Never Fall Down

by Lemmers

First published

The mane six have beaten great foes before, but will this one finally be their end?

Woeble is not a sad and lonely princess, warped and tormented by her grief and frustration.

He is not an all powerful demi-god of chaos bent on shaping the world to his will.

Woeble has only one thing on his mind, obtaining the Elements of Harmony for his own purpose. So why is he targeting the mane six on such a personal level? What does he hope to accomplish? What dark plans does he have in store for our intrepid pony saviors?

And most importantly, have our six heroes finally met their match?

Rated Teen for Weird Stuff. Written on a whim... will update at random.

Prologue - The Night Before and Morning After

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Never Fall Down

Prologue - The Night Before and Morning After


The city of Ponyville slept silently, and was wholly unaware of the drifting wall of fog that crept ponderously over the countryside, swallowing each and every building one by one. The whole scene was strangely evocative for Woeble, and it reminded him of the time he sank the gilded city of Equantis beneath the red sands. He had watched that time too, gazing down on the tragedy with the same expression he wore now. It had happened second by second, until the very last spire of the very tallest tower of the Grand Pony’s gilded palace ceased to be seen. The most magnificent sight in all of the red sea, and now there was nopony who even remembered it had existed.

How long ago had that been? Twelve centuries? Twenty?

Woeble was an old being, older than Equestria itself, older even than the forgotten lands beyond the borders of the tiny pony kingdom. He had existed long before this world, and would continue to exist long after. It was a lonely existence, but one he reveled in, as every second he lived made him stronger, smarter, and more powerful than he was before. That was the way of this world.

He ran one of his claws along the porcelain white shell that masked his countenance, tearing a deep, fibrous gouge along the surface. Woeble’s very lifeblood, black as sin, trickled from the open wound.

“Come out Wobble,” he called in his high, childish voice.

The night air was crisp and cold, and a sheer wind tore across the sky. Woeble’s cloak billowed furiously about his person before the clasp tore in half, and the inky black fabric darted off into the night. This was no doubt the doing of his unseen escort.

In his entirety, Woeble was no formidable sight. He was small and unimposing, and his entire body seemed to be stitched together from threadbare brown rags. His limbs were little more than sacks attached to his undersized torso by thick strings the color and consistency of black licorice. His head was far too large, and his face was covered in a thick porcelain shell, fused to his skull by a fleshy, pulsating scar tissue.

The shell was a brilliant shade of white, and was unmarred aside from the wound that Woeble had inflicted on himself. Even now the wound was healing – no – not healing, it was simply sealing shut. Somewhere under that shell the wound was still blistering with pain.

The blood which had spilled from the lesion swam around the surface of what served as Woeble’s face, as though desperately searching for a way out. It circled the edges tentatively before finally pooling in the center where it swirled with anticipation. The blood fragmented, stretched and distorted, creating in the process the smiling visage of a comedy mask.

“How appropriate.”

The voice which spoke was not Woeble’s. No… this voice was mature and feminine, hauntingly beautiful in a way, and yet it echoed with a coldness that felt void of anything resembling real emotion.

“Must you always have your two bits?” Woeble questioned, his tiny ragged body fluttering in the breeze.

His feet stood firmly on thin air, giving him quite the show from his perch high in the night sky.

The voiced echoed again, “It's only fun that way.”

“Fun,” Woeble spat, his mock expression contorting into one of disgust, “I hate fun.”

“You hate everything,” retorted Wobble.

Woeble’s ‘face’ frowned, “Untrue, my dear,” he said, “I love you… as I always have.”

The doll-like creature held out one of his clawed stumps, contorting the violent looking talons as though they were long, skeletal fingers. He extended what served as the index digit and stroked the air gently, as though he were petting the underside of a kitten’s chin. His grim expression had warped into one of joy or bliss, and the hollow voice cooed innocently.

“Are you going to raze the pony city dear?” Wobble asked with a distinctive eagerness.

Woeble mused, “Hmm… not yet, no.”

“Any particular reason?” she hissed.

A chuckle echoed from beneath the porcelain mask, “I seek only the Elements my dear Wobble,” said Woeble, “for with the magic of harmony at my disposal, we will be able to move our plans up by at least a millennium.”

The voice gasped in delight, “Such power!”

The blood on Woeble’s mask swirled in anticipation, “It is indeed.”


Rainbow Dash, who had long since made her home in Ponyville, couldn’t have possibly been more irritated than she was at the current moment. Somehow, a massive fog cloud had rolled its way into town, covering even her quaint little home in the clouds with a thick layer of mist. As a Pegasus, Rainbow Dash was more than capable of walking on all forms of cloud matter, which was why fog was perhaps her number one most hated variety of weather.

Not only could you not see where you were going, but the thick vapor slowed you down to a crawl, and there was nothing that Rainbow hated more than taking things slowly. The pony waved her hoof about violently, clearing out a large patch of the fog so that she could see around her own den.

“What the hay?” she exclaimed in her usual boyish rasp, “there wasn’t supposed to be a fog cloud in town until next spring.”

As a high-ranking member of the Ponyville weather committee, and the pony in charge of clearing the skies around the city proper, Rainbow was absolutely certain about this fact.

Pushing her way through the all too invasive mist, the light blue pony trotted along the length of her home before shoving her head through one of the exterior walls. Sure enough, there was fog as far as the eye could see. Admittedly, this wasn’t very far at all, but that observation didn’t serve to improve her mood. If the fog was this thick as high as her house was, then Rainbow Dash didn’t even want to consider how bad it was down on the ground.

All of the ponies in Ponyville must have been blind as bats!

“Rainbow Dash!” shouted a familiar voice from somewhere down below.

Rainbow recognized it as belonging to Twilight Sparkle, her close friend and probably the brainiest unicorn she had ever met. If anyone knew what was going on, it would definitely be Twilight.

“Rainbow Dash!” the voice called again, “are you there!?”

“Yeah!” Dash replied, “just give me a sec!”

The Pegasus took off, ascending a few feet above the floor of her home before she flapped her wings at full speed. Then she dove, slicing through the cloud barrier and taking full advantage of her descent to increase her velocity. Just as she broke into the fog, Rainbow began to turn her body sharply, spinning in place and churning through the fog like a batter mixer. Her implausible maneuver hammered back the thick haze and cleared out a cavernous, if cone shaped refuge in the fog. Rainbow Dash was able to stop herself just before she came to the ground, but her eyes were still spinning in her skull.

“That was intense…” she said, still wobbling in place.

Even Twilight looked a bit woozy, and she had only been watching.

“Thanks,” said the purple coated unicorn, “I couldn’t see a thing.”

Rainbow Dash agreed, “I know, this is just crazy!" she complained, "who do you think is gonna have to clean all this up?”

Twilight raised her brow quizzically.

“Wait,” she interjected, “so the weather team really didn’t plan this?”

The Pegasus shook her head, “No way, no how! I hate fog!”

“Well that explains why all of Ponyville is in an uproar right now,” said Twilight, “but it doesn’t explain where all this fog came from.”

“Yeah, about that, how did you even manage to find your way here?” asked Rainbow Dash.

As if in response, Twilight’s horn began glowing with a fuchsia colored light. No doubt she had used some sort of spell to navigate her way through the fog.

“I really gotta get me one of those,” Rainbow said jokingly.

Twilight Sparkle shook her head and gave her friend a brief smile before returning to her usual seriousness. If ever there was a pony who cared more about the well-being of Ponyville than Twilight, Rainbow Dash certainly hadn’t met them. Even if she was a relatively new resident, this was far more than just a home to Twilight. This was where she had met her very first friends, and this is where those friends lived. She had helped to defend it from Night Mare Moon AND Discord, and she certainly wasn’t going to let a little fog get in her way.

“Come on,” Twilight started, “let’s head back to the library. Spike’s already sent a letter to Princess Celestia.”

“Awesome, I’ll clear us a path!” exclaimed Rainbow Dash.

“You’re not going to do the spinning thing again?” asked the unicorn hesitantly.

Rainbow Dash waved a hoof dismissively, “Psh – naw,” she said, “I just did that to show off.”

Twilight laughed, “Good, I don’t know if I could stand to watch that again.”

Rainbow also laughed, “But it was pretty cool, right?”


Woeble, who had no eyes to see with, was as much hindered by the fog’s obscuring properties as he would be by a pane of translucent glass. His was not a material gaze, but an immaterial one, closer to a touch than any true form of sight. To him, the fog was simply another extension of his body, and it allowed him to see every last detail, from the tallest tree to the tiniest dust mite.

“Oh, already they begin to gather,” he said with a sinister glee, “look how strong their bonds of friendship are.”

The blood on Woeble’s face had long since deteriorated, and he wore nothing but his usual blank slate.

“Are you going to destroy them now?” Wobble asked, dancing around Woeble seductively.

“Patience, my love,” he urged, “all things happen in time.”

The disembodied voice circled around Woeble’s skull, gently gliding from one ear to the other. Not that Woeble had ears… not anymore. It was more of a sensation; some kind of primal, visceral sense that allowed him to feel Wobble’s presence.

“Soon?” she begged him.

For the first time since he could remember, Woeble could feel something stir inside him, “Soon…” he assured her.


To Be Continued...