just—just don’t try anything. I’ll know if you’re trying to trick me.”

“Right. Marble Sense.”

And I’ll know if you’re about to fall, she thought. Pinkie Sense.

The two held hooves as they looked over the edge at the ground far below. “Ok,” Marble said with shaky voice. “One.”

No Pinkie Sense yet.

“Two.”

Twitchy tail! Grab her!

Marble involuntarily wretched her hoof away from Pinkie and stumbled a few steps away from her. She stared at her hoof, then at her sister in disbelief. “Pinkamena Diane Pie! Wh—Why! You didn’t mean it, did you? I thought I could trust you!” she shouted through her tears. “I thought you were different!”

“I am, Marble, look at me! Look at what I’ve become!” she shouted, pulling at her short, straight hair. “How am I, of all ponies, supposed to be the Element of Laughter? Marble you can’t. Do. This! Not to our parents, and not to me!”

“You betrayed me!” Marble shouted. “You came to me telling me how you understood! How that you felt what I was going through! You’re just like all the rest! You don’t know! You don’t even care!” Pinkie lunged, but Marble jumped before she could reach her.

“Marble, no!”

Suddenly weaker than she had ever felt, Pinkie collapsed and began to weep. 

Pinkie doubled over at the feeling of nausea that overtook her; she clutched at her chest as a deep pain stabbed at her chest. She heard the whoosh of a pegasus she knew to be Rainbow Dash, whom she had instructed to remain on the ground “just in case.” Marble would be safe, but right now she didn’t even care. Marble would never trust her again. She’d probably be placed in some mental ward and put on suicide watch. Effectively, Marble was now dead to her. Just as dead as Maud.







And that wraps up History Lesson! Hope you guys enjoyed. I'd love to hear feedback in the comments down below. Three easy ways you can make an author happy: upvote, follow, and comment. Stick around for the sequel, History Reimagined!

EDIT: It's here.
https://www.fimfiction.net/story/349059/history-reimagined