//------------------------------//
// What Dreams Had Come, Part 2 
// Story: Mare Do Well: Rebirth 
// by MagnetBolt 
//------------------------------//

“How is she?” Jasmine asked.
“I can’t get her out of it,” Lyra said, standing up too quickly and almost falling right back over until her wife caught her. “Thanks, Bonnie.”
Jasmine looked at the sleeping changeling. They’d managed to get Loopy out of the Paper Filter and back to the lair without anypony really seeing her disguise drop, but she was in bad shape. Maybe it was just the way she tossed and turned in whatever bad dream she was seeing, but she looked beaten down by life, like a boxer who’d gotten in the ring a few too many times and had been broken by it.
“Were you able to find anything in the police files?” Bon-Bon asked, helping Lyra over to a more comfortable seat.
“It wasn’t very hard,” Jasmine said. She held up a thick manilla folder and gave it to Bon-Bon. “They’ve had a record on the pony for a long time.”
“His real name is Date Pudding?” Bon-Bon asked, raising an eyebrow. “There must be a decade of police reports in here…”
“A long time ago, he was a candidate for mayor,” Jasmine said. “He was running against the current Mayor, Caucus Club. It was a really heated election -- the previous mayor had decided not to run, so things were going to change one way or the other. He wanted to protect small businesses and restrict development, and Caucus Club wanted the opposite. There’s just one problem with that.”
“It’s not exactly an even fight,” Bon-Bon said. “How much did the corporations give Caucus Club to help him run his campaign?”
“A lot,” Jasmine said. “It was all legal, but…”
“Law and ethics only sometimes intersect,” Bon-Bon said. “Looks like it was still a really close election.”
Jasmine nodded. “Close enough that both sides accused each other of cheating. The Crown almost had to intervene. Date Pudding lost by less than a hundred votes, according to the official recount, which was sponsored by Caucus Club’s campaign, with funding from their corporate backers.”
“I bet he wasn’t happy about that,” Lyra said, wiping sweat from her brow.
“He wasn’t, and he did the only thing he could,” Jasmine said.
“Vandalism and assault?” Lyra guessed.
“No, according to this he became an activist and kept fighting for the rights of small ponies,” Bon-Bon said. “A lot of these papers are permits and notifications about marches and protests. He was doing everything exactly right. He organized the community and became sort of a central figure in fighting against corruption and gentrification.”
“Really?” Lyra asked. “If it was me, I’d go right to black-ops stuff.”
“Yes, that’s why I recruited you to work for the government,” Bon-Bon said casually. “I don’t know what it is with Celestia’s school and turning out villains…” she flipped a few more pages. “It looks like he became more extreme over time.”
Jasmine nodded. “According to his official statements to the press -- the clippings are in there if you look -- he said that asking nicely didn’t work anymore, so he had to take action and hit the enemy where it hurt. He chained himself to buildings and trees, filed legal challenges to every large construction project, and just tried to make enough of a fuss and cause enough trouble to make companies give up.”
“How’d that work out for him?” Lyra asked. “I can’t help but notice a lack of trees and a lot of really big buildings.”
“The dates on all this…” Bon-Bon said, flipping back to check things. “This whole file is old. Nothing here is less than fifteen years old!”
“That’s because of what happened in the end,” Jasmine said. “He was accused of arson after a big apartment block he’d been protesting went up in flames. He claimed in court that he had nothing to do with it, and that all the evidence was fabricated, but he got convicted and sent to prison.”
“Let me guess, he just got out,” Lyra groaned, sitting back. “I need an ice pack. My horn is killing me.”
“And Flashback’s spell is killing Loopy,” Bon-Bon said. “Are you sure you don’t know any specialists?”
“If you want, I can take a nap and try to get Luna on the line,” Lyra said. “I’m only half-joking. I’m out of really good ideas and I’m starting to think we need a bad one if we’re going to make any progress.”
“If we don’t get her out of it soon, she won’t ever wake up,” Bon-Bon said.
“Yeah, I know,” Lyra groaned. “Give me a few minutes to rest and I’ll try breaking her out of it again.”
“No, you’ll just exhaust yourself,” Bon-Bon said. “Maybe what we should be doing is trying to figure out where Flashback is going to show up. Then we can catch him and make him break the spell himself!”
“Probably better than my idea of using electric shocks,” Lyra said. “What? Sometimes it works to disrupt mana flows.”
Jasmine started pacing, thinking. “If I was a pony like Flashback--”
“--an unstable frustrated activist who decided to change his name to be more intimidating and wear a stupid little mask,” Lyra helpfully added.
“I’d want to show up at something big,” Jasmine said. “In the recordings from the coffee shop, he said ‘This venue isn’t what I wanted for my debut’. I think he was testing out his spell.”
“Recordings?” Bon-Bon asked.
“From your Mark-2s,” Jasmine said.
Bon-Bon looked at the watch on her wrist. “These record things?”
“Flashback was in prison until a little while ago,” Lyra said. “I don’t think he’s got much of a plan or secret informers.”
“You’re right,” Jasmine said. “He probably went to the Paper Filter because he knew the neighborhood. Remember he said he got his watch from less than a block away? It was just a target of opportunity.”
“He probably doesn’t listen to the radio. What’s in the papers?” Bon-Bon asked.
Lyra grabbed the day’s Seasaddle Times. “I don’t think he’s going to go after the local buckball team…” she flipped to the second page. “Oh. That might do it.”
“What might?” Bon-Bon asked.
“There’s a groundbreaking ceremony tomorrow night. They’re tearing down a bunch of tenement buildings and they’re gonna put up some big apartments. You know, the kind where one building is a whole block and it’s supposed to be like a city street in the sky with a mall at the top and a lot of small boutique stores?”
“That does sound like something Flashback might be interested in.”
“Especially since Mayor Caucus Club is going to be the one pushing the big red button to start the demolition,” Lyra said.
“We need to get out there,” Bon-Bon said. “I’ll contact the SPD and get us some security passes. You try to figure out some way to break Loopy out of this spell. We need Mare Do Well.”
“I’ve got one other idea,” Lyra said. “You won’t like it.”
“Is it electric shocks?” Bon-Bon asked.
“No.”
“Then let’s give it a try.”





“I like what you’ve done with the place,” Philtrum said timidly. “It’s sort of…”
She looked around. It had once been her lair, a museum of Mare Do Well merchandise and artifacts. Most of that was still around, though shoved a bit off to the side and rearranged to have more open floorspace.
“I like the wall full of string and newspaper articles,” she tried. “Is that a case you’re working on? I didn't know pop music was connected to the theft of rare minerals.”
“I just like keeping track of which ponies are connected, and how,” Bon-Bon said. She leaned over to Lyra. “This was your idea?”
“She’s a changeling,” Lyra hissed. “She might be able to help. Besides, she loves Mare Do Well and the doctors said she’s in a much better place now.”
“You couldn’t ask Princess Twilight or King Thorax?”
“Philtrum was in the city and we don’t have days to wait for an opening in the royal schedule,” Lyra muttered. “Even this is cutting it close.”
“I, um,” Philtrum coughed. “I’m standing right here. I can hear you.”
“Sorry,” Bon-Bon said, smiling sheepishly.
“I wasn’t in my right mind before,” Philtrum said. “I owe all of you for saving me before I made a permanent mistake. If there’s anything I can do to help, I will. I heard that Loop d’Loop was under some kind of curse?”
“That’s… more or less accurate,” Bon-Bon said.
“It’s a memory spell gone wrong,” Lyra said. “She’s trapped in a waking dream.”
“I can try to help. What do you need me to do?”
“I’ll walk you through what I tried.” Lyra walked over to Loopy. She was curled up on herself, sweating and breathing heavily. “I couldn’t get through to her.”
“We can’t stick around long,” Bon-Bon said. “We’re pretty sure Flashback is going to attack the mayor at the groundbreaking ceremony. We need to get into position.”
“I don’t know how long it’ll take to break a spell like this,” Philtrum said. “It could be hours, days, or…”
“Just do your best,” Bon-Bon said. “I’m sorry for being rude before. If you can’t break the spell, do what you can to get her to drink a little water.”
“It’s always important to stay hydrated,” Jasmine agreed. “And I’ll be here too in case you need anything, Miss Philtrum.”
“Here goes nothing,” Philtrum said, the reformed changeling bracing herself.





It was the best of times. It was the worst of times. It was a place Philtrum had never really known, in a time she’d never lived in. These days, the hive was like a corpse, an anthill shot through with rooms and holes and slowly getting filled in with furniture and color. She could only dimly remember what it had been like before.
What she was seeing now was a living hive. It felt like being inside some beast, like Philtrum was standing in something’s dripping stomach, and she was being slowly digested.
“This really is like a nightmare,” she whispered.
Philtrum saw movement out of the corner of her eye and turned too slowly. A black-armored changeling walked right through her like she was a ghost.
“Creepy,” Philtrum whispered.
“Hey!”
Philtrum snapped to attention and turned around.
A rather short changeling stormed up to her and narrowed her eyes, poking the reformed changeling in the chest. “What are you supposed to be? It looks like you tried to disguise yourself and only got halfway there.”
“Loopy?” Philtrum asked.
The short changeling froze for a moment. “What?”
“You must be Loopy. Nobug else here can see me because they’re just your memories,” Philtrum realized. “You have to listen to me--”
“Woah, woah, I don’t know what’s wrong with you, but I’ve got no idea who you’re talking about. That’s some kind of dumb pony name. Now if you’ll excuse me, I’ve got to find something to eat before some jerk--”
“You!” a taller changeling snapped. He pointed at Loopy. “Get this waste out of the hive.”
He shoved a pony at Loopy, almost knocking both of them over. The pony was just skin and bones, a pegasus mare who looked like she hadn’t seen the sun or a friendly face in so long she didn’t even remember what they were.
“It’s… you?” Philtrum whispered. The pony almost looked like Loopy’s usual disguise, if they’d spent a few months locked in a dungeon cell.
“Hurry it up,” the bigger changeling snapped.
Loopy grumbled and started leading the pony away. Philtrum followed after her, confused. “Where are you taking her?”
“Outside, obviously,” Loopy said. “She’s all dried up, so we have to get rid of her.”
Philtrum bit her lip and followed. She knew she couldn’t change things. This wasn’t really happening. This was a memory, not something that was really happening. They walked through moving walls and doors that opened on their own and worse, stranger things, and finally got outside.
Loopy shoved the pony a few times, trying to get her to move and muttering under her breath. The pony blinked slowly and looked at her, trying to mouth a word and not quite getting it out.
	“Somebug was a little sloppy draining you,” the changeling said. She grinned and lunged, grabbing the pony and siphoning her emotions, pulling the last few dregs of emotional energy out of her from whatever reserve they’d been hiding in.
She licked her lips, and the pony fell, unable to even stand.
“What’s going to happen to her?” Philtrum asked.
Loopy stopped, turning away from the pony. “The same thing that happens to every pony that gets dumped out here,” she said. “We forget about them.”
“You didn’t forget, though. You remembered this one,” Philtrum said. “Otherwise you wouldn’t be stuck here.”
“How could I forget?” Loopy asked. The sky darkened. “If I hadn’t drained that last spark out of her, maybe she would have gotten away.”
“Did any of the others?”
“Does it matter? She was my personal responsibility. I wanted breakfast more than I cared about if she lived or died.”
“Why do you always disguise yourself as her?” Philtrum asked.
“...I don’t know,” Loopy said, quietly. “It was the first thing I thought of when I left the hive. Then I just got used to it.”
“You never stopped feeling guilty, did you?”
“I am guilty. There’s a difference.”
“Haven’t you made up for it? You saved a lot of lives.”
“I didn’t make it up to her,” Loopy said. “I didn’t even feel bad about it at the time. It just ate at me and I didn’t know why and then… I couldn’t stay anymore. But this is where I belong. I’m still the same hungry monster I always was.”
“No you’re not. You inspire ponies. You inspired me to be better. You’ve saved so many and you’ve done so much good!”
“But it wasn’t always good.”
“And you regret it.”
“Yeah,” Loopy whispered.
“Everypony has things they regret. My therapist told me… it’s important to remember what we did wrong, but we remember it so we can do better next time. You’ve been doing so, so much good.”
She grabbed Loopy’s hoof, squeezing it.
“This is why you never wanted to change like the rest of us.”
“I don’t deserve it,” Loopy said.
“You do,” Philtrum said. “You saved me once. Let me save you this time.”





“I warn you!” Flashback shouted. “If you attempt to approach the stage, you’ll find that I’ve been rather creative with where the explosives meant to be used in the demolition have gone!”
Bon-Bon snarled, stopping at the stairs up to the stage. The crowd was backing away slowly, trampling the hundreds of papers that Flashback had dropped on them detailing all the money companies gave Mayor Caucus Case for his reelection funds, the kickbacks he’d given them, and probably a hundred more minor crimes.
Mayor Caucus Case had been just paranoid enough to put up security barriers to keep snipers and spellcasters away, and now Flashback was using them as a fortress of his own, with the mayor in a daze and mumbling something about an orphanage.
“Lyra?” Bon-Bon whispered. “Can you get the detonator away from him?”
“Before he presses it?” Lyra asked. “Not a chance.”
“Any other bright ideas?”
“Call PrinTecca and have them send Steel Braver?” Lyra suggested.
“Why, so he can stand here with us?” Bon-Bon asked.
“Everypony, it’s going to be okay!”
Philtrum ran through the crowd, pushing through to the front. Bon-Bon stopped her with a hoof before she got close enough to make Flashback nervous.
“What happened?” Bon-Bon asked. “Is Loopy okay? Were you able to break his spell?”
Philtrum nodded, excited. “I think maybe I even really helped her! I’m basically part of the team now! I mean, my therapist wouldn’t want me to really commit to it, because of the whole obsession thing, but--”
“As long as she’s on the mend, you’ve done a lot,” Bon-Bon said. “Now, I don’t suppose in your brief time as a superhero, you got enough experience to tell me how to stop a madpony with a bomb who’s holding the Mayor hostage?”
“We should keep the crowd back,” Philtrum said, after a moment. “I know that’s what a real hero would do. Get the innocent out of the way.”
“And then?” Lyra asked.
“Then we just have to believe,” Philtrum said. “Even if there’s no hope, even when we can’t see the sun, there’s still Mare Do Well.”
A dark shape landed right next to Flashback. He turned to look, surprise robbing him of initiative. A gloved hoof hit his horn, knocking the detonator out of his grasp. Mare Do Well stood up slowly, like a snake uncoiling, her cape obscuring her form.
“So one of the city’s so-called heroes has come to stop me,” Flashback said. “Good. You’re finally taking me seriously. If you’d taken me seriously years ago, none of you would be in this mess! You wouldn’t be living in a wasteland of concrete and steel!”
“What are you even fighting for?” Mare Do Well asked.
“Does she seem taller to you?” Lyra whispered.
Bon-Bon shushed her. “Grab the detonator!”
“Oh right!” Lyra grabbed the box, nabbing it before Flashback could.
“I’m fighting for the ponies of this city--” Flashback started.
“You’re fighting for your own regrets,” Mare Do Well said. “What happened to you was wrong, but you can’t make things better this way. You don’t even want to win. You just want to go out in a blaze of glory so they can’t forget you.”
Flashback’s legs shook slightly. “Is that so much to ask? The city has forgotten everything. All the ponies who lived here. The good ponies who were trying to make a living. How many of them are forgotten in a gutter somewhere?”
“I don’t know. And they don’t deserve that. You want ponies to face justice for what they did in the past, but we need to look at tomorrow, too. Do you want a future where ponies are judge, jury, and executioner? Because that’s what you’re doing right now.”
“I just… I want things to go back to how they used to be,” Flashback whispered. “Ponies used to be happy. Ponies used to value friendship. In the rest of Equestria, they still do. But here… it’s like a nightmare from another time.”
“If you want to fix things, you have to start by fixing yourself,” Mare Do Well said. “The past is a place to visit, not to live in.”
Flashback sat down, the fight leaving him. Mare Do Well motioned to the waiting security ponies behind Bon-Bon and Lyra, and they ran forward.
“Don’t hurt him,” Mare Do Well warned. “He’s not an evil pony. He’s just lost. He spent a lot of time away and came home to find everything was different. We’d all be upset if it happened to us.”
She walked down the stairs to her friends.
“So, I was out of it for a while,” Mare Do Well said, waving to the crowd as they slipped away backstage. “Looks like you almost managed without me.”
“We would have come up with something,” Bon-Bon said. “It’s good to see you back on your hooves.”
“It’s good to be back,” Mare Do Well said. She looked around to make sure nopony was watching them, then took off her hat.
“We should go out to celebrate!” Lyra suggested. “Maybe not at a coffee shop.”
“I think there’s a tea room a few blocks from here,” Loopy said, taking off her mask. Bon-Bon’s jaw dropped in shock. Lyra gasped. Loopy gave them a sheepish smile, her newly-pink chitin gleaming along with the gems set into her neck. “Is there something on my face?"