Monster Inside

by Penguin17203


Pharmacy Raid

Trixie was the first to exit the pharmacy, Lee and Doug followed after. Lee brought a bunch of various items with him, one of them being an axe. When they saw the scene taking place in front of them, all they could do was attempt to hold back their retch as any source of noise that may sound foreign to these... things... might catch their attention.

It was still dark out, a black void that stretched across the sky. It was cold, there was no wind, no sound of nature. The only thing they heard was them. The street lights were on which gave them a clear view of everything that was happening in front of them.

The only normal thing that was out here were the stores, more specifically, the display window right across the street from them that showed multiple black square boxes that Trixie was unfamiliar with but other than that; walkers were everywhere.

Some were just randomly roaming around, no direction nor goal. A group of them were devouring something in the center of the street. Over to the far right, up against the wall of another store was a trapped walker under a street light that had fallen on top of it.

Trixie formed a fist, planting it on her mouth as bile rose from her throat. "I thi-... I-I think I'm gonna puke."

"You're not the only one." Doug was also clutching to his mouth in disgust, presumably holding down vomit as she were. "This is all they do... eat. Just eat, eat, eat."

"How did this whole thing even start anyway?" She turned to him, a grimace on her face and letting her hand fall back to her side.

"I dunno, one day everything seemed fine and the next, everyone was eating each other."

There was a short pause, Trixie looked back at the walkers; her expression never changed. "Okay, so... what exactly are we doing out here?" She inquired.

"Well, nothing really. We're just taking a look around." Lee replied.

"That's it? That's why we came out here? To look around?"

"Larry still needs his pills so I'm still trying to figure out how to get over the counter. There's a door in the office that leads to it but... it's locked." He explained.

"So, we're pretty much looking for keys?"

"Pretty much." Lee noticed looked over to the walker trapped under the street light, a pain in his gut as he recognized his brother.

"And you think it may be out here?" She nodded at the street, particularly the walkers. He didn't say anything for a few moments so she was going to let it go.

"Oh shit!" Lee abruptly whispered.

"What? Something wrong?" Doug asked.

"That guy over there." He pointed at the walker, the one who was crushed beneath the street light. "That guy has the keys."

"How do you know?"

Lee didn't reply right away, he reached into his pocket and pulled out a photo but it was torn. He held it out, letting Doug and Trixie take a look at it. "I found this in the office, that guy used to work here." It was a photo of the walker, what he used to look like before he became... well, what he was now. He was smiling, standing next to an elderly couple who Trixie presumed to be his parents. "He probably has the keys."

"Okay... how do you plan to do that with all these walkers out here?" Trixie asked, a short pause coming after.

"We could distract them?" Doug suggested.

"With?"

"We could use this?" Lee pulled out a remote. "Think we could use this to turn on one of those T.Vs over there?" He gestured to the display window across the street.

"Actually... yeah. Here, let me see." He gave Doug the remote and he began pressing the buttons on the device. "It's universal, I could program it to work with those televisions over there."

"You could do that?" Lee inquired, much to Trixie's utter ignorance.

"I memorized all the codes back when I was in A.V. Let's give it a try."

"Memorized what? What are you even doing?" Trixie frowned in confusion, glancing back and forth between Lee and Doug.

"Okay, here we go." He pointed the device over to the televisions across the street and clicked on, what Trixie presumed to be another button. Almost instantly, the televisions came to life and she frowned at what was being displayed on the screens. White static, unbeknownst to her.

"Well fucking done Doug! All that dork nonsense might save a life." Lee praised.

"Who's to say it already hasn't?" Doug replied.

"Wait, hold on a sec! What is that?" She asked.

"What?"

"The thing that's on the-the black box o-or whatever that is. What's happening to it? What'd you do?"

Doug frowned. "That's... static. Haven't you ever seen a T.V before?"

"No, I haven't. I don't even know what a 'T-V'."

"How have you never seen a T.V?" He nearly shouted but maintained his hushed tone.

"I dunno. Maybe it's because I'm not from this world and I've never seen anything like it?"

It seemed like everything had stopped and Lee and Doug were looking at her as if they were processing the information.

"You're not from this world?" Lee was learning something new every time he interacted with these girls, something different and more outrageous always seemed to replace the last outrageous thing he learnt about them.

"Yeah, I'm not."

"Good to know." The sarcasm didn't go unnoticed by Trixie. It wouldn't hurt to tell them, it wasn't like they believed her anyway.

"You look human enough," Doug commented, looking her up and down like he was analyzing her.

"Alternate universe... or dimension, I can't remember what Twilight said but I'm in no way a... 'human'." Trixie added quotation marks.

"Huh, interesting."

That caused Lee to do a double-take at Doug and now he was looking at him as if he were insane. "Wait, what? You don't... wait, you don't seriously believe this right?"

"Well, there are corpses walking around, just saying I wouldn't be surprised if that were actually true."

"Yeah but-oh... that's a good point." It seemed like all of the initial disbelief that Lee had, had dissipated and was now left in a state of silence with a deep frown on his face as he seemed to be contemplating the whole thing.

"Hey look! I got a few of them to take notice." Doug said after a short pause.

Trixie averted her eyes from Doug and to the televisions across the street. Some of the walkers turned to look at them but went back to wandering around after a few seconds.

"There's a brick over there." Lee pointed to it, it was sitting right outside the gate, a few feet away. He stood up and lifted the axe he brought above his head.

"Whoa wait, what are you doing!?" Trixie exclaimed in a whisper. "Walkers are out there, did you forget!?"

"That's why we need to be careful and quiet about this."

"Smashing off the lock is not being careful about this!"

"Well, we don't really have a whole lotta options." Doug replied.

Trixie scoffed. "Okay, well I'm telling you now if they see us, I'm running straight back inside." Trixie yanked a thumb over her shoulder, at the door.

"That's exactly what we should do." Lee turned back at the lock, raised the axe and slammed it down onto the lock, breaking it.

Trixie watched with growing anticipation, her eyes shifting from all directions. She watched Lee's movements to make sure he wasn't going to do anything stupid or loud and she watched the walkers to make sure they didn't notice any of them.

He slowly pushed apart the gate and picked up the brick. He glanced around the area before tossing it over at the display window, shattering it. The static emanating from the televisions were much louder now and began drawing the walkers over to it.

"I've never seen a street look so g-r-r-r-reat." Trixie commented.

"What?" Doug replied with an incredulous look.

"The street?" She gestured in front of her. "'Cause there's no walkers there now?"

"You two keep an eye out, I'm gonna go get the keys." Lee said before leaving and walking over to the pharmacy walker.

Trixie watched as Lee knelt down to it and couldn't help but frown. "What is he doing?"

"I... don't know." Doug replied.

"He's not talking to the walker, is he?"

"I don't know." He repeated before he stood up and both of his hands flew to his mouth; forming a triangle shape and Trixie quickly caught onto what he was doing but was late to stop it. "Did you find 'em yet!?" He shouted, starting her.

"What the hay are you doing!?" Trixie quietly exclaimed.

"I'm-"

"You're gonna attract the walkers, you ffffoal!" Her lips created a hard hiss as she spat out the last word.

"Oh right, sorry."

"Just keep quiet and don't scream!"

A few seconds past, Lee finally stood up and raised the axe before launching it down onto the walker. Trixie watched a moment more and saw Lee jump back in surprise when the walker came to life again. He repeated the same action once again, multiple times until the walker finally died.

"It can't be that hard to... kill walkers... is it?" Trixie asked, bewildered by how many hits the walker received before it died.

"No, all you have to do is destroy the brain and then it dies."

The memory of the walker grabbing a hold of her flashed in her mind, her eyes fell to the ground with a glazed but troubled look on her face.

It wasn't until she heard the sound of rustles, like sand was she brought out of her daze and saw Lee waving the keys above his head.

"Holy crap!" Doug suddenly shouted.

Trixie was about to respond once again until she saw the walkers that were now heading their way. Lee ran back to the pharmacy, the walkers far behind him. Doug slammed the gate shut but a short gap was soon created when they rebounded away from each other. Lee ran inside the store with Doug following after.

Trixie did a double take between the gate and Doug. "Wha-you didn't even close the-urgh!" She ran inside before the walkers gained any more distance.


Doug slammed the doors shut as he leaned up against them and sighed in relief. "Man, that was close."

"But we did it, that's all that matters." Lee replied, his somber tone didn't go unnoticed by Trixie or Doug. They watched as he made his way over to Lilly and began speaking with her.

She took a glance back at Doug who was no longer up against the doors and was looking in Lee's direction, a concerned look on his face. "You know, you didn't close the gate right?" She asked.

"Oh, yeah the lock was busted-"

She scoffed. "Maybe we shouldn't have busted it then?" She shook her head, her eyes guided to the two doors, feeling uneasy as she thought about the walkers outside; expecting for a series of bangs to start any second.

"Uh, hey Trixie."

A sighed broke through her lips and she looked at Doug. "Yes?"

"I... just... well just wanted to say that i-it was nice meeting you."

She raised a brow. "Nice to meet you...?" Feeling awkward, she turned scanned around the room. She noticed pretty quickly the woman, Carley was giving her some sort of a weird stink eye when a loud, ear-piercing, ringing blared out loudly. Partially startled, she quickly looked around, noticing the same expressions everyone else had that she was occupying. Confused, startled and worried.


Applejack and Rainbow exchanged a frown. "The alarm goin' off?"

"I think so." Rainbow paused before she suddenly stood up from her position, eyes wide. "The walkers!"

"W-what's going on!?" Pinkie exclaimed from her spot beside Larry and Fluttershy.

"The damn alarm went off. That sound's gonna draw the walkers right to us!" Kenny replied.

"What are we gonna do then?" Rainbow inquired then a series of various things simultaneously took place. Scratching and muffled banging was coming from all around the store with walkers growling all at once and immediately everyone was up on their feet.

"Ah'm gonna get the truck fired up 'round back!" Kenny shouted as he approached the office door.

"Do it fast! I gotta get my dad outta here!" Lilly commanded as she and Fluttershy assisted her father onto his feet before exiting through the office.

"Ah don't plan on dilly-dallyin'!" Kenny then turned to his wife. "Honey, take Duck into the office and barricade the livin' hell outta the door behind me!" He turned to Twilight who was standing beside Pinkie and Starlight. "You three help her out!"

"Okay!" Pinkie dashed through the door immediately, Twilight glanced at Starlight and Katjaa before following after her.

"Glenn, when you hear me honkin' in the alley, start gettin' people outta 'ere!"

"You got it!"

"Jack, Dash! Ah need both of y'all to stay and guard the windows. If any of them break through, deal with 'em!"

"Got it!" Applejack and Rainbow replied simultaneously before they separated and ran to opposite ends of the room.

"The rest of y'all, make sure our defenses stay up until then!" There was a loud metallic clash right outside the door.

"Guys, the door's not locked anymore!" Doug said, urgently as he edged to the front doors.

"Alright, get on it! Ah'll be back as soon as I can! Lee, Imma need that axe case ah run into any of them on the way!"

"Here!" Lee tossed the axe to which Kenny caught with ease before he ran into the office.

Doug, Carley and Glenn ran up against the door, keeping it shut. Trixie and Rarity exchanged a look at one another before running to the door to help.

"This is why we shouldn't have busted that lock!" Trixie exclaimed as pushed against doors, meeting the resistance the walkers were putting up.

"You what!?" Glenn shouted in disbelief.

"Wha-no, I didn't do anything!" Doug rebutted.

"Why would you do that!?"

"Glenn! We need your help, please hurry!" Katjaa suddenly called out from the other room. Lee ran over, quickly taking Glenn's spot behind the door.

The walker's strength was surprisingly vast for being so utterly rotten. The doors felt like they were going to give way to another budge.

"Hey Trixie," Doug called and she turned to look at him. "If we don't make it through this, you should know... I-I think your really attractive!"

It only seemed like everything stopped for a second before it commenced once again. "Uhh, thanks!?" Trixie shouted.

"Doug, if we don't make it through this, you should know-" Carley didn't get to finish, the walkers had managed to bust open the door, emitting a yelp from Rarity.


The thin wooden board that was nailed up against the window was covering her view of what was going on outside. Applejack could hear the walkers trying to get in, they hadn't broke through the glass yet and it wasn't hard to tell that the thin mat-like board wasn't going to hold them off for very long.

When she heard a loud crash coming from the front doors, she turned to see Lee, Trixie and a couple of others; struggling to get the door closed as the walkers had managed to get them open but not all the way due to Lee holding the doors together.

She was about to go over and help when she heard the sound of glass shattering coming from behind her. She turned, right when a rotten hand manages to break through the thin piece of wood. Soon after the entire board falls from the window entirely, allowing the walker the fall into the store.

She quickly ran over to it, instincts fully taken over, and delivers one powerful stomp to the walker's head. There were plenty of walkers right outside, noticing her and suddenly they found their new meal.

They began climbing through the window but was unfortunately met with a bar stool being shoved against their faces their faces.


After struggling for a bit, Lee and the others managed to close the door shut. "This isn't going well! They're gonna break down the doors!" Trixie exclaimed.

"Just hold on!" Lee replied.

"T-to-hold on to what!? What the hay is Kenny doing!?"

A shelf that was pushed up against the window had entirely collapsed right next to them. "Shit!" Carley swiftly stepped away from the door, pulling out her pistol and fired at a few of the walkers who were a step away from taking a chunk out of Doug.

She ran to the other side of the shelf to help Applejack, getting a better angle and began taking out the walkers.

"Clementine!" Lee called. "Can you look for something to stick in-between the windows!? Something, real strong okay!?"

The child nodded before running off elsewhere.

"Let's hope she's quick about it! This store is getting overrun!" Trixie commented right as the door burst open again. After a moment of struggle, they managed to get it closed again.

"Clementine, hurry up!" Rarity blurted out, her arms were beginning to ache as she continued using all of her strength to keep the door closed; genuinely feeling as if she were the one putting in the most effort.

The sound of glass shattering drew their attention, near the restroom where Rainbow was. The walkers were shoving their arms in, gnawing desperately to get in but the planks that were nailed up against the window were preventing that... for now.

Rainbow quickly scanned around and her eyes immediately landed on the small aisle shelf. She ran behind it and mustered up all the strength she could before pushing it up against the window.

The door busted open yet again, this time, it was a lot harder to get it closed again. Rarity's arms were now trembling, demanding that she'd take a break but she ignored it. After a few more seconds, Lee had slammed the door shut. "Uh-h gents! My arms are getting tired!" Rarity exclaimed.

"Just a littl-"

I found something!" Clementine ran over to them, a long stick in hand. Lee recognized it immediately. He took the cane from her before swiftly shoving it in-between the door handles, keeping it shut and allowing them to a few seconds of relief.

The door to the office kicked open, Kenny came rushing in. "Let's go!"

Everyone ran to the office, Rarity was about to when she heard a scream come from behind her. Turning, feeling her heart plummet into her stomach when she saw Clementine had been caught by a walker. It was holding onto her leg, the little girl desperately trying to break free from it's grasp.

Rarity ran over to the walker, delivering a swift kick to the head but it's grip remained locked. As she went to give another one, the walker had managed to catch her leg, sending her falling to the floor and allowing it to topple onto her.

Her arms were already weak enough and now she had to keep the walker from sinking it's teeth into her in which it was succeeding. The walker was easily overpowering her, until it suddenly became featherweight.

Above her, she saw Lee tossing the walker aside effortlessly making it look like a ragdoll. He turned to her, extended his hand and lifted her onto her feet. "Go!"

She turned and ran to the office. She saw Larry standing by the door but thought nothing of it. Once inside, she ran into the alley and saw the pickup truck and another smaller, less bulky vehicle next to it. The smaller one was already filled with people, barely anymore room for her to fit through.

The back of the pickup truck still had more room, Doug, Carley, Applejack and Rainbow were climbing aboard it. She entered it with Trixie climbing aboard soon after.

Once Kenny got there along with Lee who looked slightly dazed, Kenny fired up the truck and drove out of the alley with Glenn following with him.

They drove out of the town, the alarm from the pharmacy grew distant and more quieter before it went silent and suddenly the car ride was more peaceful.


As they arrived at the motel, the parking lot was filled yet again with walkers, the gunshot from the lady must've brought all of them there.

Kenny and Glenn stopped their vehicles and got out to deal with them. A few others did too, it didn't take long for them to clear them out.

When they were done, Kenny and Glenn moved their vehicles into the lot. Applejack sat by the "Shit Happens" truck and took a moment to herself, she saw Starlight standing by the large caravan vehicle. She was beside Twilight chatting about something.

"Hey, AJ," Rainbow greeted, coming over when she stepped out of the pickup truck.

"Dash," she greeted back with a nod.

The wonderbolt took her place beside her, sitting at the back of the "Shit Happens" truck.

The two didn't speak for a moment, Rainbow noticed Applejack's gaze on Starlight.

"Yes, Dash?" The farmer broke the silence, still keeping her eye on Starlight.

"What?"

"You look like you wanna tell me somethin'."

Rainbow stayed silent for a moment, her gaze going back to Starlight before they returned to Applejack. "I just wanted to say that... I don't blame you... for what you did. In fact, I-"

"Ah dunno what you mean." The farmer feigned ignorance, she knew very well what Dash was referring to. She just wanted some time calm down, to relax for a bit.

"I'm talking about the motel thing... the girl?"

Applejack withdrew a long exhale but didn't say anything.

"Look, I just wanted to say that... I-I agree with what you did."

She frowned before turning at her. "You do?"

"Yeah. From what you said, getting bit is like... pretty much the end."

Applejack averted her gaze back to Starlight. "They don't seem to understand that."

"Yeah but I'm sure they'll come around."

The group began pulling together all the walkers that were killed and stacked them into one big pile in the center of the motel parking lot. Fluttershy and Pinkie stood by silently, they weren't ones for getting their hands dirty. It did feel unfair that mostly everyone else, save for the kids and Katjaa, was doing most of the work while they just stood around awkwardly.

Even Rarity, the most elegant out of all of them was helping out too while occupying a blatant grimace on her features.

"What do we do now?" Fluttershy asked.

"I dunno, Shy." Pinkie replied. "I just wanna go home, I-I thought this was gonna be a fun adventure but now... it doesn't feel so fun..." she trailed off.

"Yeah... me too, I was hoping to see some new animals, to see what was different but..." Fluttershy trembled, clutching her shoulders; images of those walkers intruding in her mind.


Lilly tossed the last corpse on top of the big pile of walkers, looking down at her hands in disgust. When there was only a few left, everyone went of to do their own thing. Rarity went off with Rainbow to get a look at some of the rooms of the motel, Applejack went to chat with Kenny and Twilight and Starlight continued their conversation they were having previously.

Trixie was on the other side of the pile, frowning and staring aimlessly at the lifeless, rotten expressions. Lilly looked at her for a few seconds before heading in the other direction.

Trixie took another glance at the walker pile then turned to walk away. Upon turning, she saw Doug by a desk with a box he was rummaging through. Kenny and his family were also doing the same thing and, perhaps because of boredom, Duck went to go talk with Clementine.

There was a voice coming through the radio device from Glenn's car that he was listening to. He was leaning on the car door and the voice on the radio was informing "Atlanta citizens" to stay away from the city as it was dangerous. Carley was next to him with a troubled look on her face.

Loud popping sounds started echoing throughout the area, followed by a series of screams. It startled everyone for a quick second before they went back to doing whatever they were doing.

Trixie was debating on whether or not she should speak to Doug about what he confessed at the drug store. Flattering but it was never going to happen, never, not in a million years; not a chance in Tartarus. Might as well break the ice, Trixie walked over to him. "Doug," she greeted.

He gasped. "Oh... Trixie, uh hi."

She ignored his nervous attitude, that would explain his weird attitude toward meeting him earlier. "So... what you said at the store?"

"Oh that... you remember?" There was half-grimace on his face and his hand flew up up to scratch the back of his head.

"Yeah, I remember. I'm flattered but also... it's never gonna happen."

"Oh." She noticed his demeanor dropping slightly. "W-well... I still think you're attractive." He followed it up with a tight-lipped smile.

Trixie closed her eyes for a quick second before they re-opened again and offered an obvious fake smile. "Thanks." She replied before walking away, leaving a sheepish Doug behind.


Everyone at the motor-inn was getting settled, unpacking all of their supplies, chatting amongst themselves. The former ponies were doing just that, a couple of them were helping unpack; others were chatting.

They were still shaken up over having to escape the pharmacy, up close with a mob of infuriated-gut hungry monsters. The good thing was that no one had gotten hurt, there wasn't really a downside to any of this really.

Except the effect it would have on the girl's mental states. Rainbow, Applejack, Trixie and Rarity were the ones who had to deal with the walkers up close. Rarity had a dangerously close encounter with one of them, a moment later and the walker might have succeeded if not for Lee.

Applejack joined Rainbow and Rarity in deciding what rooms to bunker in, wasn't much of a choice. They were all the same.

"What room you gon' take?" Applejack asked.

"They're all... pretty much the same, darling." Rarity replied, her voice a little too quiet.

"Not really, I'm taking one of those." Rainbow gestured the rooms on the second floor.

"Hmm..."

Rainbow looked at Applejack, frowning. "Hey, you okay?"

The farmer returned her gaze, her expression unreadable. "Oh naw, ah'm fine. It's just where the girl killed herself is all."

It captured Rarity's attention as she was no longer staring at the concrete below her.

"O-oh uhh, sorry bout-"

"Don't fret, it ain't a big deal." The farmer quickly replied, cutting off the wonderbolt.

Out of the corner of her eye, Rarity noticed Lee approaching Twilight. He was the one who saved her, she trembled at the thought of what might have happened to her if he wasn't there. She began walking over to him.

"-'s what Trixie said?" She heard Twilight ask as she approached.

"Y-yeah... is it... true? Are you... girls or whatever you are from another world?" Twilight's eyes fell to the ground, a thoughtful frown taking over her features. "Because it's-just... ever since you girls got here, you've been acting... w-weird, no offense." He quickly added when she didn't respond.

"Oh...?"

"Like, your names for example: Twilight, Starlight... Rainbow Dash? They all sound very..." He looked off to the side for a second before they returned. "Fantasy-like?" He was going to say childish but switched it to fantasy instead out of courtesy.

Twilight paused for a second, Starlight was staring at her expectantly. After a few more moments, she replied. "Yes, we aren't from this world and... it's your choice on whether you believe it or not."

Lee stayed silent, a crease forming on his forehead as if he were processing what he was being told.

"Well, to be fair, you guys have weird names too." Starlight commented.

"We have weird names?" Lee said with disbelief.

"Yeah like, Kenny, Doug, Carley, Lee? What type of name is Lee?"

"A fairly decent name as opposed to Starlight." He paused. "What about the scroll? Seems like it meant a lot to you."

"Well, you're right. It did mean a lot to us. It essentially provided us with a way home, an enchanted scroll." Twilight explained as she pulled out the two pieces of paper and handed it to him. He took it and began reading the page. "But now that it's ripped, the enchantment on the scroll was broken."

"Wait if it was broken then how are you able to get back too... wherever it is that you guys came from?" Lee inquired.

"That's the problem, we can't. That scroll was our only means of getting home, it's why I kept it in the bag." She gestured to her satchel.

"Did... you write this?" He nodded at the scroll.

"No, I didn't. It was scroll made by Starswirl The Bearded."

"The what?" Lee gave her blank stare.

"A very powerful unicorn." Twilight elaborated.

"Uhhh... a unicorn? You girls... are unicorns?" He asked, incredulously.

"Well, not all of us." Starlight began gesturing to herself and her mentor. "Me and her are unicorns but some of the others aren't. Like, Rainbow and Applejack. Rainbow's a pegasus which means-"

"She has wings?" He finished the sentence for her which in return earnt him a tilt of the head from Twilight.

"Yeah, y-you know what a pegasus is?"

"They're supposed to be mythical creatures, unicorns and... pegasus. They're all just myth, like fairy tale stories." Lee then looked at Rarity, expectantly.

"Oh, I'm a unicorn." The fashionista casually replied.

Lee nearly laughed at her statement. "You see when you say it like that, that just makes me think you're just playing some sort of joke on me."

"Well, like I said earlier. It's your choice on whether you believe it or not." Twilight said, feeling taken aback as she snatched the scroll back from him.

"Sorry, I meant no offense." Lee quickly followed up. "It's just hard to believe, I mean you've been around here long enough, surely you can understand why I might react like this."

"Yeah... I suppose." Twilight muttered. "Your world doesn't have any magic in it."

"Regardless of that, Lee I just wanted to thank you." Rarity spoke, feeling indifferent by his disbelief. "I-If it weren't for you, I would've... well, I don't wanna think about what might have happened..."

He seemed to have caught pretty quickly as he smiled and nodded. "Of course, Rarity."

Twilight frowned. "Wait, what happened?" She asked as she glanced between the two.

"I-it's nothing really, Twilight. I just... had a walker who was a tad too close for my liking."

"Are you okay? A-are you hurt?" Twilight approached her friend.

"I am okay, darling." Rarity assured. "Lee saved me if it wasn't for him, I might've-" she abruptly stopped as tears began welling up in her eyes and suddenly she was sobbing.

"O-oh, Rarity, hey." Twilight brought her friend closer to her and felt the suddenly felt arms lock around her back. She felt the her friend shake uncontrollably as she rubbed her back. "Hey, hey, Rarity it's okay. Okay?"

"I-I-I-I alm-o-ost, I-I almost, i-i-it nearly ki-" Rarity struggled to get out between sobs.

"I know, I know. Okay? I know, Rarity but you're okay now." Twilight soothingly consoled her friend.

Lee and Starlight silently stood by, looks of sympathy on their faces. Trixie suddenly came over, a frown on her face. "What's going on here?" she curiously inquired.

"She had a close encounter," Lee simply explained.

Her eyes widened slightly. "She's not bit, is she?"

He shook his head. "No."

"Oh, good good 'cause... that would've been bad." The two stayed like that for a few moments before Rarity finally regained composure and loud cracks, just like the ones before echoed throughout the area. This time it sounded further and there were a lot more, each crack sounded slightly more different than the other one.

"I hope that's the sound of us winnin' this thing!" Kenny said, coming over to Lee and Twilight.

"What do you mean? We're not winning anything." Trixie said.

"Ah meant us as a whole, the entire population, the military."

"Are we just gonna stay here for while then?" Starlight asked.

"Yeah, the motor-inn's pretty damn defendable. Block off the entrance with a few cars, keep someone on watch. Besides, there ain't no other place we could go to."

"I agree with that, I think this is a pretty good setup we got." Lilly said as she walked over.

"We've got beds, water and most importantly, we got light. There are worse places to call home."

"And we need some weapons, we barely have any." Starlight said. "All we have is one big axe and... that's it."

"We also have Carley's weapon." Trixie mentioned.

"Yeah and that's still only two weapons for what? Like ten people?"

"We'll be fine. So far, we're all right." Kenny assured. "In the mornin', we'll go out and scavenge for some."

"Yes, that would be preferable." Starlight agreed.

"All right, it's settled. We'll rest up, first thing in the mornin' we'll go out and find ourselves some weapons." Kenny concluded. The plan was seemed almost perfect, the weapons was the only thing that kept her on edge; suppose everyone else felt the same way but Starlight felt more strongly about it.

Besides that, everything seemed fine. No one had gotten hurt, most of their supplies were intact. They had beds, perfectly clean beds with blankets, most of them would probably fall right to sleep as soon as they start laying on it.

Hope was blooming in everyone's chests...

until the street lights suddenly began turning off, one by one and by the time all of them were out; it was practically pitch black.

"Well, that's just wonderful," Trixie muttered.