Facing Fear

by Shadowmane Nox


Chapter 3

Chapter 3:

Slowly Rainbow felt the haze within her mind begin to fade. Yet despite the clearing of the mental fog, her eyes continued to remain shut tight, and all her attempts to open them ended in failure. Despite this, with each passing moment the pegasus could feel her thoughts growing steadily clearer as her memories began to return.

"Where am I?" the pony mumbled, grimacing at the slurred sound of her words. Her tongue felt like sandpaper against the roof of her mouth, and the warm air that gently brushed past her mane only served to reinforce how thirsty she was.

"What happened?"

As the young mare asked aloud the question at the forefront of her mind, memories continued to resurface. She recalled the bet she had made with Applejack early that morning, and the letter Twilight had received from Princess Luna asking for help. Images of a ruined town, empty and ghost-like, rushed to the front of Rainbow's thoughts, quickly joined by the memory of fiery red eyes…

… Like the gateways of a raging inferno!

With a jolt Rainbow Dash jumped to her hooves, heart racing wildly as adrenaline drove away the sleep that clutched at her mind.

Fear!

The name rang through her head like the tolling of a bell, followed immediately by the memory of a terrifying laugh colder than the darkest winter morning.

Spinning about, the rose-eyed pegasus found herself standing in a cave far smaller than that in which she and the others had last occupied. Along the rocky walls hung six torches, their weak light revealing the bodies of five other ponies lying about her.

Fearing the worst, the young mare felt her blood run cold. Fortunately, her panic was allayed somewhat when Pinkie Pie muttered something about chasing cake. A moment later the pony next to the pink pastry chef gave a low groan.

"Applejack!" Rainbow called out anxiously, rushing to her friend's side.  "Applejack, are you alright?"

The earth pony opened her eyes drowsily, blinking as she tried to adjust to the low torchlight.

"Rainbow?" her friend asked uncertainly, readjusting the hat which had fallen to cover half of her face. "I sure am glad to see you. Where are we? What happened to Fear?"

"Why Applejack, are you worried about my wellbeing? How touching."

Rainbow Dash spun quickly around, nostrils flaring angrily as Applejack rose unsteadily to her hooves. Across from the two friends a figure moved within the shadows of the torchlight, and a moment later a ghostly image emerged from the darkness to stand before them. Almost immediately Rainbow could feel the temperature of the cave drop, the torches flickering as though ready to die at any moment.

"It is good to see that you have finally decided to awaken. I was beginning to get bored."

Fear had once again changed in size, appearing far smaller than Rainbow remembered. Yet even with his diminished form, the horns adorning the monster's head nearly brushed the ceiling of the cavern in which the ponies now found themselves. As the black-winged creature sneered in their direction, Dash and Applejack both moved to place themselves between the beast and their still unconscious friends.

"Oh come now." Fear chuckled with a disbelieving shake of his head. "While I am sure your friends appreciate you placing yourselves in harm's way for their sakes, it is a rather useless gesture at this point."

The creature smiled menacingly, and Rainbow was sure she saw his claws grow longer as he took a step towards the group.

"Had I wished to harm them, or you for that matter, I could have done so while you slept."

"So why didn't you?" the blue mare asked suspiciously as Applejack moved back to check on their friends.

There was a moment of silence as Fear simply met the pegasus' gaze, his eyes gleaming far brighter than the torches nearby. Yet despite the chill running down her spine, the blue pony refused to turn away.

Ever since his first appearance, this monster had been toying with her and her friends. But enough was enough! He could glare all he wanted, but Dash refused to allow herself to be intimidated. In this battle of wills, she would not lose!

Fear's eyes narrowed dangerously as he seemed to recognize that the blue pony was not going to back down. However, when he finally spoke there was no sound of anger in his voice. Instead his tone was cold and calculating; devoid of any emotion whatsoever.

"You put on a very brave face little one. However the line between bravery and foolishness is often tenuous, even at the best of times. And though you have failed to recognize the simple truth, it is a line you crossed long ago. Mark my words! You will learn soon enough to regret taking Fear so lightly. But that is a conversation we shall have another time."

A frightened gasp from behind her caused Rainbow to quickly spin about. Nearby Fluttershy lay huddled close to Applejack, her eyes wide with terror as she stared frantically at the cave around them. Rarity stood a few paces away, anxiously tapping Pinkie Pie on her shoulder as the pink earth pony continued to mutter in her sleep. Twilight, meanwhile, rose from the ground and moved quickly to join the others.

Despite herself, Dash felt an enormous wave of relief. Her friends were unhurt.

Unfortunately, such relief did not last for long.

"Now…" Fear continued as Rarity finally succeeded in waking Pinkie. "To answer your question of why I have refrained from harming you. The answer is a simple one. It would have served me no purpose to do so! And of course, it would also have deprived me of much entertainment."

"We ain't some toys for you to play with!" Applejack spat angrily, earning a chuckle from the monster.

"I would never dream of viewing you as such, my dear Applejack." the serpent replied with a sinister smile. "No… you are far more valuable than mere toys."

"If that's the case…" came Twilight Sparkle's voice. "Then why keep us here?"

Rainbow turned around to find the purple unicorn walking to stand at her side. The young mare still wore the Element of Magic upon her head, and for the first time the pegasus realized that all six of the ponies still wore their respective Elements.

Why had Fear not taken them while they were unconscious? Did he really think so little of their power?

"Well?" Twilight pressed as the rest of their friends moved to join them. "Are you planning on keeping us as prisoners?"

"No, nothing of the sort." The winged beast snorted, waving a claw dismissively through the air. "My motives are grander by far."

As he spoke a loud rumbling arose from behind the monster, and the six ponies were forced to cover their heads as the far wall of the cave crumbled away in a storm of tumbling rocks and dust. For several moments Rainbow could see nothing through the fog of dirt. But as the dust began to settle, the young mare could make out that a strange shape had been revealed thanks to the sudden rockslide.

Embedded in the wall was a pair of massive doors, larger by far than even those set at the entrance of Canterlot Castle. The gigantic slabs were carved from pitch-black stone, yet their surface gleamed in the flickering light of the torches. The faces of the doors were adorned with intricate carvings, depicting a great number of nightmarish creatures. Enormous beasts and monsters roared angrily as the small forms of earth ponies, unicorns, and pegasi cowered before them; their forms frozen for eternity in the midnight colored stone. Around the edge of the giant doors were inlayed strange golden symbols, the likes of which Rainbow Dash had never seen before. Yet while the blue pony had no hope of reading the words, their meaning could not have been clearer.

No good was to be found on the other side of this doorway.

"Welcome!" Fear intoned, bowing his head in mock greeting. "You who wield the Elements of Harmony. You who have been declared champions of Equestria. Welcome to the Shadowed Gates! The entrance to my domain."

While her other friends glanced uneasily at one another, Rainbow watched as Twilight carefully studied the perimeter of the cavern. For her part, the blue pegasus did not bother taking her eyes off of Fear. She already knew what the unicorn's examination would reveal. These evil doors were the only way in or out of this prison.

"What do you mean by 'your domain'?" Twilight demanded angrily. "Where are we?"

"Far beneath the roots of the mountain, past the winding mines through which you have already traveled. Long ago, I made my home here within the dark caverns of the world. That is where you now find yourselves."

"But why?" Applejack shouted, gritting her teeth as their enemy gave a cold laugh. "If you ain't plannin' on keepin' us as prisoners, then why bring us here?"

"Because I have grown tired of waiting for you six to understand that you simply cannot win against me. I have also begun to lose all hope that you will learn from your mistakes. Twice now you have attempted to defeat me using your precious Elements. And twice you have failed utterly. Yet despite this fact, I am sure you would try again if given even the smallest opportunity. After all, if you ponies have shown me anything, it is that your faith in your friendship far exceeds your ability to draw upon its power."

Fear's burning eyes flared dangerously, and for a moment the carvings on the gates behind him seemed to come to life. Rainbow could not tell if some magic was at work, or if it was simply her mind playing tricks on her. But if she did not know any better, the pegasus would have sworn that the stone beasts were watching them even now, shifting restlessly as the lights of the torches played across them.

"Your stubbornness is commendable, if rather annoying. However, the time has come to cease humoring you and your pathetic attempts. It is my turn now little ponies! Though you choose to deny it, the game has changed! Now... we play by my rules!"

With an angry snort Rainbow Dash took to the air. She was ready to accept any challenge the monster could throw her way, and planned on telling him as much. However, the moment the black-scaled beast's gaze turned to her, the pony felt the boast die in her throat.

"Before you say anything..." Fear snapped angrily. "Allow me to clarify the situation you now find yourselves in. Champions of Equestria or not, you stand at the entrance of my sanctuary; the location where all my powers are at their apex. What you witnessed on the surface, and even during our last encounter, were but fractions of what I am truly capable of. Until I have dealt with you six and completed the task assigned to me, I am unable to reveal my true nature while I walk the world above. But here? Here I can call upon my full strength with no hesitation! Here I am without limits!"

The monster spread his wings wide, and as he did so Rainbow felt the air leave her lungs as a tremendous force slammed the pony against the cavern floor. Giving a startled cry of pain she franticly attempted to rise off the ground, legs shaking as they fought against an invisible weight that now covered her entire body. But no matter how hard she fought, it was as if all strength had left her. Unable to move, the trapped pegasus watched helplessly as their enemy glanced from one pony to the next. Behind her, the sounds of her friends gasping for breath drove the mare to try yet again to stand. But it was no use. Instead she could only continue to struggle as Fear gave a rumbling chuckle.

"Stop!"

Rainbow turned her head as best she could towards the angry shout, and immediately her eyes went wide as she beheld Applejack rising to her hooves. The orange pony's hat had fallen from her head, and her blond mane was pressed flat against her neck by whatever dark force Fear was using to trap them. Yet even though her legs threatened to give way, the earth pony's green eyes held a fire to match the monster's own burning gaze.

"Let… them... go!" Applejack growled, fighting to get the words past the suffocating pressure that enveloped her.

"Interesting..." Fear muttered, cold sneer fading slightly from his face. "Most interesting indeed. I did not think any of you would be able to breathe, let alone stand."

"I said, let 'em... go!"

"Oh? And what, might I inquire, do you plan on doing should I refuse?"

The monster lowered himself slowly to the ground, and soon was looking the young pony eye to eye. His voice was low, but it held a strange air of amusement as he studied the young apple farmer.

"Forgive me, Applejack. But I hardly think you are in any position to make demands of me. Your friends lie helplessly around you; forced to their knees by my mere presence. And you? I could send you sprawling with but a gust from my wings."

Despite Fear's words, Applejack took a wavering step towards the dragon. As she did so Rainbow gritted her teeth angrily. How could she simply lie here and allow her friend to stand alone against something like this? As she tried yet a third time to rise to her hooves, the blue pegasus heard Applejack's voice rise again.

"I don't give..." the earth pony gasped, the Element around her neck glinting in the torchlight. "... two licks of an apple core just how strong you are. I ain't... I ain't goin' to allow you... to hurt my friends."

Applejack stood alone against their foe, and Rainbow Dash felt new energy surge through her body. Her friend was giving it everything she had to fight for the others. Even though she did not stand a chance, she refused to back down from Fear.

There was no way Rainbow would let her suffer alone!

Rallying all of her strength for one last attempt to rise, the pegasus set her front legs carefully beneath her chest. One at a time the blue pony positioned her limbs beneath her, panting at the effort required to even accomplish an action as simple as moving a hoof. It was a slow process, and not without a fair amount of pain as she fought to lift herself off the ground. However the sight of her friend drove the mare onward, and with a loud groan she pressed herself away from the rocky cavern floor.

"You heard her!" she shouted angrily, causing Fear to turn suddenly in her direction. Annoyance was quick to replace shock on the monster's face, but Rainbow ignored his angry glare as she struggled to take a step towards Applejack.

"We don't care how strong you are! Let our friends go, or you'll regret it!"

"Rainbow..." Applejack muttered, smiling her thanks even as her legs appeared ready to give way.

"And so another one rises as well." Fear snorted, not even bothering to hide his ire. "So... 'bravest pony'... even now it seems I am not free of you idle boasting."

The monster fell silent, his eyes studying the rainbow-maned mare carefully before returning once again to Applejack.

"Your strength is impressive Applejack." he commented with a small nod. "And your will is powerful indeed if you can still stand while in the presence of my true form. Yes... I think I shall allow you to go first."

The monster seemed to relax himself, and as he did so Rainbow felt the oppressive weight vanish from her back. Immediately both she and Applejack spun around and ran to their friends' sides.

"That was but a taste." Fear growled, drawing a scowl from Dash as the pegasus gently lifted Fluttershy to her hooves. "A small demonstration of what I can accomplish here. Let it serve as a warning as well! To expect only illusions from me would be a grave mistake on your part. Know now 'champions,' that here my will is law! My thoughts... reality!"

The monster paused, a malicious grin spreading across his face.

"Now that we have an understanding, allow me to prove that I am not completely without compassion. You have certainly proven to be entertaining, so I feel that it is only right to give you six a fighting chance."

Turning around, Fear pointed a claw towards the two doors he had named the Shadowed Gates.

"Before you lies a path. One that traverses the entirety of my sanctuary. At the very end is your salvation. An exit of sorts. One capable of returning all six of you to the surface. If you can make it to the end of this path, you will be able to return safely home. A simple enough quest, is it not?"

As the scaly beast grinned in her direction, Rainbow Dash set herself protectively in front of Fluttershy. From behind her the young mare could hear Applejack as she helped Twilight and Rarity off the ground. By the sounds of it both unicorns were unscathed, if a bit shaken. Unfortunately Rainbow did not think she could say the same for Fluttershy. The yellow pegasus' panicked gasps were easily audible over the deathly silence of the cave; and with each of her friend's terrified breaths Rainbow could feel her own rage climb higher and higher.

How dare this monster hurt her friends! It was one thing if he wanted to harm her. She could take it! But to attack her friends like this was unforgivable!

Never in her life could Rainbow remember experiencing anger such as this.

"After all you've done?" Twilight scoffed, shaking her head disbelievingly. "Invading Manestown! Attacking the princess! Kidnapping us! You expect us to think that after all of this, you'll just allow us to walk away? I find that hard to believe."

"As you should." Fear replied with a knowing smile. "You are right of course, Twilight. It would be no fun if I simply allowed you to leave. No! Instead, between here and your goal lie six gates that must be opened. Six challenges which you will need to overcome. Do this, and I will admit that you are indeed the champions Celestia believed you to be."

"And should we refuse?" Twilight inquired, eyes narrowing suspiciously."

"You won't." Fear answered with an unconcerned shrug. "I know for a fact that you will agree to play this little game of mine."

"And why is that?"

"Because agreeing to my challenge will give you the one chance you still have left."

The monster's smile widened into a wicked grin as Rainbow glanced questioningly towards Twilight.

"If you refuse..." Fear continued, turning his back on his captives to make his way towards the dark gates. "... you give up any chance of returning home. Your magic is not enough Twilight, and you know it! You cannot carry yourself to the surface, let alone your friends. Instead, a refusal on your part will mean that you six shall remain here! Trapped forever in the dark depths of the earth!"

With a growl the monster spun suddenly around, a small cloud of dark mist flowing forth from his open mouth.

"However, if you choose to enter here! Then there is still hope. Perhaps I will slip up and make a mistake, one that will allow you to get away. Or maybe you shall finally discover a way to defeat me once and for all."

Despite his words, the dragon-like figure gave a smile to show he did no believe a word of it.

"It is a small chance. A fleeting hope that will surely amount to nothing. And yet it is hope nonetheless. Are you really going to tell me that you will refuse such an offer?"

Twilight was silent, and Rainbow Dash found herself carefully contemplating Fear's words. Although she hated to admit it, the monster was right. To stay here, stuck in this cavern was to admit defeat. And while their other choice was not much better, it offered their only chance of escape.

Glancing towards the dark forms of the Shadowed Gates, the young mare found her thoughts spinning far faster than she was used to.

Things just did not make sense! Fear's offer was a trap. Of that Rainbow had no doubt. But why? Here in this cavern she and the other ponies were prisoners in every sense of the word. And yet Fear was not content with that. What was he playing at? Why go through all the trouble to trap them down here, only to offer a path to escape?

Already the pegasus could feel a headache beginning to form. Plans and schemes were never her specialty. Her style had always been to charge in head-first. And yet... that's what had gotten them into this mess, wasn't it?

"If we agree..." Twilight muttered, her voice immediately pulling Rainbow back to the present. "How do we know you're telling the truth?"

"Truth?" Fear laughed, clutching his chest dramatically as though he had been stabbed. "You wound me Twilight. To know that you think so little of me. I promise that I shall not lie to you, is that not enough?"

The monster paused, and as all six ponies stared incredulously up at him the serpent gave a defeated sigh.

"Very well! If you are so worried about the truth, then I shall set your mind at ease. Tell me Twilight Sparkle, what do you know of the Ethereal Laws?"

"Ethereal Laws?" the unicorn repeated under her breath, clearly unsure. However, a moment later the young pony's eyes went wide in shock. Meanwhile Rainbow Dash gave Rarity a confused shrug, hoping that the other unicorn would have some idea as to what the monster was talking about. Unfortunately a small shake of the seamstress's head was enough to confirm that this was something only Twilight was meant to understand.

"Yes." Fear chuckled darkly. "An ancient magic formed so long ago that even I cannot remember its creation. But in the end, how the Laws came to be is unimportant. After all, they are beyond the comprehension of mere ponies. But for beings such as myself, they are an inseparable part of what we are. Even Discord was not free of their influence, however much he enjoyed pretending otherwise."

"I was told…" Twilight began hesitantly. "That they are from the Dawn of Time."

"Your teacher would be proud." Fear stated coldly, and had Rainbow not known any better she would have said the monster gave Twilight an approving nod. "The Laws are the power from which all else is derived. And for beings such as I, we must decide by which of these Ethereal Codes we choose live. That decision molds us… shapes us… and dictates how we may interact with this world of yours."

Rainbow Dash stared uncomprehendingly as Fear paused. His words meant nothing to the pegasus, and judging by the looks on Applejack's and Pinkie's faces, she was not alone. However, for Twilight it seemed to be a different story altogether. The unicorn appeared torn between fascination and utter contempt for the one speaking.

"If that's true…" the purple unicorn muttered. "… then even now these laws place limits on you. But how is that supposed to make us trust you."

"Because..." the black serpent explained, his tone cold and measured. "The 'limit', as you call it, which they place on me is one that I am sure you can appreciate. For when I give my word, I am compelled to keep it..."

Fear's smile faded slightly, and for the briefest of moments regret seemed to pass across his scaly face.

"...whether I wish to or not."

The cave fell into silence, and Rainbow found herself stunned as the full significance of the beast's words hit her.

"But that means..." Twilight gasped.

"Indeed! It means that because I have promised not to lie, from now on I am bound by a power far older than myself to speak only the truth to you six ponies. Similarly, should you pass the challenges I have set for you, I now have no choice but to allow you to return home unharmed. Given your current position, I think this is more than fair."

Rainbow stared disbelievingly in Fear's direction. How in Celestia's name could this monster think they would be so easily fooled? Applejack seemed to be of a like mind, for as the serpent fell silent the orange pony gave a heartless laugh.

"There ain't any way we'll believe you."

"Believe me or not..." Fear snorted. "In the end, it does not matter. Even if you choose to distrust every word I speak, you are still trapped here. Disbelief will not change that simple truth."

As the serpent grinned in their direction, Rainbow Dash watched as Twilight turned from one friend to the next. It was obvious that the unicorn was carefully considering Fear's words.

"Twilight..." Rainbow began. "He's lying!"

"But he's right." her friend responded with a solemn shake of her head. "There's no other way out."

The blue pegasus pawed angrily at the ground as the other ponies threw each other uncertain glances. Applejack obviously did not like what she was hearing. Nor did Rarity, for the white unicorn had a look on her face that made it appear as though she had swallowed something utterly disgusting. Nearby Pinkie Pie giggled nervously as she watched the carvings of the Shadowed Gates dance in the torchlight, while Fluttershy simply shook her head vehemently towards Twilight.

"No!" the yellow pegasus squeaked, her trembling voice causing Fear's smile to widen. "We can't go in there!"

"Fluttershy..." Twilight whispered, walking to stand next to her terrified friend. "We need to get out of here. Princess Celestia is counting on us."

"I know..." the frightened pony moaned, tears forming at the corners of her eyes. "But we can't go that way!"

"I'm afraid Twi is right sugar cube." Applejack admitted, though somewhat reluctantly. "If we don't wanna stay stuck done here, we ain't got no choice."

Despite their insistence, Fluttershy continued to shiver. Giving the pegasus a warm smile, Applejack nudged her friend comfortingly.

"I know you're scared." the earth pony whispered quietly to Fluttershy. "We all are. But I promise you... I ain't gonna allow him to do anything to hurt you. You trust me, don't you?"

The pegasus looked up into her friend's eyes, and Applejack's smile widened. Slowly Fluttershy's frightened quivers ceased, and as she met her friend's warm gaze the yellow pony smiled in return. Then, with tears still glistening in her eyes, she gave a small nod of consent.

"Don't worry Fluttershy!" Rainbow Dash concurred as she flew to her friend's side, earning a glare from Fear. "We're getting out of here, no problem."

"Be very careful Rainbow." Fear growled, his words eliciting an angry snort from the pegasus. "For it is unwise to tempt fate… or me… with such a boast."

While the rose-eyed pony continued to frown in the serpent's direction, Applejack ignored his taunts and continued to comfort Fluttershy

"Very well then." Fear intoned, causing the six ponies to jump slightly as his body suddenly faded into a cloud of dark mist. "The challenge is accepted! Come, so-called champions! Let us see whether you are truly worthy of wielding the Elements."

As the dark figure vanished the Shadowed Gates swung slowly open, generating a cacophonic rasp as they scraped against the rocky ground. To Rainbow it was as if the monstrous rocky carvings on their surface had indeed come to life and were now roaring their displeasure. Despite her attempts to hide it, the pegasus's colorful tail quivered at the grating sound.

After several moments the doors came to a sudden halt, leaving a gaping tunnel lying before the six ponies. The group tried as best they could to see the passage's end, but the cavernous burrow disappeared into shadows as it traveled away from them. The interior was as dark as the gates that guarded its entrance; completely unlit save for the torchlight escaping their cave.

"Oh my..." Rarity muttered as she gave a visible shudder. "I don't suppose we can change our minds, can we?"

"Not unless you plan on eatin' rocks for dinner." Applejack replied, eliciting a resigned sigh from her friend.

With a determined frown, Twilight slowly made her way to the tunnel's entrance, glancing back over her shoulder only long enough to encourage the others to follow.

"Come on girls. We still have a town to save."

The other ponies nodded and slowly made their way after the unicorn, though as they did so Rainbow thought she heard the purple mare whisper two words under her breath.

I hope…

Carefully the six made their way into the gaping tunnel; Twilight walking ahead of the others with Rainbow taking up a position at her side. Rarity and Pinkie Pie both followed close behind, with Applejack choosing to keep an eye on Fluttershy at the rear of the group.

*BANG*

The instant the last two ponies passed through the arching gateway, the massive doors slammed shut with a thunderous crash. Both Fluttershy and Rarity screamed loudly, and even Rainbow found her own heart racing as the group was immediately plunged into total darkness.

"Hang on everypony!" came Twilight's voice from the shadows. "I just need a moment... there!"

A flash of violet light forced Rainbow to cover her eyes, though a moment later the young pony lowered the hoof shielding her face to discover that the area around them was now bathed in the light of a floating purple orb.

"Nice one Twi!" Applejack commented with an appreciative nod. "You sure do know some nifty spells."

"Well done darling." Rarity agreed, smiling as the glowing sphere rose high into the air before moving slowly along the tunnel. "Wherever would we be without your magic?"

"In the dark?" Pinkie suggested, earning a few giggles from all.

However, the laughter was quick to vanish, and for what felt like an hour the six ponies continued down the winding tunnel in complete silence. Not once did Fear show his face, nor even whisper in their ears as they traveled. In fact, there was not a single sign of the beast that had taken them prisoner. It was his absence more than anything else that made Rainbow so uneasy, and with each passing second the pegasus felt her anxiety continue to grow. Fear's cryptic taunts still echoed within her mind, yet there was no sign of the challenges the monster had spoken of. Instead all the blue pony could see were the bits of earth and stone revealed by Twilight's magic.

Had Fear simply been teasing them? Was this really all a game to him?

Why would he not show himself???

"I can't stand this!" she finally snapped, her outburst drawing a startled gasp from Fluttershy. "Where is he? I don't care how terrible he claims his challenges will be. They can't be any worse than this waiting."

"Now hold your horses partner." Applejack snorted as she quickly moved to whisper in her friend's ear. "There ain't any reason to poke a sleepin' snake. I reckon we'll find out what Fear has planned for us soon enough. Shoutin' like that ain't doin' good for anypony… and especially not for some."

The earth pony nodded back towards Fluttershy, and Rainbow sighed when she saw that their friend had indeed begun to shiver once again.

"Applejack is right Rainbow." Twilight agreed as she moved to join them. "I haven't figured out how Fear was able to stop the Elements. Until we can come up with an idea of how to defeat him, it's probably best not to antagonize the giant magic-wielding dragon-monster."

"Hah!" the rose-eyed pegasus snorted dismissively. "He doesn't scare me. He's no different than Discord."

"I hate to ruin your party." Applejack countered, raising an eyebrow in Rainbow's direction "Discord didn't beat us with only one claw, but Fear did. As far as I'm concerned, this here is a whole new rodeo."

"Quiet girls!" Twilight whispered suddenly, and immediately both ponies fell silent as they turned to their friend. The unicorn's ears were twitching back and forth as if she was listening for something. While at first the group could hear nothing but the sound of their own hooves against the rocky ground, soon enough a loud hissing could be heard from somewhere up ahead.

"Wh... what's that?" Fluttershy asked, her voice trembling as the sound continued to grow louder.

"I'm not sure." Rarity answered uncertainly, her horn glowing blue as a silk cloth rose out of her saddlebag to wipe a lone bead of sweat from her brow. "But it seems to be getting a little warm in here."

"It sure is." Applejack grunted. "Land sakes! Where's all this heat comin' from?"

At the earth pony's side Twilight used a hoof to wipe away the sweat falling into her eyes while Rainbow shook her wings in an attempt to relieve some of the oppressive heat that had arisen as if out of nowhere. Up ahead the shadows of the tunnel were suddenly punctuated by a burning orange glow, and as the six ponies emerged from the confines of the passageway they suddenly found themselves staring at a scene unlike any they had ever encountered before.

"Wow!" Pinkie exclaimed, her blue eyes going wide as the party pony's mouth fell open.

The friends found themselves standing on a rocky outcropping at the edge of a large cavern. Though, to call that cave 'large' hardly did it justice. It was massive! Dash felt her mouth run dry as she watched the walls disappear out of sight. She was sure that even had there been a path, it would take days for her friends to climb to the other side of the expanse. However, the sheer size of the chamber was hardly its most intimidating feature.

The plateau on which the ponies now found themselves ended in a cragged precipice which fell hundreds of feet to a bubbling lake of fire. Far below them Rainbow could see molten rock and stone churning like water on a stove; while all around the cave poured massive fountains of liquid-fire, flowing like waterfalls from gaping holes in the rock walls.

"Well…" Applejack muttered. "At least we know where the heat was comin' from."

In the distance, rising out of the nightmarish lake was a mountain of pitch-black stone. The peak rose high above the boiling fire at it's base, dark and foreboding. The spire stood completely isolated from the remainder of the cavern, save for a single rope bridge that connected it to the overhang on which the ponies now stood. On the opposite side of the rickety-looking walkway sat a fortress carved into the very stone of the mountain. Never before had Rainbow seen such an unwelcoming structure. Even the ruins of the Everfree Forest seemed cheerful in comparison to the gargoyle-topped ramparts and spiked towers of this abomination. It was as if some power had lifted the dark citadel straight out of a nightmare.

And given Fear's bragging, the pegasus could not help but feel that this just might have been the case.

"I ain't never seen a river like that before." Applejack muttered, turning her gaze away from the mountain as she nodded towards one of the boiling lava falls on the cavern's edge. "Any ideas Twi?"

"I've read journals…" Twilight whispered in amazement. "… and logs from some of the greatest adventurous in Equestria. But I have never… ever… heard of anything like this."

"Well I would very much like to leave as soon as possible." Rarity groaned as her silk cloth continued to dab itself against her forehead. "And I do believe that dreadful place is where we are meant to go."

"I think you're right Rarity." Twilight confirmed as she moved to investigate the bridge. Rainbow flew over to stand next to the unicorn, watching carefully as her friend placed her weight on the first plank of the ropeway.

"I suppose…" the purple pony chuckled, smiling over her shoulder. "… it looks sturdy enou..."

*SNAP*

"EEP!"

The moment Twilight placed her hoof on the second plank, the wood snapped like an old toothpick beneath her weight. With a startled gasp the pony began to tumble forward, freezing in midair as Rainbow grabbed hold of her friend's tail with her teeth.

"Looks ain't everythin' sugar cube." Applejack pointed out as the unicorn was carefully pulled back onto the plateau.

"Especially when it comes to bridges." added Rarity, giving a relieved sigh when she saw their friend was unharmed. "We'll need to be more careful than that if we want to get across. Only two of us can fly, remember?"

Twilight stood silently, her face sullen as she studied the splintered remains of the second plank. Finally she nodded, before turning to face the group.

"Alright girls." the unicorn stated firmly as she laid out her plan. "I have an idea. Rainbow, can you lead us over the bridge?"

"Easy." the pegasus confirmed, throwing a salute before making her way to the start of the walkway.

"Good. If Rainbow leads, she should be able to find which planks are strong enough to walk on."

"Just remember to fly when you find the ones that ain't." Applejack joked, trying to relieve the tension by giving Rainbow Dash a playful wink. "Think you can manage that RD?"

As the five friends lined up behind the blue mare, Dash waited for the go-ahead from Twilight. The moment she received it, the pegasus carefully placed her weight on the bridge. Moving carefully, the rainbow-maned pony held her wings at the ready, prepared to right herself should part of the walkway collapse beneath her. However asides from some groans of straining planks, she was able to make her way across the bridge with relatively little struggle. Only twice did one of the wooden boards collapse beneath her hooves, and both times she was able to right herself with a single flap of her wings before proceeding onward.

In what seemed like no time at all, Rainbow found herself stepping onto a platform of glassy black stone. Quickly she made way for her friends, turning around to check that everypony had made it across the bridge. One by one the others stepped off of the wood planks, with Applejack bringing up the rear. The earth pony gave a relieved sigh as she once again found herself on solid ground and flashed Twilight a bright smile before joining the group.

"Well that wasn't so bad now, was it?" the green-eyed mare laughed. "I was half expectin' that to be a trap."

"That was the one thing I wasn't worried about." Twilight commented. Though as she received confused glances from her friends, the librarian was quick to explain her meaning. "I don't think Fear would collapse a bridge under our hooves after going through all the trouble to bring us here?"

As the pony spoke, Rarity turned to stare apprehensively at the massive fortress rising up before them.

"And where exactly… " the white unicorn inquired. "… is here?"

Rainbow turned her attention once again to the pitch-black ramparts rising high above them. The fortress was massive, and even from where she stood it was difficult to tell where the fortress walls ended and the mountain stone began. Directly ahead stood a massive set of doors, very similar to those through which the six friends had already passed. However, this time no carvings were present upon their polished onyx surface. Instead all Dash could see were strange gold symbols, similar to those which had adorned the Shadowed Gates.

"What do you think they say?" Applejack asked, nodding towards the words as she came to stand next to the pegasus.

"Beats me." Rainbow replied uneasily. "But I think these are the gates Fear mentioned earlier."

"Your deductive skills are to be admired." came a sarcastic hiss. "Indeed these are those very gates. Welcome to my sanctuary!"

Upon hearing the beast's taunt, the Dash jumped into the air, her eyes searching for the serpentine monster. However, it took only a moment to realize that the beast was nowhere to be seen.

"Forgive us if we are less than enthusiastic about joining you here." Rarity responded with a disapproving sniff. "It's not as though we had much choice."

"Very true." Fear's voice responded, a hint of amusement in its tone. "And since I see no reason to delay the inevitable, allow me to explain how we shall play this game."

Rainbow glanced around at the other ponies, not quite sure what to expect.

"This gate is the first of six. For each that you encounter, I shall choose one of you ponies to face me. If the one I select succeeds in overcoming the challenge I offer them, the gate in question shall be opened and your group will be allowed to proceed onward. However should any one of you fail in meeting your challenge, all six shall remain here! Trapped forever! It is a very good thing I suppose that you are all such good friends. After all, some ponies might get nervous when they realize their future is based solely on the abilities of others."

The monster's rumbling laugh shook the ground beneath Dash's hooves, and despite herself the pegasus glanced anxiously towards the quivering figure of Fluttershy.

"Now then…" Fear continued, his voice coming from every direction at once. "Some rules. I have already explained the limit placed on me. I shall not lie to any one of you. Therefore, if I give my word, you can expect that I will keep it! Of course now I have said that, believe me when I say that I will not tolerate the use of unicorn magic!"

Both Rarity and Twilight exchanged worried glances, and as their foe continued on, his voice grew colder with each passing second.

"You have impressed me with your abilities Twilight Sparkle, and because of this I will not make the mistake of underestimating you. Should you or your friend attempt to use your magic without my permission, I shall bring this cavern down upon your heads. Are my words clear?"

"We understand." Twilight confirmed, gritting her teeth angrily.

"Most excellent! In that case, let us begin."

There was a loud cracking sound as a small portion of the mountain sank into the ground, revealing a staircase spiraling downwards and out of sight. At the same moment there was a snapping of rope as the wooden bridge behind the ponies fell away and crashed into the lake of molten earth below.

"Applejack…" Fear's voice whispered. "You have the honor of being the first to face me. If you are ready, the path to the key for this gate lies at the bottom of the stairway before you. You will come alone, or else forfeit your challenge. The choice is yours."

As the monster's voice vanished into silence, Applejack turned to her friends and gave them a brave smile.

"Ya'll better not get too comfortable. I'll be back before you know it."

"Please be careful Applejack." Fluttershy whispered, glancing nervously at the stairs to which Fear had referred.

"Don't you worry none sugar cube." her friend chuckled as she nudged the pegasus reassuringly. "I promise you, I'll be back. You've got my word on it."

"Good luck." Twilight encouraged, receiving a firm nod from Applejack. "Watch out down there. We don't know what Fear is up to."

"I'm sure I'll find out soon enough. Take care ya'll. I'll be back before you can spit… not literally Rarity." she added with a wink towards the white pony.

With that the earth pony turned away and galloped over to the spiraling staircase. Glance back at her friends, she took one last steadying breath before disappearing into the shadows of the mountain.