A Note for readers: This is the memory chapter, the memories are told from the view of a very young Rarity. The style of writing used is meant to indicate changes in mood and how she sees things. As she gets more unsure, nervous, or panicked the writing style gets more child like, frantic, and vague. Using repeating terms and words versus proper explanation are signs of fear and extreme panic. At some point in the story the "current" Rarity can't tell the difference between her and the "past" Rarity. This is when her memories begin to fully merge with her psyche, changing the writing style yet again.
When this is done you may be scared to travel back roads, you have been warned.

As Silver Trails follows the spirit of silver and grey, within the mind of Rarity memories have engulfed her.

The Past through a four year old filly's eyes

I follows my parents into a store filled with pretty statues, Daddy is lecturing about how to carve them and art techniques. I love to learn about art, and my father is one of the best artists there is. In fact he's one of the best in the whole world!
It's a rather odd store, built inside a barn with it's side raised up and out like a giant gate. Everywhere I look there are statues, very pretty statues beside not statues.

Mommy has just declared how amazing and fantastic the statue artist is, Daddy agrees and promises to buy her a statue of her choosing causing her to grab him in a loving hug. But I want one too, so I pout till daddy ruffles my mane to Mommy's annoyance, she goes on about how a lady must have a perfect mane and manner at all times. But I don't mind, because daddy smiles and promises me a statue of my choice too. I think mommy just wanted to be the only one to get a statue, but daddy likes to play fair because we are both his favorites. The store owner asks their names, and Mommy responds with that special flair she has.

"Why darling I am Miss Bell, this my husband Mister Bell; and our lovely little filly Rarity Bell."

The stallion behind the counter shifts his pure white mane and smiles, focusing his ice yellow eyes on the me "Why you have quite the artistically talented little gem, you must be very proud."

I doesn't like those eyes, they don't seem right. They seem hungry, like the neighbors dog at breakfast. Or my Mommy when she sees certain kinds of musical instruments. As Mommy and Daddy keep talking to the creepy pony I wander off, I really don't like him and want to get far away from his hungry stare. The rows of statues seem so real, I swear I sees the people in the carriage crying.

As I glance at the three people standing in front of the carriage, I wonders why the statue ponies are also the watching ponies. How can they be both at the same time, and why do the watching ponies dress in different colors. I'm curious, so I walk up to the mommy watching pony, taking and with my hoof I gently tap her hoof.
"Ma'am, why are you both a watching pony and a statue pony?" I ask innocently, in only the way a foal can.

The mare seems startled at the question, and glances over her shoulder. Seeing the store owner busy she kneels down and beckons the me over. She seems nice, but sad at the same time.
I trot over and smiles up at her, waiting for an answer. The mare whispers to me in a voice like a springtime stream, but breathe as cold as winter. "Because little filly, I am both the statue and myself. We are one and the same. Until we become one, then I will cease to be me."
Her eyes look into mine, empty limpid pools of solid purple with no depth and no life. Pupils writhing like a frozen fire instead, as tears the color of the statue of her streak down her cheeks into her curled up mouth. They are like tears on a canvas, still wet right after the artist has painted them. Maybe if I do something for her, those tears will dry; like when daddy uses the mane dryer to dry his works on a deadline.

Rarity in the carriage whimpers as the memory returns. Realization of what she had forgotten and what that poor mare would suffer make her curl up tighter around her saddlebags. Trying to gain comfort from those within.

I smile and say "Will that make you stop crying? Maybe I can make you stop crying by drawing a picture of you. Would you like that Ma'am?"

The Mare Wight pauses then smiles at me, a sincere smile befit for a carnival of terror. But it's still a nice smile, there is a kindness to it.
"Little one, it would be my honor if you would draw my picture."

I squeal in joy before pulling out my notepad and drawing the statue not statue mare. This isn't going to be easy, the statue and the Wight Mare look different; but I do my best. Drawing her twice I smiles, it's perfect my daddy would be proud of me. And it might make the crying mommy stop sobbing tears. Showing the drawing to the Mare Wight before me, I wait for the critique. Daddy told me artists always get critiques, he gives me them as well, saying he is preparing me for the art world.

The Mare Wight stares at the picture, her eyes still crying but less now. It's like that wet paint is finally drying. She reaches out a hoof, cold as winter yet soft as velvet and hugs me. It's so cold, but I can feel how happy she is.

"Thank you little one, thank you. To draw me as I am and how I was, you are a true gem of an artist."

Releasing me, she shows her twisted face to me once more, no more tears falling from her solid dead eyes. I think she looks better without the tears, like a perfect painting after the paint has dried so perfectly as to be pristine.

"Little one, look the tears have stopped. Sweet Stream's tears have stopped. You have my blessings and thanks little one."

I smile proudly at her, my drawing has made Sweet Stream happy. Writing the mare's name by the drawing, I close the book and mark it. I turn back to her and ask "Miss Sweet Stream, you have stopped crying but...You can't leave can you?"

Sweet Stream smiles sadly, turning to the statue again.
"No little one, I can't leave but you can. Be sure to leave this place by the time the sun meets the horizon and the boundary blurs or you will..not be well"
Getting back up and onto her four hooves she returns to her position staring at the statue.
"Remember me little one.."

I am Rarity, still a young filly, I proudly smile puffing out my chest as I promise; "Don't worry Sweet Stream, I will always remember you."
The mare wight remains silent, but beneath her now pulled down hat she smiles. A single tear, the last she will ever shed, falling down her face.

On her seat in a carriage moving faster and faster Rarity cries out.
"I'm sorry Sweet Stream, I forgot you, I'm sorry darling. I didn't keep my promise." Whimpering into the saddlebags, she can almost hear soothing singing coming from within.

Turning and running off I continue to roam through the statue gallery. Poking at things, drawing others, I even get to poke an Alicorn. Then I find this really weird statue, and though Mommy wouldn't like it I prank a dragon horse thing. Being a generally curious as I am, I eventually wander over to a crystal like pond over in the right corner. Looking into it I ask the occupants.
"Who here wants to go home with me? Daddy says I can take one of you home. And nobody else here is small enough to carry."

To my eyes, the entire gallery is alive, and the seaponies are moving beneath the crystal. Tails flared and spikes moving up their spines, some more than others. The mommy seapony gestures at the baby in the clam shell, then the one on a treasure chest. She sings a sad song, I somehow know that they have been here a long time. The song is about a time my mommy and daddy didn't even learn about, it's so sad what happened to them. To me, the worst part is that only two of them can ever really leave. The mommy and the other babies can't or bad things will happen. They will do bad things, and the mommy seapony doesn't want to do anything that would ham others. Nor does she want her children to either, so she can't come with me or anybody else. This makes me kind of sad, they are so pretty and can never share their songs with the world.

I look at the mommy sea pony and say " Daddy will only let me take one."

Glancing between the two and carefully considering the statue and not statue, I grabs the clam shell baby in my magic and pulls it close to me. Holding tight to her with a blue aura, I turn to the seapony mother with a look of sincerity. I'm really kind of sad that I can't take the other baby with me.

I open my mouth and say,"But I promise, I will be back before three and zero years are up. Will he be alright until then?"

Beneath the crystal barrier the mother seapony nods. Her massive jaw filled with rows upon rows of sharp teeth, and jagged spikes moving up her nasal bridge to merge with the ones on her back moving like living things. Rearranging her head and neck to make some semblance of a smile. Her clawed flippers gesture into something like a hoof bump and I do the same on the crystal lake surface, my own reflection unchanged next to the seapony's grotesque visage. With a hoof bump to seal the deal the seapony mother frantically gestures at the sun, her song taking on a tone of urgency and sorrow. She sings of despair and fear, futility and boundaries, and of fleeing far from here and failing.

Her eyes seem to reflect a screaming shapeless mass of things behind the me growing closer, and as she sings her jaw extends further out as her scales shift into tendrils weaving intricate patterns over her form. In some places plunging into her and surging under the surface to emerge elsewhere, interconnecting and reshaping her into something beyond fear.

I look up as the seapony gestures frantically and gasp, the sun is so close to the horizon. I have to get my Mommy and Daddy to leave now. Something tells me if I doesn't, no the song screams into my mind if I doesn't; I will face the worst of all fates by the hand of one forgotten. I don't know who this one forgotten is, but I won't let him hurt my Mommy and Daddy.

Turning to the stone seaponies and the reflection seaponies I say, "I promise I'll be back."

Before racing off to find my parents. My hooves beating a rabid rhythm, under the suns predetermined path towards the horizon boundary. Racing against the very thing that should protect me, protect my parents.
Running through aisles of statues, my eyes grow wide as the Alicorn I poked before flicks at me with it's stone tail sending me flying. Stone isn't supposed to move like that, but I can't worry about that.

Landing right next to a stone statue of a fairy pony, I see Mommy is not done deciding what to take with. The other statues on the fence line are shifting like the seaponies did. The snake's not statue growing many limb like tendrils as it's jaw moves further and further back upon it's long body, rows and rows of teeth growing out of it's mouth like corn ripe for harvest. Shifting and buzzing, moving and cutting through the gum tissue.

"Mommy Daddy we have to leave now." I shout while panicking, something is wrong this place is wrong. The statues and not statues are changing into things that shouldn't be, the ones without not statues are starting to move.

My parents look at me confused, my Mommy being my Mommy raises her hoof dramatically before sighing "I suppose I'll just take this cute little fairy pony."

Daddy smiles and picks it up, as he does I can't help but gasp as I see it grin, showing rows of malicious teeth shifting and buzzing. A freakish mass of amorphous material in place of a tongue. This is not a good fairy pony, it's a wrong should not exist statue monster. Just like the others slowly making their way over to where my parents and I are.

My parents move towards the counter through the statue aisles, I can't understand why they don't see them moving. Is it a grown up thing? Do grown ups lose the ability to see such things? How do they survive? How can they not see them lash out trying to grasp at their horns, yank their manes, do things my mind can't even imagine. These pony and creature like abominations, the ones behind me are getting closer. "Oh please hurry up mommy and daddy" I whisper in hopes the statues won't hear me. The quickening of the movement behind us, destroys that hope without mercy.

Looking up at the counter I see that Daddy is paying for my seapony, the store owner seems to want us to stay longer. He is looking meaner and more not right than before. Was his jaw always that big?
Mommy wants to go, she pleads with Daddy to let them leave this place and head to Manehatten before the sun sets. I know mommy doesn't like the dark.

The mean monster pony owner let's Daddy pay for my seapony, but not before giving him a disturbingly large smile. His lips twisting up and around in impossible ways. I quickly put my new friend into my saddlebags and close them. No, I can't let this monster have my friend, but it wants it and me and my family. It has that hungry look in his eyes. The one like the neighbor's dog when it hasn't eaten for a few days, before he goes out "Fox Hunting".

I wonder, why won't he let Mommy take her fairy pony? Is it because it is moving?
Oh no it's moving, Daddy sees it's moving, and now he can see all of the statues moving.
Daddy shouts for Mommy to take me away, she screams and he tells her to "Just Go".

He turns around and prepares to fight as the store owner monster gets bigger and scarier. His head rounding as his mane moves back and beginning to merge with something that wasn't there before, shouldn't be there.

In her posh silk seat Rarity pulls her perfectly maintained tail closer to her with a hoof, tears pouring down her cheeks as the shock of the memories spills over into her psyche. Emotions from what happened then, and what just occurred, blending into an overpowering torrent threatening to wash her away. Just as she feels herself slipping, falling, losing grip, a pair voices rise in song. Their melody calms that raging waves of emotions, and another deeper voice joins in; calming her to a turbulent but more stable state.

Mommy grabs me in her magic and runs out of the door to the rented carriage from the Golden Lights Carriage Company. She shouts at the earth pony to go. To run fast as her husband is fighting off a disgusting beast. The stallion stares at her like she is crazy then looks at the store. And screams in a way only one who has stared into the void of what should never be can.

Mommy says don't look back, But I looks anyway.

Rarity sobs into the saddlebags. "No Daddy, why did you have to.."

Daddy is being dragged into the store by the mean statues. He is fighting tooth and hoof to break free, but the fairy pony Mommy wanted is biting his left eye out. Is Daddy supposed to be bleeding? Why isn't Daddy bleeding at all Mommy? The monster statues on the lawn are moving now, that scary building far away is burning. No it's twisting, no it's not it's..what is it? Why are the ponies and creatures screaming Mommy? Why is that thing being covered in..No Mommy don't let them make him a statue! They are going to make Daddy a statue too! No! Don't let the monster things make us into a statue. Statues mean not statue's. You can't let us become not statues, protect me Mommy.

The earth pony who pulled the cart has taken off his harness to help. He doesn't make it more than eight hoof steps, before the mean statues get him. The centaur and plant ladies are holding him down. As he screams, the two legged goat thing and his seapony are bringing over a bucket of something. Oh no Mommy are they going to make him a statue? Oh no no no....

The evil store pony is coming out now, but he's not a pony. His face has twisted into a giant monstrous maw, with sun like mane around it. His eyes are just little dots, and his cavernous jaw has rows of rotating teeth like the fairy pony but worse. Within that endless void of a mouth they are layered, over and over. His body is a massive thing I..no Mommy I don't know what he is. Mommy make him go away. He shouldn't be here, he isn't something that should be real. Nothing like that monster pony should ever exist. My eyes, they hurt and burn as I try to focus on anything beyond that head, that frames the void filled with endless buzzing teeth like razors.

I can't take it!
No more!
No more!
I have to do something, anything!

That thing is.. Why?

Those statues took Daddy, It can't have him It can't!
Tears stream down my face as I shriek out in desperation.
"Bring Daddy back!"

The monster that was never a pony laughs and laughs. In a voice that sounds like a million saws, a billion screams; alongside the grinding of stones distorted beyond anything possible it sneers back.
"Your Daddy isn't coming back... Because he isn't your Daddy anymore."

Tears pour down my face as I feel compelled to not turn away from it. This feeling, it's like that old lady from before, why can't I look away?

It walks over to the earth pony, grabs the bucket from the two legged goat monster; and dumps it over him. The smell of burning flesh and solidifying stone hit my nose. I scream as he screams, his body slowly being swallowed alive by living stone. Burning and forcing it's way into every single possible entrance, oozing into him down to his very cells. I can see it breathe as it moves over him, swallowing him whole; before forcing his final expression and pose into one serene as sleep. The earth pony is both a statue and not a statue, but something else is in the statue now. It hurts to look at it. Distorting, twisting, changing, mesmerizing my eyes drawing my focus closer.

"Rarity! Gem! Look Away!"

My focus is broken, and a scream from far beyond anything on the mortal plane echoes in my mind, enraged at being beaten. I turn to find that voice, the only voice that matters. The voice of the pony that taught me to love art, who critiqued my drawings, who taught me to paint and love the art world. The pony who loves me with all his heart.

I see Daddy, no..He's not Daddy.
He's becoming a statue now. But some of him is still Daddy.
Statue bits of his face are shifting into forms that I feel will drive me mad, but the real daddy parts are fine.
He's saying something, what is he saying?

"Wanderers..Roads..save..family..love..Gem."

That is the last thing Daddy says before he isn't Daddy anymore. Daddy is there but statue daddy won't listen, It wants to make us statues. I don't want to be a statue.

It moves forward. Defiling the image of my father as it distorts and twists, I turn away.
I'm sorry daddy.

The sky isn't pretty anymore, monsters and things are everywhere; roaming and hunting, devouring and glaring. I can see over by that big not church. The giant kilns are hurting ponies, baking them and roasting them; changing them into the things currently surrounding us. One creature crests the hill far away, from here it is bigger than Canterlot castle. We can't escape. They won't let us go. Mommy is crying while holding me close.

"It's over Darling."

She keeps saying those words what does she mean? I know Daddy said something, but Daddy isn't daddy now. Mommy is holding me so close to her I can hear her heartbeat. It's beating faster than a bunny's; why are droplets are hitting the top if my mane? Mommy is crying, Mommy never cries like this. I'm scared, somepony, anybody,help us.

What is that over there in the sea of melted tendril trees, it's silver and coming closer. Look Mommy something is here to save us! Look it's saving real Daddy! The silver thing walks over to real Daddy, and frees him from stone daddy. Monster pony isn't happy, stone daddy is slowing down but not gone. Real Daddy is turning silver like the thing that saved him, he's coming over to us.

Mommy can't you see him?
Daddy is coming back! He's going to save us! Stop crying and look!

I grab Mommy with my hooves and try to shake her out of her tears, but they won't stop.
I turn my head and see the creatures approaching, distorting faster than before. Real Daddy is right by the carriage. He's heading for the front where the earth pony was, before he ran towards the statues. He's so beautiful now, taller and more graceful almost like he isn't there. He's changing too, but not like the not statues. It's like a star is being born in this nightmare.

Real Daddy hooks himself to the carriage, he looks so pretty now...
The Silver Shiny thing that saved him is behind us. Protecting us from the monster not pony, and the not statues. It won't let them get close, but I don't think it can hold them at bay for long.

Daddy tenses and takes off, and we fly down the road!
He is so fast! It's like the road doesn't exist to him, like he is the wind.
Silver Shiny is behind us, it's keeping the monsters away as we fly away from them.
Is this what it feels like to fly?
The scenery flies by faster, and faster; almost a blur as his hooves make no sound upon the road.

We keep going and going, through this nightmare world until we see the sign. Oh no we passed it, and the world is dark, but normal dark. Look Mommy the moon is out, we made it!

Daddy isn't stopping, he keeps pulling and pulling. He's going to take us all the way to the main road Mommy! Oh, you can see him now Mommy? I'm so happy.
I feel tired, but the sight of this road of cobblestone, with the forests on the other side are something I cant help but smile at. Daddy brought us to safety, the monsters can't get us here.

Mommy has stopped crying, she's fast asleep. I think I might join her soon. First I look over at Silver Daddy, he's watching us and waiting for something. I know what he wants.. But I don't want to say it.
I think if I do he'll go away.
My mind can't stay awake, I'm going to sleep now; but I have to say something to Daddy..

'Thank you for saving me and Mommy,' I think I have to thank him. Will he stay or go away? I'm too tired to think.

"Daddy, thank you for saving me and Mommy. You are so beautiful."

A young filly's tired whisper carries through the air to the specter of silver, standing with his nose on her neck nuzzling her.

"You're welcome my little Gem, sweet dreams my beautiful Rarity..." Her father replies. Before fading away into a misty sheen of silver wisps, gone into the night.

Rarity opens her eyes tears fresh on her face. Sore from crying, and far more sore from remembering.

The Present

As Rarity peers out the carriage window, a part of her knows what she will see. The other is shocked it is actually there.
Silver Shiny is behind the carriage, guarding it from anything that may follow; just as it did before.

Turning her head she sees him, closer than before. Standing right by the exit to the byway, a form both ethereal and real. Silver in the early moonlight, he still has the same gentle eyes and long horn she remembers. He stands poised by the exit, a smile on his face as Silver Trails moves closer to him. Yet again he has saved her, Rarity can't believe she forgot him. How could she have forgotten him? When he had saved her and her mother so long ago.

A mother's words whisper gently in her memory.
"Now little one, such things are not meant for the mind of wee fillies."