Tartarus Infernum

by Sunderbraze


Chapter 15 - The Ancient Watchers

**********

“Aw YEAH! Yee-haw!” cheered Ashton, being the first to break the silence following their victory. “Y’all finally got ‘em!” He paused, glancing at the stone statue that was Darkstar. “…For real this time! Yeah!”

The ball of violet lightning enshrouding Starswirl burned out, and he collapsed to the ground.

“Is it really over?” Twilight asked, floating to the ground. She and her friends stared at the statue of Darkstar.

“Just like Discord, he has been trapped until the Elements say otherwise,” Celestia proudly explained, smiling at her. “This time, you have not just saved Equestria—I daresay you have saved every living thing in the world!”

“Couldn’t’a done it without this guy!” Dash cheered, swooping over to Starswirl and tackle-hugging him.

“Rainbow’s right, everypony,” Applejack agreed heartily. “We couldn’t’ve done it without ya, mister Swirl!” Dash helped the laughing wizard back into the air, and he started floating on his own again.

“Pish posh,” Starswirl replied humbly, though he was still laughing. “Come now, we’re all heroes here! At this point I can comfortably say that without any one of us, the rest of the team would have failed miserably by now.”

Most of the Equestrian Elite laughed with him upon hearing it, but they knew it was true.

“Starswirl is correct,” Celestia reminded them, as the laughter died down. “Darkstar was undoubtedly our most dangerous foe, and I will admit, I feared for our lives… But no longer!”

The Elite erupted into cheers, so she gave them a moment before continuing.

“Two known foes remain,” said Celestia. “Haakon, and his so-called Blood Legion, and the Zentnor Collective. In light of our most recent victory, I would say that their defeat comes swiftly!”

The team cheered again wildly, stomping their hooves at her.

“Rest now, friends,” the princess smiled, as they calmed down. “In two hours’ time, we will head south, and reclaim Tartarus! It will be a long journey—we are still nearly one-hundred miles away. Dismissed!”

While the Elite began to disperse into their sub-groups, Starswirl floated through them and approached Terra and Cadance.

“…Swirly…” said Terra, staring cautiously at Darkstar’s motionless statue. “…Tell me the truth. How long before he breaks out of there?”

**********

“Mother, I’m sure he won’t-“

“As long as the Elements deem it so, he’ll stay in there,” Starswirl interrupted Cadance.

She frowned and raised an eyebrow at the wizard.. “…You say that as though the girls might…”

“They are mortal, Mi Amore,” Terra firmly reminded her. “...They will die, someday…”

“I predict we won’t have to worry about that for a great many years,” Starswirl interjected optimistically. “Even if the girls were to pass, the Elements' power will remain."

“It could be over a hundred years,” Terra sighed, looking at the Elite around her. “Out of sight, out of mind for them… two blinks of an eye for us…”

“Provisions will be taken before that becomes an issue, I assure you,” the wizard replied calmly, placing a hoof on her shoulder. “Perhaps another form of imprisonment like Tartarus shall come along.”

Terra narrowed her eyes at him—she was not convinced.

“Whatever happens though, I promise, he will be dealt with accordingly,” Starswirl continued. “Until then, we’ll have Luna plant this little statue somewhere on the moon!”

“Banishment to the moon sounds good to me,” Cadance laughed, trotting towards the others. “I'll be back, mother!"

“…Perhaps,” Terra replied, taking a deep breath. When Cadance reached Shining Armor, Terra turned back to Starswirl and looked at him somberly.. “…You told her of… of Bridlemore… didn’t you?”

“I did,” Starswirl admitted quietly. “And I’m sorry, but she had to know before-“

“Thank you,” Terra sniffled, interrupting him. "...Thank you.... I couldn’t bear to tell her when we first met… W-we stayed up and talked for hours, but I just… I only wanted to hear about her life…”

“S’perfectly fine,” Starswirl replied cheerfully, patting her on the back—secretly, he was relieved that she was not angry at him. “I know Dartmoor would be very proud of both of you.”

“She's so much like him, and she never even saw his face…” Terra shuddered. “I… don’t know about me… but he’d be proud of her…”

“Let’s not forget,” Starswirl mused, looking into her glistening cyan eyes. “Were it not for your actions, none of us would be here. Darkstar would have destroyed Stalliongrad, Canterlot, Manehattan, Fillydelphia…” He turned towards the rest of the team. “Ponyville would never have been founded! You see the girls there, the ones that enrich your daughter’s life? None of them would have been born...”

“It wasn’t enough, though,” Terra replied, looking back to the entombed Darkstar. “...Can he ever truly be killed?”

“Of course he can,” Starswirl told her confidently. “Just like you and I can be. It’s possible, it's just ridiculously complicated… I’m sure he’ll meet his true end someday. We may just be there to see it!”

“If I had the power…” Terra clenched her hoof, furrowing her brow angrily.

“Power has nothing to do with it,” Starswirl argued, gently lowering her hoof with an aura of blue magic. “Overwhelming force is not the answer... Something else is the key to his demise, and we shall find it someday.”

Terra paused, placing her hoof back on the ground. “...The sooner, the better…”


**********

“Over here, ace!” Soarin’ called out quickly, flying backwards away from Spitfire and waving at Rainbow Dash.

Spitfire flew between them, her eyes fixed on the red Frisbee in Dash's mouth. She jerked her head to the side and threw it at a wide angle—Soarin' weaved around Spitfire and swooped into the Frisbee from above, catching it before she did.

“Go long!” Soarin' laughed triumphantly, backing away from Spitfire. Aeon carefully eyed the Frisbee in Soarin’s mouth—Dash soared away, and Soarin’ dove under Spitfire, launching it through her hind legs.

“I got it!” Dash cheered, opening her mouth to catch it. Aeon swooped in front of her and intercepted the Frisbee before she caught it.

“That’s more like it, doc!” Spitfire whooped, kicking one of her hind legs into Soarin’s shoulder and pushing him away. “Quick, I’m open!” Soarin’ tried to block her, but she evaded him as quickly as she could.

Aeon studied their movements carefully as they shoved each other out of the way, but they suddenly disappeared behind a bright cyan blur. “Now, now, Rainbow,” he mumbled, talking with the Frisbee still in his mouth. He removed it with his left hoof and got ready to toss it. “What did I say about predictable flight patterns?”

“Oh yeah?!” Dash asked, smiling intensely—she swooped to the left, and back to the right, flying under him and then backflipping over him, doing an impressive somersault before returning to a hover in front of him.

“Exactly!” Aeon laughed, getting ready to swoop to the right. Dash darted to her left to stay in front of him, but it was a feint—he juked in the opposite direction, increased his altitude, and threw it to Spitfire before Dash could shift her momentum to intercept it.

“Fine, that’s four to four!” Dash shouted. “Let’s break the tie, Soarin’!”

“That’s what I’m talkin’ ‘bout!” he cheered back.

“You’d better throw hard, ace,” Spitfire called back intensely, grinning at her.

Dash couldn’t help but feel butterflies tumbling about in her stomach—the Wonderbolts had officially given her a nickname!


“If it weren’t for all the fighting and all of this saving the world nonsense, this’d be such a fine day!” Rarity proclaimed, leaning back on a lawn chair that Twilight had conjured for her.

“You said it,” Twilight agreed.

She yawned and relaxed in her own chair, watching the four pegasi playing Frisbee with the red disc she had conjured. High in the sky above the competitors, Fillydelphia’s weather team was creating some scattered cloud cover, casting pleasant shadows across the Dream Valley below.

Twilight looked around for a moment. “Say, where’d Fluttershy go?”

“She’s gone to the forest in the east with Duskwing,” Rarity replied, patting her grumbling stomach. “Said something about lunch…”

“Whatever she comes up with, it’ll be nice to actually have a meal,” Twilight sighed. Her thoughts traveled to the last proper meal she had, which had been a dinner with Spike two nights ago. “I hope Spike is doing okay…”

“I’m sure he is,” Rarity sighed, closing her eyes. “He can be responsible, you know? I’m more worried about Sweetie Belle." Her eyes shot open, and her expression became worried. "Goodness, what if she’s come around asking for help with her homework again? Nopony in town even knows where we’ve run off to!”

“Sure they do!” Pinkie said cheerfully, leaning over Rarity’s head and blocking the sun with her poufy mane. “The princess told them, remember?”

Rarity looked confusedly at Pinkie “The broadcast,” Twilight clarified, sighing. “There must be so many ponies out there worried about Tartarus, I wish there was a way to tell them we’ve got it under control…”


“Almost got’em! C’mon, AJ! Curl yer hoof!” Ashton cheered. “That’s it!”

Applejack and Ragehoof were lying across from each other on their stomachs, locked in an intense hoof-wrestling competition. Their elbows were buried in the ground, and each of them was struggling to overpower the other.

The two earth ponies were evenly matched. They glared at each other intensely, while Ironmane, Ashton, Shining Armor and Cadance cheered them on.

“You’re pretty tough,” Ragehoof muttered, narrowing his eyes at her.

“Pretty and tough,” she corrected, grinning back at him.

Feeling Applejack’s muscles twitch, Ragehoof suddenly summoned a burst of reserved strength, jamming his opponent’s hoof into the ground and almost flipping her over in the process.

“Close,” Ragehoof admitted quietly, shaking his sore leg as they stood up. “…If you used the Element, you would’ve easily beaten me... why’d you hold back?”

“’Cause that’d be cheatin’, partner,” she told him cordially, extending her hoof at him. “Ya ain’t got an Element of yer own, it wouldn’t’a been fair!”

“Huh, if you say so,” Ragehoof replied, shaking hooves curtly and turning around. The cheering crowd around them dispersed as he walked away.

“Wouldja like yer hat back?” Ashton offered, being the only one left with her.

“Y’know, it don’t look half bad on ya,” she smiled. “Brown might be yer color after all. Dirt don’t show up on it like it does with yer white!”

“Hah!” Ashton laughed, placing the hat back on her head and brushing some dirt from his white vest. “That was mah dress-hat; this here’s mah dress-vest. Ah didn’t know Ah’d be out here fightin’ so soon! When the princess said ‘t meet’er in the Royal Hall, Ah couldn’t show up dressed in mah rustlin’ duds!”

“That’s just ‘cause yer a gentlecolt,” Applejack told him, causing his cheeks to redden. “Speakin’ ‘a which… yer not so gentle that ya’d let me win in a hoof wrestle, are ya?”

Ashton's love of competition overwhelmed his nerves. “’Fraid not, ma’am,” he grinned. “But Ah’d be happy ‘t give ya some pointers after Ah whoop ya!”

“Just look at that,” Cadance sighed dreamily, watching them prepare to wrestle. "Isn't it amazing?"

“Hmm?” Armor asked, looking in the same direction as her. “Oh yeah! Huh… I’m gonna bet on Applejack.”

“Not that,” she giggled, elbowing him in the ribs and narrowing her eyes at him. “Look at them!”

“Huh?” he asked, looking at her curiously for a moment. He looked back at the hoof-wrestling pair and thought about it. “…You think it’ll be Ashton? I dunno about that...”

“No, I mean,” Cadance sighed in exasperation. “Ugh! Colts… So oblivious!”

“So you do think it’ll be AJ?” Armor asked mischievously, grinning at his frustrated wife.

Cadance narrowed her eyes at him suspiciously. “…You’re messing with me again, aren’t you?”

“No way! I really was going to bet on Applejack!”

“Ugh! I’m not talking about the hoof-wrestling!”

“I didn’t say I was, either!”

Cadance stopped scowling and widened her eyes at him. “Wait… You think she’ll-?”

“Definitely,” Armor replied confidently. “She’s the one with the Element! Of course it’ll be her!”

“I’m still not sure we’re talking about the same thing here,” Cadance said, looking back at the evenly-matched competitors. “What is it you’re talking about?”

“The same thing as you,” Armor laughed, grinning. Cadance rolled her eyes in annoyance. A few yards away, Ironmane couldn’t help laughing silently to himself, having overheard their entire conversation.


**********

“Quite an interesting display of necromancy earlier, sister,” Celestia said to Luna as she regained consciousness.

Luna lifted her head from the pillow that had been placed under it earlier, blinking a few times as she collected herself and observed her surroundings.

“I…” she started quietly, falling silent as her eyes locked onto the entombed Darkstar. The dark princess sighed and looked at the ground, unable to find words to explain herself.

“Interesting and effective,” Starswirl interjected, floating towards the two sisters. “She saved my life, you know. I wouldn’t be criticizing her knowledge of the dark arts.”

“Is it not necromancy that drove Darkstar insane in the first place?” Celestia asked cautiously.

Starswirl landed next to them, chuckling. “No, Darkstar drove himself insane by trying to become a god."

Celestia narrowed her eyes at him. “Did you not once refer to it as evil magic?”

Starswirl rolled his glowing eyes. “Yes, necromancy can do many evil things, but that doesn't make the magic itself inherently evil. You could just as easily call any weapon evil, regardless of the morality of the one who wields it."

“But what good can possibly come of it?” Celestia asked worriedly. “It’s a weapon of mass destruction…”

“Do you think I was able to make Shining Armor’s ring and Rarity’s necklace by guessing they’d work against necromancy?” the wizard asked curiously. "It has its defensive perks, you know."

“...You are Capable of necromancy as well?”

“I know a few basics, yes,” replied Starswirl, stroking his beard and turning towards Luna, who had remained silent. “I think explanations are in order, though. I learned what I know of necromancy after the Battle of Stalliongrad, so I could better combat it in the future… Why did you learn it, Luna dear?”

“I… did not learn it with such honorable intentions,” Luna admitted, silently looking at the ground for a few moments. She somberly gazed at Starswirl and Celestia, who were waiting for her to continue. “I do not recall when and where I began studying the necromantic arts, but… I have… memories… of many things I learned while afflicted with the curse of Nightmare Moon…”

“Do you?” Starswirl asked curiously, gazing into her eyes. “…Care to share?”

“…Horrible memories,” she corrected herself shamefully. “Foreign desires took hold of my heart, and compelled me to plot against my own kingdom in many ways…”

“…May I?” Starswirl asked, tapping the brim of his hat with his hoof. “This may be one of the few possible ways to figure out just who placed that curse upon you.” As the hat began to glow, Luna’s eyes widened—she realized what he was suggesting.

Luna looked over at Celestia; her expression remained neutral. Gulping hesitantly, she looked back to the wizard and nodded at him.

“Just calm your mind, Luna dear,” Starswirl chuckled. “Trajo taught me this little trick, and it was quite effective on Lagos. I’m curious to see how effective it’ll be on you. Well, actually, I’ve been wondering that ever since I learned it...”

Luna narrowed her eyes at him. “If you would,” she said impatiently, closing them.

“That’s the Luna I know,” Starswirl laughed, closing his eyes as well. He reached out to the princess’s mind, forming a haze of blue energy around her head.

Images suddenly flashed through Starswirl and Luna’s mind, reeling through countless memories which replayed behind their closed eyelids. Thousands of them were of the moon’s surface, but as he dug a little deeper, Starswirl started seeing images of himself through Luna’s eyes.

“It is with great pain that I must do this,” Celestia’s voice echoed, from somewhere to the right. “Starswirl, please remove the Elements from her.”

“NO!!” Starswirl shouted—it was Nightmare Moons voice that came out of his mouth. He was seeing the event through her eyes.

The version of him in the memory conjured a powerful arcane force, and pulled the Elements of Loyalty and Generosity from Nightmare Moon’s jet-black body. With an explosive shockwave, he pulled the Element of Magic from the struggling mare as well.

“Princess Luna, you are banished forthwith from the kingdom of Equestria," Celestia declared sadly. "I pray that solitude may remind you of your true self.”

Three lifeless stones crashed to the floor between them—one of them had a diamond figure embossed upon it, and another had a lightning bolt. The third, a tall star, disappeared moments after striking the floor.

“…I am so sorry, Luna…” the silent voice of Starswirl echoed.

Celestia’s necklace, bearing three brilliant gems—a butterfly, an apple, and a balloon—began to glow as she channeled the power of her Elements. With a flash of tricolored magic, Nightmare Moon blacked out, and the memory faded.

Starswirl dug deeper, rewinding past their mutually painful memory and trying to find the source of Nightmare Moon’s curse.

“There’s a gap,” Starswirl thought, as the memories suddenly started coming up blank. “Hmm…”

“Whosoever placed the curse upon me has covered their tracks well,” Luna’s current thoughts echoed in his mind. “I have spent many days of deep introspection, trying to access these memories, but they have been…”

“…Erased…” Starswirl finished for her, realizing that there was a chronological gap of nearly a month in her memory system. He probed the edges of the gap curiously. “Wait a moment, here’s something…”

The wizard suddenly saw multicolored stars, and his vision started to black out, as though he was falling asleep. In the memory, Luna struggled to re-open her eyes, seeing a vague silhouette above her.

“…You will do nicely,” a deep voice echoed. The winged silhouette above her triumphantly drove a hoof into her face, knocking her out completely and ending the memory fragment.

“That!” Starswirl shouted aloud, breaking the mental link and opening his eyes. “That… Is very interesting…”

“What is?” Celestia asked curiously. Luna opened her eyes and looked at Starswirl as well, unsure what he could have learned from such a vague fragment.

“I saw a figure of… Well, I don’t know what he was, but he was identical to the figure I witnessed when looking into Lagos’s past,” Starswirl explained in surprise. “A winged, four-legged creature, and he was using magic…"

“An alicorn?” Luna suggested quietly.

Starswirl shook his head. “That would make sense,” he started, “but the voice was undoubtedly male."

“You need not remind me that alicorn DNA is incapable of forming a Y-chromosome,” Celestia sighed in frustration. "What are your other theories?"

He chuckled at Celestia's dramatics. "Cross-referencing Luna's memory with Lagos's memory leaves me relatively certain of only three things—one, he is male; two, he is a winged equine; three, he is immortal. Everything else is, unfortunately, pure conjecture."

"Those certainties alone rule out all possibilities I am familiar with," Celestia replied; Luna shrugged hopelessly.

“Rule nothing out as of yet,” Starswirl told her curiously. “Remember that any sentient creature in existence is capable of magic, and magic is capable of a great many things..."

The three immortals paused for a moment, silently pondering their situation.

“Perhaps we should search for this unknown threat at a later date,” Celestia suggested. “For the moment, it would seem that Darkstar is late for a one-way trip to the moon."

Luna nodded at her, standing up and walking towards the lifeless statue. “...He shall remain there forever,” she seethed, surrounding Darkstar with an indigo aura of magic. She teleported him to the moon, leaving him lying sideways upon an endless sea of white rocks.

“Without knowing how to teleport, he will have a tough time returning,” Celestia sighed in relief. "Even if he should somehow escape his entombment from the Elements."

**********

Starswirl paused to notice a yellow pegasus approaching the team from above. “I certainly agree!” he added cheerfully, floating off of the ground. “However, I simply refuse to think on an empty stomach any longer. Come, young fillies, it’s time to get something to eat!”

“Food’s here, everypony,” Fluttershy called out quietly, not getting a response. She placed a large basket of cauliflower sandwiches on the ground, which caught Rarity’s attention.

“It is lunch time!” she sang loudly, hopping from her chair.

Fluttershy dove out of the way of the swooping pegasi, galloping ponies, and teleporting unicorns as they dog-piled onto the platter, each of them seizing a sandwich and zooming away.

“I’m sure there’s enough for everypony,” she said quietly. When the dust settled, there was nothing but an empty basket. “Oh… Enough for everypony but me, I guess…” Fluttershy sat down dejectedly.

Dusky cawed from above, carrying a sandwich in her claws.

“You rescued it!” Fluttershy exclaimed—the phoenix dropped the sandwich into her hooves. “You’re such a sweetheart, Dusky! Thank you!” She happily munched the sandwich as Dusky perched on her folded wing, preening her shadowy feathers.

“…Boy, that hit the spot,” Fluttershy commented, swallowing the last bite.

“Hello there, Fluttershy,” said Starswirl, floating to the ground and sitting next to her. She shifted nervously, still slightly uncomfortable around the masked wizard. “Thanks for the sandwich, it was simply delicious!”

“Oh, um,” she stuttered. “N-no problem, Starswirl, sir…”

“I was wondering if you could do me a little favor,” he replied cheerfully, ignoring her bashfulness. “You see, I’d like to ask Duskwing a question, but as it were, I don’t speak phoenix!”

“Did you hear that, Dusky?” Fluttershy asked, turning around—her nervousness melted away into excitement as the phoenix cawed in acknowledgement. “She can understand you, you know,” Fluttershy continued, turning back to Starswirl. “She just can’t talk like us, but I can translate what she says!”

“Wonderful!” Starswirl replied, turning to look at Dusky. “You see, Dusky, I’m curious... Do you remember who it was that first turned you into the Nighthawk?”

Dusky looked at the ground, squawking a couple of times before shamefully looking back at him.

“She doesn’t remember much about him,” Fluttershy explained, eyeing the bird with concern. “…He was really mean… and she never got a good look at his face.”

“It was a he, then…” Starswirl mused, pausing to think for a moment. “Could you describe him a little? As much as you can remember?”

Dusky spread one of her wings, chirping a few times. She hopped off of Fluttershy's back and pointed at one of her friend's hooves, squawking once.

“Oh my,” gasped Fluttershy. “…He had wings and hooves, and he was really tall…”

“Did you see any distinguishable colors? Perhaps a feather design? A wingspan? …Anything?” Dusky shook her head sadly as he asked each question.

“I see…” Starswirl replied, beginning to hover off of the ground. “Well, thank you very much!”

“Oh, no problem at all!” Fluttershy said, waving up at him. “I’m glad I could help!” Dusky waved her wing as well.

“That is very interesting,” thought Starswirl. “He's also behind the transformation of the Nighthawk..." The wizard floated into the air and observed the southern horizon for a few moments, mulling things over in his head.

**********

“Putting the pieces together, are we, Swirly?” a mischievous voice suddenly echoed in his mind.

Starswirl stopped hovering and froze in place, his yellow eyes widening in shock.

“…Discord?” Starswirl asked aloud, quickly silencing himself and responding telepathically instead. “…WHAT are you doing in my head?!”

“I thought I’d pop in and say hello,” Discord laughed, his voice echoing as though he were in a large room. “Don’t you enjoy hearing from me? Besides, the plot demands I continue to make appearances!”

“The what? The plot? Ugh, Discord, I never guessed you were a pervert…”

“Oh, whoops,” giggled the draconequus. “No, dear friend, you misunderstand me. I just have a certain love for breaking walls, if you know what I mean.”

“Walls? What are you babbling about now? Have you gone completely insane?”

“Like a fox!” Discord cheered triumphantly, apparently delighted to have confused the wizard. “More importantly, though, I’d like to help you out a little.”

“Oh, how charitable of you. Are you going to tell me why you’re really here?”

“Heh, heh-heh. Why would I ever do that? It’d ruin the fun! Just listen to what I have to say, Swirly. I promise it’ll be worth your time!”

“Ugh, get on with it. If you’re just here to bother me, I’ve got no problem blocking you out.”

“Fine, fiiiine,” Discord moaned dramatically. “I just wanted to tell you that you’re on the right track, that's all.”

“…The right track? You’re talking about the immortal who has been trying to subvert Equestria?”

“Equestria? Meh, close enough,” Discord giggled for a moment. “You know, you’d be surprised how often the right track leads to an oncoming train.”

“Oh, subtle. You're saying I should quit while I’m ahead?”

“While you still have a head, that is. Did you ever wonder who sent me to Equestria in the first place?”

“WHAT?!” Starswirl’s jaw dropped open within his mask, causing him to look very strange.

“Couldn’t help myself,” Discord giggled, his voice starting to trail off. “I knew it’d make your big ol’ head explode! Gotta go, I’m late for a party! Good luck with your other squabbles!”

“Uh, are you alright, dude?” Spitfire asked, flying in front of the wizard. He blinked twice, staring straight ahead as Discord's voice faded from his mind.

“...Never better!” Starswirl replied cheerfully, regaining his composure rapidly. “Just had a brilliant idea, that’s all. I’m sure you know the feeling!” He tipped his hat at the Wonderbolt, floating downwards in a hurry.

“…Yeah, guess so,” Spitfire laughed, watching him puzzlingly as he rejoined Celestia and Luna.

“Hah, too slow!” Dash cheered, catching the Frisbee that Spitfire had neglected to intercept.

“Whoops, forgot to call time-out,” she grinned, flying around and attempting to block Dash’s pass to Aeon.


“…You’re certain it was Discord?” Luna asked Starswirl, after he had hurriedly explained his most recent encounter with Dusky and the draconequus.

“Oh, it was him all right,” Starswirl replied quickly. “Whoever this is, he’s not just an immortal… He’s a patient immortal. I had thought those not to exist!”

“Har, har,” Celestia laughed sarcastically. “Just how does his supposed patience make him any greater a threat?”

“Because if he continues to pace himself accordingly and cover his tracks, we may never root him out,” Starswirl explained, his chuckle fading into a serious tone. “I still agree with what you said earlier—Tartarus is the immediate threat—but we must investigate him posthaste.”

“Perhaps, but I see a large problem with your theory,” Luna interjected. “If this immortal is the mastermind behind Discord, Lagos, the Nighthawk, and Nightmare Moon, then his goals are contradictory… You claim to have heard him ordering Lagos to assassinate Discord. Why would he send his own against each other?”

“That makes absolutely no sense, you’re right,” Starswirl replied in frustration. “It’s interesting and infuriating at the same time. I can indisputably confirm that it was the same being I witnessed in Lagos and Luna’s memories…”

“How can you be so certain?” Luna asked.

“Eidetic comparison, hard to explain,” Starswirl explained dismissively. “The point is, it really was him… Perhaps he changed his mind about Discord? That snarky bugger can be quite the turncoat…”

“What if Discord is lying, and Duskwing is mistaken?” Celestia asked, to which Starswirl shrugged. “Discord is known for playing with our minds, and Dusky’s description was verbal. Could Fluttershy not have mistranslated?”

“Do you never pay attention to Discord’s ramblings?” the wizard replied curiously. “I challenge you to name one time he has directly lied.”

Seeing Luna and Celestia struggling to think of an occasion, he continued. “Think of it this way. Earlier, when he appeared to all of us, he said, the truth is far more entertaining, and I must ask you, what motivates Discord more than his twisted ideas of entertainment?”

“Sorry to interrupt,” a flat voice interjected from behind Starswirl and Luna.

The three immortals turned to face Ragehoof, who had been quietly standing there for an unknown amount of time. He turned and pointed at the northern horizon.

“Our armor has arrived.”


**********

“Whoa, what in Equestria is that?” Dash asked, staring into the sky ahead of her.

“That’s a dirigible!” Aeon exclaimed from behind her, his voice containing a mixture of fascination and concern. “It looks griffon-made, but look at those designs! I’ve never seen anything like them before!”

Barely visible through a thick layer of clouds, an elaborately designed airship was flying towards them. The helium balloon holding it up was so light a blue that is was nearly indistinguishable from the sky, and the ship below it was a bright grey, seamlessly blending in with the clouds behind it.

Despite its camoflauge, its proximity to the Elite was close enough to allow them to see it.

“...Is that what I think it is?” Soarin’ asked, looking over at Spitfire.

The Frisbee fell out of her mouth as she gaped at the airship. “…I don’t believe it,” she replied. “What’s the brotherhood doing in Equestria?!”

“C’mon boss, we’d better warn the princess about this,” Soarin’ told her, seizing her hoof and pulling her along.

They descended quickly towards Celestia, Luna, and Starswirl, all of whom were staring at the airship. The rest of the team had begun nervously staring as well, periodically looking at each other and trying to figure out what to do.

“…Who did you say was crafting the armor for us?” Celestia asked Ragehoof, cautiously eyeing the airship as it continued to approach.

Ragehoof seemed to be the only one unaffected by the dirigible's sudden appearance. Looking at Celestia over his shoulder, he started to explain. “It’s a group of secretive artisans called the-“

“Princess!” Soarin’ interrupted him. “Princess Celestia!" He and Spitfire landed across from her. "That ship belongs to the…" The Wonderbolt looked over at his captain nervously—she nodded her head at him. "It belongs to the Chinobi Brotherhood!” He scrunched his mouth shut after saying the last two words.

“…I’ve never heard of them,” Celestia replied curiously; Starswirl and Luna looked at each other, shrugging unknowingly.

“I didn’t know they were in the practice of potentiating showboat pegasi,” Ragehoof interjected, glaring condescendingly at the two Wonderbolts. “Guess they’ve gotten lax recently...” Soarin’ threw an annoyed glance back at him.

“They’re a secret organization of… well… ninjas,” Spitfire explained. “That’s the best way I can describe them… When Soarin’ and I earned third degree black in Tae Kwon Pegasi, our master offered us a chance to join them…”

The rest of the Equestrian Elite approached curiously, listening in on the conversation.

“…Ninjas?” Celestia asked slowly, making sure she had heard the word correctly.

**********

“The Chinobi Brotherhood is an elite society of secretive artisans, from all kinds of backgrounds,” Ragehoof clarified. “The stunt flyer here is probably talking about their martial artists.”

"Could you explain?" Celestia asked. She, along with the rest of the Elite, gave Ragehoof their undivided attention.

He nodded curtly. “The blacksmith in Gryphus—the one I ordered to craft our armor—he’s my connection to the Brotherhood. That airship belongs to them, so they're probably here to deliver it."

“I must be honest, Ragehoof, I wasn’t expecting it to be anything impressive,” Celestia admitted, nodding her head at him respectfully. He shrugged.

Celestia turned back to the Wonderbolts. “Spitfire, Soarin’, what are your connections to this… Chinobi Brotherhood?”

“Well, uh,” Soarin’ started, nervously glancing at the airship. “M-maybe you should tell’em, boss…”

Spitfire sighed at him and rolled her eyes. “Master Xingust, our Tae Wing Do instructor in Gryphus, has some sort of connection to the Brotherhood,” she explained to the team. “He’s like, a recruiter or something. He’s the one who told us about it and offered us a chance to join.

“We just wanted to become black belts so we could earn a scholarship to Cloudsdale University, but we were so good at it, we figured we’d stay for a little bit longer. When we earned our third degree, Master Xingust took us to the Chinobi Brotherhood and offered us entry…”

“You declined too?” Ragehoof asked curiously, raising an eyebrow at her.

“I-it was a little, well…” Soarin’ interjected.

“It was intimidating,” Spitfire admitted shamelessly. “We never really wanted it to become more than a hobby, so we kinda had to say no…”

“Scared, huh?” Ragehoof chided, mildly amused. “I can see that-“

“They seem to have spotted us,” Celestia interrupted, ignoring Ragehoof’s mocking; the airship had slowed to a halt over the Dream Valley, not far from Lagos’s fallen armor. “Would the three of you kindly accompany me to meet them?”

“Can we come too, princess?” Twilight asked excitedly. “They sound really interesting!”

“Perhaps it’s best you remain here for the moment,” Celestia replied, to Twilight and several others’ displeasure. Noticing this, she continued, “Once our business has concluded, I will ask if they will allow visitors.”

“That’s where I told them to meet us.” Ragehoof said, indicating Lagos's armor. “Told’em to look for signs of a battle.”

“Very well, let’s go meet them,” Celestia ordered, hopping into the air and spreading her wings. Spitfire and Soarin' followed along.

“Gonna give me a lift?” Ragehoof called out in annoyance. A golden aura of magic suddenly surrounded him—he was lifted from the ground and levitated along with the trio. “…I guess this works…” he muttered.

“Good luck with that!” Starswirl called out, waving at them.

“Five thousand years of roaming the world, and you’ve never heard of them?” Luna asked him quietly, while the rest of the team waved as well.

“Not a peep!” Starswirl replied enthusiastically. “Isn’t it fascinating?!” Luna rolled her eyes.

“I’ve read legends of a band of traveling martial artists,” Aeon piped up. “Vigilantes of the East they were called; travelers who silently eliminated threats to the Griffon Kingdoms…”

“It sounds so far-fetched, I’d probably never believe something like that without primary sources,” Twilight replied. Celestia, Ragehoof, Spitfire, and Soarin’ faded into the clouds surrounding the airship, disappearing from view.

“Myself neither, Miss Sparkle,” the professor admitted. “I took a course in pre-classical literature to help complete my degree; it all sounded like to me as well. Perhaps I misjudged it!”

“Wow, pre-classical literature is so chock-full of metaphors and fiction that it’s almost impossible to get anything of value out of it,” Twilight sighed, recalling all of the strange poems she had glanced at before switching books. “How did you survive?”

“Hey, I wrote some of that,” Starswirl huffed, in a mockingly offended tone. “It was just how ponies wrote back then!”

“The fog conceals their approach,” Luna interrupted, raising a hoof to silence their commentary. “…Keep your eyes peeled for signs of danger…”

The fourteen Elite fell silent and watched carefully.


“This fog’s so thick,” Spitfire observed—the group slowed their approach due to a lack of visibility. “How can the airship's drivers see through this muck?”

“Look behind you,” Ragehoof muttered, jabbing his hind leg towards the south.

Celestia and the Wonderbolts turned around, seeing a perfectly clear sky behind them. “It’s some kind of fancy magic,” he continued. “You’d know more about it than me.”

“Opaque when looking in, but nearly invisible when looking out,” Celestia said in awe. “A clever combination of magic and weather manipulation…”

“Yeah, they’re pretty good. Stop here, and fly me up ahead,” replied Ragehoof. “I’ll give them the sign.”

The three winged equines slowed to a hover. Celestia maneuvered Ragehoof ahead of her and held him in place roughly thirty yards from the obscured airship’s wooden deck. He drew his two front hooves together, holding his legs taut, and his elbows pointing outwards. He bowed his head, keeping eye contact with the edge of the ship.

“CHI-O QUO-SAI,” shouted a voice from the ship. There was a sound of clanking metal, and Ragehoof lifted his head.

“Let me do the talking,” he told Celestia quietly, whispering just loud enough for her to hear. “Send me in first and land on the deck behind me. Bow just like I did—wait three seconds and rise again. Don’t speak until spoken to.”

“…Very well,” Celestia replied warily, looking back at Spitfire and Soarin’. “Understood?”

“Yes’m, princess,” Soarin’ whispered. “Master Xingust taught us w-what to do, we’re good… I think…”

“Seems like I’m the one who has to worry,” Celestia whispered back, smiling quickly before turning back to Ragehoof and readying herself. “Shall we approach?”

“On my mark,” he replied, turning towards the ship—he raised his voice. “CHI NU QUO SAI! SET-DA!”

Another clanking of metal responded to his shouts, and Ragehoof nodded for Celestia to continue.

She pushed him along, following behind. The stained wooden deck of the ship became clearer as they approached—armored figures of all shapes and sizes stood silhouetted upon it. They were so perfectly still that it took a couple of glances to realize they were not statues.

Various equines and griffons were concealed under the pale iron armor, and they carefully followed the movements of the approaching group with their eyes. Griffons, pegasi, unicorns, earth ponies, donkeys, and even a couple of rams comprised the diverse cast of guards, unified by their posture and armor.

A single armored griffon stood apart from the others in the middle of the deck.

Celestia deposited Ragehoof in front of her, landing with Spitfire and Soarin’ to her left and right. The four Elite bowed immediately upon landing, keeping eye contact with the armored griffon in front of them.

In uncanny synchronization with each other and the Elite, the entire assembly of guards bowed in return.

“…two… …one,” Celestia counted down in her head, slowly ending her bow. The guards ended their bow as well, and they looked at each other silently for a moment.

“Ragehoof,” said the nearest griffon guard, a smile spreading across his formerly serious face. “...Where’ve ya been, ya wingless scallywag?”

**********

“Daemon,” Ragehoof replied gruffly, extending a hoof. The griffon promptly pounded it with a balled up claw. “I didn’t think Anvil Spark would bring the whole ship," he continued. "I almost feel honored…”

Celestia’s eyes widened, and she blinked a couple of times, looking around at the guards—they were no longer anything like statues. They were casually dispersing and beginning to chat amongst themselves.

“S-sorry ‘bout that princess,” Spitfire said quickly. “They’re really formal when meeting new people, but they chill out quickly when they’re sure you’re not a threat…”

“Yeah, it’s a little, uh…” Soarin’ added, rubbing the back of his head nervously. “…Tense, I guess… it’s part of how they stay secret. If you don’t get the greeting right, well… I heard it’s not pretty.”

“And I thought they were going to be constantly formal,” Celestia sighed in relief. “This isn’t so bad.”

“Oh, yeah,” Ragehoof said to the griffon called Daemon, indicating Celestia and the Wonderbolts. “They’re part of the team I mentioned. She calls it the Equestrian Elite.”

“Oooh, the monarch of Equestria herself,” replied Daemon, eyeing Celestia up and down. He glanced at Spitfire and Soarin. “Xingust’s potentials too, not bad, not bad.”

“My name is Princess Celestia, and I represent the kingdom of Equestria,” Celestia introduced herself, nodding politely. “...Do you represent the Chinobi Brotherhood?”

“Hah!” the griffon roared, placing a claw on his armored chest and laughing heartily. “No one represents us! We represent ourselves!”

“Supposedly a community of equals,” Ragehoof clarified, shrugging. “No leaders, just followers of an ideal. They’re a collection of the best craftsmen, martial artists, magicians, and scholars from the Eastern Kingdoms, and they assist those who keep the peace.”

“What is the need for such secrecy, then?” Celestia asked, directing the question at them both.

“She knows nothing of the code?” Daemon scoffed at Ragehoof. “Did you not prepare her for meeting us?”

“Well, uh, we were kinda busy,” Ragehoof muttered, trotting towards the bow of the ship. He pointed towards the Dream Valley in the south, where Lagos’s armor lay visibly strewn across the rolling plains, accompanied by craters and large patches of dead grass.

Darkstar’s massive attack that Twilight had narrowly avoided had also left a wide, mile-long patch of scorched earth, which was clearly visible from the ship.

“A great foe laid to rest, huh?” Daemon asked, enthusiastically observing the battlefield.

“Three,” Ragehoof corrected him. “Seven-hundred thousand and three, if you count the first one’s minions.”

“Hah!” Daemon laughed. “Anvil Spark figured you’d need the armor made as fast as possible, so we brought his entire shop on board. Most’a the brothers are down below, helpin’ ‘em out.”

“Oh yeah?” Ragehoof asked, mildly surprised. “Ambitious. Let’s see how they’re doin’.”

Daemon turned from the bow and led the four Elite towards a slanted cabin at the opposite end of the deck. The cabin’s double doors were elaborately designed, and appeared to be made of thick wood, though there didn’t appear to be any doorknobs to open it with.

“The materials you sought are of the finest quality we could procure,” Daemon laughed. “Hopefully that check you wrote doesn’t bounce!”

“It won’t,” Ragehoof muttered. “There’s still well over four million to my name in the east.”

“Four million?” Soarin’ gaped at him.

Ragehoof shook his head and didn’t reply; it seemed he wasn’t keen on discussing it. Ragehoof’s wealth soon went to the back of their minds when the trio saw an aura of white magical energy envelop Daemon’s left claw.

“You can utilize magic?” Celestia asked curiously, watching him telekinetically open the large doors.

“Nothin’ like ya horned folk can,” Daemon replied, grinning at her. He led them into the well-lit interior of the cabin; the wooden walls were embossed with exotic designs, and a strong scent of incense washed out from within.

“But yeah,” Daemon continued, while Celestia and the Wonderbolts marveled at the cabin’s interior. “Antonidas can teach anyone the basics of hornless magic.”

“Antonidas, headmaster of Canterbury Academy?” Celestia asked, looking back to Daemon in surprise.

“The very same, your majesty,” an aged voice replied from Celestia’s left as she entered the building.

She turned swiftly to gaze at the speaker—he was a purple-pelted unicorn with a short beard and mane, sporting a thin moustache on his face. He floated in midair between a donkey and a ram, all three of them suspended by a white aura of magic.

Antonidas bowed his head respectfully at Celestia—she returned the gesture in awe, hurrying to catch up with Daemon and Ragehoof. The back of the cabin ended with a spiraling veneer stairwell; Daemon began descending it, leading them into the lower deck of the ship.

“I still do not understand the secrecy of your brotherhood,” Celestia said, increasing her volume to remain audible over the sudden sounds of clanking echoing from below. “Could you explain more?”

“Daemon, explain the code to them,” Ragehoof said nonchalantly, exiting the stairwell and entering the noisy, smoke-filled lower deck. “I’m gonna check with Sparky.”

The lower deck wasn’t as well-lit as the cabin, but that was largely because of the smoke and steam clouding the air. The room was full of blacksmithing equipment of all shapes and sizes; large anvils and cooling troughs were in the middle, while the side walls of the room were lined with furnaces.

Dozens of hammer-wielding equines and griffons were going about their blacksmithing work, following the instructions of a green, teal-maned unicorn with a blue fez upon his head. His mane and tail were short and messy, and his cutie mark was a shining jet-black anvil.

Ragehoof approached the green unicorn, who appeared to be the one called Sparky.

“Leave me with the tourists, of course,” grunted Daemon; Celestia, and the Wonderbolts remained at the edge of the room with him. “Well then,” he continued, “the code itself is a law written in ancient Equinn. It’s hard to translate word-for-word, but I can explain the gist of it.”

“It demands pacifism, right?” Spitfire asked. “I remember a little bit of it from when Master Xingust first told us about it...”

“In a way,” replied Daemon, shifting his gaze from Celestia to Spitfire. “There’s two important things that the code forbids; taking hostile action, and seeking recognition.”

“Wait, so you never actually fight?” Soarin’ asked, scratching his head confusedly. “I thought you guys were all about martial arts and stuff… if you never fight, what’s up with all the armor?”

“Lots of armor, yes,” Daemon laughed, sizing Spitfire up with his eyes. Noticing his crude glances, Soarin’s face started to turn red with anger, and he stepped between them.

“But do you see any weapons on us?” Daemon continued, grinning mischievously at Soarin’. “No, our only weapon is metaphorical; knowledge.”

“You’ll teach martial arts,” Celestia pondered. “You’ll teach powerful magic, and you’ll teach others to defend themselves… But you do not use the skills yourself.”

“Precisely,” replied Daemon, looking back to the princess and crudely evaluating her curves. “That's why we're makin' this armor for you instead of just fightin' with you."

"Is Ragehoof not compensating you for your work?" She ignored his suggestive glances.

"He paid for the exquisite materials," Daemon continued. "But otherwise, we're not working for personal gain. The other big no-no it forbids is seeking recognition.”

“That is why you hide yourselves with such secrecy,” Celestia deduced. “Simply knowing of your existence brings recognition in and of itself.”

“Nail on the head, tuts,” he grinned, the corners of his beak subtly curling upwards. “We only make exceptions for potential members of the Brotherhood—they’re what this is all about.”

“That includes us, then?” Celestia asked curiously. “We are… potentials?”

“Every member of the Equestrian Elite is a potential,” Daemon clarified, snapping his eyes away from her flank. “As well as many others in the Eastern Kingdoms. The catch is, you gotta find us through another potential, the Brotherhood themselves can't reveal themselves to you.”

“That makes sense, I guess,” replied Spitfire, placing a hoof on the angry Soarin’s shoulder to calm him down. “Soarin’ and I found Master Xingust… But what about Ragehoof? Is he in the Brotherhood?”

“He's another potential, just like you,” continued the griffon. “He proved himself a potential by slaying three dragons, and found us by encountering Anvil Spark over there.”

“…Three dragons?!” Spitfire asked; she and Soarin’ gaped at him in awe.

“If potentials are able to reveal the Brotherhood to other potentials,” Celestia asked, ignoring the Wonderbolts next to her. “What prevents your existence from becoming public?”

Only to other potentials. If they squeal to anyone else, they’re banished,” Daemon laughed. “Besides, what’s your gut reaction when somepony claims that all of the brightest and most skilled equines are a part of a secret society?”

“Conspiracy theorists…” Celestia said quietly, realizing that she had heard such things being said before, but had never considered them plausible. “…Without any proof, nopony would believe them…”

“Precisely, the public does much of our job for us,” Daemon continued. “The rest of it we complete with powerful magic and elusive skill. For instance, would you believe me if I told you that a spy has been observing your battles since they began in Fillydelphia?”

“It’s a pegasus, isn’t it?” Ragehoof asked, standing next to Spitfire and Soarin’. None of the three had seen him approach.

“…Clever of ya, Rage,” said Daemon, hesitating for a moment. “How’d ya know? Potentials aren’t supposed to know anything specific about the spies…”

“It didn’t conceal itself from the rainstorm well enough,” Ragehoof replied bluntly. “I saw its silhouette during Terra’s little outburst. Flyin’ right over us the whole time.”

Very clever… How’d you know where to look, though?”

“That’s for me to know and you to find out,” Ragehoof told him dismissively. “Go help Sparky cool the mithril.”

Celestia, Spitfire, and Soarin’ followed Daemon with their widened eyes as he nodded curtly and headed over towards the green unicorn.

“Why does he obey you so readily?” Celestia asked curiously.

“There’s more than one reason they call us the potentials,” Ragehoof explained, watching Daemon use a pair of black tongs to carefully lift a white-hot slab of metal from one of the cooling troughs. “We have the potential to do what they can’t, as well as the potential to join them. Technically, they’ll do anything for us, as long as it doesn’t violate their code.”

“You’re using a loophole in their philosophy…”

“Nah, I think it’s the intended purpose,” Ragehoof told Celestia quietly. “They don't like to get their hooves dirty, so they help out those of us who do."

“It still baffles me that they appear so blindly devoted,” Celestia commented.

Ragehoof shrugged. “Dunno, not like I'm gonna complain. C'mon, let’s head up to the deck,” he said, passing her and entering the veneer stairwell. “I had someone order the helmsman to pick up the others—they’re gonna fly us the rest of the way to Tartarus.”

“Well…” Celestia said, following him up the stairs. “We will speak of this later, then. Suffice to say, Ragehoof, I am impressed. Thank you for doing this.”

“Don’t thank me for anything until we’ve won,” Ragehoof muttered.

Spitfire and Soarin’ remained on the lower deck, still curiously watching the blacksmiths’ work.

“…Why didn’t anypony tell us that these guys’d do whatever we want?” Soarin’ asked, looking around at the busy Chinobi assisting Anvil Spark. “This is awesome!”

“It’s probably not just anything, chief,” Spitfire told him, scrunching her face in disgust as Daemon winked at her from across the room. “...But hey, suddenly the scholarship money makes sense…”

“You’re tellin’ me,” Soarin’ growled, narrowing his eyes at Daemon.

“C’mon, let’s find ace and doc,” Spitfire said quickly, hoofing him in the shoulder and heading up the stairwell. “They’re probably dyin’ to find out what’s goin’ on!”


**********

“Ooohh… my… goooooosh…” Rainbow Dash moaned, her voice vibrating.

“These guys rock, don't they, ace!?” Soarin’ asked excitedly. The two blue pegasi were lying on their bellies, receiving an expert back massage from a pair of Chinobi earth ponies. They were on the bottom deck of the dirigible—the noisy blacksmithing work happening on the deck above was barely audible.

Upon being picked up, the Equestrian Elite had quickly dispersed among the Chinobi. Most of them—Twilight, Aeon, Starswirl, Celestia, Luna, and Cadance—had eagerly joined Antonidas in the cabin. He was a historian of the brotherhood, and had answers to many of their questions.

Ashton, Ironmane, Applejack, and Shining Armor had gone with Ragehoof to the armory, which was on the opposite end of the blacksmithing area. An arsenal of exotic weapons was on display—Armor and Ironmane were grinning like foals in a candy shop.

Rarity followed them at first, but she had been immediately sidetracked by the blacksmithing room. She watched excitedly while Daemon processed the mithril suits, entirely oblivious to the crude way he was looking back at her. She was far too thrilled to see her design suggestions coming to life before her eyes.

Pinkie Pie had decided to utilize the hour-long flight to Tartarus by meeting every single member of the Brotherhood on the dirigible. Terra had reluctantly agreed to tag along with her son-in-law at the armory; Cadance insisted that they needed to spend some time together.

The remaining pegasi of the team had been tipped by Ragehoof that the Brotherhood’s doctors in the clinic below were also skilled at full-body massages.

“Lots of pressure right beneath the sub-dermal wing connection,” one of the Chinobi doctors muttered to the other; he nodded in acknowledgement.

Dash and Soarin’ suddenly moaned again, loudly and simultaneously, as their masseuses changed tactics and focused on the wing bone and its connecting muscles.

“Uh, should we come back later?” Spitfire giggled, peering into the clinic from the hallway.

“Are they all right?” Fluttershy asked, pushing past her and checking up on Dash and Soarin’. “Whew, I was worried…”

“Hah, yeah, I was worried for a different reason,” laughed Spitfire, trotting back into the lavishly decorated hallway. “We’re up next, kiddo. Excited?”

“I don’t know,” she replied nervously. “They seem like they’re being awfully rough… My wings aren’t tough like Rainbow’s. You don’t think they’ll get hurt, do you?”

“Naw, I don’t think so,” Spitfire replied, stretching her own. “It sounds like the doctors know what they’re doin’. It sure as hay isn’t Soarin’ makin’ Dash squeal like that, hah!”

“Oh no, you’re probably right,” Fluttershy agreed, watching Dusky fly around a corner further down the hallway. “Soarin’ probably isn’t a doctor.” Spitfire snickered at her obliviously innocent teammate, patting Dusky on the back of her head when she landed between them.


“Lookit this one, captain,” said Ironmane, lifting an oversized bronze crossbow from a shelf in the armory. “It’s not collapsible like mine, but look at that string… It definitely packs more torque! It comes with a whole slew of elementium bolts, too!"

“I don’t know what these are made of, but they’re so light weight,” replied Armor, balancing a thick silver polearm on his foreleg.

Ashton was staring at an oddly-shaped weapon that looked like a silver cylinder attached to a rectangular bracelet.

“What’s this’un do?” Applejack asked curiously, poking her head next to his and staring at it.

“That’s a wrist rocket…” Ironmane explained enthusiastically, butting in between them and carefully lifting it from the display stand.

“Rocket?!” Ashton asked, his eyes widening. “What’s that?”

“It’s like fireworks, only more powerful,” he grinned, fastening the circular band around his left forearm. “Point. Shoot. Boom.”

“And more dangerous,” said a tall orange unicorn stallion, who had previously introduced himself as Forge, the Brotherhood’s weapon smith. “Handle it carefully, please…”

“So let me see if I understand,” Terra said to Forge, watching the team move on to other eye-catching weapons. “You craft these toys, but you are forbidden to use them?”

“That's correct,” replied Forge, using an aura of green magic to carefully return the wrist rocket to its stand. “These weapons exist to be wielded by the potentials, not us.”

“You’ve put an awful lot of faith in us… potentials…” Terra continued suspiciously. “Your motives make little sense. What do you truly know of us?”

“Very much,” Forge revealed. “Our network of spies is vast, and it spans the entirety of the Eastern Kingdoms. If a threat to the peace is made, we’re prepared to assist the potentials in any way possible, so long as it does not violate our code.”

“…And just how often have the potentials used your assistance?” Terra questioned him, sounding increasingly accusatory.

“Very rarely, I’m afraid,” Forge admitted. “It’s rare for a potential to even discover us, and even more so for them to take full advantage of our services. Only potentials can recruit other potentials, and they must do so carefully, because they take responsibility for the potential’s actions…”

"What, then, is the point of the Brotherhood?"


“Where we cannot fight, we teach,” Antonidas clarified for his curious audience. “Like myself—I am headmaster of the Canterbury Academy of Higher Magic. It’s regrettable that I’m honor-bound to shun association with the Brotherhood, but it’s a core value of the code. Still, I do my part to better society, as it would demand of us.”

“Where did the idea for such strong secrecy originate?” Starswirl asked his fellow wizard. “Surely the Brotherhood has not always functioned in secret?”

“Written history says otherwise, I’m afraid,” the aging unicorn continued, pushing his thin glasses further up his muzzle. “Prior to 2579PC, the Brotherhood was not documented in writing. It is my belief, though, that it existed for many thousands of years before then.”

Pre-dating the pre-classical era?” Twilight gushed. “That pre-dates written history itself!”

“Written history in Equestria,” Celestia interjected. “This was long before my time as well, but if I understand correctly, civilizations in Southern Equador had pictographic languages many thousands of years before the Equinn writing system.”

“It may well be that the Chinobi way originated from one of those civilizations,” Antonidas suggested, shrugging disappointedly. “I wish I knew, to be honest. Knowing nothing of our order’s origins infuriates me as much as you, let me promise you that!”


“Just how long has Princess Celestia been a potential?” Rarity asked Daemon, who continued to work busily while answering her questions. “Surely longer than us?”

“Oh I’m no history buff,” Daemon replied, carefully laying out another paper-thin sheet of mithril. “I can only guess that it’s been a long time, and being a princess means you’re a little too busy to notice a secret society of passive-aggressive enthusiasts.”

“But you said that these potentials can inform other potentials of the brotherhood’s existence,” Rarity recited. “There must have been many potentials that have joined throughout the years!”

“That’s just the thing,” Daemon said bitterly, pausing. “Once you join, you’re not a potential anymore. Speak of it publicly, even to the potentials, and you’re forever banished from the Brotherhood…”

The griffon resumed his work, pounding a slab of purple metal into a flat shape. “Most of us are encouraged to stay in seclusion from society to avoid the risk of a slip-up,” he continued loudly. “The spy network is always watching us, and they don’t hesitate to banish anyone that accidentally blabs to family or friends.”

“Why would one even join the Brotherhood, if one could just remain a potential?” Rarity questioned curiously. “It seems that potentials receive all the benefits.”

“All of them except access to the spy network,” Daemon explained, shaping a slab of white-hot mithril with his hammer. “Think of the Brotherhood as a system of checks-and-balances... The potentials, the brothers, and the spies. They all work together, but only through each other.”

“This is hopelessly confusing,” Rarity huffed, covering her ears from the high-pitched strikes of the hammer. “Just what is the point of the spy network, other than banishing whoever who betray the Brotherhood?”

“They determine who the potentials are,” Daemon continued, flipping the metal over and continuing to rap on it. “When and where our assistance is needed, and they provide vital intelligence.”


“You’ve mentioned this spy network… mmm… yeah, you mentioned it before,” Spitfire said, trying to suppress her moans of enjoyment while the Chinobi doctor massaged her back. “Just how many of them are there? …ooooooooohhhh… uh… mmm… and uh, how come we never see them?”

“Quite a few of them are merely unknowing informants,” her doctor explained, pressing his dark blue hooves into her back, causing her moan uncontrollably for a moment. “Average pony folk, interviewed by our actual spies, under the guise of a gossip newspaper or such. They watch all of us.”

“Sometimes, the surveillance is more direct,” the other doctor continued, gently rubbing Fluttershy’s back with the tips of his hooves. “Unicorns and pegasi with invisibility spells are employed to watch targets that may be a high-risk situation. I can't say much more about it, though.”

“So they’re… in… invisible…?” Fluttershy asked nervously, looking around. Spitfire started to say something, but was interrupted by three successive cracks in her lower back, causing her to exhale heavily and blissfully forget what she was going to say.

“Indeed,” replied the doctor working on Spitfire, putting pressure on her lower spine. “It's most effective.”


**********

“Do you not know these spies?” Terra continued to interrogate Forge, having backed him into a corner. “Are they not fellow members of your Brotherhood?”

“Th-they are, of course,” Forge explained, stuttering as he tried to slide away from her. “We, the brothers, know them, but the potentials cannot, so, yeah… Can’t say anything specific. Each branch only works openly with the next, it’s a circle tha-”

“And just why is that?” Terra pressed, blocking his attempt to saunter away from her.

“Uh, Terra, maybe you should-“

“Silence, boy,” she hissed at Armor. “Something is amiss here, and I seek to get to the bottom of it…”

“I-I really am not sure what you’re talking about,” Forge gulped. “The Brotherhood holds no secrets from the potentials… A-ask, and I’ll answer honestly…”

“If you were holding a secret from me, I would be beating it out of you as we speak,” Terra seethed.

Ragehoof approached her and watched curiously, but did not intervene.

“No, I know you hold no secrets…” she continued. “But I know that something is amiss here, and you are going to tell me more of these spies…”


“Hi!” Pinkie exclaimed, her pink head popping out from behind Daemon’s anvil. “My name’s Pinkie Pie! What’s your name?”

“I’m Daemon,” he muttered, snickering at her and dousing a slate of mithril in a tank of multicolored liquid.

“Ooohh, that’s liquid rainbow!” Pinkie gushed, poking a hoof towards it.

“WAIT!” Daemon shouted, grabbing her hoof and preventing it from touching the trough. “It’s super-cooled liquid rainbow… you’d freeze your leg off if you put it in there!”

“Super-cooled?! Oh! Duh! How could I forget? Rainbows are always cool! See, I’ve got this friend named Rainbow Dash, and she’s just sooooooooo super-awesomely cool-“

“Pinkie, come now…” Rarity moaned. “Run along and continue your introductions, please… I’m trying to speak to Daemon here of important issues… Regarding my privacy!”


“Just how many of these spies are there?” Starswirl asked, his cheery tone having subverted to a very curious one.

“Well over two hundred,” Antonidas replied nonchalantly, flipping rapidly through the pages of a book he had just conjured with a flash of green magic. “…Wish I could tell you more about the history, I really do. So many hours of research, and I just can’t come to any sort of conclusion!”

“I’m actually more curious about these… spies…” Twilight agreed nervously, feeling uneasy. “There’s over two hundred of them? Who are they? What do they do?”

“Oh yes, I’ve met most of them,” Antonidas continued, lazily closing the book and dematerializing it. “I’m not allowed to say much, other than they’re pretty nice, and they’re quite good at what they do.”

“And you have no problem with the fact that they are watching you constantly?” Cadance asked, slightly disturbed. “…Even when you sleep?”

“Well I have nothing to hide, so of course not,” the wizard replied, looking at her over the rims of his glasses. “I really don’t see what’s so fascinating about the spies...”


“We are potentials now; does this mean that spies’ll be tracking our every step from now on?” Armor asked Forge. He had realized why Terra was so adamant on asking questions, and had joined her in the interrogation.

“…Yes, of course,” replied the orange unicorn, nervously looking around. “That’s just how it works… really, it’s nothing to get upset over.”

“There’ll be hundreds of ‘em, and we won’t even know they’re there?!” Applejack asked, raising an eyebrow curiously. “Doesn’t that, Ah dunno, creep ya out? Just a ‘lil bit?”

“Not really, n-no…” Forge stuttered. “I guess it bothers you, though?”


“Yeah it bothers me,” Dash protested, having joined in the questioning of the doctors. “Don’t any of you knuckleheads think that stalking is weird?”

“Ace is right, this is really startin’ to sound fishy,” Soarin’ added. “…I’ve had stalker fans before, but I can just fly away from those... and I can at least see them, y’know…?”

“Y-yeah…” Spitfire agreed, no longer enjoying her massage due to the chills running down her spine.

“You speak as though they are going to report on their surveillance to someone,” said Fluttershy’s masseuse, feeling his client began to shiver. “They don’t, unless they find out you’ve betrayed the Brotherhood’s trust.”


“Oh no, this is not going to be happening,” Rarity insisted, narrowing her eyes at Daemon. “There is no way I am okay with… with… PEEPING into my personal life!”

“Heh, you say it like it’s such a bad thing,” the griffon replied, continuing about his blacksmithing work. “I’ll bet you can get used to it after a while. I sure did...”


“Okay, that’s it,” Twilight said, standing up. “There’s something wrong here, and I know I’m not the only one who can feel it!”

“Like that feeling when there’s eyes on the back of your head…” Aeon added, taking flight and nervously eyeing the motionless armored guardsmen out on deck. “I don’t like it at all…”


“Where are they now, Forge?” Ironmane asked, narrowing his eyes at the trembling cornered unicorn. “Why aren’t you allowed to talk about them? What’re they gonna know? …Unless they’re right here, right now…”


“Well?!” Dash asked, glaring at the doctors while they quietly continued their work.


“Hi!” Pinkie said, bouncing in front of one of the guards on the upper deck.


“Answer me, this instant!” Rarity demanded, stomping a hoof into the wooden floor.


“Do it, Twilight,” Celestia ordered quietly. “I don’t think we’re getting any more cooperation from them, whatever they are...”

Twilight nodded, and prepared a quick spell, gathering energy into her horn and amplifying it with the Element of Magic. Her eyes started to glow, and a small ball of violet energy formulated on her horn.

“I assure you, there’s nothing to-“

Antonidas’s assurance was interrupted by a sudden shockwave from Twilight’s horn. It passed through the walls, floors, and entirety of the ship; every time it struck one of the Chinobi, it reacted with them, causing them to erupt into green energy.

“Oh, well then…” Starswirl muttered, watching Antonidas become engulfed by green light. “Huh.”


“What?!” Terra shouted—everyone backed away from Forge. Armor, Ragehoof, and Ironmane seized several weapons from the racks, immediately pointing them at him.


“Whoa! Get off of me!” Spitfire yelled, suddenly pushing the doctor off and backing away. Dash grabbed Fluttershy from the massage table and assumed a defensive stance.


“That’s not… no! Stay back!” Rarity demanded, backing away slowly from the blacksmiths around Daemon.


“Hey there, mister!” Pinkie giggled, looking into the solid cyan eyes of the jet-black guard as the green light around him faded away. “I remember you!”

His thin, silvery wings fluttered in place for a moment as he readjusted himself. His black legs had thick holes in them, and his ebony face had sprouted two large white fangs.


“You’re changelings…” Twilight gasped at the former Antonidas. “...You’re all changelings!”