Fallout: Equestria

by Kkat

Chapter Thirty-Seven: The Shadow of the Ministries

Chapter Thirty-Seven: The Shadow of the Ministries
“Come here, Stable Dweller. There are things you should know.”


At long last, I have reached this point in the story. And, at this point, I beg your permission to take a little liberty with the telling of it.

It had been a long and winding road getting to Canterlot, and I still have to tell of the difficulties and discoveries that faced us there. The most vital of those discoveries was the six memory orbs -- the final memory orbs -- which I found there. In those memories, the veils began to part, showing me my true place in this world, my purpose in life, and how everything was going to end.

I finally got my first glimpse of my own destiny.

That it took so long is probably exasperating, and you might wonder why I didn’t skip to this part sooner. (In truth, I have skipped over a fair bit, trying to tell you only the parts of my adventures that were important or exciting enough to keep you reading.) I have told you these things, I suppose, for the same reason that Princess Luna told Her story to Midnight Shower: context.

Only with the proper context can you see how meaningful those memories were, and how they set my hooves on the path that ended with me coming here and doing what I am about to do.

For all that, there was a long and brutal journey still ahead of me. I had only seen glimpses. I had not found my virtue. I did not understand my role in this world. And I was utterly unaware of the war about to descend on us all.

I did not view them until our time in Canterlot was over. And I feel it would be too much to tell of them all at once. Too much for me, at least, to try to relive them all in order like that. So with your indulgence, I will diverge from proper chronology and scatter my telling of those memories throughout the much longer story of our experiences in Canterlot.

Thank you for bearing with me on this.

*** *** ***

“That’s awfully fast,” Calamity commented, staring at the light pink mist that was already filling the streets of Canterlot as we looked down on it from high above. The steady rain had washed the Pink Cloud out of the air in the days before, and yet the Cloud was dense enough to tint the air merely half a day later.

Most of the city was built from stone carved from the very mountain Canterlot embraced. Cobblestone streets had been lined with elegant structures formed from stone and mortar or magically molded rock. Most buildings of stone still stood, although cracked and crumbling from the weight of unnatural ages. As we flew by, a three-story tower, once an upscale inn, collapsed with a deep-throated rumble, sending up curling swirls of pink-tinted stone dust. Everything more susceptible to the entropy of the Cloud had been reduced to rust and rubble, smears and stains that once signified objects, and decrepit structures stained pink and falling apart at the seams.

Oddly, some of the most preserved things were those which had once been alive. The black and twisted forms of dead trees lined streets filled with dark, pink-rotted bones, many of which had partially sunk into the discolored cobblestones.

The only other place that looked eerily preserved was the cluster of buildings that had once formed the heart of Equestria, from a scattering of white-stoned towers to the royal castle itself.

And the colored mist had settled everywhere, faint in the air below us, thicker on the streets and between the still-standing structures.

“It will get worse with each passing hour,” SteelHooves warned us. “By morning, the Pink Cloud will have returned to its full strength.”

I pressed my lips together in determination before saying, “Won’t be a problem. After Zebratown, I’m not going to spend any longer here than absolutely necessary.”

One of the things our experiences in Zebratown had made very clear was that the threat posed by the Pink Cloud was directly proportional to its concentration. We had spent hours in the light haze of Cloud that persisted in the Zebratown Police Station with only minor health problems. Nothing that couldn’t be remedied by a health potion and some time in fresh air. The places where the Pink Cloud pooled thickly, however, were lethal beyond even SteelHooves’ descriptions of it.

“We’re going to land right in front of the Ministry of Image, dash in and grab what we came for,” I told my companions. “Then we gallop to the Ministry of Awesome, get what we need from it and go. With any luck, we’ll be in and out in under an hour.”

We had spent the earlier parts of the day helping Glyphmark. (Even now, Xenith was still down there imparting all she could about zebra stealth techniques to the young adult zebras… at least, in such a short amount of time.) Now the sun was setting, dipping below the clouds to paint the world in hues of fiery orange and bloody red. We hoped to take some advantage of the impending darkness.

“Are you sure this place wasn’t hit?” Velvet Remedy asked, observing the level of damage that was evident throughout the city. “Is all that just from age?”

“The entropic effect of the Pink Cloud speeds decay,” SteelHooves noted. “If the city were not made largely of stone, it would have crumbled to dust long ago. Only the mystically protected places are significantly intact.”

“Ah reckon a fair bit o’ damage was done by the explosion when the shield came down too,” Calamity commented as he circled at a safe height, drawing us over the outlying city and towards the castle itself.

“I thought the missiles had stopped striking after the Pink Cloud went off?”

“Ayep, that’s how Ah heard it too, but that ain’t the explosion Ah’m thinkin’ of,” Calamity explained. “Remember, the megaspell pumped enough o’ that Cloud inta Canterlot t’ make the air look solid pink. And it weren’t like the shield weren’t fulla air t’ begin with...”

Of course. The air pressure in Canterlot would have been… well, I’m not sure how high, but it would have been pretty high. No wonder the Pink Cloud seeped into every surface it touched to the extreme which it did.

“…Ah expect the moment the shield went down, there was one helluva… well, ya saw it, SteelHooves. Am Ah right?”

“I didn’t notice,” SteelHooves said with a morose defiance. “I was a little too focused on the falling wave of pink water.”

I reviewed what we had learned from our so-called “dry run for Canterlot” in Zebratown. (Beyond the fact that SteelHooves and I disagree on what “dry” means.)

The greatest danger we expected to face in Canterlot was the Pink Cloud itself, but the interior of the Zebratown Police Station wasn’t much different than Canterlot right now, and so I was highly confident that we would be fine so long as we minimized our exposure. Likewise, while we knew that the Pink Cloud had the potential to fuse objects to flesh (or each other), that only seemed to be a concern while within the highest concentrations, at which point such fusions were the very least of our health concerns.

As such, I announced that I was going in wearing my armor and PipBuck.

“Ah’m gonna put on muh battle saddle the moment we touch down,” Calamity responded.

“That is a foolish choice,” SteelHooves retorted, pointing out, “If you insist on taking the risk of wearing armor, your Enclave Armor not only offers a much higher degree of protection, but its magical energy weapons are far more suitable for battling some of the dangers we are most likely to face.”

Our Canterlot Ghoul’s words reminded me of one of the more painful lessons from Zebratown: my combat skills were almost worthless here. The two enemies we were most likely to face were Canterlot “zombies” and alicorns. None of my weapons were worth a damn against the latter once they got up their shields, or against the former at all. In order to stop a Canterlot Ghoul, I’d not only have to take them down, but then run up and hack off their head somehow. Unfortunately, bullets don’t tend to decapitate.

“Yeah, Ah know that,” Calamity responded stubbornly, “But while Ah know the chances are mighty slim, Ah still ain’t takin’ the risk that Ah might be fused inta that damned thing.” He spat for emphasis.

Our other environmental concern was the broadcasters. SteelHooves warned that any broadcasting system, from PipBuck broadcasters to sprite-bots, were likely to have become twisted into lethal traps, even those inside. Fortunately, he also assured us that we should be normally able to hear the damn things before we got into their kill zones. Both of the broadcasters I had fallen victim to before had been underwater, preventing me from hearing them; and both times, I had been traveling swiftly enough that I had been thrust into their deadly area of effect before I could react. Hopefully, traveling cautiously would allow us to avoid such deathtraps while in Canterlot itself.

Returning to his previous observation, Calamity mused, “Still, that’s a lot o’ Pink Cloud coming back awful fast. Ya sure it’s just seepin’ back up outta the streets an’ such?”

“As opposed to what?” SteelHooves queried.

“As opposed t’, Ah dunno, bein’ fed somehow,” Calamity offered.

SteelHooves flicked his metal-shrouded tail. “You think… that the megaspell… might still be going?” I felt a chill.

“Ah can’t reckon how all the Pink Cloud ain’t been washed away if it ain’t.”

That was a deeply unpleasant thought.

Velvet Remedy spoke up, “But that would be insane. If the spell just kept going, it would eventually poison all of Equestria! The zebras couldn’t have wanted that!”

No… not even they would have…

I recalled the rumor SteelHooves had mentioned: after the shield fell, the zebras launched megaspells to finally obliterate the city. But if that is true, then those missiles never reached their destination.

“It’s possible,” I offered, “That they might have designed it to function indefinitely just to ensure it would last as long as they needed it too. And because they expected it to be destroyed along with Canterlot shortly after the shield fell.” After it had done its job and murdered the Princesses.

Pyrelight let out a mournful note. We flew in silence a few moments more.

*** *** ***

“No!” I said, telekinetically snatching the Fluttershy Orb away from Velvet Remedy as she brought it out of one of her medical boxes. She gasped as the orb floated away from her.

“Littlepip! Give that back,” she demanded, her voice lowering.

I frowned but shook my head. “You’ve been losing yourself in this too much, Velvet. It’s really beginning to worry me.”

I’d been letting this go for weeks. After all, her reliance on the Fluttershy Orb had seemed to wane after Pyrelight had joined us. But ever since the balefire phoenix had been injured and Velvet Remedy had neglected a dying pony to save her, my unicorn friend had been turning to the orb with even greater frequency than before.

“Excuse me?” Velvet huffed, telekinetically snatching it back. “I’m pretty sure I’ve spent nowhere near the amount of time lost in memory orbs that you have,” she pointed out. “And I’ve been a lot smarter about when and where to do so.”

Ouch. “Okay, true. But at least I’m not viewing the same one over and over and over,” I said, trying to sound reasonable. “That can’t be healthy.”

Velvet frowned. “Because I like this one. No matter how bad it is out here, I can always find solace in Fluttershy.” I cringed inside.

“And yes, it is escapism. So is reading a book,” she challenged. “Would you be so concerned if I read the same book over and over? We all have our own little things that help us get through the day. And at least mine isn’t self-destructive.” I could feel her on the verge of bringing up Party-Time Mint-als, but Velvet Remedy reined herself in, not wishing to cut that deep.

Instead, she sighed, “This world is horrible, and I don’t seem to be doing a whole lot to make it better. All my friends insist on risking death or dismemberment on a daily basis…”

“I don’t,” SteelHooves interjected.

“…Yes, well you’re being an entirely different problem, aren’t you?” Velvet snapped. “My old home was assaulted, those I knew slaughtered, and now we’re about to dive into poison at the behest of a psychotic despot who would see the extinction of ponykind. So maybe a little escapism is in order just to keep my sanity.”

SteelHooves turned towards me but said nothing. I knew my own reasons for wanting to curb her Fluttershy worship, but this clearly wasn’t the way.

“What is that?” Velvet Remedy asked, changing the subject with a point of a hoof. I watched her tuck the orb away before turning to see what had caught her eye.

The setting sun was passing behind a tall, slender, white spire that rose up from the city, taller than the highest tower of the castle and flanked by a pair of marble “wings” easily three stories tall. The light of the sun seemed to ignite a nimbus around the spire as its shadow slashed across us the city below.

“The Celestian Monument,” SteelHooves informed us. “Princess Luna had it constructed after Princess Celestia stepped down to honor Her and Her thousand years of peaceful rule.”

“Of course. That would be why it’s taller than the castle,” Velvet Remedy nodded. “Luna was making it clear to everypony that She didn’t see Herself as a replacement for Celestia.”

Beyond the Celestian Monument stretched a lifeless field lined with ugly, dead trees that seemed to reach out of the dirt like grasping, skeletal claws. The field was bordered by broken cobblestone walkways. In the center sank a huge rectangular pool of pink-saturated water. Rising opposite the monument was the royal castle itself, a glorious mass of crumbling spires and cracked white stone.

The field was flanked by the silent sentinels of six preserved buildings standing across from each other like pieces on a chess board -- the Ministries, each now a shadow of their regal and impressive former selves. This was Ministry Walk.

“That there’s a whole lotta alicorns,” Calamity whistled, staring down at the dark forms which swarmed around the far end of Ministry Walk. We had been warned of alicorns in the Canterlot Ruins, but I had assumed they would be scattered about the city. Instead, they amassed in Ministry Walk. It was almost as if something about the castle drew the alicorns close like bugs around a lantern.

So much for setting down in Ministry Walk. They would be all over us before the Sky Bandit touched ground, and alicorns were yet another enemy that my skill with firearms was pretty much useless against… at least as soon as they got their damn shields up.

Alicorns were some of the most dangerous and powerful opponents in the Equestrian Wasteland, but at least they had been predictable. The encounter in Zebratown changed all that. In the pink, the alicorns lost their telepathy and their connection with the Goddess. Here, they were individuals, and their tactics and demeanor radically changed. Logically, I didn’t have enough experience to be sure, but my instincts were telling me to expect these alicorns to be more clever than the ones I had fought in Appleloosa and Manehattan. Their individuality would allow for more creative tactical thinking. At the same time, they should be less coordinated.

And, if my suspicions bore out, less magically threatening. With the exception of what I had come to think of their breed powers, all alicorns seemed to possess the same spells. But the only spell the alicorns had used in Zebratown, aside from their shields, was a lightning bolt spell… and only one of them had used that. If all of them had possessed the full range of spells normal for alicorns, we should have been slaughtered. Instead, I had come to suspect that the alicorns were all tapping into a common pool of spell knowledge, one granted by the Goddess; and when they lost their connection to her, they lost most of their spells as well.

Too bad the damn shield spell seemed inherent.

“Okay, new plan,” I announced. “We land in that cluster of buildings on the opposite side of the Celestian Monument and we sneak our way in, moving quickly from building to building until we reach our targets. SteelHooves, which of those buildings is the Ministry of Awesome?”

“The Ministry of Awesome is the smaller building made of glassy black stone, farthest up, right next to the castle and across from the Ministry of Morale,” SteelHooves answered, adding for clarification, “The Ministry of Morale is the one with the mooring tower for Pinkie Pie Balloons.”

Right next to the castle. Of course it was.

*** *** ***

I brought up my Eyes-Forward Sparkle as Calamity winged us back around the monument and started to look for a good place to land. Directly behind the monument stretched an assemblage of moderately-preserved structures adorned with golden rooftops. The buildings were littered over a generous expanse of space that I imagined must have been a park. A small river snaked through it, the water tainted by ribbons of pink, terminating at an inner-city lake.

“Here we go, everypony,” Calamity called out as he picked a spot and began to shed altitude. I was thankful for Calamity’s warning even though there really wasn’t anything to do to brace ourselves. Velvet Remedy took a deep breath, apparently intending to hold it while we dropped down through the Pink Cloud.

We dropped into the pink.

The tint of the sky transformed the sunset into something utterly alien, the red and orange hues shifting into sickly, malignant colors. “Yay.” Well, even with the change of plans, we should be in and out within just a few hours.

My Eyes-Forward Sparkle flashed a location name sent from my PipBuck’s automapping spell: Princess Celestia’s School for Gifted Unicorns.

A cluster of lights flared up on my E.F.S. compass, none of them immediately hostile. I turned my attention in their direction as Calamity flew us down between the rooftops of the tallest buildings. The lights came from one of them. I urged Calamity to fly a little closer.

“Ivory Tower:” my E.F.S. proclaimed as we neared the elegant structure topped with a golden onion. “Graduate Studies.”

One of the uppermost floors of the Ivory Tower had boasted a beautiful multi-story window. During the megaspell attack, mounting air pressure had caused the window to implode, and the whole tower had filled with Pink Cloud. As we passed, I could see into what had once been a library, the books all long rotted away. The Ivory Tower had become a pooling place; I could see thick wisps of nearly solid pink floating up the stairs from the chamber below.

Several darkened, reptilian forms slouched about the library, occasionally flexing leathery wings. One of the creatures was curled up in the shattered bowl of what had once been a giant hourglass, snoozing soundly.

Dragons. Canterlot Ghoul-ized adolescent dragons. About Spike’s age, I thought as I remembered being trapped in Spike’s body, recalling the feel of his wings. They could be his siblings, I realized, trapped forever in under-developed bodies that could not grow and would not die. The sight struck a melancholy cord in my heart. A sad note that continued to play even as three of their corresponding lights shifted to red.

Three of the Canterlot Dragons rounded, watching as we passed, then spread out their wings and launched themselves after us.

SteelHooves reacted immediately, dashing towards the back window of the Sky Bandit.

“SteelHooves, wait!” I called out, unsure if my actions were wise, but unwilling to make the mistake of shooting first yet again. “Velvet, you’re up!”

Letting out the breath she had been holding, Velvet Remedy jumped to her hooves, flashing me an odd expression as she passed. It was either her way of silently saying “about time” or she was still upset with me over trying to take the Fluttershy Orb.

Velvet’s horn glowed softly as SteelHooves stepped aside, making way for her.

“Dragons of Canterlot,” her voice boomed, magnified majestically. “We are but little pony travelers, humbled to be in your magnificent presence. We beseech you to allow us passage through your territory. We promise our visit will be brief and we will be of no bother.”

“Really?” SteelHooves rumbled, his tone making it clear Velvet Remedy’s diplomacy couldn’t possibly work.

“No,” she whispered back. “Not really.” She turned back to me, “Sorry about this, Littlepip…”

“FOOD!” one of the dragons bellowed. Great. They ate ponies! Of course they ate ponies. Mister Topaz had been planning a feast.

“Why yes, of course,” Velvet Remedy replied. “I wouldn’t think of passing through your home without bringing something to pay the toll.”

With that, she floated out one of the dresses she had bought for me at Tenpony Tower. The only one, I noted, which had several pretty sapphires woven into the hems.

“I’m afraid I only have the one gift, so I do hope you don’t mind sharing!” She tossed the garment out of the Sky Bandit’s back window, and the three dragons immediately scrambled after the gemstone-studded dress.

Turning back around, Velvet Remedy smiled and suggested, “Let’s get inside before they finish fighting each other.”

*** *** ***

I leapt from the Sky Bandit the moment it touched ground, levitating our supplies with us. We had left everything but the essentials back with Xenith at Glyphmark. Calamity released himself from the harness

“Hey, look,” Calamity said, pointing between the nearby buildings at the rubble of Clip-Clop’s Clipboards a few blocks away. “Maybe we should stop by there on our way back,” he suggested as we all began to gallop towards the closest building. “Perfect place to get ablative armor for the Sky Bandit!”

“No getting sidetracked… wait, what?” I blinked at Calamity in confusion.

“Ayep! Ain’tcha noticed all the clipboards layin’ ‘bout everywhere?” Calamity asked, flying alongside us. “Darned things are nigh indestructible!”

I honestly hadn’t noticed. But then, I didn’t scavenge as relentlessly as Calamity did. Still, clipboards as armor? He had to be joking.

“Made out of pure, compressed Obstinatanium, they is!” Calamity continued. “Betcha not even Li’l Mac could punch a hole in one!”

Obstinatanium? There was no such thing as… oh! I got it now. “Well, sure, the new ones were. But only after they stopped making them out of layered Stubbornite.”

“Careful there,” SteelHooves grunted. “The Apple family had a monopoly on Stubbornite mines.”

Velvet Remedy chased behind us, a confused expression on her face. “I thought they were apple farmers,” she whispered to Pyrelight who was flying alongside her.

“Well, shucks,” Calamity said, “If some ponies hadn’t been hogging all the Stubbornite for ‘emselves, maybe they wouldn’t ‘ave run out like they did.”

“I’ll have you know that Applejack never once hogged Stubbornite,” SteelHooves countered. “She used every bit that she had.”

I blinked, mouth hanging open. Did SteelHooves just make a joke about Applejack? Wow.

The wave of pain blasted through my head as I reached the steps up to the building door, my E.F.S. flashing the name of the building amidst medical warnings. I felt like there was a vise tightening around my horn. My vision blurred and my ears began to ring.

I stumbled back and the pain immediately faded. “Whoa!” I called out, holding out a foreleg to stop the others behind me. I wasn’t fast enough; Calamity didn’t stop, flying right over me and slamming through the door.

As soon as the door was open, I could hear the static. Calamity was halfway into the lobby beyond when he landed, staggering, and spun around. I could see blood beginning to seep out of his ears and the corners of his eyes as he turned to look towards us, his face grimacing in pain. Then he looked up above us and bit at the air. I could see his bloodied eyes widen as he realized he wasn’t wearing his battle saddle. Wobbling, he shouted out, pointing above the door. “Li’lpip! There!” He toppled to his knees.

I dashed inside, drawing Little Macintosh from its holder, ignoring the explosions of pain in my head and the sudden tint of red in my eyes. I spun around, instantly spotting the school’s public address speaker built into the wall just above the bust of the Goddess Celestia that looked down at us from above the door.


My first shot missed, digging a hole in the wall near the speaker. My vision was getting rapidly worse, and I couldn’t use my targeting spell. It didn’t recognize the speaker as a target; there was nothing for it to lock onto.


My second shot shattered Celestia’s face. The third hit the speaker, which exploded in a shower of sparks. The sound of static softened but still remained; the pain didn’t go away. There was at least one more speaker in here! I looked around, but my vision was swimming in red. I couldn’t see anything.

The ringing in my ears drowned out nearly everything else. I could barely hear the explosions all around me as I lost my equilibrium and fell onto my side, my vision fading to black.

My vision cleared again almost instantly, leaving my ears softly ringing and a comparatively minor headache beating my brain. The others had charged in after me, and from the smoke and debris, SteelHooves had grenade-machinegunned the upper walls of the lobby until the static stopped.

I groaned and sat up slowly, wiping blood from my eyes.

“We have a new problem,” Velvet Remedy informed me, her voice seeming strange and far away. I blinked at her, trying to clear my vision, then looked towards the entrance where she was pointing.

A shield spell had descended over the front of the door. Apparently, shooting up the lobby in Celestia’s private school of magic triggered defenses.

*** *** ***

We made it up to the third floor before finding that the stairwell to the next level had caved in, forcing us to cut through the classrooms to reach the stairwell on the opposite side. My plan to avoid detours was off to a bad start.

I pushed a door open, checking my E.F.S. for hostiles, then made my way into the classroom. The building was old, but mercifully free of the Pink Cloud, allowing us to proceed cautiously. We were operating under the assumption that the administrator’s office on the top floor would have a terminal capable of shutting off the shields locking us inside. At least, that is what we assumed the large space at the top of the tower was meant to be based on a map which had decorated the lobby’s back wall -- a map which had lost large chunks under SteelHooves’ grenade barrage.

Even in its state of decay, the room was elevated by touches of class that set it apart from the buildings outside of Canterlot -- filigree in the walls and furniture, the tattered remains of rotting banners, the cracked marble tiles of a two-tone blue checkerboard floor.

I paused, staring at the globe tucked in the corner, the continents beginning to peel off its surface. Strangely, I had always considered Equestria to be flat. I looked around. The last lesson taught in this room was apparently astronomy, as the chalkboard still bore a diagram of (if I was reading it correctly) the single path on which the sun and the moon circled our world.

This was not something the science classes in Stable Two had covered. We had learned instead about mechanics and robotics, arcane science and spellcraft. I had sometimes pondered where the sun went when Celestia put it away, imagining it was hidden underneath us, possibly taking a nap. If this diagram was true, then Celestia was sending it to another part of the world to make it day someplace else. I wondered if that was the far away land where the zebras lived? Or maybe the place where dragons originally came from? Did that mean Nightmare Moon had locked them in eternal day, slowly roasting them alive? And… how messed up did things have to be now in order for the pegasi to occasionally see the sun and the moon in the sky at the same time?

“Unbelievable,” Velvet Remedy intoned.

I turned to see that I was not the only pony distracted by the contents of the room. Velvet had trotted up the steps that ran along the rising rows of chairs on the side of the room opposite the blackboard. At the top, near another doorway, were several posters. Velvet was staring at one which featured a very small filly magically projecting a shield around herself and her family as an evil-looking zebra lowered a stick of dynamite towards her with a fishing pole.

“They were actually teaching children to use their shield spells to protect themselves from a megaspell attack!” Velvet Remedy stomped. From the poster, I gleaned that the spell was one of the first taught to any unicorn who had the capacity to learn it. “They might as well have been telling them to hide under their desks.”

“Uh, Remedy, there ain’t any desks in this room,” Calamity pointed out.

Velvet Remedy swung around and saw the rows of chairs and the lectern; there was not a desk in sight. She sighed, “Not the point.”

“Maybe Celestia just didn’t want them to be scared?” I offered. I had to imagine that telling the children a lie that allowed them to believe there was something they could do was kinder than leaving them feeling helpless.

Or was my belief just born of corrupted kindness?

I grunted, hating Trixie.

Red lights started to pop up on my E.F.S. compass. Several of them, converging on the door next to Velvet Remedy.

“Velvet!” I hissed, motioning her towards me before pointing warningly at the door. Calamity, now wearing his battle saddle, flew into position covering the door. I whispered up a prayer to the Goddess Celestia that ended up becoming more of an apology for shooting Her in the face.

The door opened, and I felt myself go numb.

It was a small, Canterlot Ghoul-ized unicorn child, her schoolfilly uniform melted into her flesh. There were several more behind her, all colts and fillies, locked in the endless routine of going to and from their exams… until they spotted us and the air filled with a sound more horrifying than any I could imagine -- a wordless sound of unadulterated and monstrous aggression from a chorus of achingly childlike voices.

No. Celestia have mercy.

I was frozen. My eyes locked on the monster children. I… I couldn’t do this.

Calamity fired, the twin bullets from his battle saddle tearing into the filly’s head, blasting most of her brains onto the remember-your-shield poster. Turning to the rest of us, he yelled, “What’re y’all waitin’ fer!?”

I knew they weren’t really children. I knew they were, at best, feral animals and that they would kill us if we didn’t fight or run. But my body refused to do either.

Calamity fired again. Next to me, Velvet cast her anesthetic spell at a young colt only to moan as the spell had no apparent effect. Even SteelHooves seemed to have faltered a moment, but now I heard the ports of his missile launcher open.


Two rockets fired at an upward angle and exploded against the ceiling, bringing large chunks of it raining down on the creatures (children!) below, along with half a row of chairs from the classroom above us. I stumbled back as two colts and a filly were crushed under the collapsing ceiling, the little pony in my head sickly wondering if that had killed them or just inconvenienced them even after their lights went out on my E.F.S. compass.

“Littlepip,” SteelHooves commanded, “Get us up there.” Up… there? I felt like I was thinking through sludge.

“NOW!” he bellowed, snapping me out of my stupor. Calamity swooped past me, firing again as another Canterlot zombie-colt galloped through the open door and leapt over the rubble towards us. The twin shot hit the monster child in the side, knocking him back into the chairs. I wrapped my levitation field around the rest of us and levitated us up through the ceiling.

Behind me, I heard the sinister warping sound that signaled one of the fallen Cloud children was rising back up, filled with necromantic life.

*** *** ***

I poked my head out of the classroom, looking both ways down the corridor. I kept expecting the zombie children to appear, but there were no hostile lights on my E.F.S. compass. I couldn’t tell if they were still trying to get up to this level, or if they had ceased pursuing us the moment they could no longer see or hear us -- literally out of sight, out of mind.

The hallway provided a new danger. The air was filled with a pink haze which grew thicker towards a ventilation grate in the ceiling. I could just make out the large metal fan behind the grate, warped and fused with the metal of the shaft itself. The dense patch didn’t look particularly large, but it was slowly growing.

“SteelHooves,” I instructed, closing the door, “We need you to scout ahead. Find the shortest path into another Cloudless section of the building.”

The Steel Ranger Outcast nodded. I opened the door long enough for him to gallop through, then closed it again.

“Hey, Pip,” Calamity said, his voice almost a whisper. “Ah’m pretty sure one o’ the first Ministry buildin’s was the Ministry o’ Magic. Ah’m thinkin’ we should pop in there an’ grab ourselves some proper magical energy weapons, just in case we have t’ deal with a bunch more Canterlot Ghouls.”

“Here we go,” I sighed, groaning inside and forcing myself not to facehoof.

“Well, magical energy guns are a might better against Canterlot Ghouls than what we’re packin’, SteelHooves aside,” Calamity reasoned altogether too reasonably. “An’ we shouldn’t be relying on him t’ bring down the house every time we face more o’ the monsters.”

“And for that matter,” Velvet Remedy chimed in, “We really need to stop in the Ministry of Peace. It’s right across the way, and we could definitely use the medical supplies. Especially if you end up fighting against those alicorns.”

Of course we do.

I turned to them both. “Look, the more sightseeing we do, the longer and more dangerous this trip becomes. We’re already taking longer than I wanted just getting out of the first building.”

“All the more reason to get extra medical supplies while we can. You know the Ministry of Peace will have supplies somewhere.”

I nodded. “Somewhere. That’s the problem. You’re not talking about a brief stop, either of you. You’re talking about exploring those buildings.”

Velvet Remedy nodded. “I know that, and I know it’s dangerous. But I’m worried…”

“No, you just want to see Fluttershy’s Ministry.”

Velvet Remedy took a step back, feigning a wounded heart. My expression was unmoving. “Okay, fine. Yes I do. But I am also worried,” she insisted. “About SteelHooves.”

“SteelHooves?” Calamity echoed. “Why ya worried ‘bout him fer? The guy can survive anything. Up to an’ includin’ the apocalypse.”

Velvet Remedy rolled her eyes. “He’s immortal, not indestructible. That armor might repair itself, but how do we know he’s okay inside. The only things that heal ghouls are radiation and healing potions, and that suit of his is designed to self-administer. Now the last time he restocked his armor’s medicine dispensary was Stable Twenty-Nine. And since then he’s been shot through with anti-tank rounds, fallen a few hundred feet, and gone through whatever he was put through in Zebratown!”

“Look, Velvet, if SteelHooves was in trouble, he’d tell us,” Calamity said.

“Would he?” Velvet questioned. I found myself caught, unable to decide which of my friends’ flaws were at play here -- Velvet Remedy’s excessive worries or SteelHooves’ stubborn stoicism?

I suspected this was the “other problem” that Velvet had claimed SteelHooves was being. I couldn’t blame her for being concerned. Best case, she was a doctor who was being denied the ability to examine a patient. And the wasteland wasn’t in the habit of serving up best cases very often. I was beginning to kick myself for having taken SteelHooves’ durability for granted.

“Well, there was Gummy’s,” Calamity offered.

“But that was before he got shot,” Velvet Remedy reminded the pegasus. “Afterwards, you only came back long enough to pick us up.”

“Daymn,” Calamity rubbed his brow under his hat. “Ah reckon ya might be onta somethin’ there.” Turning to me, he suggested, “Li’lpip, maybe ya ought t’ run a diagnostic on his armor an’ see just what state our friend is in. Fer all we know, he might be really torn up under all that steel.”

I looked at the door, wishing SteelHooves was back already. “Okay, Ministry of Peace and Ministry of Magic. But only the fastest looks and only until we find what we need. Targeted missions. No sightseeing.”

They both nodded.

Then Velvet Remedy added, “I was actually really hoping we could take a peek in the Goddesses’ castle too…”

I facehoofed. “No!”

*** *** ***

I gasped, collapsing against the storage room shelving, the impact sending several boxes of cleaner toppling down onto my head as I fought for breath. My heart struggled in my chest.

Velvet Remedy slammed the door closed behind her, the last one in. She crashed into SteelHooves, bouncing between him and the workbench Calamity had curled up onto before falling to her knees. “I can’t believe you’ve done that to yourselves before!” she gasped wretchedly.

Velvet began passing around healing potions.

“Under the police station was much worse,” Calamity moaned, downing his potion. “Why d’ya think Ah saw blowin’ up the boiler as a better alternative.”

Velvet groaned shakily. “Forgiven.” She floated her own potion to her lips and drank greedily.

I drank the potion Velvet had passed to me and closed my eyes, waiting for the healing effects to begin to mend my Cloud-ravaged body. Velvet passee a second round of potions and I could see that the stop in the Ministry of Peace would truly be necessary after all.

Weakly, I slid myself across the floor towards SteelHooves. “Lay down, soldier,” I demanded, hurting too much to perform the social dance that friendship and civility required.

SteelHooves obeyed without question, accidentally knocking over a row of plungers with his armored tail. I pulled a tool from my barding and jacked my PipBuck into his armor, running a diagnostic. SteelHooves’ displeasure at this invasion of privacy was radiating off of him, but he didn’t move or speak.

The little pony in my head began to panic when my PipBuck started flashing medical alerts across my E.F.S. I fought to keep my little pony calm as I worked to strip away the alarms that were probably false -- my PipBuck’s medical assist spell was not calibrated towards ghouls, much less whatever physiology was normal for Canterlot Ghouls. I wished I had Velvet Remedy’s understanding of medicine, although considering her reaction to ghouls that might not much help.

The one thing I could say for sure was that SteelHooves’ armor was completely out of healing supplies, and apparently had been since partway through Zebratown. The stallion was keeping himself going on painkillers and combat drugs, most of which were also nearly depleted. What had he been planning to do when those ran out?

Hell, one of his legs was broken in multiple places. The armor was holding it together like a cast.

“Not okay,” I told him sternly, feeling like I was wearing Velvet Remedy’s horseshoes. He said nothing. “If you’re in trouble like this, you need to tell us!”

“I’ll be fine,” he finally said. But I noticed he wouldn’t look at me when he said it.

The damn thing was, he probably would be so long as he didn’t get himself killed permanently before he could re-supply his armor. Between now and then, however, was a whole world of pain. The painkillers were handling a lot of it right now, but not all of it, and they would be gone soon.

This felt like self-punishment. Maybe for what happened on Bucklyn Bridge. Or maybe because of bad memories, wounds and regrets that coming here and to Zebratown had made fresh again.

I could point out that when the painkillers stopped, the pain might hamper him, putting us all at risk. That was the sort of argument I knew he would listen to and accept. But it was also cold and selfish. SteelHooves was our friend, and he deserved better than that. I needed something to say that would show him we cared and yet would still be persuasive in his ears.

I looked to Velvet Remedy for help, only to be reminded of our argument about the Fluttershy Orb. Velvet Remedy was escaping, SteelHooves was abusing himself… I looked up at Calamity and wondered if he was doing any better. Calamity seemed fine… but then, so had SteelHooves until I took a deeper look.

At least Xenith was okay, right? No… Xenith never really seemed okay. After what she had been through, I would be surprised if there was an “okay” in her world that even vaguely resembled the one in our own. Her freak-out at being bitten was still fresh in my mind. But at least she was getting better, I thought, rather than worse. Although… at the time we had left, Xenith had still not admitted to Xephyr that she was her mother. Was that just Xenith being a zebra? Or was it a warning sign, something else I had been missing?

SteelHooves pushed himself back up, disconnecting his armor from my PipBuck. “I should go.”

“Go where?”

“Out,” he replied. “To find the next room that is clear of the Cloud.”

*** *** ***

Velvet Remedy tossed up her shield, the shimmering screen of magic filling the hallway just in time for the three baby dragons to slam into it. The little, wingless creatures growled and clawed at the shield, their eyes glowing, their faces distorted in rage.

“Oh, aren’t they cute?” Velvet cooed. She got a resounding NO from the rest of us.

“More trouble at our four,” Calamity warned. I spun around.

From the other end of the hall, several Canterlot colts and fillies emerged from the stairwell. The lead filly had another Cloud-ruined baby dragon on her back.

I stared at the filly, my eyes drawn to…

“Littlepip, what are you starting at?”

In black horror, I hissed, “Look at her cutie mark!” The schoolfilly’s tattered uniform gave a clear view of the blob of dark pink that emblazoned the Cloud child’s flank.

I reeled at the implications. The child had gotten her cutie mark after the megaspell, after she had “died”. That the Cloud had transformed the poor little filly into an undying monster was horrific enough, but somehow the idea that it had warped and corrupted her to the point that the Pink Cloud had stolen from her what should have made her special… and replaced that with itself… was somehow so much crueler, so much more abhorrent.

The child horror lowered her head, her horn glowing a violent pink. Thick wisps of Pink Cloud snaked out of the air around her glowing horn, swirling as it filled the corridor. The filly was actually conjuring Pink Cloud!

The baby dragon jumped from her back and began charging at us, its little claws tearing at the hallway carpeting.

The twin-shot from Calamity’s battle saddle echoed through the hallway; the baby dragon’s body ragdolled against the wall. A moment later, the tendrils of pink began to reach us. Immediately, my head swam, my headache spiking. I backpedaled, trying to get away, only to hit Velvet Remedy’s shield. The three baby dragons behind us gave little roars of anticipation and violent desire.

“What…” Calamity coughed, “Is with… the rest of you?” The pegasus dropped to the ground, unable to keep flying as the Pink Cloud began to eat at his insides. He fired blindly into the pink. “They’re… Not. Really children!”

I could hear the Cloud children galloping down the hall towards us. All I could see was pink and black, the edges of my vision beginning to go dark. My E.F.S. compass was showing nothing but a mass of blurry red. Every breath seemed to shrivel my lungs, making me fight harder to get half the air I could the breath before.

Velvet Remedy collapsed beside me, her shield going down. One of the baby monsters leapt at me, claws scratching at my barding and digging wet scratches in my flesh, its teeth sinking into my mane, trying to tear at the back of my neck.

SteelHooves opened fire on the hallway. I curled up as I was pelted with concussive waves and shrapnel from the close-quarters explosions. The blasts left my ears ringing, my sense of direction and balance shot to hell. But they also thinned the Cloud. My gut was twisting, my insides felt like they had begun to rot, but my headache cleared just enough that I could focus. I floated out Little Macintosh, aiming it at the small monster gnawing on my back, and fired.

I felt the creature drop from my back. The poor thing which should have been allowed to grow up, to be a dragon.

Velvet Remedy was curled into a ball, crying. The two other baby monsters were trying to eat her. Her body was a tapestry of shallow, bleeding scratches. I fired twice more, getting them off of her, and stumbled to my hooves. Somehow, dreadfully, it was easier for me to shoot these creatures than the monsters who took the form of children. As if the fact they had never grown old enough to talk or think like people made it more okay to treat them as rabid animals.

My Eyes-Forward Sparkle was flashing medical warnings. Even thinned, the Pink Cloud was killing me. I needed to get out before my internal organs started shutting down. Wrapping Velvet in my magic, I galloped as fast as my legs and lungs would let me… a staggering trot… trying to get out of the pink.

Behind me, Calamity fired once more, then pivoted and followed, stumbling as he attempted to run. The air filled with that noisome, grating sound as the eyes of the baby dragon Calamity had shot began to glow and it began to growl.

“Get to the top,” our Applejack’s Ranger called back to us. “I’ll hold them here.” None shall pass.

*** *** ***

“We’re down to the last of our healing potions,” Velvet Remedy warned softly, tears in her eyes. I groaned as I drank the potion she floated over to me. We hadn’t even gotten to Ministry Walk yet! “And I still haven’t had the chance to restock SteelHooves’ armor.”

I watched as the slashes of red that covered Velvet closed gently, mending themselves before my eyes, leaving her looking unmarred yet still covered in her own blood. The mare swayed despondently then curled up next to Calamity on the large bed in the center of the room.

The large, circular room had no windows, but both the fireplace and the chute provided means for the Pink Cloud to enter the room. Fortunately, a magical ventilation spell had prevented the Cloud from pooling here, leaving the air only the lightest shade of pink. Survivable levels of pink, so long as none of us fell asleep in here.

The administrator’s room had been lovely once, a solemn room of violets and blues with a mural of clouds drifting along the wall and a delicate ornateness to every feature and piece of furniture. Ghosts of that beauty remained in the greasy rot of the carpet, bed and tapestries. A golden, scroll-shaped stand leaned against one wall next to crumbling bookshelves filled with decayed books and the residue of dissolved scrolls. Next to the center bed was another golden stand, this one holding a terminal, its screen glowing softly.

The door into this room had been one of the hardest locks I had ever encountered. I expected no less difficulty from the terminal.

“It just isn’t right,” Velvet Remedy choked, leaning against Calamity. “All those children… those little baby dragons…” Calamity wrapped a wing around her as she began to sob again. “They didn’t deserve this! It… it’s so… unfair!”

It was worse than unfair. This was evil.

I felt a bubbling rage simmering in my beating heart. But there was nopony to be angry at. I couldn’t be mad at the victims, and the zebras (and possibly ponies) who created and deployed the megaspell were long dead. No, I was furious with the Pink Cloud itself! How dare it!

I began to hack, trying to focus, not wanting to take out my frustrations on the terminal lest I make a mistake and get locked out.

“Littlepip…” Velvet said softly, “If… if the megaspell is still working here... still pouring out this poison…” Her eyes closed, her trembling voice finding determined steel. “We need to stop it.”

I nodded.

The password was “apologies”.

*** *** ***

<-=======ooO The Apple Orb Ooo=======->

My host was checking his watch. The little hoof pointed to seven, the big one just a few minutes past the hour. It was either late morning, or less than an hour from midnight. I had no way of knowing -- the hallway was a cold, grey metal with no windows -- yet it felt like night.

A soft chime from behind drew my host’s attention. He turned as the elevator doors opened, party music playing over the speaker in the room. The elevator seemed empty.

My host stepped away, watching cautiously. The elevator doors closed, cutting off the sound of music. I could barely hear the soft hum as the elevator began to descend.

My host looked to his left. Empty hallway, no doors, ending with the heavy steel door of a vault. He looked to his right. A magical field of blue light shimmered in front of an iron gate. The room beyond was filled with humming maneframes.

“I apologize for running late,” an exotic voice said from the nothingness, sounding slightly muffled. First the head of the zebra appeared as she pulled her hood back, then the rest of her. “I did not mean to make you wait.”

I felt my host press his lips together. “That’s all right, Zecora. But you’ll have to hurry. Security will cycle any minute now. When it does, we’ve arranged for the shield to drop, but it will only be down for four minutes. You’ll have to get in, get the data, and get out.” I saw my head turn away as I fished a key out of the pocket of my security uniform. “This will get you through the gate. You know which system you are looking for, right?

Zecora nodded. A sad look formed on her face. “I ask if this is worth the cost? The lives of ponies will be lost.”

I felt a frown etch across my host’s muzzle. “We have to be willing to make sacrifices if we are going to end this war. Your success here will get you the Caesar’s trust, and that will allow you to get close to him.”

My host stepped back. “But, if it helps, I’m sure they will arrange for the weapons factories in those schematics to have minimal staff when the zebras hit them.” My host’s frown turned into a grimace. “Unfortunately, we’ve had a small complication.”

Zecora raised an eyebrow.

“They’ve installed some sort of new gemstone detector. Something from the Ministry of Image, of all places. It is designed to detect zebra talismans like your cloak, and it’s not part of the normal security system, so we can’t shut it down without raising alarms. You’ll have to remove your cloak before going in.”

“I will not need it once in there, so I will leave it in your care.” Zecora slipped out of her cloak, now wearing only a satchel. She looked strangely naked without the jewelry I had seen her wearing before.

The shield of blue energy suddenly went down.

My host sucked in a breath. “Quickly. Strike me down. Hard!”

Zecora spun and bucked at my host. One hoof caught him squarely in the chest, cracking at least one rib. The other sank hard into the soft flesh of his neck.

Zecora’s eyes widen as I collapsed, choking, fighting for air. She had clearly not intended to land a possibly fatal blow.

My host waved her on, coughing and fighting to remain conscious. Zecora galloped down the hall. I heard her unlock the gate and pull it open, but my vision was blurring.

I sat there, fighting harder and harder, trying to breathe, air struggling to get through my throat and into my chest.

I heard the chime behind me. The door opened and an apple-green stallion in tuxedo barding stepped out, looking around. Applesnack.

The moment he saw me, his eyes widened. Then narrowed, taking in the discarded zebra cloak nearby. “Dammit! I knew something felt wrong!” He looked up, observing the open gate and the disabled magical shield. “Hold on, buck! I’ll get…”

Applesnack froze, his voice silencing abruptly, as Zecora rounded the maneframes, heading back.


Applesnack stepped into a battle stance as Zecora stopped short.

“You!!” Applesnack called out, fury in his voice.

“Applesnack…?” Zecora said, failing to rhyme, her eyes growing wider.

“She trusted you! She let you into our house! And you betrayed her!” Applesnack was striding slowly forward. “I opened my heart to you because she wanted me to. I even began to trust you, to like you… a zebra! How could I have been. So. Stupid!”

“Ap… Apple…” my host wheezed, holding up a hoof. “Don’t…” But there was almost no sound to my voice. I, we strugged to get up, but our hooves wouldn’t work. I realized we really were dying.

“She thought you were a friend. You broke her heart!” Applesnack was roaring. I suddenly knew. This was what was hurting him. I remembered SteelHooves’ denial when I told him the truth about Zecora, and the painful resignation that seemed to follow.

I would prefer she had killed these monsters with cold-blooded calculation, SteelHooves had told Calamity, regarding my rampage in Arbu. It wasn’t the killing he thought was bad. It was the blind rage.

“And now, you come back, tonight of all nights, to hurt her again!??”

Zecora crouched down submissively. “You have caught me, I do not fight,” she intoned. “I am your prisoner tonight.”

Applesnack stooped, shaking. Then screamed, bellowing, “No! Zecora, that is not how you say died. Resisting. Arrest!”

No. Oh no, SteelHooves. Don’t do this.

He charged, turning and bucking at Zecora. She didn’t try to dodge. At least, not the first time. She did the second. And the third. And the fourth.

My host flailed as darkness began to seep into the edges of his vision. The fight for breath was getting harder, and he was losing. His whole body felt weak and distant. I didn’t feel the hum of the elevator at all. But we heard the chime. As the doors slid open, an oddly familiar song floated into the hallway.

“…How can I shield you from the horror and the lies?
When all that once held meaning is shattered, ruined, bleeding
And the whispers in the darkness tell me we won’t survive?”

It was the song that had played in SteelHooves shack the morning I first really met him. The song he became strangely lost to.

My host struggled again, trying to get up, trying to make any part of his body work now. We weren’t getting any air anymore.

Down the hall, I saw Zecora strike out, trying to defend herself. Applesnack ducked under the kick and brought up one of his own, striking her underneath and sending her body flying against the wall. Zecora hit the wall with a meaty smack, leaving a splash of blood as she fell to the floor.

From within the elevator came a horribly familiar voice. “Nuts n’ shrews. Ah know the boy is plannin’ on proposin’ tonight, but if we’re missin’ our song cuz Sergeant SteelHooves has become Sergeant Cold Hooves…”

Oh no! Oh nononononononoNO!

Don’t come out here Applejack! Don’t see this! It will hurt you if you see this.

We had been trying to repair our relationship, SteelHooves had told me, ever since the night she had seen the darkness in me. Not learned about. Seen.

Applejack, wearing a little black dress that was clearly a Rarity original, stepped out of the elevator. She looked to her right, seeing an empty hall ending in a vault door. She looked left.

Her eyes widened, pupils dilating to pinpoints as she saw Applesnack, bloodied, his torso heaving with each breath, standing over the very bloody corpse of Zecora.

<-=======ooO Ooo=======->

*** *** ***

“There’s a secret passage from the basement of the examination building to the royal treasury?” SteelHooves asked in disbelief as we galloped towards the Celestian Monument, our weapons and most of our supplies floating in tow behind me.

“Ayep! Don’t make sense t’ me neither. Seems that would be the sort of place ya wouldn’t want secret ways inta,” Calamity responded, gliding along beside us. “But that’s what the map on that terminal said.

I was still reeling from the knowledge of whose office I had set hoof in, whose terminal I had managed to break into. Velvet and Calamity had laid down in Her bed!

After Her sister Luna had taken the throne… after Littlehorn… She had spent a lot more time at Her school than in the castle.

As we reached the monument, we slowed our pace. Most of the alicorns were on the far side of Ministry Walk, but my E.F.S. was picking up hostiles close enough to worry about, even in the ruddy, fading light of dusk. We needed stealth now.

The Celestian Monument was magnificent even after centuries of decay had taken bites out of its structure, leaving patches of framework bare. I stopped a moment to stare in awe, then bowed before it, sending up a prayer to the Goddess.

I heard the sound of static. It was growing steadily louder.

A sprite-bot was approaching from the front side of the monument, its speakers broadcasting white noise and necromantic death. My vision fuzzed, my head beginning to throb for what seemed the infinity-ith time that evening. We were just on the edge of the effect now and we started stepping back to keep from being engulfed.

I was useless against the ghouls and zombies created by the Pink Cloud, and nearly as helpless against alicorns, but this was a threat that I alone was equipped to handle. I was the only one with a ranged weapon that was quiet.

I floated out the Zebra Rifle, peering down its sights, tracking the approaching robot by its “friendly” light on my E.F.S. compass. Waiting for it to float into sight…

Pfft. Pfft. Pfft.

The sprite-bot dropped to the ground, internal circuitry burning, its broadcast dying with a pop of ozone. We trotted past it, ignoring the scrap.

Well, most of us did. Calamity picked it up and offered it to SteelHooves, remembering the ranger’s armor used scrap metal to repair itself.

The outside grounds of Celestia’s school had been blissfully vacant. Anypony outside had fled to the safety of the buildings when the Pink Cloud came. Not that the buildings had proven sufficiently safe.

As we rounded one of the mighty wings of the Celestian Monument, we saw that Ministry Walk had not faired so well. There were skeletons scattered all about the field, sticking out of the ground like black weeds. Ponies had filled the park when the Pink Cloud consumed it.

…a stallion whose bow tie and collar had become permanent parts of his neck…

…the twisted framework of a baby carriage with the skeleton of the baby pegasus pony welded into it, the infant’s mother laying half inside the cobblestones nearby…

…a mare who had been sitting on a park bench in a most peculiar fashion, her skeleton now melted into the bench itself, holding her to that pose forever…

...two ponies fused together in an eternal embrace, their skulls tilted up upwards in the direction that pink horror had descended upon them, snuffing out the twin flames of love and life…

“This is too much,” Velvet Remedy moaned. Then she gasped in horror, stopping dead, staring ahead of us.

The Ministry of Peace. The Canterlot Hub of Fluttershy’s Ministry had been built into a grove of magically grown trees. Two hundred years ago, it would have been a heartwarming vision of natural beauty. But the Pink Cloud had murdered the trees, turning them into twisted, black terrors, the whole building looking like a haunted house.

Small objects littered the cobblestones and lifeless planters that circled the Ministry -- scissors, ashtrays, metal picture frames -- all objects sucked out of the rooms whose windows had shattered. Parts of a terminal lay smashed on the steps just outside the front doors. A ceramic butterfly had shattered into six pieces scattered across a row of dead hedges.

As we crept forward, Velvet Remedy hesitated. “I… I don’t think I want to see anymore. I don’t want to know what this poisoned place has done to Fluttershy.”

*** *** ***

Velvet Remedy paused to look at a corner diorama featuring Fluttershy sitting in a forested field, surrounded by gentle animals. I could guess she was struggling against the urge to shatter the display and steal the foal-sized Fluttershy for herself.

“Are you okay?”

“I… I just can’t take her away from all her forest friends,” Velvet whined softly.

The Ministry of Peace had suffered severe internal damage when the trees that formed most of its outer walls had twisted in their unnatural death throes. Pink Cloud had seeped into all but the most interior rooms. To our further dismay, the Canterlot Hub seemed to be less a place of healing and medical research than a public front and administrative center for the other MoP hubs. We were coming up empty-hooved in our search for medicine.

The only upside is that nothing in the Ministry of Peace had attacked us yet. Everything in this place was dead.

I approached a set of double-doors and nudged it open. Velvet Remedy, looking over my shoulder, whinnied in dismay.

A haze of deep pink filled the massive room which had once been an auditorium. Rows of rotting seats descended towards a dilapidated stage beneath the last dangling threads of Cloud-eaten curtains. The walls, formed from even more trees, were blackened and dead.

Velvet Remedy inexplicably pushed past me and galloped into the poisoned room.

“Velvet! Whatcha doin’, girl? Get yerself outta there!”

Velvet paid us no attention, charging up to the stage and jumping onto it. I saw her waver as she landed, the Pink Cloud beginning to get to her. I shouted for her to come back. Beside me, Pyrelight cried out, calling to her beloved Velvet.

“What in tarnation does she think she’s doin’?” Calamity demanded.

Velvet stumbled, turning and standing before the podium. She put a hoof on it, and it broke apart at her touch. I could hear her sob. The auditorium still had great acoustics.

Seeing her standing on that stage, wearing her yellow medical boxes, I suddenly realized this wasn’t just any auditorium. That wasn’t just any stage.

“um… h-hello?” Velvet Remedy said meekly, reciting from memory. “Can I have your attention, please? If you don’t mind?”

Oh Goddesses!

“Hold on, Li’lpip. Ah’m gonna grab ‘er!”

“Thank you,” Velvet was saying. “Now…um… I know everypony is really, really busy. So I’ll try not to take too much of your time.”

“Calamity, wait!” I said, holding up a hoof. Pyrelight fluttered at the edge of the pink, hooting in agitation.

“Wait?” he spun to me fiercely. “She’s gone plum off her rocker! She’ll die in there if we wait.”

I focused, wrapping Velvet Remedy in my magic. “I’ll pull her out… just… I think maybe she needs to do this?” She was risking her life to do this, and I couldn’t tell if she was on the road to catharsis or catatonia.

“Needs to do what?” Calamity demanded.

Pyrelight didn’t wait. The balefire phoenix soared into the poison, flying to Velvet Remedy.

Below us, Velvet Remedy continued, her inflection perfectly matching Fluttershy’s. “Princess Luna has given us… that is… she’s allowed us to… We have a new project.” Velvet paused, looking out over the crowd that only existed in her mind, as Pyrelight landed by her forehooves and rubbed against her, nudging her to move.

“This is bad,” SteelHooves told me.

Velvet cringed slightly, “Please… it’s okay. I know we’re all overworked, and everypony has so much to do already… and you’re all doing just wonderful.” She gave a most beautiful smile.

“Oh what in the hay?” Calamity moaned.

Pyrelight began to cough. I extended my magic around her too, feeling increasingly anxious. Did she need this? Would she ever forgive me if I pulled her out, denied her this? Did it matter?

“But… this is really important. I’ve been talking with Princess Luna, and....” Velvet fell to her knees, coughing, her voice getting weaker as she struggled to breathe. “I really… really want to do this project. I’m behind it…” She coughed again. “…completely, and I really hope you will be too. This horrible, terrible war has gone on far, far too long and hurt so many people.”

I could hear the sadness and hurt in Velvet’s weakened voice. Sweet, merciful Celestia, I could see her tears!

“Enough of this!” Calamity growled. “Li’lpip, get her out of there now!”

I nodded, blinking back tears of my own. “From your lips to Celestia’s ears,” I whimpered as I levitated Velvet Remedy and pulled my friend from that gas chamber.

*** *** ***

Velvet Remedy was barely in a condition to move, much less walk, even after I had fed her our last healing potion. We left her in the care of Pyrelight and SteelHooves.

“Mind tellin’ me what the hell all that was about?” Calamity asked angrily as he flew along above the maze of office cubicles I was wading through.

“The Fluttershy Orb,” I told him. I heard a crunch and felt a sharp pain in my left forehoof. Looking down, I saw that I had stepped on the skeletal remains of some small creature. I stopped, leaning against a cubical wall as I telekinetically pulled a thorn-shaped bit of broken bone from my hoof, which beaded with blood. There were other little skeletons all over this floor.

“That auditorium… that was the room where Fluttershy was talking to her Ministry ponies in the orb’s memory. Velvet Remedy was reciting it… or reliving it… or something.”

“An’ that struck ya as somethin’ we oughta let her keep doin’?” Calamity snapped.

“I… I don’t know. Velvet is a performer. I don’t think that was… I hope that was just her doing a performance. Her one chance to be on Fluttershy’s stage. But…”

I turned to my pegasus friend, the first friend I had ever really had. “Fluttershy’s Ministry created the megaspells, Calamity,” I admitted to him.

“WHOA!” Calamity stopped in mid-air, hovering. “Say what now?”

“They were originally intended as mass healing spells. She never meant for them to be used as weapons of death.”

Calamity groaned. “Velvet…”

“She doesn’t know yet. But sooner or later she’s going to find out. And when that happens, do you think it will be any easier if we had denied her the chance to do… whatever she was doing?”

“Fuck!” Calamity bucked one of the cubicle walls, punching his hoof through it.

We moved on, the offices quiet except for the background music of Calamity rummaging through desks and filing cabinets. The air in here was clear, if musty and old. Yet it felt like the Pink Cloud was all around us, eating at my friends, its corrosion seeping even into our friendships.

We made our way through the floor without talking again, past the cubicles and the smaller offices, until we reached a curving yellow hallway. On the inner curve was a simple wooden door, the frame around it covered in little birdhouses. Along the bottom of the door were several smaller doors, as if designed for little creatures to move in and out as they pleased.

Along the outer curve were two pairs of stately, arched double doors made of polished mahogany. These too had a little animal door built into them. The far set was open, but all I could see of the room was part of the wall. The curve of the hall prevented me from seeing the far end, but I didn’t need to. Just beyond the open doors there was a sign mounted on the hallway ceiling, the glass plate reading “Elevators” still backlit by a slightly flickering light.

I checked my E.F.S. for any signs of hostility, but the whole floor was dead. Nudging Calamity, I suggested, “Let’s finish this up. I want to get out of here. You take that door,” I motioned towards the small, peculiar inner door. “I’ll take these.”

Calamity nickered unhappily, but flew ahead to the smaller door. I was wagering that an office designed to allow small animals was the less likely to have dangerous defenses. Not that I was expecting anything threatening from either room. The Ministry of Peace had been entirely, even eerily, peaceful.

I watched as Calamity opened the door to the inner office. It wasn’t even locked. I then shifted to the closest set of mahogany double doors. Inside was a meeting room, dominated by a rich table crafted exquisitely from the same mahogany as the doors. Chairs were overturned, papers and folders were scattered. The opposite wall was dominated by a huge picture window that stared out over the pink-tainted Ministry Walk.

The room held a single skeleton: that of a mare whose body dangled from the window, a forehoof melded into the glass. There were imperfections radiating away from her hoof, cracks in the window which had fused back together before the pressure outside could grow enough to blow the window in. A once-beautiful saddle-purse hung rotting from her bones, the bottom having torn away, dumping its contents on the floor.

Was that… Fluttershy? My heart sank, a knot forming in my throat. I stepped closer, eyes fixed on the skeleton, only to run into the table. Somehow, part of me was sure that it was Fluttershy. That she had… no, wait. I felt a flood of relief as I realized it wasn’t the kind yellow pegasus after all. It couldn’t be! No wingbones, a horn… this was a unicorn. Probably a secretary or a nurse, possibly a caretaker of Fluttershy’s animals while she was away. But not Fluttershy herself.

As I walked around the table to get a closer look, I spied the far wall where a chalkboard hung between two monitors. The meeting room had been designed for multi-media presentations. Amongst the strange diagrams, the chalkboard bore four words written in bold yellow chalk, save that the first letter of each word was pink.


I felt weak. “Oh… oh poor Fluttershy…” I stumbled and sat in a chair. The chair promptly fell apart, dumping me onto the floor. Blinking, I found myself looking between the table’s legs at the hindhooves of the dangling skeleton and the collection of rubbish that had fallen from her purse.

Amongst the decayed garbage lay a statuette, still pristine, of a yellow pegasus pony surrounded by birds and butterflies, a small family of chipmunks and a white rabbit. She was smiling at them sweetly from behind the curtain of her pink mane, a look of gentle caring in her eyes.

I got up, walking closer until I could see…

Be Pleasant.

The final of the Ministry Mare statuettes. I now had a full set. Only I wasn’t going to keep this one. I knew a unicorn who needed her more than I did. Besides, wouldn’t it be wrong for corrupted kindness to be carrying around the statuette of the Bearer of the Element of Kindness? Wouldn’t I be… dishonoring her somehow?

So it was with every intention of giving the Fluttershy statuette to Velvet Remedy that I wrapped it in my magic… and everything changed. I felt a surge of magic, much like with the others, but this time it was accompanied by something more. Something greater.

As I lifted the Fluttershy statuette before me, I knew that I was going to keep her. Not out of selfishness. Not because it was something I wanted or felt I deserved.

The statuettes wanted to be together. The Ministry Mares needed to be together. They were meant to be. Fluttershy, Rainbow Dash, Pinkie Pie, Twilight Sparkle, Rarity, Applejack. They were stronger when they were together, better. Separating them had been the worst thing anypony could have done to them. I knew that; and now that I had brought them together, I knew I couldn’t separate them again.

*** *** ***

Calamity dumped out the medical supplies he had found. “Ah found Fluttershy’s personal office,” he told Velvet Remedy. “An’ no, before ya ask, she wasn’t there. But she left us all this…”

Velvet Remedy’s smile touched her eyes, making them sparkle. It was as if Fluttershy herself had left the supplies we would need just for us.

“Cabinet weren’t even locked,” Calamity commented.

Velvet began sorting through the medicine. Calamity had simply grabbed everything. I recognized super restoration potions and healing potions, enough to get us through three Canterlots with some to spare. Painkillers too. Most of the rest, however, were beyond my ken.

“Veterinary medicine,” Velvet Remedy explained, dividing the pills for animals from the drugs for ponies. Then she took a few of the former pile, “For Pyrelight, just in case.”

Pyrelight gave an exaggerated hacking sound and then shot Velvet a challenging look.

“Oh you’ll take your medicine if I give it to you,” Velvet shot back, eyes narrowing but smiling nonetheless. “I have enough problem patients with theses ponies.”

“Fluttershy’s office was more like an office fer a doctor than the head o’ a whole branch o’ the Equestrian government,” Calamity mused. “There was even an eye chart on the wall, but with nuts.” He placed a hoof over one of his eyes, mimicking, “Acorn, almond, walnut, cashew, peanut, another acorn…”

Velvet wrapped the healing potions in her magic and divided them amongst us. “Keep these with you. In a place like this, it makes no sense for only one pony to be carrying all the medical supplies.” She then scooped the rest into her medical boxes, save for a selection that she had set aside for SteelHooves.

Turning to the outcast ranger, Velvet cautioned, “Now I’m giving you what I can, including about half the painkillers. But Fluttershy didn’t stock up on combat drugs, so I’m afraid you’ll have to do without Buck and Dash and whatever else you’ve been pumping into your body.” She tisked. “And we still need to find you a radiation pit as soon as we can. Before you go tussling with anything too nasty.”

SteelHooves nickered but said nothing, letting Velvet Remedy access the medical dispensary in his armor.

Calamity pulled out a few cans and boxes of food he had scavenged from a wall-mounted vender. I felt a rumble in my gut and realized I was starving. Two-hundred-year-old snack cakes didn’t sound too appetizing, but what Calamity put before us was all we had. We had left all our provisions with Xenith and the starving zebras of Glyphmark.

“Y’all will be thrilled t’ know that Fluttershy an’ her Ministry were ‘parently all vegetarians too,” Calamity quipped.

Velvet Remedy shot him a look. “Calamity! I can’t believe that even after Arbu you would still even think of eating meat!” She pointed a hoof at me. “Even Littlepip has learned better.”

“Gee, thanks,” I muttered.

Calamity shrugged. “Spoken like somepony who ain’t never tasted bacon.” Damn. I had to admit I was going to miss bacon. But after unwittingly eating another pony, I didn’t think I could stomach it.

Velvet neighed, eyes narrowing as she stepped towards the pegasus, bringing them almost muzzle-to-muzzle. “You know, sometimes I think the reason you didn’t have as much trouble with those cannibals as we did is because you like meat and you don’t see eating ponies as very far removed from eating radhog.”

Calamity whinnied back, eyes narrowing in return. “An’ sometimes Ah think the reason ya Stable folk get all uppity ‘bout eatin’ meat is cuz you can’t see it bein’ more’n a step away from eatin’ ponies.”

So much for eating. I watched helplessly as the two lovers glared at each other.

“Ponies are supposed to be vegetarians. Eating meat is a perversion. Every time you do it, you let the wasteland win a little.”

“Nonsense. It’s survival,” Calamity countered. “Hell, even eatin’ ponies is a victimless crime. After all, they’re dead. They don’t care. It’s only when ponyfolk start killin’ other ponies, like the bastards in Arbu did, that Ah reckon they’ve done anything wrong.”

More glowering. The air between them was so tense I was waiting for something to explode, giving equal odds to them shooting each other or kissing.

Finally, Velvet Remedy suggested in a low voice, “Let’s say we back away and just go to the next building before one of us says something he will regret.”

“Ah reckon y’all will say somethin’ you’ll regret first.”

“On the contrary…”

“ENOUGH!” I shouted, unable to take the tension. I magically scooped up the uneaten food and dumped it into my saddlebags. “Seriously, both of you!” I stomped.

“To the next building. Calamity, you’re with me in front; Velvet, you’re in the back.” I grumped, floating up all our weapons and supplies, “Goddesses, I can’t take you two anywhere.”

Pyrelight landed on SteelHooves’ battle saddle. I swear that bird was laughing.

*** *** ***

We were halfway between the Ministry of Peace and the Ministry of Arcane Sciences when the alicorn spotted us. She was standing on the roof of Twilight’s Ministry, staring down into the Walk below. At first, I had mistaken her for a carved statue; the whole Ministry building had a vaguely alicorn motif -- the knight on the Ministry Walk chessboard. The dark blue stone was probably meant to honor Luna. The wall that encompassed the base of the building was of smooth marble with silver inlays and embedded diamonds in the form of the constellations -- the sort of display that you would expect from a tastelessly ostentatious observatory or a really bad dress. Even with the red light on my E.F.S., I was legitimately surprised when what I thought was part of the architecture launched itself into the air and swooped down towards us, her magical shield flickering to life around her.


I collapsed, clutching my ringing ears, as the shot from Spitfire’s Thunder pierced the alicorn’s shield and tore through her neck, splattering her blood against the inside of her shield behind her. The shield flickered out as the alicorn plowed into the ground at our hooves.

Velvet Remedy moved to me, dipping her head to nip my barding, helping me back to my hooves. As soon as I was standing, she backed away, saying something, but I couldn’t hear her over the ringing in my ears. Comprehending my blank expression, she pointed a hoof up the field of Ministry Walk.

I twisted, and my E.F.S. compass filled with red lights. The shot had brought a lot of attention. Alicorns were beginning to look this way, a few of them already taking flight.

SteelHooves galloped past us, ignoring the Ministry buildings completely, firing missiles and rapid-fire grenades at the clusters of alicorns. The field of Ministry Walk erupted in dirt, smoke and flame.


Calamity fired Spitfire’s Thunder as quickly as the massive weapon would allow, taking aim at the shielded alicorns while SteelHooves dashed through the thick pink pool, tearing apart those too slow to react with his patented level of massive overkill.

One of the alicorns on the far side of the pink water reared up. “I’ll bring the head of the pegasus to Nightseer myself!” She launched into the air, her shield sparkling to life around her.

“Yuf whaff naw?” Calamity asked indignantly, his muzzle still biting down on Spitfire’s Thunder.

KRAPOWW!!! The shot passed through the heart of the flash of light where the alicorn had been an eyeblink before. At the same instant, the dark purple monster appeared in another flash right behind Calamity.

I charged, Velvet Remedy galloping beside me as I fired Little Macintosh, the bullets sparking as they ricocheted off the alicorn’s shield. The alicorn’s horn glowed. I slid to a stop, gasping as I watched blood from the crashed alicorn corpse beside Calamity float up, wrapped in the purple alicorn’s magic, and begin to take shape.

Calamity spun around, but the alicorn was too close. The barrel of Spitfire’s Thunder struck the shield, knocking it out of Calamity’s teeth. Velvet Remedy skidded to a stop, pressing her glowing horn against the alicorn’s shield as she cast her anesthetic spell. The ball of light manifesting just inside the shield and striking the alicorn.

The alicorn collapsed inside her shield, her body paralyzed but her magic still unhindered. The blood from the dead alicorn next to us solidified into a ruddy blade.

The bloodsword flew at Calamity. He reared back, the blade slicing past him, leaving a shallow cut below his neck that wept blood.

I could hear the whoosh of SteelHooves’ rockets and the continuous thunder of his grenade machine-gun. From the sound, he had switched to high-explosive grenades in an effort to beat down an alicorn’s shield.

The bloodsword circled around, diving for Calamity’s face. My pegasus friend clamped down on the bit of his battle saddle, firing. The sword burst as he shot it out of the air.

“Y’all run ahead,” Calamity shouted. “Ah’ve got this one.” He kicked up Spitfire’s Thunder and snatched the muzzle bit in his mouth.

The paralyzed alicorn looked up at him from inside her shield, eyes widening.


Velvet Remedy urged me towards the Ministry of Arcane Sciences then began galloping towards it herself. I quickly followed, Calamity covering our backs and SteelHooves… well, SteelHooves seemed to have forgotten the rest of us completely. He was just being the Mighty Alicorn Hunter, steel-armored scourge of monsters in the Equestrian Wasteland.

Calamity spun around as two more shielded alicorns dove out of the darkening pink sky. He lifted Spitfire’s Thunder, taking aim.


“Ahf craph!” Calamity’s eyes widened. Deciding there was no time to reload, the pegasus turned tail, flying after us.

The two alicorns swooped over the pool, their shields skimming the pink water. They swerved broadly around SteelHooves, giving him a wide berth. SteelHooves tried to turn towards them but he was far enough into Ministry Walk’s reflective pool that the watery pink sludge was impeding his movement. The alicorns left him behind, chasing after Calamity.

I heard multiple cracks of thunder and the air lit up with bright flashes as several alicorns fired bolts of lightning into the reflective pool. SteelHooves let out a deep-throated scream as arcs of electricity lashed over his armor, then collapsed into the water, vanishing beneath it.

“Dammit!” I changed course, dropping our supplies behind me and running towards the water, dodging as I tried to make myself a difficult target. I searched for SteelHooves with my E.F.S., but there was no light. Either he was dead again, or the super-saturated pink water was impairing my PipBuck’s targeting spell.

A wing of alicorns took flight, soaring over the violently sundered corpses of several of their sisters. A fourth cast another lightning bolt, the flash momentarily blinding. I could feel heat and smell ozone as the bolt ripped through the air less than a yard from my body.

I reached the edge of the pool and jumped, wrapping myself in magic and telekinetically flying over the pool, swerving as much as I could while keeping my head down, looking for any trace of our fallen metal paladin. If I could just spot him, I could wrap him in a levitation field and…

My head exploded, my horn feeling like it had cracked apart! Even as I screamed, I knew there was a broadcaster hidden in the water…

I dropped, all four hooves splashing down into the thick pink sludge before I caught myself. My head was splitting open from the effort. My horn felt like it was trying to screw itself into my head; I was certain that the necromantic energies were somehow focusing on the source of my magic. I had to find the broadcaster and get rid of it! No! I had to go up! Get away!

I somehow noticed (Awareness!) that the alicorns were holding back. This was the same spot the others had veered around before. I had thought they were avoiding SteelHooves, but even as I screamed in agony, I realized (Be Smart!) that they had been avoiding the broadcaster.

I could feel a new agony, a terrible burning in my hooves and legs. My magic imploded and I dropped into the viscous pink pool with a splash. Now my whole body was burning!

I clamped my muzzle shut, thrashing involuntarily from the pain. If I drank it, even a little, I was surely dead. I forced myself to focus past all the pain. I no longer wanted to get myself away from the pink pool or the broadcaster; I could no longer comprehend moving. Now, in utter desperation, I tried to get them away from me. With all the concentration I could manage, I wrapped the entire pool in my magic and floated the water, the skeletons, everything that wasn’t me up as high and as fast as I could.

The super-saturated pink water of the reflective pool flew into the air. I looked up, gasping as the pain in my horn and head receded. The burning faded, lingering most heavily around my right foreleg. I stood, shaking violently, flinging the pink water off my body until I almost felt dry. Then I dared to open my eyes.

The alicorns had flown back away from me and the suddenly flying pool of water overhead. They stared and murmured to each other in voices I could best describe as “concerned”.

I looked up. In the last rays of twilight, I could see hundreds of small coins and bottle caps glistening along the bottom of the water. I could see skeletons floating in it, many of them fused together. I spotted SteelHooves, his metal-shod tail dangling down out of the liquid pink.

I gingerly separated him from the liquid mass above me. I looked the way I had come. Calamity, Velvet Remedy and Pyrelight were all staring with expressions trapped between screaming and cheering. I tried to gallop towards them, taking SteelHooves with me, but searing agony shot up my right foreleg and I fell onto my face.

My body had been through too much. It didn’t want to cooperate anymore. But even through the dull pounding in my head, I was able to focus enough to wrap myself in magic. The pain in my head spiked, the throbbing jumping an order of magnitude, but I slowly pushed myself back towards the edge of the pool and my friends, SteelHooves in tow, releasing more and more of the Cloud-saturated water as I went. The liquid pink poured down like a curtain behind me.

I felt myself starting to pass out. The effort of self-levitation was too taxing, and my body was screaming from abuse. Suddenly, I felt warm forelegs wrap around me. Calamity had flown out underneath the floating lake of pink and was taking me to safety. He soared over the edge of the pool just as my spell collapsed completely. I heard SteelHooves drop onto the field with a metallic thump. Velvet turned and galloped towards him, her horn glowing.

Calamity didn’t stop, flying towards the entrance of the Ministry of Arcane Sciences. “Hold on, Pip!” he encouraged as he flew through the front doors…

…and was gone. I felt a moment of freefall. I think I even felt myself hit the floor. Then blackness.

*** *** ***

<-=======ooO The Butterfly Orb Ooo=======->

The yellow carpeted floor raced under my feet. I could feel my nerves on edge. I found myself trapped in a small, utterly alien body as it darted between the hooves of scrambling, panicking ponies. A constant rumbling thunder filled the air, mingling with cries and shouts from the ponies I was scampering through as I raced down the aisles between a city of cubicles. A magenta pony spilled a shower of papers in front of me as she fled the room. One of the sheets slapped me in the face as I barreled through them.

I made it through the offices and found myself charging down a huge, curving hallway, my little heart pounding in my chest. I heard a mare screaming from beyond a set of mahogany double doors. The voice was filled with rage and tears.


I dashed for the little door built into the bottom of the larger one, a little door just my size.


The meeting room looked like it had been hit by a tornado. And it really had, a yellow and pink tornado in the form of Fluttershy. I burst into the room just in time to see her hurl a terminal through the glass of the seemingly gigantic picture window, shattering a large hole in it. The sound of impossible thunder amplified. Outside the window, I could see the sky shimmering and rippling with explosions as zebra missiles pounded against the Princesses’ shield. Each impact brought a flash of fiery light splashing against the shield, the surface rippling outward like water around a dropped rock.

Fluttershy stood on the table, shaking, stomping, her face streamed with tears and contorted in rage. She looked around for something else to throw, something else to break.


I knew this room. I had just been here.

The window had already begun to repair itself, the shattered hole growing smaller as the spiderweb of cracks thinned and shrunk. Ministry magic. The building was alive. It healed.

I leapt up onto a chair, and from there onto the table, rushing to Fluttershy’s side.

“They… I…” The poor pegasus sobbed horribly, trembling on the verge of collapse.

“I did this! This is all MY fault!”

I reached Fluttershy, wrapping myself around a forehoof, hugging her tight, trying to comfort her.

“Oh!” She looked down at me and I felt her tears splash onto my forehead. “Oh… oh Angel, what have I done? Everypony… all the helpless little critters… they’re all going to die. And it’s ALL. MY. FAULT!”

Fluttershy toppled onto the table, burying her face, wailing.

Beyond her, I saw that fateful writing: Communally Assured Reciprocal Existence.

I held Fluttershy, stroking her anxiously, trying to help, feeling terrible. She didn’t deserve this. This wasn’t her fault.

Outside, the pounding thunder and violent lightshow continued.

With a bang, the second set of mahogany doors at the front of the meeting room slammed open as a white unicorn burst into the room. Her gorgeous purple mane and tail looked frazzled, and a beautiful saddle-purse hung next to the three diamonds of her cutie mark.

“Fluttershy!” Rarity called out, looking around and spotting the crumpled, weeping pegasus. “Oh… oh goodness.”

Rarity trotted up hurriedly. “Fluttershy, darling, we have to go!” She prodded at the sobbing, broken pegasus. “We only have half an hour before they’re supposed to seal up Stable One. We need to get inside!”

I couldn’t tell her that it was probably already too late.

“Leave m-me,” Fluttershy whimpered. “You g-g-go, Rarity. Save yourself. I… I d-deserve to die!”

“Rubbish!” Rarity put her forehooves under Fluttershy’s head, lifting her tear-streaked face. “You deserve to live. Probably more than most of us. I won’t let you die here.”


A tear dripped down one of Rarity’s cheeks. “I love you, Fluttershy. And I am not going to let you stay.” Rarity smiled softly but her voice brooked no argument. “Now pull yourself up and come with me, or I’ll drag you all the way with my teeth.”

I looked between Fluttershy and Rarity, one paw still petting the yellow pegasus gently.


All three of us turned towards the window. It had almost repaired itself, the hole now the size of a baseball. Outside, the shield continued to fluctuate under the massive, fiery barrage.

Then we saw it. A thick pink mist rolling over the city. It consumed block after block, flooding down alleys and boiling over the tops of buildings. Rarity let out a gasp as the thick pink mist splashed against the towering Ministry of Image, breaking around it as the same wave of pink rolled over the Ministry of Arcane Technology, drowning it completely. I blinked, and the Ministries on the opposite end of Ministry Walk were gone.

Then the trees were gone. The pink cloud washed over the grassy park, the reflecting pool and all the panicked, terrified ponies below.

The wall of pink rushed at us. The park was gone.

Rarity gasped again, this time spotting the hole in the window. She threw herself towards it.

The trees were gone.

Rarity slammed a forehoof over the hole.

The wall of pink hit the Ministry of Peace. There was nothing outside the window anymore. The cracks that remained in the window began to warp and melt, fusing together. Rarity groaned in pain, but she held her hoof firm against the hole, not letting the Cloud get inside.


Rarity’s eyes opened wide. She gazed at the window, whispering with a low tone of comprehension. “This… is necromantic.”

Rarity turned to Fluttershy, who was staring at the window in horror. “Forget Stable One, Fluttershy. I’m getting you to safety!” With that, she focused, her horn glowing. A flash of light burst around Fluttershy and the yellow pegasus was gone.

I felt the worry and anger etch across my face. I scampered up to Rarity and kicked at her.

She looked down at me, her horn glowing again as she opened her saddle-purse. “Don’t worry, Angel. I’ve sent her someplace safe.”

I kicked at her impatiently.

“Ow. Okay, I have sent her to Zecora’s old hut in the Everfree Forest. Well, at least I got her very close to it. The zebras are attacking pony population centers. There are no ponies in that forest, so it is the only place I am sure they will not attack.” She smiled as she drew out a memory orb. “Don’t worry, Angel. I will send you to her. But first, I need to leave a message for Twilight…”

Rarity stared down at me. “Twilight, darling, I’ve sent Fluttershy away. And if I can, I’ll be going too. I don’t want you teleporting around town, looking for… ugh! Oh… oh this is bad…” Rarity faltered. I could see even this small contact with the Pink Cloud was beginning to kill her.

“…Don’t look for us. Don’t stay in Canterlot. But… but there is… oooooough!” Rarity thudded against the window weakly. Her hoof would have dropped away, but it couldn’t anymore. It had become part of the glass. “Listen, Twilight. In my desk, in my office, there is a very special Book. It’s hidden in a secret compartment. You may have to tear the desk apart to get it, but… AAAAGH! …but don’t worry. I won’t mind. Twilight, it’s a spell book. And…” Rarity began to cough violently.

“…and I believe it has a spell that can be used to… to defeat this necromancy! You… you must get that Book…”

Rarity leaned against the glass, her hoof supporting her weight now. Still, she floated the memory orb close to me. I realized suddenly why she had been talking to me like I was Twilight Sparkle. My memory was going to be the message.

Her horn glowed. “Don’t worry, Angel. This won’t hurt. And as soon as I’m done, I’ll send you to Flu…”

<-=======ooO Ooo=======->

*** *** ***

I groaned.

My whole body hated me for still being alive. My headache had ratcheted up to the point where it was hard to think straight. My right foreleg itched horribly beneath my PipBuck. Everything else just hurt.

Too much physical trauma in too short a period of time. My body was crying out for me to stop. I’d lost count of how many times I’d been shot, beaten, poisoned. Wounds that would normally take weeks or months to heal. Instead I drowned myself in potions of magical healing, letting them mend everything and then throwing myself back into the fray. Pain had become as much a companion for me as my friends.

But these things, the broadcasters and the Pink Cloud, were so much worse. They tore me apart in ways a bullet never could, attacking everywhere at once, attacking my magic, attacking my brain. Even with potions of healing and restoration, I couldn’t help but feel that deep and permanent damage was being done. I wasn’t going to live to a ripe old age. One day everything I had been putting my body through would catch up to me and I would die young.

Part of me wanted to want to quit while I was ahead. But every part of me knew that I could never quit. Quitting was surrender. I couldn’t even rest, as much as I knew I should. Every day I rested was a day that others whom I could have saved would die. If I had rested even an extra hour, the young zebra would have been slain by those bloodwings. If I had rested an hour less, I would have been able to save his friends as well.

Pain I could handle, as long as I was alive and still able to make a difference. I wondered if this was how SteelHooves felt.

I’d saved him. He hadn’t been moving, but I knew he couldn’t be dead. The lightning may have rendered him unconscious or knocked his armor’s spell matrix offline. Either way, if I hadn’t gotten to him, the alicorns would have. The broadcaster wouldn’t have saved him, although it definitely bought him time.

Thank the Goddesses I had at least managed to levitate the liquid pink sludge away before I had inhaled any of it. Thank Celestia and Luna that I’d drunk healing potions minutes earlier and didn’t fall into that pool with open wounds from those Canterlot dragon hatchlings.

I couldn’t tell if I had been supremely lucky or supremely unlucky.

And, now that I thought of it, I’d come out of it with a new weapon against the alicorns. Granted, one that was indiscriminately lethal. But it had to be possible to use the broadcasters to my advantage.

But first I needed to…

…where the hell was I?

“Calamity? Velvet Remedy?” I was alone.


“…Pyrelight?” Completely alone.

I was laying on a soft, cushioned bed. I tried to sit up, and a thunderclap went off in my pounding head, knocking me back down and leaving tears in my eyes. I brought up my Eyes-Forward Sparkle, not remembering turning it off, and scanned the medical warnings. I needed to drink a super restoration potion, possibly several. And painkillers. I needed painkillers.

I didn’t have any. I didn’t have anything! No weapons. No supplies. I vaguely remembered dropping our weapons and supply packs when I went chasing after SteelHooves. I groaned at the thought of Little Macintosh laying abandoned out in that field. I felt like I’d lost a friend.

Hopefully, Velvet Remedy grabbed everything before following us. But doing so would have been taxing for her limited telekinesis. And I couldn’t imagine her prioritizing weapons when she had SteelHooves to care for.

But I wasn’t wearing my utility barding either. And I definitely didn’t strip down before my unintentional swim. I felt truly naked as I realized I didn’t even have my hacking tools.

Looking around, I was in a library. No, an athenaeum. And a big one, bigger even than Twilight Sparkle’s Athenaeum in Tenpony Tower. I remembered the recording that Homage had played for me, Rarity talking to Twilight:

“I’ve just heard my Ministry is about to purge the Ponyville Library of ideologically incompatible books, and I knew right away that you’d want to keep them for yourself… I know the Ministry of Magic on Ministry Walk has a much bigger library, but we can’t get away with diverting these wagons to Canterlot, now can we?“

If only I could spare the time to just sit and read.

“Ah, you’re awake.” The voice startled me. It was urbane, the voice of a gentlestallion. I quickly looked around, wincing as the pain in my head amplified from the sudden movement, blurring my vision. “Good morning, ma’am.”

Morning? Oh Goddesses, I’d been asleep all night? And nopony had found me? This was unspeakably bad.

“Who are you?” I asked the mysterious stranger. “Where am I?”

“Wordsworth at your service, ma’am. You are in Twilight Sparkle’s Athenaeum, ma’am.”

I blinked away tears, turning my head more slowly as I began to mentally hone in on the source of the voice. There he was… or it, rather. A mechanical owl. A much fancier version of the one I’d seen following the merchant who had set up in the remains of Trixie’s Cottage. I remembered fighting owls similar to this one in the Ministry of Morale hub in Manehattan too. But this one looked more sophisticated. And more lovingly crafted, down to the bronze filigree of feathers.

‘Who… what are you?” At least this mechanical owl didn’t seem hostile.

“Wordsworth, ma’am. Twilight Sparkle’s junior, junior, junior assistant.”

“How did I get here?”

“Well, ma’am,” the owl said, sounding embarrassed, “When a mare and a stallion love each other, or have made certain binding contracts…”

I interrupted quickly, “Into this room, I mean?” The pony in the back of my head was blinking. Certain binding contracts? But then, this was Canterlot, home of royalty and nobility.

“You were teleported here, ma’am. Security protocols. The Ministry is under lockdown. All visitors and staff are teleported to their proper areas, and intruders are remanded to secure containment areas.”

Cells, he meant. The itching under my PipBuck was driving me crazy.

Further questions revealed that the lockdown had been running constantly since the “environmental catastrophe” over two hundred years ago. Furthermore, all the teleportation zones were inside the Ministry building, but Wordsworth couldn’t tell me where any of the others had been sent. Neither could the owl give a satisfactory explanation of how I had rated teleportation into Twilight Sparkle’s private library. I got the sense that the security system wasn’t functioning quite the way it was supposed to. It had degraded under centuries of continuous operation. I was probably lucky I hadn’t been teleported into a bookshelf or a wall.

“And what about my clothing?”

“All foreign objects bearing trace amounts of toxins were teleported to sanitation.” I really hoped that didn’t mean incineration!

“I would like them back, please.”

“Certainly, ma’am,” Wordsworth responded pleasantly. “Sanitation has been completed. They will be returned to the wardrobe immediately.”

Another fear shot through me. If this magical security system stripped me of my armor, then would it try to strip SteelHooves’ armor off of him? Or would it recognize something melded to him as integral? That was, assuming Velvet Remedy was able to get him to the safety of the Ministry building. My mind conjured the alarming image of Velvet running into the Ministry, levitating SteelHooves behind her, only to be teleported away, leaving SteelHooves helpless outside on the doorstep.

If he was inside, and still alive (for those definitions of alive that include Canterlot Ghouls), then he was separated like the rest of us. My friends could be anywhere in the building. Again, I remembered that they had all night to try to find me. The fact they hadn’t most likely meant they were in bad shape.

I moaned and tried to sit up again. My E.F.S. was still flashing health alerts at me. I lifted my PipBuck to check the automap, wishing all my friends wore PipBucks so I could just locate their tags. Of course, that’s exactly the problem that got me into this whole mess a month and a half ago, wasn’t it?

I looked at my foreleg and stopped breathing.

I wasn’t wearing my PipBuck anymore. Where the metal device should stop and my flesh should start, they didn’t. Instead, they melded seamlessly into one another. I felt sick looking at it.

I had been so casual to dismiss the possible danger before, but now that it had actually happened, I felt a sense of violation and loss that I couldn’t explain. I just… I wasn’t me anymore.

I dropped back onto the bed, curled up and cried.

“Wordsworth,” I whimpered several minutes later as I tried to fight back the hollow feeling in my heart. “I need medical supplies. Any painkiller, healing and restoration potions you can give me.”

“You would not prefer to use the autonomous healing booth, ma’am?”

The what now? “Okay, yes… where is the healing booth?”

*** *** ***

Never again.

I felt better, physically, than I had in weeks. Psychologically, I was shaken to the point of collapse. The healing “booth” was a solid metal tube barely bigger than a pony. Stepping into it had been like stepping into my own coffin.

The air had been stifling even before the door slid closed behind me, plunging me into darkness. I had never felt claustrophobic before (if anything, I was prone to sudden onsets of agoraphobia). But in that metal casket, in the absolute darkness, with the sounds that horrible thing made…

And then I had started to feel the magical energies probing me, washing over me like some sort of slimy, alien massage from an invisible and horrible creature!

Never, ever again. Even though my body felt better, I knew I would have nightmares for weeks. I could already anticipate waking in cold sweat, feeling the dream terror of being trapped endlessly in that “autonomous healing station”.

It had worked perfectly as it was supposed to, and yet manticores couldn’t drag me back into one if I was at the edge of death. I shuddered to imagine the horror one of those things could inflict if it wasn’t functioning properly, if it malfunctioned or suffered degradation from the Cloud.

I felt myself shiver.

The walls were covered in a soft, velvety cloth -- burgundy in color with sparkling accents -- that gave the hallway a rich, luxurious feel. Oil paintings hung on the walls. I passed a spot where a large oval of darker cloth betrayed the removal of what had probably been a portrait. Ahead of me, the hallway ended at the door marked “spell testing”. Somepony had scrawled the words “Spell in a Box” on the door in what looked like dried blood. From the end of the “x”, the blood streaked down to meet a dark stain on the floor.

“Not a good sign,” I muttered to myself. I was appropriately creeped out.

As I approached, I could faintly hear the hissing sound coming from behind it, like a hundred dying snakes. I stopped, psyching myself up, taking deep breaths, and opening the door from a distance with my magic. Through it, I could see another door at the far end of a laboratory. One more deep breath, and I broke into a run.

I galloped through the doorway and into the lab, my ears filling with the sound of static. The headache that the healing station had rid me of returned with a passion, accompanied by a familiar pressure in my horn. I didn’t have a firearm. No way to take out the speaker. I just had to get through the lab and out of its range before it could kill me.

Blood began to tint my vision as I reached the opposite door. It was locked.

I telekinetically fumbled at the lock, the pain in my horn escalating, the deadly effect of the broadcaster tearing at my brain. I had spent nearly an hour in the healing station, and for the first time since leaving Tenpony, I had actually felt healthy. I had been allowed to enjoy that sensation for less than forty minutes.

I unlocked the door and pushed it open, stepping out of the lab and outside of the speaker’s kill zone. I panted, leaning against a railing, blinking away blood and tears. Then I looked down into a grand hall lined with sweeping staircases. Below me was a fountain similar to the one in Homage’s foyer. Only the statue here was of two identical unicorn mares frolicking. On the walls to each side were oil paintings, including a royal portrait of a smiling, green-coated unicorn mare with a darker green mane. Hanging opposite was what appeared to be the same mare, only with the colors of her coat and mane swapped.

“Velvet?” I called out. “Calamity? Anypony home?” My voice echoed in the stately and empty corridor.

At the end of the grand hall, in the crux of multiple stairwells that spread out like butterfly wings, was a very important-looking, high-arched set of double doors flanked by unicorn busts. I was unsurprised that they were locked.

I was very surprised when the moment I started to pick the locks two magical-energy turrets dropped down and started shooting at me. I was immediately thankful that my armored utility barding had been returned as I spun and dove over the railing of the nearest stairwell, catching myself with levitation as soon as I was behind cover.

I supposed I should consider myself lucky that my barding hadn’t been submerged in the pink pool long enough to fuse to my body. And that my hacking and repair tools had likewise not been fused together or otherwise warped into uselessness. Having my PipBuck melted onto my arm was a brutal enough blow, and I had never wanted to take it off.

Yeah, that would have made my relationship with Homage really difficult, my little pony teased. I shushed her, annoyed, and turned my focus to unlocking the door from safety.

It was proving a tough lock, but I had faced one tougher already today. I saw a purple flash from above me and heard a crackle -- this door had magical defenses beyond just the turrets. If I had been trying this with my trusty screwdriver and a bobby pin, I would be in a bad state.

Click. Yes!

I eased myself to the floor, turning my focus to the fountain. The glow of my magic washed over the pooled water. I lifted the water into the air using it to shield me overhead as I galloped back up the stairs. The magical energy turrets spotted me and started to fire, each shot evaporating part of my shield in a puff of steam. By the time I got through the door, there was barely enough left to fill a wastebasket.

I was so thankful there weren’t more turrets waiting inside. Instead, I found myself in what I quickly deduced was the head researchers’ office. Bookshelves, filing cabinets, tapestries, arcane spellwork tables. The room was laid out symmetrically around a carpet with an intricate star pattern of alternating colors. Two rather impressive desks faced each other, with oil paintings of the same green ponies hung on the walls behind them -- not portraits this time, but full paintings which allowed me to see their matching cutie marks: spiraling magical sparks intertwined with each other. On each desk sat a terminal next to a glass placard with a name sealed inside, made out of sparkling glitter.

Gestalt and Mosaic.

Trotting around the desks, I spotted a weapon display case and several ammo boxes. Inside the display case was a magical plasma rifle and a multi-gem magical energy shotgun. The latter reminded me of Gawd’s gun. It took me less than a minute to make them mine. I was tempted to run back upstairs and shoot the damn death-speaker. I wasn’t very good with magical energy weapons, but I was sure I could take out a stationary target at close range.

Moving to Mosaic’s terminal, I drew out my tools and began to hack into it. Mercifully, the pink-saturated water that bound my PipBuck to me did not seem to impair its functioning. Stable-Tec didn’t fool around when they made PipBucks; the devices had a durability somewhere between SteelHooves and a soul jar.

*** *** ***

“Velvet?” I asked as I pushed open the door I had just unlocked. The chamber inside was pitch black, and my voice echoed off walls both far and strange.

“Littlepip?” a voice called back from the darkness, sounding weak and relieved.

A light flared, illuminating Velvet Remedy’s horn, then her eyes, mane and tail. Her charcoal coat seemed to blend into the void around her.

“Over here.” I lit up my own horn, guiding her to me. She got up shakily, and trotted quickly towards me.

“Thank the Goddesses,” she whispered as she reached me, nuzzling my face. “I… I was trapped in here for so long. Alone. Trapped.” She’d said that twice. I didn’t need explanation. My lovely songbird friend had once again found herself caged and alone. She was trembling.

“It’s okay, Velvet. I’m… I’m sorry it took so long to find you.”

“What happened? Where am I? Is Calamity okay? Is Pyrelight? What happened to SteelHooves? I had him right with me…”

I lifted a hoof to her muzzle, quieting the flood of questions. Then wrapped her in an embrace. I wasn’t surprised by how she folded into it. I was surprised how quickly she regained her composure, pushing me away.

“Thank you, Littlepip, but the others are who are important now.”

I nodded and began to fill her in. Thanks to the terminals of Mosaic and Gestalt, I had a pretty good idea of where everypony was now. Velvet Remedy had been trapped in one of the megaspell casting chambers that filled this entire floor. SteelHooves was somewhere in the Arcane Techologies research labs two floors below us. Calamity was somewhere in the basement which included prisoner containment, Ministry Security, high-security storage and (incongruously) the Ministry’s kitchens. Pyrelight had never been registered as entering the building. Either she never got inside or the security system had a phoenix-sized hole.

Something had apparently gone seriously wrong in the basement. All the security systems had been rerouted to the terminals of Mosaic and Gestalt and communication with the basement had been severed.

The unicorn twins had not only been the head researchers for the Ministry of Arcane Sciences in this hub but for the Ministry as a whole. It appeared they were regularly left in command of the Canterlot hub, particularly while Twilight Sparkle was away at the Ministry hub in Manehattan. As best I could tell, they weren’t actually in the Ministry when the lockdown started, but I was able to lift it by issuing simultaneous commands from both their terminals. Thank you again, telekinesis.

As I finished telling Velvet Remedy what I knew, she looked at me curiously. “Why didn’t you have Wordsworth send you all of our equipment?”

I blinked. Then facehoofed. “Because I am not a clever pony.” We had to find sanitation as well. Dammit, this just got worse and worse.

“Well, why don’t we run up and ask him to before heading down farther?”

Oh. Yeah, that would be easier, wouldn’t it?

*** *** ***

I dropped everything I was floating except the two magical weapons and dashed into the lab, the static doom of several broadcasters ripping apart my head and driving spikes into my horn. It was a repeat of three floors above, only this time I had a magical shotgun. I spun, looking around for speakers, radios of skeletons with broadcasters attached to their civilian-model PipBucks.


I fired at the PipBuck-clad foreleg of a unicorn skeleton. The short-range multi-blast of magical energy turned bone and broadcaster to slag.


One shot missed the table radio completely, hitting a chemistry set three tables over, causing an explosion of glass and colored steam. The second slagged the radio, killing its lethal output.

Still: static. One more. My vision was red, I could feel blood trickling down my ears. Grenades were going off inside my head. I spotted the second broadcaster and lifted the multi-gem magical shotgun, pulling the trigger.

Nothing. The damn thing was recharging.

In a panic, I fled to the far side of the lab. I pressed myself into the corner, breathing a sigh of relief as the vices crushing my horn and skull vanished. That last yard of space was outside the danger zone. I floated up the magical energy rifle, took careful aim, and fired. And continued to fire, reloading twice, until I finally hit the little fucker.

“Safe now!” I called out. Velvet Remedy entered the lab and began to search it as I slumped in the corner and waited for the headache to die down more. She was wearing her medical boxes again, and started gathering supplies from the identical yellow medical boxes on one wall.

“So…” I gasped. “What exactly were you trying to do down in that auditorium?”

Velvet nickered. “I already got this lecture from Calamity.” She floated bottles and vials out of a medical box, pausing as she lifted out a multi-tubed injector. “Rage? Why would this be down here. Rage is a zebra-made combat drug.”

“Not a lecture, Velvet. I just… I want to understand. You scared the hell out of us.”

“Calamity said that too. Although louder.”

I hadn’t been present for that particular argument. Calamity had flown ahead of me, rushing back to Velvet and SteelHooves after raiding Fluttershy’s office. They had been given plenty of time to argue too. I had been lost in thought, contemplating the Ministry Mares, and had managed to get lost in the cubicles.

“Please, Velvet,” I sighed, fighting to keep my voice gentle even with the throbbing of my head. I floated out another painkiller syringe and gave myself the shot. Almost immediately, the throbbing dulled to an ignorable level. I worried that I was seriously risking addiction to painkiller.

As if to drive home the worry, Velvet Remedy floated a tin of Mint-als out of the last medicine cabinet, opened it, flipped it upside down so the pills fell to the floor like heavy snow, and then began stomping them to powder.

She turn to me with an exasperated stare. “Fluttershy was right there, Littlepip. She had stood right at that spot, saying those very words. Right on that stage, Fluttershy had tried to stop the war, stop the bloodshed and horror that ended up ruining the entire country...” Her voice hitched. “...the entire world!”

She turned away from me. “You wouldn’t understand.”

*** *** ***

“Alpha Technologies” the sign claimed. The heavy metal door slid back, revealing the most secure laboratories in the Ministry of Arcane Sciences.


Velvet Remedy and I dashed inside. Our friend was laying on a circular platform, surrounded by a magical shield. At our entrance, he stood up. I think I even detected a whinny of relief.

Velvet stopped just outside the shield, looking it over before asking him if he was okay. Clearly, the alicorns’ attack had knocked him unconscious after all, but he had regained it hours ago. Five-point-three hours ago, according to SteelHooves who had nothing better to do than watch the timekeeper on his visor’s E.F.S. count away. Even if his weapons could disable the shields, the explosions would have torn him apart in that confined space. Not even SteelHooves could survive dismemberment.

I found the terminal which controlled the magical field and began to trick my way through the security. Soon, I was looking at the control system for the lab’s several layers of security, as well as a series of project reports.

I turned off the field, smiling to SteelHooves. “Welcome back!” Velvet Remedy gave him a hug that I knew he couldn’t feel but somehow made him look uncomfortable anyway.

“I’ve collected some more medicine for your dispensary,” she chimed, and immediately he looked less uncomfortable. I chuckled and directed my attention to the terminal screen, perusing the reports, starting with those which had been subdivided into a category called “Ghost”.

Report 347

Mosaic (or was it Gestalt?) passed down a new project for Alpha today. Apparently, after over three years of pure failure from the mares up in spellcrafting, the Ministry Mare has given up on the Ministry’s effort to reverse-engineer zebra invisibility magic into spell form. Given our success with the StealthBuck, she’s passed the project onto us, requesting that we design a sustainable magical device capable of indefinite invisibility: our own version of the zebra’s stealth cloak.

This new project comes right on top of losing a member of the Alpha Herd; although from what I understand, that may make things easier on us. Officially, all I know is that Beaker has been suspended without pay. Unofficially, word had leaked down that Beaker is under investigation for accepting “contributions” from somepony within the Ministry of Technology in exchange for hampering the development of magical energy weapons. Sounds to me like there’s a pony or two in the building next door who is more concerned with Ironshod Firearm’s market dominance than what’s best for all the good ponies of Equestria.

Report 397

Another day, another pointless daily report that nopony ever reads.

The shipment of drugs finally arrived from the Ministry of Morale, three weeks late and accompanied by two of their pink suitcase ponies who insisted on monitoring how the restricted drugs were used. I hear there were some hard words between one of the magic twins and the Morale officials. (You’d think, after all the work we put in on talismans for their ridiculous balloons, they’d be more cooperative!) End result: even though the shipment is actually in the building, we are going to have to wait at least three days while administration pushes through new paperwork before the drugs will be cleared and we can finally start the next round of tests on our prototype Steel Ranger medical dispenser.

Continued efforts in improving the design and duration of StealthBucks seems to have hit a wall. The MG StealthBuck II is the most advanced design we have managed, taking advantage of the same recharging magical properties we have introduced into some of the newer lines of magical energy weapons and possessing four times the duration of our original design. However, recharging takes hours, and the duration still falls far short of our goal marks.

Gestalt (or was it Mosaic?) visited Alpha today to review our progress. After explaining our difficulties, she suggested we pursue a new avenue of experimentation: a stealth suit which takes advantage of a multiple StealthBuck array. While one StealthBuck was providing invisibility, the others could be recharging.

I’ve passed her idea on to the rest of the Alpha Herd, and we’ve started some preliminary sketches. This looks promising.

Report 444

Today was a good day to be in Alpha Labs. Or, more precisely, to not be two floors above. Somehow, the Mare of the Ministry of Peace got wind of the sorts of megaspell ritual chambers the ponies in spellcrafting have been designing. For such a soft-spoken and pleasant old girl, she’s apparently a right terror when she gets angry. And there aren’t enough bits in the royal treasury to make it worth facing an angry Ministry Mare.

After spending a month calibrating the new array, the Ghostmare Suit is ready for its first live test. As well as the test turrets, I’ve brought Wonder into the office today. I figure, if the Ghostmare Suit can get by my cat, we have a winner.

Twinkle and Daybreak have been particularly snippy with each other again today for no apparent reason. I suspect those two bucks are having an affair. If so, I hope they keep it quiet. Personally, I think they would make a cute couple. But we have fraternization rules for a reason, and the last thing I want is to lose one of them because the magic twins decide to put them on separate floors.

Report 445

Wonder was a big hit in the office. Every member of Alpha Herd gathered around and utterly spoiled her with attention. A few are even insisting that I bring her back again. I’ll run it past the magic twins. Maybe I can spin having a lab cat as being good for morale.

Sadly, the Ghostmare Suit was not as impressive. Not only did the suit fail to pass the “Wonder test” but we discovered that the array was draining power from all the StealthBucks while just one of them was running. The latter is technical design problem, I’m sure of it. The former is more worrying. We ran three members of the Herd through the test gauntlet with just StealthBucks alone, and Wonder didn’t catch any of them. Something in the suit, or maybe something in the array, is weakening the invisibility spell somehow.

Fortunately, we have time to try to fix this before the next review. Nobody is paying attention to us down here with that big mess upstairs. Apparently, Fluttershy went to Twilight Sparkle, and now the magic twins are cleaning house. I don’t get the politics involved here, but I do get that two dozen unicorns have been fired already, and this is just the first day. Another dozen have actually quit, taking up an offer from the Ministry of Peace.

I have even heard rumors that they might be planning to dismantle some of the chambers, or redesign them for purely defensive spells like the Ministry of Peace is demanding. But I don’t put any stock in that gossip. Equestria isn’t going to disarm itself in the middle of a war. Especially not after the zebras successfully tested a megaspell of their own last week.

Report 489

Thanks to Wonder, we have finally gotten insight into the one of the issues plaguing the Ghostmare Suit Project. Apparently, the magic of zebra stealth cloaks is also designed to mitigate sound and smell. During the development of the StealthBuck, we had noticed the difference in the muffling effect between the zebra’s artifacts and our own devices. We had written this off as it an acceptable loss, particularly since the cloaks’ original sound dampening effect was relatively minor to begin with.

We had not, however, noticed the olfactory effect. This was apparently of greater concern to the zebras, possibly on account of the plethora of dangerous wildlife rumored to exist in their homeland. (Further proof that the zebras are innately crazy. Could you imagine living in Equestria if it was full of roaming monsters?)

While the original StealthBuck still retains at least a fraction of this effect, the MG StealthBuck II does not. Or, more precisely, does not after its first use. For reasons still a mystery to us, this element of the spell refuses to function after the StealthBuck II recharges.

Twinkle let something slip today about he and Daybreak getting a cat. I made a seemingly off-hoofed comment about cats having a tendency to reveal things that should be kept secret. I hope he got the hint.

Report 512

The Ghostmare Suit Project suffered another setback today. I am amazed at how something so simple in concept can be so resistant to proper execution. I spent all last month solving the mutual-depletion problem only to find that the new array can’t pass the stress tests. The Ghostmare Suit isn’t worth anything if it can’t sustain invisibility after a one-yard fall.

A few of the other researchers in the Alpha Herd have begun referring to this as Project Frustration. With other projects beginning to pile up, I’m going to have to take most of my ponies off of this one, down-prioritizing it until things look a little more promising.

Fortunately, Gestalt and Mosaic are out of Canterlot today, having an on-site meeting with Twilight Sparkle at a new facility out in Splendid Valley. (Honestly, I breathe a little easier when they aren’t around. I personally find the magic twins a little creepy, particularly the way they finish each other’s sentences. Doesn’t anypony else get the shivers when they do that? It’s as if Mosaic and Gestalt always know exactly what the other sister is thinking -- like they are not so much twins as one mare stuck in two bodies.)

Okay, no more reading Ghosts, Goblins and Ghoulish Figures on my breaktime.

Report 550

Twilight Sparkle paid a surprise visit to the Alpha Lab today. To my dismay, she asked for an update on the Ghostmare Suit Project. She had apparently hoped we were much further along, and had wanted to bring in Rarity, the Mare of the Ministry of Image (what the hell?), for a consultation on the suit’s aesthetic design. Seriously, the suit’s supposed to be invisible. Who the hell cares what it looks like?

Twilight Sparkle asked me to put up with the nuisance anyway and give Rarity our full attention and respect. Afterwards, Daybreak suggested Twilight Sparkle was looking for a way to cheer up her friend, saying something afterwards about Rarity having been a dressmaker. Honestly, I have no idea how dumping more work on somepony in that position, particularly if it is pointless work, could possibly cheer a pony up. On the other hoof, the idea that one of the Ministry Mares might be suffering Wartime Stress Disorder is terrifying, so I told Daybreak to keep that opinion carefully under wraps.

While Twilight Sparkle was clearly disappointed with our progress on that particular project, at least she was understanding. And she was considerably more pleased with our other projects, such as the multi-gem heavy infantry battle saddle. Alpha Labs has continued to show a great deal of success in other projects, so I don’t think we’ll face any serious repercussions.

She did, however, ask if there was anypony I believed we could spare to join the spellcrafting lab above us. Apparently, they are researching something called a “Bypass Spell” and have reached the point where they need a fresh mind. I told her I would get back to her on that. Tomorrow, I’m going to have a talk with Daybreak and Twinkle. I’d prefer to keep both of them as they are excellent members of the Herd. But if I’m going to end up losing one of them, I would rather it be done this way.

I stopped skimming the reports. There were dozens more in “Ghost” alone and half a dozen other categories. Getting up, I looked around at the lab, opening locked storage containers and equipment lockers.

Oh, Calamity would be sorry he was missing this. There were tools in here I couldn’t even guess the purpose of. I checked to make sure Velvet was still busy with SteelHooves, reasoning that it wasn’t “sightseeing” if I had to wait anyway, then levitated a duffle bag from under one of the tables. Pulling it open and dumping out the empty cat carrier inside, I started scooping random tools and equipment into a duffle bag.

“Ready to go, Littlepip?” Velvet called out.

“Just one minute,” I called back, cutting my scavenging short. But there was still one storage container that I wanted to raid before we descended into the basement -- the one where I had spotted the prototype Ghostmare Suit. Or, at least, parts of it. The project had clearly never been completed, and was abandoned in the middle of a complete overhaul. Now, digging back through the container, I found something that was worth taking: one MG StealthBuck II.

*** *** ***

With a grunt, SteelHooves forced open the elevator doors and the three of us looked down the dark shaft. Midway down, a field of blue energy cut horizontally across the shaft, blocking our way down. I sighed, unsurprised. We’d tried the stairwell to the basement already, only to find a thick metal door had slid into place, cutting off access. The entire basement was locked down tight. The only way in was to be teleported there by the Ministry building’s security, and I had yet to find a way out.

“Look at the cables,” Velvet whispered. “They go right down through the shield.”

I nodded. I had figured that the shield had just closed around them, although it was a little surprising that they hadn’t been severed. “What are you thinking?”

“Bypass spell,” she responded.

“For the cables?”

“For the whole elevator,” she suggested. “I know that’s a long shot, but…”

SteelHooves nickered disbelievingly, “You think they put a security barrier in the elevator shaft that the elevator could go through?”

I bit my lower lip in thought. “Actually, that’s not as silly as it sounds. The elevator would be programmed to move to the bottom when the basement was locked down, but they wouldn’t want to trap anypony, so they set the barrier to allow the elevator through. That way, the barrier can activate instantly while the elevator has time to deposit any passengers on the floors above.” I was talking out my tail-side, but it made at least some sense. “Once the elevator reaches the bottom, power is cut to the whole system, and the elevator is locked into position.”

“So what good does that do us?” SteelHooves asked.

Velvet almost purred. “They weren’t planning on Littlepip, now were they?” I knew what she was getting at. Levitate the elevator up to us, get on, and down we go. Only one problem.

“I need schematics of the elevator’s mechanical system,” I told them.

Velvet looked at me oddly. “Why?”

“The locking mechanism is at the bottom where I can’t see it.” She continued to look at me blankly. I sighed. “Look, I need to know what I’m doing before I can do it.”

I looked at them. Of course they didn’t understand. SteelHooves had no clue about magic at all, and Velvet Remedy’s levitation magic was comparatively foalish.

“It’s the same reason I can telekinetically fire a gun or pull the power supply from a turret even if I can’t see it, but I can’t use my magic to squeeze somepony’s heart or build a rifle while blindfolded. If I can’t see what I’m doing, I need to be able to picture it in my mind with a fair amount of accuracy or the magic won’t manifest,” I explained, hoping I didn’t sound patronizing.

“I at least need a place to start if I have any chance of doing this. Like with the star-spawn. Until Pyrelight set part of it on fire, I didn’t have any place to begin. In this case, since I have no idea what kind of locking mechanism I might be not-seeing, I need the schematics.”

Velvet Remedy and SteelHooves both nodded.

“One schematics for the elevator coming right up.”

*** *** ***

“Oh Goddesses,” Velvet Remedy whimpered. “Littlepip!”

I was studying the elevator schematics SteelHooves had found on my PipBuck. Velvet had been watching me, and I realized what she had just seen.

I looked at her, then looked away and nodded. I didn’t have anything to say.

SteelHooves whinnied. I put up a hoof, signaling for him to say nothing. I didn’t know if his words would be an I-told-you-so or a guilt-laden apology, but I didn’t think I could handle either. I had saved him. It had cost me a bit of my pony-ness. What was done was done. I couldn’t say I didn’t regret it, but I could say I would do it again, even knowing the outcome.

“Really,” I said, feeling a hitch in my throat. “It’s not that bad. I hardly notice the itch anymore.”

I shifted my attention to the shaft and the elevator below. I focused, reaching out, attempting to manifest my magic on the far side of the shield. This was a bit of a new trick, but there was no reason it shouldn’t work. I remembered the super-alicorn from the Fillydelphia Crater whose shield was so powerful she couldn’t manifest magic through it. This shield was nothing compared to that one. I thought of Velvet Remedy casting her anesthetic spell inside the alicorn’s shield.

I could do this.

I was satisfied to see the glow of my magic surround the elevator car. I focused on the thick yet simple clamps beneath, rotating the screws that held them together until I heard them fall apart.

Concentrating, I slowly lifted the elevator car upwards, pulling it towards the energy shield. I held my breath as the top of the car reached the field of blue light. Moment of truth. Was Velvet right?

The car continued to lift, gliding through the field as if it was nothing but a film of water. I exhaled gratefully. In moments, it was hovering in front of us. I pushed the car’s clattering gate open.

“Fillies and gentlecolts,” I announced with a sweeping bow, “Your chariot awaits!”

*** *** ***

As I floated the elevator car down towards the basement, Velvet Remedy and I rode alone.

The three of us had barely gotten onto the elevator when we realized the problem. With SteelHooves’ extra bulk, there was barely enough room for the three of us. There was no way we would be able to fit Calamity in too. Or maneuver, as SteelHooves pointed out, if there was a turret waiting for us at the bottom.

Instead, we had left our Steel Ranger Outcast standing guard over Calamity’s packs, the duffle bag and most of our weapons. Calamity would just have to wait to put on his battle saddle again.

I tapped my forehooves together tentatively. I stared at the floor of the elevator. Finally, I asked Velvet, “Little Macintosh?”

Velvet Remedy hissed, “Wrong question.” I was startled by the vehemence in her voice.

“You should have asked about Pyrelight!”

Oh. I felt a twinge of guilt. “Pyrelight’s not in the building according to the security system. She never got trapped in…” I stopped, feeling a sinking sensation that chilled my heart and stole my breath. The elevator car stopped moving with a jolt as my eyes widened. If Pyrelight never made it inside, that meant she was still out in the pink. A whole night in the Cloud meant death.

“I asked her to get our things as I brought SteelHooves inside,” Velvet said morosely. “But I got magically thrown in that prison… that chamber… before I could prop the door open for her.”

Velvet looked at me with a heartbreaking expression. “I have to imagine she gathered Little Macintosh and all your precious weapons, horded them someplace, then sat outside and waited for me.” I cringed, a whimper strangling in my throat. But Velvet shook her head.

“Pyrelight’s a smart bird. She’s a survivor. I have to believe that she wouldn’t wait too long. That she’d fly out of the Cloud, out of Canterlot. Maybe all the way back to Glyphmark and Xenith.” She turned away, but I saw the drops fall from her, making damp spots on the floor. “As long as the Pink Cloud didn’t get worse too quickly. As long as she wasn’t taken by surprise. I have to believe that.”

Speaking with confidence I didn’t really have, I assured her that she was right.

I started the elevator downward again.

*** *** ***

“Tell me where it is!” the mare’s voice called out, grating across my brain.

My ears had popped.

Clank. “NO!” the Trixie-like second voice echoed in my head.

The air shimmered around us. My lungs fought for breath.


Velvet Remedy and I slithered across the tiled basement floor, pushing aside toppled boxes of grain and shattered plates, dropped kitchen knives and leaking packages of flour. At first, we had crouched to be stealthy. But now we did it just to breathe.

“No. If I unchain us, you’ll kill us both.”



I coughed, my abused lungs struggling for air. The sound was high and tight, not like a pony’s cough at all, and that worried me. I coughed again, and Velvet Remedy did the same, her coughs more like a newborn’s squeak-toy than any noise which should come from Velvet’s throat.

We both froze, ears perking and swiveling, as we prayed the kitchen’s other occupant hadn’t heard us.

“We must throw the party! Our Goddess demands it!”

The alicorn hadn’t heard us. She was too busy arguing with… as far as I could tell… herself.

I reached the end of the counter and peeked around it cautiously. The forest green alicorn was wrapped in heavy chains that bound her to a thick set of pipes in the ceiling. She stood there, looking around frantically, searching for something, a frightened but intelligent look in her eyes.

Suddenly, her demeanor changed, her eyes locking forward with a glare and her face contorting in rage. She lunged, throwing herself against the chains that bound her. Clank-clank-clink!

“I AM YOUR GODDESS!” the Trixie-like voice raged. It wasn’t the actual voice of the Goddess, but some strange, pale imitation that echoed through my head. I realized her mouth wasn’t moving. Everything I was hearing was in my head. All of it.

But how was that possible? The Pink Cloud hindered the alicorns’ telepathy. I was sure of it. It cut them off from their Goddess, allowed them to regain some of their individuality again. Granted, while the kitchens were full of some sort of gas, it wasn’t Pink Cloud. But there was Pink Cloud all around this building.

Even as I thought that, my eyes drifted to the alicorn’s flank and caught there. The alicorn had a cutie mark! It looked odd, like maybe a mist of stars, but I couldn’t be sure. The mere fact that the alicorn had one at all shook my conceptions. The alicorn’s flanks quivered with effort as she lunged again, the chains pulling taut, holding her back.

I followed her gaze. It looked like she was trying to get to the ovens.


Without the Goddess, I had surmised that the alicorns were cut off from their collective pool of magic. That they were left with just their inherent magics, the alicorn shields, and maybe a spell or two. I had to revise that theory.

Or not. Purple alicorns teleport. Blue ones turn invisible. The green ones do that weird statue thing. But what if that was part of a broader gift? The green alicorns were the telepaths! Even cut off from the Goddess, they still had their gift. If anything, the Goddess probably borrowed that magical talent from them.

I felt Velvet Remedy slide past me, slipping ahead. I looked back at the alicorn.

“This was our mission.” The original voice was back. The alicorn stopped struggling and resumed her search. I froze again as she looked right past me and missed me. The alicorn was showing raider-tier obliviousness.

“We are so close. I will not fail now!” I watched her muzzle, but her mouth never moved. This whole argument was taking place in her head… and by extension, in ours.

Then I saw something that rocked me. The alicorn’s cutie mark had faded away, reminding me of a filly in my class back in Stable Two who tried to have her father conjure up her cutie mark early using magic. Each time, a new mark would appear, only to fade away, just like this.

Only the alicorn’s cutie mark didn’t just fade away. A cutie mark of a flask with bubbling green liquid replaced it. The alicorn’s new cutie mark struck a chord of déjà vu. I’d seen it before.

A moment later, the alicorn’s demeanor changed again, and as I watched, the bubbling flask cutie mark faded and the starry mist resumed its place. “WHY? WHY GO BACK TO HER? I’M BETTER. I’M HERE ONLY FOR YOU. ALWAYS.”


I began to crawl away, shaken and a little freaked by what I had seen. Your cutie mark is an integral part of you, a symbol of your special talent. How could it change like that? Even when you were depressed, even when you were at your worst, you were still you. Your cutie mark never abandoned you.


*** *** ***

Calamity was curled up in the far corner of a small cell behind both a magical shield and a locked gate. I had to hold my breath while I hacked the security terminal that dropped the shield. At even a yard up, the air became impossible to breathe.

Cracking the computer took me several tries. It was difficult to concentrate, especially with the alicorn’s telepathic argument being broadcast non-stop into my head.

The moment the shield vanished, Velvet and I scrambled on our bellies to his cell. Velvet reached her hooves between the bars, touching them to his as he slid close.

“Don’t!” he squeaked, seeing me eye the lock.

I froze, not from his warning but the high-pitched, squeaky voice that had come out of his muzzle.

“Hydrogen,” he squeaky-warned. “The air is full o’ it. One spark, from yer gun or yer horn, an’ we all roast.”

It was like listing to a small woodland creature. Only cuter and sillier. I snorted, trying to hold in a laugh. I tried to distract myself with the seriousness of our situation. You’d think, the terminal entry had said, after all the work we put in on talismans for their ridiculous balloons, they’d be more cooperative. The Ministry of Magic had created hydrogen talismans for the Ministry of Morale. There was probably one in “high security storage” down here. And it had been activated.

But if I couldn’t use magic or weapons, how was I going to get Calamity’s cell open?

“Better figure out somethin’ fast, Li’lpip,” the woodland-critter voice coming from Calamity insisted. “This place is gonna become un-breathable give it another hour. Ah reckon the only reason it took this long is cuz this place is huge.”

I covered my muzzle with both forehooves, tears in my eyes.

“Ah caught mention of there bein’ a hangar down here,” he added squeakily.

That did it. I couldn’t hold it in anymore. Despite my difficulty breathing, I found myself laughing so hard I was rolling on the floor. The high-pitched sounds of my own laughter just made me guffaw harder.

“Yeah, yuk it up, why don’tcha?” Calamity glowered at me. And now even Velvet was laughing. “But would one o’ y’all kindly get the damn key and get me outta here? B’fore that alicorn drives me crazy?” He was hilarious. I stomped a hoof on the floor, dying.

“Sing something first,” Velvet Remedy suggested, her own voice even higher. Calamity snorted.

*** *** ***

“Thank y’all” Calamity said as he slipped something pink into his pack. I blinked, realizing he’d managed to pilfer something even under these conditions.

“Now let’s get outta here before the crazy lady downstairs manages t’ blow this buildin’ up t’ the Enclave,” Calamity suggested urgently as he shrugged on his battle saddle, his voice almost back to normal.

Velvet Remedy looked fretfully back at the empty elevator shaft. “I… I wish I had a way to help her,” she said softly.

“What? Help the crazy alicorn? Why?”

Velvet Remedy gave Calamity a stern look. “She’s obviously suffering. Can you imagine having someone in your head as a constant companion for lifetimes and then suddenly losing her? I saw her cutie marks…”

“Marks?” Calamity asked. “As in, plural?”

Velvet nodded. “One of them was from one of the ponies on those videos the Goddess showed us. “I believe that alicorn was one of the first. She’s had the Goddess in her mind for centuries.” Velvet looked back to the elevator again. “Then… to come here and suddenly lose that? I’m not surprised she was traumatized. I’m surprised more aren’t.”

Calamity raised his eyebrows. “So the Pink Cloud is makin’ alicorn’s insane? That settles it. We need t’ go t’ the castle.”


“I’ll explain later. Let’s get outta here.” Within minutes, we were galloping through the lobby.

Panting, I stopped and looked out at the wall of Pink Cloud. It wasn’t lethally thick yet, not like the places where it pooled, but it was bad enough to filter out most of the light. It was past dawn and it looked like it was past dusk.

“Was there anything you could have said, maybe?” I wondered, seeing how distraught Velvet was beginning to look. Pyrelight was nowhere in sight (which was a good thing, realistically, but it had to be feeding her distress).

The pretty unicorn mare shook her head, her white mane with its colored stripes whipping about. “No, Littlepip. The only way to help the poor thing now is with years of therapy,” she said, looking at me sadly. “You can’t heal true psychological trauma with a super restoration potion, or with a quick conversation of pretty words and psychobabble.”

“Ah was right,” Calamity announced. “Ah hate t’ say Ah told ya so… naw, after that singin’ bit, Ah’m downright happy t’ say Ah told ya so.” He landed at the front doors to the Ministry of Arcane Sciences and stared at us. “So… Ah told ya so!”

“Told us what?” Velvet asked politely as we trotted up to him.

“What singing?” SteelHooves questioned. I found myself snickering again.

Calamity nickered, rolling his eyes. “The zebras’ megaspell. It’s still goin’… sorta.”

I stopped snickering. “Where is it?”

”What do you mean, sort of?” Velvet questioned.

“We should leave this building,” SteelHooves reminded us.

Calamity nodded to him. “Right. Ah’ll tell ya when we get next door.” It was morning. We’d lost a good chunk of a day, and the Pink Cloud was going to be thick enough that we wanted to take the rest of the journey in small bites. Next door to the Ministry of Technology, then across to the Ministry of Image. Finally, from there to the Ministry of Awesome. Hopefully, the rest of the Ministry buildings would be more like the Ministry of Peace than this one.

We opened the door and charged into the Pink Cloud.

The distance we had to cross was less than a city block. I was sure we could make it easily. No distractions.

“Look!” Velvet shouted, pointing to one of the garbage bins alongside the building. There was a smear on it that looked like a flame. I groaned inwardly, rolling my eyes, and trotted over to it. Calamity was faster and already had it open by the time I got there.

Inside were our weapons and gear. Pyrelight had stashed them in the bin and marked it. With birdshit. Not wanting to risk leaving anything behind, I floated the contents of the garbage bin out and carried it with us, refuse and all.

The alicorns were on us, their shields up, before we made it halfway. SteelHooves turned and opened fire. But Spitfire’s Thunder was somewhere in a mass of rotten rubbish floating behind me, and none of the weapons we had at the ready could penetrate those shields.

So we ran, panting, galloping for the doors of the Ministry of Technology as fast as we could. The doors were glass; the entire front façade of the Ministry was glass, a matrix of clear panes that rose three stories high. The rest of the building had an elegant simplicity -- stately, functional, with an almost masculine grace. The king on the chessboard. I hoped the glass was enforced somehow. Otherwise, the alicorns would just plow through it.

The steps up to the Ministry building were piled with the skeletons of long-dead ponies. I raced by a unicorn stallion whose hooves had sunken into the concrete steps, and jumped the body of a younger mare whose bones had taken on the pattern of the dress she had been wearing on the day of the Pink Cloud.

I noticed the jumble of skeletons blanketing the marble floor inside the Ministry’s grand foyer as well, but I didn’t think anything of it until I telekinetically pulled open the glass doors and charged into a flood of static. I screamed as fresh but familiar agony skewered my brain. I stumbled and turned towards the exit, only to see my friends race into the room and all but SteelHooves get slammed to the floor. Outside, the alicorns landed, closing the doors and stood there, holding them closed with their shields.

We had been herded into a trap!

I looked around, dropping the garbage I was carrying onto the skeletons of several dead ponies as I frantically searched. I almost immediately spotted three, and before I could focus enough to pull up a weapon, I’d spotted two more.

“There… are dozens!” Velvet Remedy squealed, clutching her head, blood running out of her eyes and ears. Lashing out with my magic, I tried to wrap all of the skeletons, intending to toss the whole contents of the room up onto one of the mezzanines above. Excruciating torture ripped through my horn, blackening my vision.

Somewhere, I heard a voice shouting, “Shut them down!” Then, for the second time in half a day, I passed out.

*** *** ***

<-=======ooO The Star Orb Ooo=======->

I was locked into what seemed like the longest, most boring memory ever. My host was skimming over sheets of paperwork: non-disclosure contracts, agreements to drug and loyalty testing, acceptance of possible mandatory relocation, and so on. Each sheet bore an emblem of a large star ringed by smaller ones and circumscribed by a horn and wings. Each had the header of an official Ministry of Arcane Technologies document.

My host was either a speed reader or she wasn’t really reading that closely. Occasionally, she would look up, glancing sheepishly at the bored mare sitting behind her desk, or watching the door beside the desk. The first time she did so, I realized I knew where we were by the fanciful design of the door and the ornate lighting. This was Tenpony Tower. My host never looked up long though before returning to the clipboard filled with paperwork.

Every so often, she would levitate a quill, dipping it in ink, and sign her name.


We looked up, Trixie and I, when the door opened and a smiling Twilight Sparkle stepped out. “Trixie, I’m very happy you could make it!”

“I… I wouldn’t have missed this opportunity.” We quickly signed the last page and floated the clipboard to the mare at the desk (who was now sitting at the sort of alert attention that only comes from ponies who were slacking just before their boss walked in).

“Please, come in,” Twilight said, standing aside. Slowly, almost humbly, Trixie stepped through the doorway.

Inside was a nice office, not ostentatious in the slightest, mostly filled with shelves holding books and various knick-knacks of magical or personal importance. As Trixie’s eyes wandered over the room, I spotted a jar with several delicate purple-spotted lavender shards floating in preserving liquid. The jar was labeled “Spike’s Egg”.

Twilight Sparkle walked in behind us, closing the door, and moved around to sit at her desk. She looked over her desk with a slight frown and, apparently deciding it seemed too formal, walked back around the desk and sat on a floor cushion, offering another to Trixie.

“Miss Sparkle...” Trixie began. I could feel her nervousness.

“Oh please, call me Twilight,” she beamed. “So, tell me, been working on any new tricks lately?”

I felt my host stammer a moment, then draw herself up, breathing deeply. With a prideful voice, she boasted, “Why yes! In fact, just the other day, I invented an invisibility spell! Would you like to see?”

Twilight Sparkle blinked. “You. Invented. An invisibility spell?”

“Indeed! Have you ever known another unicorn who could do this?” I felt the surge of magic as my host cast her spell. Twilight Sparkle gasped.

“You… Trixie, you’re actually invisible!” Twilight reached out, prodding us with a hoof, making sure we were actually still there and hadn’t teleported away. “That’s… amazing!”

I felt the spell ebb then collapse. It clearly wasn’t long lasting. Still, Trixie sat up, smiling broadly. “See? Am I not still the Great and Powerful Trixie?”

Twilight gazed at her. As seconds ticked by, I could feel sweat bead on my host’s forehead. “And you invented this spell yourself?”

“Why yes! I…” All at once, Trixie seemed to deflate. “No.” She stared at the floor, scuffing it with her hoof. “I mean, yes, I created the spell. But only after I got ahold of one of those new StealthBucks and figured out how to cast the magic myself.”

Twilight’s expression softened. “Thank you for being honest with me.”

Trixie nodded. “I’ll… see myself out.”

“No!” Twilight said swiftly. “No… it’s all right. I’m still really impressed. Those StealthBucks were created by my Ministry…”

Trixie winced.

“…and we reverse-engineered them from zebra magic. But none of my unicorns have been able to re-create it in spell form. I have a whole division in Canterlot who have spent years trying to do what you just did and failing.”

Trixie looked up again, surprised. I felt a burning in her eyes. She was holding back tears.

“What you have done is incredible. You should be proud. And don’t be nervous. You’ve already got the job,” Twilight Sparkle smiled. “That is, if you still want it. I hope all that out there didn’t put you off.”

“Oh no! Not at all,” Trixie said hurriedly. “I really want to work for the Ministry, your Ministry.” Then in a softer voice, “And I need this job.”

“Oh dear.” Twilight’s eyes widened. “Trixie, what happened?”

“Well… you know...” She sighed. “Things did not go well for me after Ponyville. I’d lost my home. Word spread about how you defeated that Ursa Minor and how I…” She shook her head. “I was a laughingstock, only I was too proud and blind to see it. My shows starting bringing jeers instead of cheers. And then they stopped bringing anypony at all. Money ran out. Nopony would hire the ‘Great and Powerful’ Trixie. I had to take… unpleasant jobs…”

Trixie looked aside. “Things actually got better for me when the war started. Ponies stopped caring about my reputation. It was long enough ago, and they had other things to hate.”

“Oh… oh Trixie, I never knew.”

Trixie looked into Twilight’s concerned expression, then at the floor. “Honestly, I’m surprised you would want me here.”

Twilight smiled. “Well, I remember you as a skilled and talented unicorn with an impressive repertoire of spells. And I’m happy to have you with us. I have a new project, and I need volunteers.” She paused. “There is one thing. You will have to allow us to record one of your memories.”

Trixie’s eyes widened. “You… you want to see my memories?”

Twilight Sparkle shook her head. “Just one of them. And the memory of this meeting will do just fine.”

Trixie looked askance, “This one? Well… that’s not so bad then. But…why?”

“This war,” Twilight Sparkle explained, “Will be won by the side with superior magic. We’re working on a potion that will transform a normal pony into…”

She paused, then spit it out, “Into an alicorn.”

Trixie gasped.

“And no, I’m not joking. We’re ready to test it. And I wanted to ask you to be the first.” Twilight Sparkle looked nervous. She understood the gravity of what she was asking of my host, even if Trixie really did not.

“An… alicorn? You mean like Princess Celestia?”

“And Princess Luna, yes.” Twilight’s tone was very serious. “This is transformation magic of the highest order. We need a memory of yours for comparison. Before and after. We don’t think that being changed into an alicorn will affect your psyche, but we can’t be sure.”

With that, she put a gently hoof on Trixie. “We’ve taken every precaution. I wouldn’t ask anypony to do this if I wasn’t absolutely sure it would work and that it would be safe. But still… I know it is asking a lot. Too much. This potion would change who you are. What you are.”

Trixie gulped.

“If you don’t want to do this, you can back out at any time.” Twilight Sparkle smiled. “And I promise you’ll still have a job with the Ministry. I’ll make sure of it.”

Trixie was silent for a long time. I could feel a tremor pass through her. But then, slowly and softly, she said, “I’ll do it. I don’t mind being changed. I’m not the greatest fan of who I am anymore. Haven’t been for a long time. Maybe... this way I’ll actually be able to be who I thought I was.”

Twilight Sparkle’s eyes danced with joy. “Then welcome to the Ministry of Arcane Sciences, Trixie! If you don’t mind, I’d like to get started right away.” Twilight Sparkle stood up abruptly, moving towards the door.

“Are you free for the rest of the weekend? I’d like you to come out to Maripony with me. I’ve got a couple ponies who I really want you to meet.” She let out a little squee. “Oh, I can’t wait to see their faces when you turn invisible!”

“Who?” Trixie asked as my host got up, trotting after her.

Twilight turned back with a smile. “Gestalt and Mosaic. They’re my head researchers. Twins and some of the most amazing spellcasters you’ll ever meet.” With a sheepish grin, “Next to you and I, of course. I normally leave them in charge at my Ministry Hub in Canterlot, but they’re at Maripony now, overseeing final preparations.

“You’ll like them. They have a cute way of finishing each other’s sentences,” Twilight grinned. “And you want to hear something really impressive? I’ve seen them finish each other’s spells too!”

Finish each other’s thoughts and each other’s spells. The foundations for telepathy and spell-sharing. An epiphany washed over me. I suddenly understood why there were three breeds of alicorn, why they had the abilities they did… even why all the alicorns were female!

Dozens of ponies were absorbed into what became the Goddess, but it was Trixie’s mind which became dominant. The behavior of my host wasn’t much like that of the Goddess, but there were shadows of her there. The Goddess was lurking in some part of her psyche, waiting to be tapped.

But, it wasn’t just Trixie who held power. There were four ponies within the amalgam that formed the Goddess who were powerful enough to exert influence over the alicorn creation process.

Blue is invisibility. Purple can teleport. The greens are telepathic and can work together to create greater effects with their shields.

Four ponies, all mares.

I wondered, if the Goddess consumed me, would a new breed of alicorns begin with extra-powerful telekinetics?

Would Red Eye only be able to create alicorn stallions?

My thoughts were interrupted as Trixie stopped, asking nerviously. “And… they’ll be impressed… with me?”

“Oh, I guarantee it!”

<-=======ooO Ooo=======->

*** *** ***

I kept my eyes closed, holding to the peace of rest just a little while longer. I was alive, and I felt uninjured. Even the headaches had gone away. I wanted to stay like that just a little while longer. Because waking up meant returning to my life, and that meant pain.

It also meant friends. I had no desire to stay asleep forever. Just a little while longer. A few minutes. That was all I wanted.

The noises around me were strange. Gravelly voices, the clopping of hoofsteps, and the high-pitched whine that had been ever present throughout my childhood.

The alicorns had set a trap. A scarily clever one. When I had fallen into the reflecting pool, the alicorns had observed how I dealt with traps by using my telekinesis, and this time they had not only anticipated it, but used it against me with a trap that attacked me faster through my magic. The realization was terrifying. I had no idea why it didn’t work. They should have killed us all.

My eyes opened to the overly familiar sight of a Stable clinic ceiling.

Wait. What?

“Welcome to Stable City,” rumbled the voice of a stallion standing nearby. His eyes glowed as his rotted body shambled towards me, the filthy evening cloak on his back having melted into his skin. I looked around. The architecture hit all the familiar Stable notes, but everypony around me was a Canterlot Ghoul.

The ghoul stallion stomped, drawing my attention. “Now we have treated you and your friends. Consider that on the house for the show your party put on yesterday. We in Stable City are willing to extend the benefit of the doubt to anypony that those monsters hate so much.”

He reached up a fetid hoof and tapped my horn warningly. I could see he wore a PipBuck; it was melted to his flesh like mine. Only his had a broadcaster attached, one that had been mercifully switched off. “But only so far. The broadcasters out in the foyer keep those monsters outside. Most of us have taken to wearing them as well, in case we need to step out.”

He saw my eyes widen. “Don’t worry. None of us keep them on while we’re inside, the static is highly annoying – unless we are on guard patrol. Or unless you give us reason to. One wrong step, and every citizen of Stable City becomes walking death to you living folk. So you and your breather friends behave now. Clear?”

I nodded. Very clear.

“Now, I believe there is someone who has been waiting…” the ghoul stallion began, only to be cut off by the sound of a squeal from Velvet Remedy somewhere nearby.

“…ah. It seems to have found your other unicorn first.” The ghoul concluded, but I had already jumped down and was racing through the clinic, dodging between ghouls. I slid to a stop as I spotted Velvet. Then trotted forward, feeling a warm smile break across my muzzle. She was sitting up in a medical bed, her face full of joy, with Pyrelight dancing gleefully through the air around her.

*** *** ***

“Good day, gentle ghouls of Stable City (you miserable, rotting slabs of ambulatory meat)!” the floating robot called out, greeting random citizens of Stable City as they passed it in the hall.

Calamity walked beside me, having found the hallway of the Stable too confining to fly in. The ghouls gave us odd and curious looks as they passed.

“…Li’lpip, ya lost part of yerself,” Calamity was saying.

I looked down at my PipBuck-foreleg and a pained frown immediately swept over my muzzle; I forced myself to smile. “More like had something added, actually.”

“Don’t go using specific details to muddy the issue,” Calamity warned. “The truth is, a loss like that pains a pony, an’ Ah’m not talkin’ just physically. An’ it ain’t brave t’ pretend ya ain’t hurtin’. It ain’t smart neither.”

I stayed silent.

“When Velvet Remedy lost her leg,” Calamity recalled, “She was a right mess, even after she got it back.”

“Sorry, Calamity,” I chuckled wryly, “But I don’t think I’ll be indulging in the same therapy.”

“Don’t be a manticore’s backside, Li’lpip,” Calamity said crossly. “When we get outta here, we need t’ go back t’ Tenpony Tower an’ y’all need t’ spend…”

“No!” I barked. I looked at Calamity, his wings up and eyes wide, clearly taken aback by my abruptness and the strength of my refusal. More pleasantly, I complained, “We’ve become experts at not getting what we need to do done. After Canterlot, we go right to Splendid Valley. No more delays, no more side quests, no more distractions. We get the damn job done.”

Calamity didn’t speak for a while. In the background, I could hear the robot saying, “Hello, ma’am. I do hope the morning finds you in good health. (As if that could ever happen.)”

We rounded the corner and found ourselves looking at a Stable Atrium. The place had been renovated to hold a plethora of shops and small stands where Canterlot Ghouls traded goods and services for bits and wares.

As we started down the stairs, Calamity asked me softly, “Are you okay, Li’lpip?” It was a stupid question considering the conversation immediately prior, but I ignored that as I heard the concern in his voice.

“I’m weary, Calamity. I’m getting worn out,” I admitted dourly. “I need this job to be over. To get out from under this threat, this mission.” I looked up, scanning the Stable City marketplace. “Then, after that, I can rest. Maybe, when this is over, I’ll just lay down and take a nap for a century or few. But not before.”

We reached the bottom of the steps. The place looked like a right lively little necropolis. The only thing that struck me as missing was any sort of diner or foodstuffs vendor. I supposed ghouls didn’t really need those. I was suddenly keenly aware of how hungry I was and how long it had been since I had eaten.

“How about you?” I asked in return as we approached a store labeled Caliber’s Guns and Ammo.

“Me? Ah’m doin’…” He paused as I turned to him and pointedly raised an eyebrow. “T’ain’t fair, throwin’ muh own words back at me.”

“I didn’t say anything.”

He neighed. Then, brushing his brow beneath his desperado hat, he admitted, “Ah’m not doin’ so good, actually. Ah keep thinkin’ ‘bout those bandit’s back at Arbu. An’ the ponies up at Bucklyn Cross.” He frowned. “Now, the bandits Ah can rightly live with. Accordin’ t’ the old man, half o’ ‘em came from Arbu, but they were still bandits. They were still ambushin’ a merchant.”

He looked at me, “Ah know y’all think bein’ a bandit is a downright noble step up from bein’ what the folks in Arbu were. But from muh perspective, the moment those folks in Arbu started killin’ folk fer their meat, they weren’t no better than bandits.”

I nodded. My own feelings were… considerably different. But my horrific actions in Arbu voided any validity those feeling might have had.

“But Bucklyn Cross? That’s another matter,” Calamity shook his head, nickering bitterly. “We went there demandin’ somethin’ and ended up killin’ ‘em fer it.”

“That...” my jaw dropped. “Calamity, that’s not how it went down at all!” We tried to negotiate. They fired first. We were trying to get something they didn’t need to give to ponies who were suffering without it. We had something to trade and were trying. They risked their Elder’s life! We… we weren’t raiders.

“Ain’t it?” he asked me, clearly unsure. “Ain’t it jus’ a li’l how that went down?”

I stomped, shaking my head. “No.”

Still unconvinced, Calamity stepped up to the door of the weapons shop. “If ya take from the rich an’ give t’ the poor, yer still just a raider,” he said as the door slid up.

“No!” I said firmly. “You’re not. A bandit maybe, at best. But not a raider. And you know better.” I couldn’t believe my kleptomaniac pegasus was arguing this. “Some would call you a hero.”

Bucklyn Cross had to be disturbing Calamity deeply for his thoughts to have plunged into such uncharacteristic and messy logic. Maybe Velvet was right and we all needed years of therapy.

Stepping into the store after him, I put a hoof on his shoulder. Then, not knowing how else I could help, I hugged him.

“Not in my shop,” the little dead colt behind the store counter coughed in disgust. “If you’re looking for that, it’s two floors up.”

*** *** ***

The colt shoved the missiles across the counter to Calamity. “One or two of these anti-armor missiles are pretty much guaranteed to take down an alicorn’s shield and make a very pretty mess of the winged bitch inside.” He looked at what Calamity was offering in return. Leave it to Calamity to not only retrieve all our weapons and supplies, but to go through the garbage for anything else that might be good for a trade. “This all will get you these five. Toss in one of those magical energy weapons, and I can give you all eight.”

Calamity raised an eyebrow. He was no Velvet Remedy, but he had fair bartering chops of his own and I could tell he thought he was being snookered. “Three missiles don’t equal a top-o’-the-line magical energy weapon, not even iffin they’re all as fancy as ya claim they are.”

The colt bit, “Oh they are. One of the benefits of living in the Ministry of Wartime Technology. We have all sorts of toys you living folk haven’t even heard of.” I was willing to bet he was right. I was also willing to bet most of it was either in questionable prototype stages or stocked in too limited a supply to sell.

“If these work so well against alicorn shields, then why haven’t you used them against the alicorns?” I asked reasonably.

It had not been hard to glean that the ghouls of Stable City had been fighting with the alicorns since they started showing up in the Canterlot Ruins about a decade ago. From the impression I got, the ghouls were losing and were now effectively contained in the Ministry they called home.

The colt frowned. “Eight missiles aren’t much use against a few dozen of those winged bitches. That magic rifle, on the other hoof, can rack up quite the kill count over a couple years of sniping.”

Calamity whinnied. “Well, then sounds t’ me like the rifle is worth all eight. But Ah’ll give it to ya fer six and we’ll call me the Element of Generosity.”

The colt made the trade, although from his expression, he’d be calling Calamity quite a few other things shortly after we left.

“Now, what do y’all have fer rifle ammo?”

The colt shook his head, giving a snorting chuckle. “Sorry, but I can’t help you. If you want ammo, you’ll have to look elsewhere.”

Calamity blinked. Then made an exaggerated act of reading the store sign. “Ah thought the name of the store was Caliber’s Guns and Ammo. How do you not have ammo? You only sell two things.”

“Ha ha,” the little ghoul said dryly. “My ammo’s all stored in an ammo vender for safe-keeping. Only the damn thing is busted and I can’t get it to dispense. So no ammo.”

Calamity began to smile. “Oh, Ah bet Ah could fix that fer ya. Fer, what say, a ten percent discount on ammo?” I thought Velvet Remedy would have been so proud.

The colt ghoul’s eyes lit up (literally) as he asked, “Definitely! If you’re sure you can do it.”

Calamity laughed. “With the number o’ times Ah’ve broken inta them things t’ pilfer ‘em, Ah reckon it might jus’ do muh karma some good t’ be fixin’ one up fer once.” He gave me a wink. Our earlier conversation still hung in the air, but it was good to see Calamity in brighter spirits.

Calamity rubbed his hoof on the colt’s head. “Don’t worry, uncle Calamity will have it all taken care of.” He flew over the counter and trotted back towards the modified Ironshod’s Ammo Emporium vending machine, leaving the ghoul colt staring at him in disdainful amusement.

“I’m a century older than you.”

*** *** ***

“So what can you tell me about this place?” I asked Caliber, the twelve-decade-old Canterlot Ghoul in the body of a colt as we watched Calamity work. He had half the machine taken apart already, and occasionally graced us with an “ayep” or a “dagnabbit”.

“It’s a gun shop,” Caliber snarked. “I sell guns. And, usually, ammo.”

“I meant about Stable City,” I clarified. “We’re new here.”

Caliber put on airs of false surprise. “Really? You mean there haven’t been two breathers living in Stable City that I just hadn’t noticed?”

I brushed it off, asking, “How did a group of ghouls end up living in a Stable?”

Caliber sighed, quickly giving up on deflating my desire to pester him with questions. “Stable One was built to protect the Princesses, the nobility, the government officials and the higher-ups of the Ministries. Or, at least, that was what Stable-Tec told everypony. They built Stable One into this building because apparently the top ponies of Stable-Tec and the Ministry of Wartime Technology were real chummy.”

Well yes, they were sisters.

“Anyway, when the Pink Cloud came, a whole bunch of ponies from all around, mostly from the castle and the Ministries, tried to gallop over to Stable One, hoping they could get in. After all, while they were safe from the Pink Cloud in any of the Ministry buildings -- except possibly for the Ministry of Peace -- only Stable One had a long-term food supply. It was come here or starve.

“Of course, all those ponies had to run through the Cloud to get here, and a whole lot of them didn’t make it. Those who did found that the fuckers already in Stable One had closed it early. They were once again trapped in a safe haven without food, but then most of them ‘expired’ overnight, having suffered just enough exposure to turn them into ghouls. They didn’t need food anymore after that. So it all worked out.

“Karmic justice, since Stable-Tec pretty much killed all the ponies in Stable One. The ghouls had already started a town inside the building by the time it opened up. When they added the resources of Stable One, the town became Stable City.”

I listened intently. “How about you?” I asked Caliber once he thought he was done.

“Ugh,” he groaned. “Are all breathers this nosy?”

“Yes,” I said just because I could.

“Fine. I was born in Stable Three. Stable Three was constructed underground.” He looked at me expectantly. Then sighed when it became clear I didn’t know how big a deal that was. “You think the Pink Cloud out there is bad? That’s nothing. You go underground, to any of the sewers or maintenance tunnels or under-rails and you’ll see bad. Then, being a breather, you’ll die. It’s solid Pink down there. Down there, the Pink Cloud is alive. And hungry. It was only a matter of time before it found its way in.”

That got a jump from me. Followed by a look of disbelief.

“Of course ponies like you scoff. The one alicorn who ever tried talking to us instead of attacking us scoffed too. But I tell you true, the Pink Cloud is alive down there. I’ve heard it breathing.”

Caliber shrugged. Then the colt rambled off in breathless rapid succession, “Anyway, the Pink Cloud got me. I died. Became a ghoul. So did my parents. The Pink Cloud ate Stable Three, so we came here. Then the alicorns came, killed my parents. Now it’s just me. Which is fine, because I’m old enough to be your grandfather’s great grandfather. I run a gun store. I sell guns and ammo. Usually. Ta-da! We’ve come full circle. Question time over.”

Calamity had stopped his work and was looking at me with a knowing expression. While Caliber wasn’t looking, he mouthed: we need to talk.

*** *** ***


“Ayep,” Calamity claimed as we trotted towards the open door of Stable One. “A big, mammoth, behemoth, super-old dragon.”

Just beyond stretched a large, open area of the Ministry building which had once been used for processing. But the ghouls had converted it into a sort of liberal arts common room. A two-pony band had started playing, one on a glass harp and the other on a glass armonica. The music that floated in through Stable One’s entrance was beautifully haunting, crystalline and strangely disorienting. It was the music of ghosts.

“How is the Pink Cloud a dragon?” I asked, confusion overcoming my initial shock.

“It’s not… exactly…” Calamity struggled. “It’s… weird, okay. Look, ya know how the zebra balefire bombs work, right? They take a balefire egg an’ weave it into a megaspell… talisman… thingy. Or somethin’. Anyway, the Pink Cloud megaspell was the same way. They took a bunch o’ those things they used against Littlehorn, which best Ah figure are essentially like water talismans only fer Pink Cloud, an’ wove them into a megaspell… thingy.”

“Okay,” I said, nodding. I was fairly sure I was following what Calamity was saying better than he did. “But how does that…?”

“Well, if ya want t’ build a talisman that’s gonna last a long time, or at least long enough t’ kill someone whose really hard t’ put down, what d’ya make it out of?”

Oh. I had a sinking feeling in my gut. “You use gemstones.”

I paused as we reached a water fountain. Stable One had a functioning water talisman. I tested the fountain, holding my PipBuck leg close to it, but there was no sign of contamination. I ran it a bit, but there was no hint of pink.

“Ayep,” Calamity said as I gulped down water from the fountain. It was not a true substitute for food, but it would do. “This Pink Cloud megaspell talisman was jus’ chuck fulla gemstones.”

I saw where this was going. “The dragon ate it, didn’t he?”

“Ayep. An’ the dragon’s a she. The dragon that guards the royal treasury, t’ be exact.”

As we reached the entryway, I paused, observing a glowing terminal. My curiosity got the better of me. “Hold up,” I asked Calamity.

I poked at the terminal and was surprised to find that it had already been hacked and the information on it was freely available to anypony who was interested. That information consisted of a single audio file. I downloaded it into my… foreleg.

Turning back to Calamity, I commented, “Okay, now the secret passage makes sense.”

“How ya figure?”

“Well, Princess Celestia’s school was obviously using baby dragons for something. They had to come from somewhere,” I reasoned. “I think the Princess had some sort of arrangement with the dragon. She got the biggest horde in Equestria and the Princess got… well, her children.” The royal treasury dragon was mommy.

Calamity nodded. “Well, seems the dragon digested the megaspell or somethin’. It changed her, became part o’ her. Right now, she’s asleep in the treasury, an’ she’s snoring Pink Cloud.”

Well fuckity-fuck. I now understood how Canterlot’s Pink Cloud survived after centuries of week-long rains. And why the Cloud was so dense in underground passages. The cloud would have gotten into the secret passage, started eating away at its walls, and from there it would have gone… everywhere. Sewers, tunnels, you name it.

“She prob’ly doesn’t look a thing like a dragon anymore neither,” Calamity mused. “Ya gotta figure she’s fused t’ her horde. The whole damned treasury.” He kicked at the metal railing next to the steps leading out. “So much fer dreams o’ lootin’ the royal treasure. Such a waste.”

I rolled my eyes. Then asked, “How do you know all this anyway?”

Calamity turned to me. “Cuz while y’all were vacationin’, Ah was stuck down in the hole with crazy alicorn lady. Y’all jus’ got a few minutes o’ loony town. Ah had that damn argument running through muh head non-stop all damned night!”

He let out a loud whicker. “Ah picked up a few things from alla that.”

A sign hanging on the wall next to the Stable’s gear-shaped maw read:

Artistic Commons
(No broadcasters please.)

We stepped out through the open, gear-shaped door and paused, hearing the music more fully now. I felt the urge to move aside somewhere, lay down, forget about dragons and necromantic clouds and everything else. To just listen as the ethereal tones moved strangely through my soul.

*** *** ***

Calamity and I were still in the Artistic Commons, lulled by the music, when SteelHooves found us. The armor-clad ghoul trotted up heavily, stopping for us just long enough to demand, “Come with me.” He was trotting back through the crowd of Canterlot Ghouls before I even fully registered his presence.

I struggled to my hooves, feeling sluggish, relaxed and strangely off-balance. Calamity stretched out his wings, giving a few lazy flaps before lifting himself into the air. The ceiling of the processing area was three-ponies high, giving him just enough room to maneuver between the maze of ghouls, easels and displays below, and the light fixtures above.

SteelHooves kept a brisk pace, weaving dispassionately between the residents of Stable City. I had to wonder what this was like for him. He had anticipated nothing but poison, death and monsters in the Canterlot Ruins. And while those existed in great abundance, we had also found a pocket of civilization -- a community composed of Canterlot Ghouls like himself.

As we started climbing one of several flights of stairs, my stomach rumbled, again protesting my lack of a proper breakfast or lunch. I distracted myself by putting in my earbloom and playing the audio recording from the Stable One terminal.

The voice was very familiar, which made the beginning of the recording all the more jarring. There was wetness in her voice; she had clearly been crying. But no more. Now, while the bitterness and sorrow remained, the hurt was gone and a cold anger had nested in its place.

“Hello. And goodbye.

“My name is Scootaloo. You probably know me as the vice-president of Stable-Tec, the company who designed and built the Stable you have taken refuge in. But right now, I’m talking to you as one of the very, very many ponies you fuckers have murdered.

“You. The Ministries, the heads of Equestria, the Princesses if you’re in here. You killed us all with your stupid, senseless war. And now I’m returning the favor.

“I’ll admit, I gave a lot of serious thought to just keeping the door of Stable One from sealing properly and letting you all die from whatever horror you hid yourselves from while the rest of Canterlot’s ponies, and all the rest of Equestria, perished. All…

“All the ponies that we were unable to save.


“But that’s the whole point of the Stables. Above and beyond everything else, the Stables are meant to save people. (Yes, ‘people’. I’m happy to report that one of the Stables has been built to save as many of Equestria’s zebras as possible, the ones that you fuckers shoved into a dump and tried to forget about. And Stable Fourteen is currently housing many of Equestria’s griffins… But the Stables were mostly built to save ponies. Even ponies like you.) It is for that reason alone that you’re all going to live out the rest of your natural lives in Stable One, as will your children. Regardless of the conditions existing outside.

“I have seen to it that Stable One will not open so long as even one of you is still alive. (Which, if the Princesses are in there, might be a very long time.) No matter how fast Equestria heals, not a single damn one of you is going to get to profit from what you have done. Equestria is something you ponies don’t deserve.”

“I hope your souls rot for eternity.”

*** *** ***

SteelHooves led us to the border of Stable City -- a once rather drearily officious room labeled “Ministry of Wartime Technologies - Subsidy Application Center” which had been converted into a defense position, complete with turrets, armored wall reinforcements and barricades with murder holes -- and to a door that had been canvassed with welded armored plates. SteelHooves stopped, raising an armored forehoof and banging it against the door in four impatient raps.

He waited a moment, nickering softly to himself. “SteelHooves, what is this about?” I asked, disquieted by the mood radiating from him. I noticed he was carrying a saddle-satchel that he had never worn before.

He didn’t answer, still nickering. Just as I began to suspect he was counting, he stopped. SteelHooves opened the armored door and barged outside, passing a displeased-looking Canterlot Ghoul who stood guard. Calamity and I followed.

I waved to the guard as we passed, observing his battle saddle, armor and the PipBuck on his leg. His broadcaster was turned off; I realized quickly the purpose of SteelHooves’ knock. The guard did not return my greeting.

Feeling a wave of depression, I noticed his PipBuck was not part of him. I suspected most of the PipBucks worn by the ghouls of Stable City had been acquired from Stable One or the residents therein. Without the right tools and knowledge, it was impossible to open a PipBuck and lock it onto a new body. However, the PipBuck Technician’s stall in Stable One should have had both the tools and the documentation the Canterlot Ghouls needed. I tried to buck up. Feeling morose about my leg wasn’t going to help anything. The emotion didn’t even make sense.

As we moved forward, I found myself staring out at a wall of pink. We had exited on an upper mezzanine overlooking the atrium. Dim, pink-tinted light flooded the once-grand atrium. The Cloud was thick enough outside that we would need to drink healing potions after making the run between each Ministry building now. Down below, we could hear the sea of static from dozens of broadcasters hidden amongst the skeletons that littered the floor. But we were high enough to be out of danger.

Feeling a flood of déjà vu, I moved up to the railing and looked down. I had been here before. From this very spot, I had looked down into a much sunnier lobby as Applejack spoke openly with her old zebra friend Zecora. I had watched, and my host had plotted Applejack’s demise.

I shied away from the railing with a shudder of disgust. SteelHooves was looking back at me from several yards ahead. “This way.”

The place our Applejack’s Ranger led us to was an odd little alcove underneath a sweeping stairwell. The door had long ago been removed and a simple, stained curtain hung in its place. Warm light poured out from underneath the hanging drapery, as well as above it and along the sides. SteelHooves knocked on the wall beside the curtain, this time almost reverently.

“Star?” he rumbled gently. “It’s Applesnack. I’ve returned with as many of the things you asked for as I could find. And I’ve brought my friends.”

Although I had counted SteelHooves amongst my friends for weeks, to hear him refer to us this way was surprising, strange and poignant.

“Oh bless you,” an elderly mare’s voice rasped from inside, followed by an odd squeaking. “Please, step inside.”

SteelHooves pushed past the curtain without hesitation. With a mixture of caution and wonder, I stepped in behind him.

The room under the stairs was small, lit by a couple old Sparkle~Cola lamps sitting on old metal boxes. There was a clean-looking toilet in the near corner with several pristine coffee mugs sitting on it and a few shelves. The back half of the room was sectioned off by a once-beautiful hanging curtain, originally of rich hues of scarlets and purples, now faded and fraying. Much of the wall directly opposite the doorway was taken up by a rusty ventilation grate, the fan behind it slowly turning. The only other notable furniture amongst the clutter was an ancient phonograph sitting beside a player for more modern audio recordings. I immediately pictured this room as having originally been a little get-away for some janitor or maintenance pony. A place she could sneak off during her shift to smoke, relieve herself or do other things.

Living in this secluded and somewhat sad place, outside of Stable City yet still inside the Ministry building itself, was a mare who had been elderly even before the Pink Cloud made her undying. She was a unicorn, her body fused into the wheelchair to which she had been largely confined even before. My first assumption upon seeing the curtain was that the next “room” held a mattress, but I realized now that not only did Canterlot Ghouls not sleep, but this mare was not even able to lay down and rest.

Still, she greeted us with a smile, her eyes wide and glowing. “Thank you, Applesnack!” She beamed at us. “It has been so long since I’ve had visitors.”

SteelHooves set the saddle-satchel on the floor. “I am sorry that I could not find everything, Star.” A violet light manifested around the unicorn ghoul’s horn and enveloped the satchel.

“Oh, this is lovely!” Star said, floating out several records and a few audio recordings. “You have saved this old mare, Applesnack. Truly you have.” Books levitated out next. “I was going to go insane if I had to read the same dusty old books one more time!”

She gasped as she pulled out a few boxes of old snack cakes. “Oh how thoughtful!” The elderly ghoul’s smile was somehow beautiful despite the condition of her decayed and warped body. “I may not need to eat, but it is so wonderful to occasionally taste sweetness.”

I looked at SteelHooves. His stance was almost bashful. I could almost feel a warmth radiating off of the normally dour and stoic ghoul.

The elder mare paused, a ghost of a tremble passing though her lower lip. She swiveled away, turning the wheels of her chair with her magic, likewise magically tugging at the curtain to dab at her left eye. The chair squeaked as she rotated. I noticed that the larger wheels were still functional, but the smaller ones had fused rigid. The movement of the curtain revealed the wall behind was plastered with posters and images. I couldn’t make any of them out, save that lavender seemed to be the dominating color and one of the posters boasted the word “READ”.

As the curtain fell back into place, I realized two things. First, I had no idea why the old ghoul had emotionally reacted to what my mind had labeled a shopping run. And second, she had been unable to wipe away the tear with a hoof because her forelegs were melted into the leg-rests of the chair. I felt an involuntary shudder, trying to imagine living forever unable to move. I immediately wanted to help this poor mare. And I felt very proud of SteelHooves.

“But where are my manners?” Star asked abruptly, turning back with a big smile on her face as she floated the contents of the satchel away. “And where are yours?” she said without a hint of malice. “You haven’t introduced your friends.”

SteelHooves whinnied. Then turned to look at us. Calamity had been staring at him with eyebrows raised so high they nearly pushed off his hat, but now he broke into an almost smug grin. “Yeah, Applesnack. What say ya introduce us and quit hoggin’ this pretty young gal all fer yerself.” Calamity shot Star a warm smile and a mirthful wink. She rolled her eyes, smiling.

“Star, this is Littlepip,” he said, nodding to me. “And the pegaus is Calamity.” “Littlepip, Calamity, this is Star Sparkle.”

“Howdy, Miss Sparkle,” Calamity said. My smile of greeting faltered a moment. Wait. Who?

“She’s living here, outside Stable City, because she’s being shunned,” SteelHooves said, his voice carrying an edge. I blinked. Canterlot Ghouls needed neither food nor clothing, and the Ministry hub provided shelter, whether in Stable City or not. But I had learned that ponies need more than these things. Ponies needed companionship and some sort of social framework; and that is what Stable City provided them. As much as water, ponies thirst for friendship.

In shunning Star, the ghouls of Stable City had taken from her the one thing they could, the one thing she probably needed most.

“Because the ghouls of Stable City believe her daughter created the alicorns.”

*** *** ***

“…was always proud of my daughter,” Star Sparkle told us firmly as she magically drew back the curtain which bisected her humble living space. “And nothing that those monsters outside have done will ever change that.”

Twilight Sparkle was behind the curtain. Every inch of wall space was covered in images of her, everything from Ministry posters to ancient and yellowed home photographs (all of which seemed to be of Twilight as a young filly.) There were open scrapbooks of newspaper articles featuring Star Sparkle’s daughter. A large oil painting of a smiling Twilight Sparkle hung in a decorative oval frame on the center of the back wall. Ministry Mare Twilight Sparkle tchotchkes filled small shelves and crates. And in the center was a precious Twilight Sparkle statuette, her base reading a familiar “Be Smart.”

“Golly,” Calamity breathed.

“But when the alicorns started appearing in Canterlot and they began killing us, the other ponies of Stable City decided I was no longer welcome among them,” Star Sparkle explained sorrowfully. “They said I posed a danger to the city. The alicorns have never paid me unusual attention, but…” She looked away. “Well, maybe they’re right.”

“Sounds t’ me more like they all were lookin’ fer somepony t’ take it out on,” Calamity grumbled.

Star gave Calamity an aching smile. “Please don’t judge them too harshly. After all, they have allowed me to still live in the building. I’ve never been harassed. Maybe once a year, somepony will even bring me things.” She smiled warmly at SteelHooves. “Like Applesnack here. Such a sweet young buck.”

“You deserve better,” SteelHooves asserted.

My heart echoed the sentiment, filling with an aching sadness. But the little pony in my head found the scene in front of me more than a little creepy. Standing beside her daughter in the face of public persecution was admirable, but what I saw before me was more like a shrine. I felt I was looking into the face of obsession.

Star Sparkle seemed to read something in my expression or body language. “Your friend thinks I’m crazy,” she told SteelHooves.

I opened my muzzle to protest.

“Don’t fret, dear,” she said to me kindly. “I understand. It looks like a lot when all of it is in such a small space.” I shut my muzzle, sharing a glance with Calamity before lowering my head with an apologetic expression that was not entirely sincere. This would seem excessive even if spread over a multiple rooms twice this size.

Star Sparkle let out a sigh, looking over the Twilight Sparkle shrine. “No, you’re right. But it’s not what you think.” She bit her lower lip. Closed her eyes.

“I loved my daughter. More than life itself. As did my husband.” She opened her eyes, looking at the oval oil painting. “And I admired her. The Princess’ favorite pupil, the Bearer of one of the Elements of Harmony, the Mare of the Ministry of Arcane Sciences. I was so proud.” I heard a tremble in her voice. Her gaze lowered to the floor.

“But I was… afraid of her too,” Star Sparkle admitted slowly. “We both were, although my husband less than I. Just once, when she was very young, she lost control. She changed me into a potted plant… entirely by accident. If it hadn’t been for the Princess…”

The mare who had given birth to Twilight Sparkle looked up at me, her eyes again damp with tears. “I know I shouldn’t have been. But I was frightened. And even though I never stopped loving her, I let myself grow distant.” She frowned. “Some mother… my daughter received more correspondence from the Princess Herself than she did from me. I never visited her all the time she was in Ponyville. I never met her friends…”

She shook her head. “She never forgot us though. When they built Stable One, my Twilight made sure my husband and I were amongst the first to be guaranteed a place inside. We were on the way there when the Cloud overtook us. My husband died on the steps just outside the Ministry, making sure I made it through the door.”

She looked away, softly muttering, “Of course, they’d sealed the Stable early…”

I found myself looking at her wheelchair and thinking of the stallion’s skeleton outside with his hooves sunk into the concrete. I was suddenly very angry with the ponies of the Ministry of Wartime Technology. How dare they seal up the Stable, trapping good ponies outside, family and loved ones who the Stable was supposed to save! They deserved… Well, what they got.

“I suppose… I’ve been trying to make up for all the distance I let fall between us when my daughter was still alive.”

I looked at the shrine with fresh eyes. This wasn’t obsession. It was overcompensation.

“I come in here and talk to her,” Star Sparkle told us. “Sometimes I tell her how my day was, although not so much anymore since all my days are pretty much the same. Sometimes I read to her. She did so love books.” Star smiled sadly. “Sometimes, I just tell her I’m sorry. And that I love her.” She looked away, a few tears escaping to drip from her cheeks.

“Sometimes,” she admitted softly, “I even think that I hear her say something back.”

*** *** ***

“We are taking her with us!” SteelHooves stomped.

We were standing on the mezzanine as we waited for Velvet Remedy and Pyrelight to join us.

“We are not taking her with us!” I stomped back.

“She deserves better than that,” SteelHooves insisted, pointing his hoof in the direction of Star Sparkle’s hovel.

“She doesn’t deserve to face what we have to,” I argued, shaking my head. “Where we’re going next is too dangerous…” I was cut off by a majestic hoot as Pyrelight landed on my head, her talons pricking at my scalp through my mane. I turned to see Velvet Remedy trotting up, a rather large package hovering behind her.

SteelHooves nickered angrily. “Well of course we’re not taking her with us now. The alicorns will be waiting for us right outside. I’m not trying to get her killed.”

“Ah might have somethin’ t’ help with that,” Calamity interrupted, pulling the case of new missiles out of his pack and setting it before SteelHooves.

“Oooh?” Velvet Remedy sang, “We’re giving presents? Perfect, because I have one for Littlepip!”

I blinked. “A present? For me?”

She floated the package over to me as she joined us. “I just had to get you something new to wear,” she chimed. “Especially after throwing your dress to the dragons.”

I tried not to grimace. Of all the things I was worried about right now, a pretty dress was really not amongst them. I had rather given up on pretty dresses. The Equestrian Wasteland favored a more rugged and armored look. Still… maybe it would be something to look nice in for Homage?

But when I opened the package, I found that Velvet Remedy had surprised me.

“Canterlot Police Barding,” Velvet Remedy told me as I pulled out the old uniform. It was in amazing condition. “Some of the best light barding in Equestria.” She whinnied theatrically, “You wouldn’t believe how hard it is to find anything practical in your size.”

“Wow… I…” I blinked. It was a wonderful gift. Yet at the same time, I had grown rather attached to my armored Stable Utility Barding. (Although, thankfully, not literally and permanently.) Ditzy Doo had armored it, after all.

Velvet Remedy seemed prodded. “Go ahead, put it on.” Almost as if she had read my mind, Velvet said, “I know your old Stable suit has been a constant companion, but haven’t you put it through enough? That suit has been torn up and mended as often as you have, and deserves a rest. Wouldn’t you agree?”

I nodded solemnly and started to disrobe.

“We’re still not taking her with us,” I said firmly.

“Taking who?” Velvet asked.

“Star Sparkle,” SteelHooves told her.


“Take her where?” Calamity asked.

“Tenpony Tower,” SteelHooves said emphatically.

“D’ya really think they’ll jus’ let her, a Canterlot Ghoul, live in that posh, stuck-up…?”

“Yes they will.” SteelHooves slowly intoned in a low voice that told me it would be very bad for the citizens of Tenpony Tower to refuse her. “She was Twilight Sparkle’s mother! Remember what Tenpony Tower is. They will.”

I nodded. “I agree,” I stated, suspecting that the Twilight Society would go to great lengths to have a direct relative of the Ministry Mare in the Tower. “I’m sure that Homage would help. And…” I chuckled, shaking my head, “I can set her up with a place. I own a cheese shop.”

Both Calamity and Velvet Remedy looked at me oddly. “Ya ‘ave a what now?”

As I pulled the Stable Utility suit over my head, I informed SteelHooves, “But we’re not taking her with us…”

I tossed my Stable Utility Barding onto the floor and stared at it. It was ragged, so patched up it looked like it was sewn from rags. There were deep stains, not all of which were blood. It was repulsive.

“…not now.” I looked to SteelHooves, who was still snorting impatiently. “We’ll come back for her though. I promise. Until then, she’s safe here.”

“Why not?” SteelHooves asked insistently.

“Because we’re not going to Tenpony Tower. As soon as we’re done in Canterlot, we’re going straight to Splendid Valley…” No more delays.

“After we pick up Xenith,” Calamity reminded me. Okay, one delay.

“…After we pick up Xenith,” I added. “Splendid Valley.” I leveled a look at SteelHooves. “You know what’s there. I’m not taking Twilight Sparkle’s mother anywhere near that place. I am not taking her anywhere until the Goddess has been dealt with.”

SteelHooves seemed to accept that answer, backing down with a nod.

I folded the barding up as best the armor plates would allow and slipped it into the duffle bag filled with tools for Calamity. “Oh!” I looked up, floating my old armor and the StealthBuck II out of the duffle bag before passing it to Calamity. “I’ve got a present for you too.”

Calamity took one look inside and let out a whinnying squeal of glee.

I started putting on the Canterlot Police Barding, which really did fit quite well and… oh, what was that feeling? Oh yes! I remember now: it’s the feeling of wearing something clean!

SteelHooves walked over to the nearest Stable City guard and spoke with him, getting a nod.

I trotted in place, getting used to the feeling of the new armored barding. “Thank you, Velvet! This is… nice!” I paused, noting the color. “How does it look? Does it go with my mane?”

SteelHooves neighed, returning as the guard trotted over to the railing of the mezzanine. “Honest opinion? I can’t picture it on you. Not enough bloodstains.”

I gave SteelHooves a dirty look.

“Give her time”

I shifted my attention to the guard, ignoring them both. The guard’s horn began to glow. Sparks of magical light floated down and spread about the skeleton-covered floor below.

The static from beneath us stopped.


“I shut them off,” the guard said simple. “I’ll turn the broadcasters back on after you leave.”

Shut them off? My hoof slapped my face as I remembered cowering in a corner in the Ministry of Magic lab, shooting frantically at a broadcaster. Of course you could just turn them off.

I was not a clever pony. I was, in fact, a very stupid pony.

As we walked down the steps and made our way through the sea of bones, I stopped and pulled one of the broadcasters from its PipBuck, turning it over, familiarizing myself with its design.

“Well, ain’t this obviously an ambush,” Calamity said dryly, looking out into the pink. “Where d’ya think they all went?” There was no sign outside of even a single alicorn. “Hidin’ up on the roof or ‘round the side o’ the buildin’?”

“Maybe the one they called Nightseer got tired of losing alicorns to us and called them back?” Velvet Remedy suggested hopefully. Something in the tone of her voice betrayed that she didn’t really think that was possible either.

“So,” Calamity looked to me, “What’s the plan?”

*** *** ***

<-=======ooO The Balloon Orb Ooo=======->

Pinkie Pie’s office. Ministry of Morale. Manehattan.

Only… not.

As I pushed open the door with a pink hoof, everything seemed off. Distorted. It was as if the normal color scheme of the world had become a twisted painting of grotesque pastels.

I felt awful, and yet I felt horribly alive. A buzz ran through my nerves and up my spine. My ears itched. There was a tremor in the back of my right hindleg and an odd burning sensation was growing in my left forehoof.

I knew this feeling. My host was riding the razor cliff of a Party-Time Mint-als high. The edge before the awful crash. But it was more than that. This was… wrong.

The world tasted funny. Smelled funny. Like peppermint and rotted cabbage.

“Stupid, bitchy-witchy Twilight. I’m fine! I’ll show her…” My host looked around, scowling. It was as if even she realized something was terribly out of place, but couldn’t put her hoof on what.

“..I know. I’ll record my memory and send it to her. A nice long one. She’ll see there is nothing wrong with me. And she won’t be able to leave until she’s done seeing…”

No. No Pinkie. You are not fine. Nothing about this is fine.

“Pfft, leave her be,” a voice whispered from beside me. “If she wants to throw you away because she doesn’t like your parties anymore, then good riddance!” The voice was female and it was coming from… the plant? Yes, one of the potted plants in Pinkie Pie’s room was actually talking to her. I saw the plant move, the leaves rustle as the voice drifted up from it. “You don’t need her. You don’t need any of them!”

My host barely gave her… it… a glance. “I thought she was my friend.”

“Indeed,” came another voice from a marbled paperweight on Pinkie Pie’s desk. “None of them see what you can see. They don’t understand the pressure you’re under.”

“No,” Pinkie Pie agreed. “No, they don’t.”

Oh Goddesses. Pinkie Pie was having a mental break. I was seeing what she was seeing in her head.

Pinkie Pie continued to look around, then stopped, staring at a tall, thin object concealed by a sheet. “Where did you come from?” She plodded over and grasped the sheet in her teeth, pulling it free.

Before her stood a mirror. I saw my host staring back at me. Pinkie Pie, but not as I was used to seeing her. Her coat’s color was off. Her mane hung straight and limp. Her expression was cross and dour. This was Pinkie Pie right after her last party.

There was a ribbon wrapped around the mirror with a note on it:

Dearest Pinkie,
Thought this might help you find your way.

Pinkie Pie scowled as she read the note. “I’m. Not. Lost.” She grasped the ribbon in her teeth and tore it away. Then stared at herself in the mirror.

“You too, Rarity?” she mumbled. “Are all my friends going to abandon me?”

“Can’t trust anypony anymore,” the paperweight grumbled.

Pinkie Pie trotted to a nearby intercom, pressing her hoof against a button. “Hey. There’s a mirror in my office that isn’t supposed to be here. Call somepony to pick it up.”

“Yes ma’am,” a mare’s voice crackled over the intercom, sounding oddly distant. “Where is it supposed to be?”

“I don’t care. Take it to one of the FunFarms or something,” Pinkie grumbled. “Just get rid of it!”

My host trotted backup to the mirror, staring. She reached out a hoof, touching the surface…

…and jumped back at the shock of cold. The image in the mirror changed abruptly. Now, looking back at us, was Pinkie Pie. Smiling, cheery, objectionably pink, poofy-haired Pinkie Pie.

“Oh! Hey!” the Pinkie Pie in the mirror called out happily. “Hello, Pinkamina! Ooh, you don’t look so good. Which is bad because you’re me, and that means I don’t look so good!”

She had enchanted a small mirror. To look in it, you would see your reflection, just as with any mirror. But if you touched it, or focused your magic on it, then a spell within the mirror… took a picture of your soul. Then a second enchantment allowed the mirror to show that image.

The mirror Pinkie Pie looked at my host with concern. “What’s wrong with us?”

“Who the hell are you?” Pinkie Pie, my host, grumbled.

Goddesses, this was bizarre, if not downright creepy. I decided to think of them in different names just to keep my thoughts straight. Although part of me worried that was buying into this insanity.

“Why, I’m you, of course!” Pinkie Pie giggled. “I’m the real you… Which is weird, since I’m totally high too.” The reflection was high on PTMs? Or was that Pinkamina’s high warping… the reflection that can’t really be having this conversation in the first place since reflections. Can’t. Talk! Just like paperweights and potted plants!

“This is a trick,” Pinkamina hissed.

“You mean like a practical joke? See, they really do still care about you.” Pinkie Pie paused. Then brightened. “Oh! Hello, Littlepip.”

Uh… hello? The conversation had taken a left turn into weirdsville

“Littlepip says ‘uh, hello’.” Pinkie Pie proclaimed, beaming.

Wait. What?

“Now Littlepip says ‘wait, what?’.” Pinkie Pie giggled.

This was impossible!

“You remind me of our friend Twilight Sparkle, Littlepip!”

“She’s not our friend,” Pinkamina sighed. “Not anymore.”

Pinkie Pie’s eyes widened. “She is SO our friend. If she wasn’t, she wouldn’t be trying to help us!” Pinkamina opened her mouth but Pinkie Pie shook her head. “And don’t try telling yourself you don’t need help. I know better. And that means you know better.”

“I… I’m just trying to make ponies happy.”

Make them happy?

“Littlepip has a point,” Pinkie Pie said seriously. “You can’t make somepony happy. You can only help them find happiness.” Pinkie Pie pointed at the window. “Look out there. Do they look happy?”

“No,” Pinkamina mumbled, looking anyplace but the window.

“They’re not happy,” Pinkie Pie admitted sadly. “I think… I think they’re actually… scared of us.”

This was... this was what led to Pinkie Pie realizing she needed help. This conversation, that somehow, insanely, I was a part of, was what pushed Pinkie to…

“Shussssh!” Pinkie Pie scowled at me from the mirror. “You have to keep secrets, Littlepip!”

What? No! If… if there was any chance that I was somehow… communicating… then there were things that Pinkie Pie needed to know! I could warn her! I could save…

“Nooooooot list-en-ing!” Pinkie Pie said, covering her ears theatrically. “You. Can’t. Tell. Littlepip!”

But… but everything ends so horribly!

“No. No it doesn’t.” Pinkie Pie shook her head fervently. Then, suddenly, she was smiling again. “Everything will end in sunshine and rainbows!” she announced gleefully. I was struck by the strangest sense of déjà vu.

She pointed a hoof at me, or was it at Pinkamina. “As long as you’re willing to face the fire, that is.”

“What fire?” Pinkamina asked.

“Don’t listen to her!” the potted plant insisted. “She just wants you to fail.”

“No,” Pinkie Pie insisted. “We have to do what is most important first. We have to save the other ponies before we save ourselves. You know what I mean, with those bad, bad ponies at Four Stars. But then…” Pinkie Pie smiled sadly. “Then we do have to save us, don’t we?”

Sunshine and rainbows. I wanted to tell her how absolutely impossible that was. Hell, the two things this world didn’t have anymore were…

Pinkie Pie grew very cross, glaring at me through the mirror. “Sunshine. And. Rainbows.”

Pinkamina dropped to the carpet. “We… I…” She began to cry. “How? How can I fix this? How can I giggle at the ghostie when I’m the ghostie?”

If a hug could heal pain, then laughter could heal fear. But the Ministries cast a big shadow. There were many, many ponies who needed to giggle.

“We need to stop,” Pinkie Pie said solemnly. “The whole Ministry of Morale isn’t helping. It’s hurting ponies, and we need to stop.

“We need to get clean. Then record this memory for Littlepip. Then…”

“The whole Ministry,” Pinkamina moaned. “We need to tear it all down. A big going away party. The biggest ever.”

<-=======ooO Ooo=======->

*** *** ***

Ahead of us loomed a tall, curving building of feminine grace, adorned with large gemstones and crystalline latticework. If the Ministry of Wartime Technology building was the king of Ministry Walk, the Ministry of Image was clearly the queen. Everywhere else, Ministry of Image preferred to keep itself invisible, a shadowy hoof supporting all the others from behind the scenes. The Canterlot Hub of the Ministry was a showpiece, the name of the Ministry wrapping around the façade in diamond-studded letters.

Rarity, the Mare of the Ministry, had never appeared in any publication, poster or product of the Ministry of Image. Here, she stood proudly before her Ministry as an alabaster statue lording over a fountain of crystal, glass and diamond dust.

My plan, which had largely amounted to “run”, seemed to be working. Velvet Remedy and SteelHooves galloped beside me as we passed between the dead trees that lined the park. My lungs were burning, fighting for breath. My head pounded and my vision blurred. I could feel the strain on my heart and muscles as the Pink Cloud attacked every part of my body, inside and out.

Still no harassment from our enemies, but I had two red lights on my E.F.S. compass. “Look sharp!” SteelHooves called out, his visor giving him the same warning. I didn’t see anypony; either they were invisible or they were hiding in the draped alcoves of the Ministry. Calamity beat his wings, soaring upwards, wary of alicorns on the roof.

It all happened in less than three seconds.

We charged around the Rarity Fountain and right into the trap.


Proximity mines! A lot of them, many of which were magical energy based, virtually paved the space between Rarity and the front door of the Ministry of Image. Many of them had already begun to flash as Velvet Remedy and SteelHooves drew to a stop next to me. My horn was already glowing as a field of levitation magic swept over the mines.

The two alicorns stepped out of their hiding places and sat down, becoming statues as they instantly erected an alicorn shield around us, trapping us inside it with the mines. Pyrelight, who had been keeping pace with us, smacked into the inside of the shield and fell to the ground amongst the mines, dazed.


I parted the sea of beeping mines, shoving them into piles against the shield right next to the alicorns as I magically switched on the broadcaster which I had attached to my PipBuck. Velvet Remedy telekinetically pulled Pyrelight back and wrapped us in her own magical shield.

My head exploded in agony. My vision swam with red. Beside me, Velvet Remedy started to scream as the broadcaster’s deadly necromancy attacked her as she held the spell. The alicorns jerked, opening their muzzles in a twisted cry of anguish, their shield dissolving.

The mines exploded in a cavalcade of fire, shrapnel, concussive force and magical energy.

*** *** ***


The turret exploded as Little Macintosh sent two armor-piercing bullets through its innards. A twin-shot from Calamity’s battle saddle took out the last of the six security turrets. Compared to the security systems we had run into in other buildings, this had been almost too easy.

I stumbled into a plush bench, face-planting into the cushions, and caught my breath. The others settled down, imbibing healing potions. The Pink Cloud had harmed us more than the alicorns’ trap and the turrets combined.

I could smell something foul from the cushion, but I didn’t care. Even at a glance, I could see that much of the Ministry of Image was succumbing to rot and decay. The furnishings and décor had been chosen for appearance, not longevity.

“This don’t bode well,” Calamity said with a grimace. I looked up wearily, pulling out a healing potion of my own. Shoving myself away from the blissful cushion-ness of the bench, I moved to where he was flying. Calamity was looking behind the lobby greeting counter.

Steel Rangers. Dead. More than half a dozen of them.

“Sent by Cottage Cheese to retrieve the Black Book,” SteelHooves noted solemnly, joining us.

“Ayep. But… what killed ‘em? And who laid them out like this?”

I shook my head. Not a good sign indeed. I turned away, tipping the potion and letting its healing liquid pour down my tongue and throat. Calamity was flying over the bodies, pulling ammunition from their battle saddles.

Velvet Remedy was looking over the Image Directory hanging on a wall between two columns of twisting marble. “Where were we expecting to find this book?” Velvet questioned.

“Rarity’s desk. A secret safe in her office.”

Velvet nodded. “There’s an executive elevator. For once, we might actually be in and out as quickly as Littlepip keeps hoping.”

Calamity coughed into his hoof. A cough that sounded a lot like a comment about “liking mares”.

Rolling my eyes, I checked the map and started towards the elevator. It was just down the right-hoof hall and around the corner. The hall was hung with backlit posters in gilded frames, each boasting the merits of the other Ministries.

I pulled up short as I rounded the corner.

The executive elevator was between two “PROGRESS” posters, one of which was the familiar image of the glee-filled mare and her hover robot, the other a group of ponies staring in awe at a glowing terminal. The elevator itself was richly designed, gilded with gold, and stuck open by the dead body of a Steel Ranger knight. The body of a scribe lay crumpled inside, slowly rotting. Her horn and the top of her skull had exploded, painting the back of the elevator car. Soft static poured out of the speaker on the roof of the elevator car.

“Maybe we shouldn’t take the elevator?” Velvet suggested as she caught up with me.

*** *** ***

As we wove through the maze of terminals, monitors and meeting tables that seemed to make up a large bulk of Media Oversight, I was struck by the lack of skeletons or other signs of dead ponies. Not just in the Ministry of Image, but in the Ministries of Peace and Arcane Sciences as well. Perhaps it was the sight in the Ministry of Wartime Technology’s atrium that had reminded me that something was missing. The only dead here were Steel Rangers. Other than one message written in blood, there was no indication of pony death in Twilight’s Ministry either.

The lighting in the room flickered on the verge of giving out. When we had switched them on, two of the light fixtures had exploded.

SteelHooves paused, looking at a line of dust-covered maneframes along one side of the building. “This room alone could have killed them,” he commented. “Just by seeing all the technology preserved here and knowing they were only here for a book.”

I glanced at a nearby terminal, this one still glowing. Curious, I drew out my hacking tool. It was an extremely easy terminal to access. The password was “glitter”.

Media Oversight, Intraoffice Memo #057

Just a reminder and clarification for ponies new to Media Oversight’s division of Imagery:

All pictures of ponies including multiple, non-specific individuals are required to have at least a two-to-one ratio of ponies with bold or pastel palettes to ponies whose coat and mane bear neutral colors such as brown, grey or tan. A three-to-one ratio is preferable. The only exception to this is for ponies with white coats. White is Celestia’s color and is always permissible in any amount.

Likewise, be sure that any planned photography be coordinated with at least one of Imagery’s pegasi. We want the image of Equestria to be one of glorious sunny days and bright starry nights. Overcast skies are to be strictly avoided unless required for Effect. Color correction may be employed to make the sky over Equestria an even deeper blue.

In addition, remember that all images of zebras are to be monochromatic. Color photography should be rendered black and white or passed through a desaturation and palette correction spell. Attached is a list of appropriate tints for zebra imagery, but a good rule of hoof is any coloration that gives the image a demonic or sickly appearance.

Personal Memo:

Dearest Shutterbright,

While I do appreciate your artistic thinking, and I agree that a “bright and beautiful” Equestria is a most desirable aesthetic, I must decline your proposal that all imagery of Equestria display a sunny day. Please remember that Princess Luna sits on the throne now. Let us not set policy designed to wound Her.


Media Oversight, Intraoffice Memo #162

All ponies with Media Oversight are required to attend the mandatory employee meeting tomorrow, starting promptly at eight. In this meeting, we will be giving you an overview of our new Radio Override System. Thanks to assistance from the Ministry of Awesome, we have been able to establish an Equestria-wide system for emergency interruption or enhancement of radio broadcasts. All ponies in Media Oversight will need to be familiar with the basics of this new system and how to access the ROS from either the Media Oversight office or the Base Station of any of the MAw Towers.

The meeting is expected to last two hours. Lemon cakes and tea will be served.

“Uh, Li’lpip?” Calamity said, staring at a dead monitor. Across it, somepony had painted a message:


“C’n we just go home now?” the pegasus moaned. I didn’t blame him.

We continued on, even more alert and cautious than before.

*** *** ***

“A dragon!?” Velvet Remedy gasped, echoing my own sentiment. Pyrelight let out a worried hoot.

“Ayep,” Calamity asserted as he flew over the book bins and tables of Restricted Publications. The rest of us had to walk around them. From what I could discern, the very long table I was passing had once been where a small legion of unicorns had magically converted books to “new editions”. There were bins for books beside each workstation, one labeled “inappropriate” and the other labeled “corrected”.

A poster on a nearby bookcase showed a dark-blue earth pony reading over a book, with more stacked on each side. The poster read: “Be diligent. We check your work.” We had passed through the book review office to get to this room.

“That makes this much more difficult,” SteelHooves commented. “I do not believe we have the firepower to kill a dragon of that age.”

Velvet Remedy frowned. “You ponies do realize this is probably Spike’s mother we are talking about, right?” She nickered, “Show a little compassion.”

I winced. But right now, she was a threat to Equestria -- a giant, living Pink Cloud factory.

“Ah don’t think we ‘ave to,” Calamity stated. “Kill her, Ah mean. The crazy alicorn lady already solved the problem fer us.”

“She’s already dead?” I exclaimed in surprise.

Calamity shook his head. “Seems that the alicorn got ‘hold of a spell that’ll turn big mother dragon inta something small that doesn’t breathe Cloud… or, at least, that would only breathe tiny puffs of cloud. A field mouse, Ah think.”

Velvet Remedy stopped, staring. “A spell that turns a dragon into a field mouse?”


“And how do we cast this spell?” she queried. “I’m pretty sure it’s outside of my scope of spellcraft, and we know it’s outside of Littlepip’s.” Rub it in, why don’t you.

I’m the one who found the spell, the not-Trixie personality had said. I’m the one who cast it.

“Taken care of,” Calamity grinned. “Crazy alicorn lady already cast the spell. Well, sorta.”

“Sort of?” Velvet prompted. I wasn’t sure if she was asking what he meant or correcting his grammar. Calamity assumed the former.

“Way Ah hear it, she used somethin’ that the Ministry o’ Magic came up with fer the Ministry o’ Morale. A way t’ cast a spell and hold the effect on a trigger,” Calamity rubbed a hoof against the back of his neck. “T’ be precise, a way t’ cast a spell inta a present. The spell goes off when the present is opened. She hadda quirky name for it.”

“Spell in a Box,” I guessed.

“Ayep,” Calamity said as he landed next to a set of cages labeled Sanitation. “That was it.”

I ducked under the table between us and trotted up to him, glancing at the clipboard which hung next to the cages. “For processing of dangerously seditious materials. Please read instructions carefully.” From what I read, the empty cages once held trained parasprites which had been ensorcelled to eat the words off of pages. I wondered if they only ate specific words, or if they rendered the whole book blank (and thus gloriously sedition-free).

“Makes sense,” I thought aloud. “With the thickness of Pink Cloud down there, she probably couldn’t actually approach the dragon and cast the spell herself. So she had to cast it into a Spell in the Box. I wonder how she got it down there to mother though.”

“She made a deal with a couple of the Canterlot Dragons,” Calamity said.

“Oh dear,” Velvet said. “No wonder her personalities were in crisis. She really was on the verge of rendering half of herself obsolete!”

“How do you know all this?” SteelHooves asked.

“All. Fucking. Night.”

“I take it the present hasn’t been opened yet?” I looked to Calamity expectantly. “So that’s what we have to do?” That would mean sending SteelHooves into the treasury. There wasn’t another of us who could survive it. “Open her present without getting transfigured into a field mouse?”

“Not… exactly.”

*** *** ***

“What?!” I stared at Calamity in disbelief.

We had gone up a level and were working our way through the brightly-colored Educational Reform floor as Calamity explained the plan that the alicorn in the Ministry of Arcane Sciences basement had devised. When Calamity was finished, I felt all reason had fled from the world.

“Who the hell ties something this important to the start of a gala?” I huffed. “That’s insane!”

Calamity fixed me with a level stare. Behind him was a poster of happy foals playing in a cheerful-looking schoolyard under the arch of a rainbow. “What part o’ what ya saw down in that basement screamed sanity t’ ya?”

I groaned, pressing a hoof to my face. “Okay, okay… let me see if I’ve got this. In order to stop the continuous replenishment of the Pink Cloud, we have to trigger a Spell in the Box that will turn the treasury dragon into a field mouse. The trigger for the Spell in the Box has been rigged into the fireworks display for the Grand Galloping Gala…”

I remembered Pinkie Pie’s endorsement on the Fillydelphia FunFarm poster in SteelHooves’ shack: Everything the Grand Galloping Gala should have been. Every day, forever!

In Equestria’s final year, Princess Luna had given over the Grand Galloping Gala to Pinkie Pie. The fireworks had been rigged up with one of her “instant party” systems. But the Gala had never happened. The megaspells rained down and life in Canterlot had ended. No more parties.

“…And the trigger to set off the fireworks is in Princess Luna’s private chambers in the royal castle?” I understood now why Calamity had said we needed to go to the castle. I was so frustrated I could just scream. Why wasn’t anything ever easy?

“How would we know if it worked?” Velvet Remedy asked. Asking SteelHooves to wander into a dragon’s lair and check had clearly never crossed her mind.

Calamity pulled something out of his pack and spit it onto his hoof. “With this!” He held up a large, pink gemstone with a flaw deep within it, an artificial flaw in the shape of a rune. “Spell in the Box goes off, this little darlin’ lights up.”

I wondered if this was the “it” that the alicorn had been searching for.

“You stole that on our way out of the basement, didn’t you?” Velvet asked rhetorically.

A blob of red light appeared on the edge of my E.F.S. compass. I spun, trying to spot the source. My ears perked, catching a low, unearthly hum. It sounded similar to the warping, grating sound of a Canterlot Ghoul reviving, only softer and caught on a single note like a broken recording.

But there was nothing there. Just a short, colorful bookshelf carved and painted with hearts and rainbows and prancing pony children. The bookshelf contained equally colorful books. The paint was peeling now, and two of the shelves had rotted through, spilling their contents onto the floor. Above was a chalkboard with a story problem: In Sunshine’s home town of Ponyville, the reward for turning in zebra sympathizers is 500 bits. Sunshine reported her bad uncle yesterday, two zebra sympathizers today, and will report another tomorrow. If half of the ponies she reported are proven to be zebra sympathizers, how many bits will she receive at the end of the week?

A dark shadow formed on the blackboard. Then bulged, pressing through it, a shadowy cloud that reached through the wall like a grasping claw.

I froze, trying to process what I was seeing. The shadow cloud grew, moving towards us, splitting into multiple flowing tendrils. The unhallowed hum was coming from it, growing louder. The lights began to dim, like the thing was devouring the illumination in the room. One tendril curled down, passing through a desk, totally insubstantial. The tail of it pulled out of the chalkboard, the thing fully in the room with us.

I tried to kick on S.A.T.S., but my targeting spell faltered, unable to lock on.

Whoooooosh! The rocket from SteelHooves’ battle saddle arrowed past me, moving through the shadow cloud as if was really just a shadow. The rocket struck the far wall in a loud explosion of fire, dust and colorful debris. The blowback knocked me down, toppled bookshelves, threw a table. The shadowy cloud barely reacted, its tendrils still reaching out towards each of us.

I skittered back, away from the snaking shadow, certain of what would happen if it touched me. They eat your soul! Our weapons were useless against this creature. No armor would stop it. I was no longer surprised that all the Steel Rangers who made it this far had perished here.

Velvet Remedy cast her shield, wrapping the shadow cloud in her magic. It pressed its tendrils against the wall of the shield, the shadow molding over the surface, unable to get through.

Velvet Remedy had contained it. No… them! The shadow was a swarm of tiny, jet-black necrosprites. They could pass through solid objects, but not through magic fields. I shuddered, shakily releasing a breath I didn’t realize I was holding.

“I’ll keep them contained,” Velvet said. “You go on ahead.”

Pyrelight landed on her rump, looking insistent on staying. We nodded and ran off, leaving her holding the swarm.

*** *** ***

The Book was here. In this room. I could feel it.

I had been in Rarity’s personal office before. It was much the same, although gnawed on by the teeth of time. A dress pony stood in one corner next to an ornate chest. There was a note attached to the chest, written in Rarity’s elegant script.

Thoughts on the dress:

The goal is to create elegant yet functional armor of a moderate weight and classic style. I’ve chosen a color scheme of amaranth and gold that harkens back to the dress that my beloved friends created for me for that first Gala so long ago. In honor of my dearest and closest friend, I am drawing on my best skills at haute couture. The armored plating, particularly over the breast, will draw inspiration from the armor worn by the royal guards.

I have woven a little magic into the dress. Although only the metal plating will stop bullets, cloth should hold well up against bladed weapons, as well as being resistant to the wear and tear and general dirtying that I have come to expect from a battlefield or a Gala. (I jested that I might make the final version indestructible, but it was only a joke. I did, after all, tell Applejack that I would do no such thing. And besides, the reaction from my top magician would have been enough to put me off the idea even if I had been serious. He was right, of course. With what I have done, I most likely do not have enough of a soul left to spare even a little of it.)

Anyway, I am very pleased with my first pass. But the final dress needs to be even better, beyond mere perfection. The Grand Galloping Gala is still months away, so even with all the insanity here, I do have plenty of time. It is my most sincere hope that most, if not all, of my friends will be at the event this year. If so, I hope to convince them to allow me the honor of fashioning each one of them a similar-yet-unique, elegant “Ministry Mare” armored dress.

Normally, the Gala would not be the venue I would choose to show off the first in what I hope will be a new line of fashionable armor. But this year, Pinkie Pie is finally living her dream and has been put in charge of the event. So really, all bets are off.

I floated out my screwdriver and a bobby pin, picking the lock on the chest with relative ease. Opening it, I laid eyes on the armored dress. It was… beautiful.

“Ah thought ya said the book was in the desk?” Calamity said, flying up from behind me. “Whoa nelly!”

“Yeah,” I whispered, pulling the armored dress out and looking it over.

“Uh… Li’lpip?” Calamity said timidly. “Could… uh… could Ah have that?”

“I didn’t know you liked to wear dresses,” SteelHooves intoned as he joined us.

Calamity spun around in the air. “Ah don’t!” he insisted. “It’s fer Velvet.”

I snickered as SteelHooves neighed mockingly. “Of course you can, Calamity. She’ll look… exquisite in it!”

I passed the dress to Calamity and moved to the desk. I closed my eyes, drawing on the memory of how Rarity had opened the secret compartment. One of the gems embedded in the front of the desk concealed the lock.

Opening my eyes, I extended my magic over the desk, moving aside the gem. I began to pick the lock, this time using just my magic. The lock was deceptively easy to pick, almost like the compartment wanted to be opened.

I slid open the hidden compartment. There, laying amongst the papers and detritus like a sleeping dragon, was the dark tome -- perfectly preserved, its ancient pages filled with the most powerful and forbidden magic between covers of the blackest leather.

I reached out with my magic. I felt a cold shock as I touched it with my meager ability, the book promising to unlock greater powers and mysteries than I ever dreamed of. I didn’t have to be a one-trick unicorn anymore. With this Book, I could be Magic if I wanted to, powerful enough that I was worthy of being a Bearer of that Element.

It was mine!

*** *** ***

Velvet Remedy made her way to us slowly. Her horn was still glowing and beads of sweat fell down her forehead. She was pouring most of her concentration into maintaining her shield even though it was out of sight. Once we were outside, she would release it. The necrosprite swarm hadn’t left the Ministry building in over two centuries. We were hoping it wouldn’t now. I gave equal odds that either the magic woven into the Ministry walls that kept the Pink Cloud out also kept the swarm inside, or that the swarm had remained here, drawn to the presence of the Black Book like moths to a lantern.

I turned to stare at the pony-sized poster on the wall. I had seen it before on a massive billboard in Manehattan. I hadn’t liked it much then. I liked it less now that I actually knew a zebra.

Ponies love laughter. Zebras do not understand joy and fear it.
Ponies are honest. Zebras tell only lies.
Ponies are loyal. Zebras will knife you in the back.
Ponies are generous. Zebras are selfish and greedy.
Ponies care about each other. Zebras care only about themselves.

“Okay, here’s the plan,” I said, knowing the others would not like this. “Everypony else runs to the Ministry of Awesome. I’m going to slip into the royal castle and set off the Gala fireworks.”

“Yer gonna what now?”
“Not a chance!”

The responses I expected.

“No, Li’lpip!” Calamity said as he swooped close to me, backing me against a wall. “Ah should do this. Ah’m faster. Ah’m more maneuverable. And Ah called it. This is muh mission.”

I slipped out the MG StealthBuck II and floated it before them. “I can get in undetected. But it has to be me. Just me.” I was the only one with a PipBuck. There was no room for discussion.

“Pony feathers,” Calamity spit, bucking his hoof through the pony-sized poster.

“If you find the Goddesses,” Velvet Remedy said slowly, still concentrating.

I frowned. I didn’t want to find the Princesses. My mind conjured nightmare images of Their skeletons fused together in the throne room and my heart stopped. Just for a moment. I wasn’t sure I could handle finding Them, seeing where They died.

I certainly didn’t want Velvet Remedy to bear witness to such a devastating horror. “If I find the bodies of the Princesses, that won’t mean I’ve found the Goddesses. They’re transcendent souls.”

I ignored Calamity’s snort.

“But you will tell me what you find,” Velvet Remedy insisted. I really didn’t want to. “Promise me.”

I only nodded, feeling a tear form in my eye. I prayed to the Goddesses that I wouldn’t have to either honor that promise or break it. I begged them silently that I would find nothing.

Calamity flew up to me again, this time with the pink gem in his teeth. He tossed it to me. “Now ya gotta promise me somethin’,” he said softly. “Ya gotta promise me yer gonna do this. See it through.” I looked at him with surprise. I quickly nodded. Of course I would!

“Ah’m serious, Li’lpip. Ah really want it t’ be me,” he lowered his head, looking ashamed. “I know it in muh heart, but muh head needs convincin’ that we’re still the good guys. Ah need this.”

I floated up the pink gem with its rune flaw. “Then maybe you should hold this,” I offered. “That way, you’ll know when its done.”

Calamity shook his head. “As much as Ah’d love t’, y’all might need it. Without it, how else will ya know its worked an’ y’all can come back?” He looked away. “No way Ah’m gonna leave ya hangin’ just t’ satisfy muhself.”

I nodded again and tucked the gemstone away. Calamity flew ahead silently.

We moved into the stairwell and descended. The Black Book radiated an unpleasant coolness through one of my saddlebags. I was beginning to question whether I was really intending to give this to Trixie. Maybe my plan, whatever it was, needed revision. Or maybe there was something inside the book that would take care of Trixie once and for all.

What was it that Rarity told Applejack that the Black Book contained? Magic to tear souls apart.

Maybe… maybe I could even save Twilight Sparkle!

*** *** ***


I hurled the Black Book against one of the pillars in the royal throne room. I floated out another healing potion and downed the contents, hoping it would relieve the pounding in my head and the tightness in my chest.

The royal castle was filled with Pink Cloud, thicker than outside. It had rotted away the tapestries, turned the carpets and draperies into greasy residue, cracked and discolored the stained glass, and decayed the once royal furniture into collapsed heaps of debris. The golden fountain pools at the foot of the royal throne were tarnished beyond polishing and stagnant with thick pink sludge.

At least there were no bones in here. No skeletons of Celestia and Luna.

I knew I shouldn’t have paused. I needed to keep moving. If I dallied, the pink would kill me. Or the StealthBuck II would die and the alicorns would kill me.

But still, I had stopped, my curiosity strangling me, threatening to kill me with razor claws if I didn’t at least look inside the Book. Just a peek. I had stopped, telling myself I would just crack the cover open. That I was just making sure that parasprites hadn’t eaten the words off the pages.

The Black Book was written in archaic zebra glyphs. Every damn page. The book wanted me to read it. I was sure if I studied it, the answers would come to me in dreams. But that didn’t help me now. The little pony in my head was throwing a tantrum.

Red lights moved about on my E.F.S. compass. I clamped my muzzle closed, biting my lower lip. Stupid, stupid, stupid! I dashed over, retrieving the book, shivering at the frosty surge I felt from it whenever I touched it with my magic.

Two alicorns stepped into the throne room, their shields up. As far as I could tell, the alicorns in the castle never dropped their shields. They seemed more resistant to the Pink Cloud, but they were not immune. And with the Cloud’s concentration here, they were limiting their exposure.

I crouched behind the throne, hiding even though I was invisible.

I could feel the Cloud eating at my insides, gnawing at my muscles, clamping down on my lungs and heart, seeping into my bowels. I already wanted another healing potion, but I had to hold off or I would run out. Princess Luna’s private chambers couldn’t be far. I could probably make it in a short gallop if these two would just leave. Or at least move so their shields weren’t blocking the Celestia-damned doorway.

“I don’t see anything,” one said, turning to her companion. “But I feel something. The room feels colder than it was before.”

What the hell? Was the Black Book a damn refrigerator? No, that made no sense. The safe it was in would have been freezing. Was the alicorn sensing something metaphysical? I suddenly wondered how Pinkie Pie would have responded to the proximity of the Black Book.

“I feel nothing different,” the other said, at least partially confirming my suspicions. “We should inform Nightseer. She will know what to make of your sensitivity.” The alicorns took one last look around. One of them walked up to the throne, tilting her head and looking straight at me. Through me.

“There is nothing here,” she said, turning back and rejoining her sister.

“We go.”

*** *** ***

The door to Princess Luna’s chambers was sealed with a lock almost identical to the one which had secured Princess Celestia’s room back in Her school. A very tricky lock, but familiarity helped me open it swiftly.

I pushed open the door with a hoof and stepped swiftly away as thick Pink Cloud rolled out into the hallway. The Cloud was pooled here in lethal concentrations. I could barely make out the ceiling (which I noticed formed a once-beautiful mosaic of a light blue sky with wisps of clouds and a cheery sun); I couldn’t make out the far wall at all.

I floated out a healing potion, drinking it. I felt it repairing my heart and lungs, taking the edge off the thudding in my head. My stomach settled. I took a deep breath.

I charged into the room, my horn glowing to provide light. I was looking for the pressure switch for the Gala. Immediately, my heart tried to seize, my lungs lost their cache of air as I began to choke. I felt like a thousand tiny spiders had hatched in my intestines and were spreading throughout my insides.

I found her bed, closet, dressers… but I didn’t see the switch! I dashed for the doorway as those spiders started to bite and sting.

I slammed the door closed behind me, pulling out two healing potions and downing them. As my mind cleared, I realized I had only one healing potion left, plus a super restoration potion.

And I needed to make at least one more run through the room.

I nudged open the door, stepping back again. I lowered myself, preparing to run.

A spot of red appeared on my E.F.S. compass. I moaned, shaking. I hoped the invisibility spell would hold out. The last thing I wanted right now was a fight.

“Come out, come out, my little pony!”

The alicorn’s majestic voice rang in my head as well as my ears. I turned and watched as she ascended the staircase behind me and stepped into the room with me. She was one of the forest green alicorns, but her coat was so dark it appeared sheer ebony. Her mane and tail flowed behind her like plasma, rippling in a non-existent wind. She wore armor made of bones, a saddle fashioned from a pony’s ribcage, with wing bones splayed out across her own. From her neck hung a pony’s skull with an exceptionally long, slender horn.

Thick wisps of pooled Pink Cloud rolled along the floor from Princess Luna’s chambers behind me, curling around my hooves. I felt myself trembling.

The alicorn stopped, looking right at me, then looked about the rest of the room. Her horn glowed as she slid a small knife out of her armor. The knife hovered a moment before whipping around, slashing two deep cuts across her own shoulders. The alicorn began to bleed.

My eyes widened. But I couldn’t stare at her self-inflicted wounds. My eyes were pulled back to the pony skull with its long, slender horn.

The alicorn cast her spell and the blood from her wounds began to drip upwards, flowing out into the air, swirling and pooling. Her eyes glowed as the twin pools of floating blood forged themselves into wicked, curving blades.

I felt myself trembling again. Not with weakness but with horror. I knew that horn. I had seen it before in a memory.

Sister? You called for me?

The twin bloodswords launched through the air, spinning, slashing at me. One glanced off my barding, bouncing away. The other cut a deep wound across the left side of my neck. Blood began to pour down over my armor and left foreleg. I hissed in pain, staggering.

“Oh yes, I see you, my little pony!” the alicorn laughed from behind her shield. “Did you really think you could hide from Nightseer with your pathetic little invisibility toy? What a silly little pony.”

The bloodswords spun back through the air at me. I felt another chill as I pulled out the Black Book, deflecting one of the swords with it as the other struck against my armor with enough force to bruise. The first sword disintegrated into flakes of ruddy powder as it rebounded from the Book.

“Oh! Well what do you have there?” the alicorn purred.

“What do you?” I grunted, feeling a wave of weakness and nausea. I was losing blood. I needed to take the healing potion before I bled out. But…

The other blade of blood slashed around. I cantered out of the way, the edge barely missing my muzzle. I floated the Black Book up, trying to strike it, but the blade dodged away, returning to its mistress. I tried to keep my eyes locked on the bloodsword, but my gaze slid from it, latching again on the sight of that skull. That slender horn…

This… this is going to be the Luna Academy for Young Unicorns? A magical school of my very own? Just like yours?

The ribs, the wings, the skull with its slender horn… I knew they were all from the same pony.

The blade straightened out and shot straight at me, aiming between my eyes. At the last moment I magically tossed the Book in front of my face. Red mist poured about its edges, the sword dissolving as it struck the black leather cover.

“I believe I’ll be taking that.” Nightseer focused, wrapping her magic around the Book. Her shield faltered for a moment as she felt the cold shock of the book’s aura. But only for an eye-blink, not long enough for me to take advantage.

“You dare!” I was trembling even harder now. But not from weakness or horror. The alicorn took the Black Book, easily prying it from the grip of my telekinesis. But I didn’t care. The Black Book was nothing to me. Not compared to what Nightseer wore around her neck like trophy.

“And you die,” she said casually, almost yawning as she took the Book for herself. Motes of magic formed about her, fashioning themselves into eldritch knives.

My legs gave out. I dropped to my knees; they splashed into a thin pool of my own blood that was becoming saturated with pink. My lungs were burning. My head throbbing harder.

I didn’t care. (Be Unwavering!) I focused on that skull with its long, slender horn.

The host of magical knives darted through the air at their target.

Nightseer glanced downward as she felt her necklace shift. With a telekinetic thrust, I drove Luna’s horn through the soft tissue under Nightseer’s muzzle and up into her brain.

She twitched once, the spark of life remaining in her just long enough for her eldritch knives to strike home. Most evaporated against my new barding, but several sunk in deep before vanishing along with Nightseer’s shield spell as the alicorn crumpled to the ground.

*** *** ***

No healing potions left. No super restoration potions left. Almost every unarmored part of my body wrapped in healing bandages.

I faced Princess Luna’s private chambers -- the room filled thickly with pink.

The Black Book was once again in my saddlebags. But my sense of obsession was fading, overpowered by other emotions. Just like the chill from the Book was overpowered by the heat of the fire behind me. I had stripped Luna’s bones from Nightseer and I was burning them. It was the only semblance of a proper burial I could offer.

I faced Princess Luna’s private chambers and I continued to pray.

The smoke from the fire behind me curled around me, black and acrid. The Pink Cloud floated out of the doorway in front of me in wisps. The smoke pushed its way inside as more of the Cloud flowed outward, forcing me to slowly step back until I could feel the heat of the fire breathing against my tail.

I jumped as I heard a boom of thunder from inside Princess Luna’s chambers. The ceiling mosaic had changed, the puffy white clouds growing thick and dark. A moment later, it began to rain inside Luna’s room, the sudden deluge washing the pink out of the air. I heard it gurgling out small vents in the floor.

Shaking, I began to laugh. I looked upward and shouted, “Thank you!” The Goddesses had heard me and answered my prayers!

Either that, or this was the most peculiar design for fire protection ever!

Galloping into the pouring rain, I looked about. Finding the switch was easy now. I threw my hooves against the pressure plate, then spun to face the chamber’s only window, jumping up on the dilapidated remains of Luna’s bed to keep my hooves out of the pink water that flooded the floor. Outside the window, I could hear pops and bangs. A ribbon of glittering golden light shot into the air and burst into a prismatic spray of light.

I fished out the pink gemstone just in time to see its soft glow fading. Success! The gem’s light died and I saw the rune inside had burned out, replaced by a blackened smear within the stone.

I jumped on Luna’s bed, squealing with glee as another light exploded outside the window, showering down on Canterlot with all the colors of Celestia’s flowing mane. I knew that there were more fireworks going off that I couldn’t see. Many more. For a moment, the thunderous explosions rivaled the sound of a hundred SteelHooves firing away. Then exceeded it.

I shifted away from the window, eager now to get back to my friends.

On the opposite wall I saw them. A collection of Ministry Mare statuettes. All six, gathered together, just like they should be. Lined up in a crystal display case. I realized that only Luna and Spike had kept intact collections. Even Rarity had separated the ponies in her set, giving herself to her sister Sweetie Belle, keeping Fluttershy with her wherever she went.

I wrapped my magic around the case, taking it with me.

*** *** ***

“Will you look at all of this stuff?” Calamity said with a tone of awe.

Watcher had told us that the Ministry of Awesome had been repurposed as a warehouse. But I had never pictured this.

The interior walls had been knocked out. The entire building was a gigantic black void filled with seemingly endless rows of crates, filing cabinets and metal boxes. The rows were divided into clear sections that stretched the length of the building, each section filling with containers painted a single color. Small, diamond-shaped lights hung from the ceiling at intervals, many of which had burnt out. The effect was like staring down the length of a rainbow under a black sky sprinkled with stars.

“Are y’all seein’ alla this?”

“Yes,” Velvet Remedy said, staring.

“C’n we just…”

“No,” I answered. It would take forever, and there was no way we could carry it all.

“How ‘bout just one row?” Calamity pleaded.

“No.” I looked about. “What we are looking for is behind a shield. And behind defenses. I don’t think it’s in this room. Which means it’s probably below us. Fan out and look for a way down.

“Well shoot. Y’all are no fun!” Calamity complained as he flew off.

Pyrelight swooped into the air, a streak of emerald and gold between the rainbow and the darkness.

“Velvet, hold up,” I said as she and SteelHooves began to trot down rows in the yellow section and green section respectively.

Velvet stopped, turning towards me. Then, unable to help herself, she struck a pose. “Admiring it?” she cooed. “Isn’t this just lovely?” She was wearing the armor Calamity had given her. When I first saw her in it, my heart had skipped a beat. Now that she was posing, my heart skipped another.

She grinned, watching my expression. “Or… do you prefer this?” She dropped down into a sultry, pouty pose and my heart threatened to stop altogether. I felt suddenly hot.

“I-I… um… w-wow.”

She beamed. Dammit, this wasn’t fair. I wasn’t supposed to be thinking like this about Velvet Remedy anymore. I needed Homage.

“So, how do I look?”

“Lickable,” I whimpered.

She blinked innocently. “What was that?”

“Pretty!” I coughed, blushing. “Very, very pretty! And armored. Which is good. Good that you finally have some armor!”

She gave a charming laugh, getting up. “Why thank you, Littlepip.” Looking up at the spot of air Calamity had recently occupied, she purred, “I hope I can get the same response from our flybuck.”

“Our barded bard,” I said, gazing at her.

Velvet Remedy facehoofed and shook her head. “I was waiting for somepony to say that. It had to be you, didn’t it, Littlepip?”

I started, realizing that I had forgotten why I called her to hold back. “I have a gift for you too.”

She blinked, putting down her hoof. “Really? You’d think it was my birthday.” She watched as I pulled out a wrapped bundle. With a slightly chiding tone, “Is it a weapon?”

“No,” I said, slightly wounded. “But this is very, very special. And you have to promise not to take it apart or remove anything from it. Ever.”

Velvet Remedy now looked curious and slightly worried.

“Promise,” I required. “It’s important.”

“All right, Littlepip. I can see that it is, at least to you. I promise.”

I floated the bundle over to her, unwrapping the crystal case from Princess Luna’s bedroom. Velvet Remedy gasped, her eyes going immediately to Fluttershy.

She reached out with her magic to take the case and I heard a sharp intake of air as the magic of each of the statuettes flooded over her at once. Back in the royal castle, picking up the case had not had any effect on me, but then I already possessed a full set; they were already giving me what they had to give. I kept a net of levitation magic beneath the crystal case just as a precaution should the gifts of the statuettes be overwhelming.

Velvet Remedy’s eyes widened, first with alarm and then understanding. “Where?” she asked, her voice trembling a little. There were tears in her eyes.

“Princess Luna’s private chambers. These were Hers. Now they are yours.”

“And did you find…?”

“Just bones,” I said sadly. “Their spirits have gone elsewhere.” I didn’t say more.

*** *** ***

“Li’lpip! Yer four!” Calamity shouted as I emptied Little Macintosh into the body of the Ultra-Sentinel, penetrating its armor but failing to take it down. It rolled closer, moving fully into the aisle of orange boxes and cabinets. I spun, terrified to see another of the rainbow-painted robot tanks bearing down on me from behind, the turret of its main gun locking onto me.

Wrapping myself in a field of levitation, I kicked off from the ground. Both Ultra-Sentinels fired at me with high-explosive anti-tank guns, slaying each other.


The next aisle over, SteelHooves was facing at least two more, opening up with his grenade machinegun. The tanks were taking the battering, firing back with a multi-gem, rapid-fire magical energy gun. The scream of the magical energy weapons dampened as one of the tanks went down. The flickering orbs of energy above my head and Calamity’s popped as Velvet’s disintegration ward saved SteelHooves from being turned to ash.

SteelHooves fired several more grenades, then retreated around the corner, smoke curling off his armor. Several plates of the armor were gone, taking melted flesh with them, leaving egregious and gaping wounds that seeped with the dark fluid that formed a Canterlot Ghoul’s blood. He stumbled in pain. The missile launcher in his battle saddle was half-disintegrated; more than just a diet of scrap metal would be needed to repair the damage.

Calamity started to reach back for Spitfire’s Thunder, but I waved him on. My E.F.S. compass was completely red, solid no matter which direction I turned. “There’s got to be a hundred of these things in here, Calamity!” And this was only the first line of defense. The Goddesses knew what else was in here. “We aren’t going to fight our way out of this. You need to find the controls and shut security down! You’re the only one of us who can!”

I whipped out my sniper rifle, loaded with magically-enhanced bullets, and floated over the top of the shelves of crates, taking aim at the badly damaged tankbot which had sent SteelHooves running. The multi-gem magical energy weapon swung upwards on a universal joint, aiming all its barrels at me. We opened fire together.

My new armor took the first four of the five shots it got off in the space it took me to fire once. The fifth blast of magical energy struck me like a ball of molten steel, burning into my chest. Unbearable agony exploded in my chest as my ribcage saved my heart, but at the cost of one of my ribs disintegrating completely.

“AAAAAAAAAEEEEEEEEEEEEEEE!!!!” My magic imploded as I dropped.

Simultaneously, the bullet from my sniper rifle struck directly into the center of the tankbot’s magical energy weapon, ripping through to its core matrix. The top of the Ultra-Sentinel exploded in a flash of multi-colored energy.

My body hit the shelf full of orange metal boxes like a rag doll, bouncing off and landing hard on the floor amongst the jagged shards of the slain tankbot. I felt one shard slice into my armor, jabbing into my stomach but not deeply.

An odd, static-like detonation echoed a few rows over. SteelHooves let out a scream, more of rage than pain as I heard his metal armor collapse to the floor.

I groaned, an indescribable pain in my chest. I was having trouble breathing.

“They’re changing tactics again!” Velvet Remedy yelled from somewhere further away. “Li…”

The air filled with the sound of crackling explosions. A wash of charged energy flooded the aisle, bathing me, making the hairs of my coat and mane stand on end. My Eyes-Forward Sparkle winked off. I twisted about slowly, lifting my PipBuck. It was dead. Matrix-disruption grenades. That meant SteelHooves was immobile and my PipBuck was just a metal part of my leg until I could reboot it. Which might be tricky without SteelHooves’ armor to reboot it from.

I heard the metallic whine and rumble as another Ultra-Sentinel rolled into my aisle. I tried to float my sniper rifle around to fire at it, only to realize I didn’t have it anymore and wasn’t sure where it was. It must have fallen into the other row.

This rainbow-painted tankbot had a grenade launcher as its primary weapon, probably the one that had just sprayed the area with matrix-disruption grenades. The secondary weapon was an integrated, high-powered rifle, and it was swinging around to aim at me.

I focused, the glow of my magic surrounding dozens of crates and metal boxes on each side of the aisle. I couldn’t dislodge the tankbot’s spark batteries before it could fire. But I could float enough crap into its way to act as a shield.

The tank depowered.

“Yee-HAW! And that’s how we do it up in the sky!”

*** *** ***

The shimmering field of magenta magical energy surrounded about one fourth of the basement. The shield was easily as powerful as the super-alicorn’s shield in Fillydelphia. Velvet Remedy took a deep breath, looking a little nervous, then stepped forward. The direct descendent of Sweetie Belle passed through the shield unharmed. It didn’t even frizz her mane.

She turned back to us, letting out a breath, looking relieved.

This part was easy. Actually explaining to Velvet what she needed to do to disable the generator was more difficult than bypassing the shield itself. I motioned her on with my hoof. At this point, the only thing that could go wrong is if she ran out of air inside there before deactivating the generator. Not something that seemed remotely likely.

A few minutes later, the shield melted away. Velvet stood at the depowered generator in the center, looking accomplished.

In here were the greatest secrets of the Ministry of Awesome.

I turned to Calamity, who was prancing in the air like a filly who just got her cutie mark. “Hate to do this to you, Calamity, but would you please go get the Sky Bandit?”

His face fell. I actually felt bad for him. “What? Now? But… But all…”

“SteelHooves can’t move. My PipBuck is dead. We can’t go back the way we came. We need to risk a landing right in front of the Ministry of Awesome.” This was insane, but I couldn’t think of another way. Fortunately, we had seriously thinned out the alicorns out in Ministry Walk, and the fireworks had scattered most of the rest. There was no telling for how long, though.

Calamity looked disappointed, almost grievously wounded by my request. I looked at him seriously. “You’re the fastest and most maneuverable amongst us, and the only one who can bring our ride. Get the Sky Bandit and position yourself up above the Cloud. Take my binoculars and keep an eye out for us. The moment we’re out, swoop down and get us.”

“All right, dangit,” he said dejectedly.

I floated out the pink gemstone with the scorch mark inside. “This is yours. It’s done.”

Calamity smiled wanly. “Thank ya, Li’lpip. Ah owe ya one.” He slipped the gem into his pack, looking a little better. The orange-maned pegasus in the desperado hat pivoted and flew away, casting one look back at the treasures he was being denied. “Ah hope sacrifice is a virtue.”

I rotated and looked at the crates and cabinets before me. On one end of the previously-shielded area was a maneframe and several terminals. In the center, under a spotlight, was a stand with small lockbox, the sort used to hold memory orbs.

I gasped as I saw the symbol emblazoned on the lockbox:

A burning hoof.

Minutes later, I was laying on the floor of the Ministry of Awesome, staring at the contents of the burning hoof lockbox.

Six memory orbs. Each sat in a plush velvet indentation with a symbol pinned underneath: an apple, a butterfly, a star, a balloon, a cloud with a bolt of lightning and finally a diamond.

I took a deep breath, then leaned forward and touched my horn to the first one.

*** *** ***

<-=======ooO The Lightning Cloud Orb Ooo=======->

I felt my host swallow nervously as she walked into the darkened, circular chamber. Huge, arched windows stretched upwards, giving a breathtaking view of a brilliantly starry night. A circular window above the arches perfectly framed the moon.

Moonlight fell through the chamber to illuminate a large, round table. There were seven chairs -- six with emblems emblazoned on their backs, one which was taller than the others and inlaid with obsidian and lapis lazuli. My host strode up between the chairs, looking at the table. The chairs were cushioned in red. The same emblem from the back of each chair was also inlaid in the table before them where a dinner plate might be set.

To my host’s left was the image of gears and sparks, bisected with a blade: the symbol of the Steel Rangers and the Ministry of Wartime Technology. To her right was the image of a large star ringed with smaller ones, a tall horn above them and wings to each side: the symbol of the Ministry of Arcane Sciences. Directly across the table, I could see a cross overlaid with a butterfly. My host didn’t look at the others.

The rest of the table was taken up with a map of Equestria. There were markings indicating battle lines where the zebras had managed to push into the country. Most of the war, however, was being waged in the zebra’s homeland, and in the seas and lands between. My host’s gaze lingered on a small part of Equestria that had been lost, including a crescent-shaped canyon.

Littlehorn Valley.

All over the map of Equestria, tall mushroom-shaped models had been placed. At first, I thought they marked balefire bombs, but then I realized they were white, and their stalks where tall and needle-thin. Towers.

Somepony flew overhead, picking up one of the towers in her teeth and moving it half an inch. “The Fillydelphia Tower should be on that side of the city,” Rainbow Dash said as she landed on the opposite side of the table, sitting down in one of the chairs. The symbol in front of it was almost identical to her cutie mark, but with purple wings lined in black. I had seen that symbol on one of her Shadowbolts uniforms.

“Where should Ah sit?” my host asked, her voice holding a reserved country twang.

Rainbow Dash shrugged. “Why not sit in your sister’s chair? I’m sure AJ wouldn’t mind.”

Apple Bloom’s eyes widened. “Ah couldn’t do that!”

A door opened, and Princess Luna strode into the room. I felt a javelin skewer my heart. Apple Bloom and Rainbow Dash both bowed as the Princess took Her chair at the head of the table.

“Good night, Rainbow Dash. Welcome back, Apple Bloom.”

Apple Bloom gulped.

“Please, up.”

I didn’t want her to stand back up. This was… painful. I was in the presence of Luna, my Goddess, living and well, not an hour after having burned Her bones. After having seen Her defiled by an alicorn! I wished for Apple Bloom to remain bowed. Or at least, look away.

Apple Bloom stood back up, realizing Rainbow Dash had already been standing, and turned her attention to the Princess.

“It is good to hear you are finally doing something with the Ministry that I gave you, Rainbow Dash,” the Princess said, chiding a little. “Now, tell me about this new project. It seems…vast.”

“Oh yeah!” Rainbow Dash grinned, flapping her wings. It seemed she couldn’t remain seated long. “Remember how you told me you wanted my help building the Equestrian Skyguard? Well, here’s my answer: the Single Pegasus Project!”

“Sounds… impressive,” Princess Luna said patiently. “What is it?”

“In a word: weather control!”

“That’s two words,” Apple Bloom whispered to the cyan pegasus, who shot her a look.

The Single Pegasus Project was… weather control? Well, I guessed that made some sense, if the Enclave was able to alter the towers so that they could plant crops in the clouds.

“Weather control?” Luna said, tilting her head curiously, echoing my thoughts, then taking them in a whole different direction. “So this project will allow us to rain lightning down on enemy positions? Mire their convoys with torrential downpours? Drive them back with hurricanes and hail?”

Rainbow Dash’s jaw nearly hit the floor.

She closed it, zipping around the room. “Oooh yeah! This is even more awesome than I thought! I mean, I knew it would be awesome. But I never even realized just how awesome it would be!”

Princess Luna chuckled. Oh Goddess, I loved that chuckle. I was in awe of it. “Then what were you thinking of using it for?”

Rainbow Dash stopped in mid-loop, and hovered, turning back to the Princess as she shook off a blush. “Well, way I see it, this war will be won through air superiority. No offense to Twilight. I mean, we have it. They don’t.”

She flew up to the table. “Problem is: we don’t have enough combat fliers. Especially now that the zebras are using dragons. There simply aren’t enough pegasi because they’re all too busy already keeping control of the weather. And the ones we do have often have to leave for other obligations. Hell, even I have to abandon the war once a year to help Ponyville wrap-up winter!”

“Surely some other pegasus…” Princess Luna started to say, but Rainbow Dash interrupted (!) Her.

“Not a chance. They need me. I won’t leave Ponyville hanging.”

Princess Luna looked cross for just a moment, then smiled and nodded. “Of course.” Looking back at the map, She bid, “Continue.”

“Well, with the Single Pegasus Project, we’re gonna finally automate all of our weather making and weather control systems. The towers you see here will control the weather over each area,” the wild, rainbow-maned pegasus grinned broadly, almost dancing with anticipation. “Check this out!”

Rainbow Dash pulled out a little switch and tossed it. Both Apple Bloom and Princess Luna jumped as a crack of thunder roared over the table, and black rings of smoke expanded out from each of the model towers, crackling with energy.

“That would start rain!” Having seen a downpour from Princess Luna’s ceiling, I was mildly surprised when miniature clouds didn’t form and start flooding the table.

“I designed it after the contrails of the Wonderbolts!” Rainbow Dash boasted. “Everything about the Single Pegasus Project goes through me, and it doesn’t get my hoof of approval unless it’s cool!...”

I felt my host roll her eyes.

“…And it will all be under the management of one single pegasus in the Rainbow Dash Hub of Pure Awesome!...”

“We’re still decidin’ on a name,” Apple Bloom quickly interjected at Princess Luna’s chagrined expression.

Rainbow Dash looked a little put out. “Hey, it’s my project, and my Ministry…”

“Anyway,” Apple Bloom said, taking over, “The pony in the central hub will be placed into a sort of… induced coma.”

“Induced coma?” Princess Luna said, sounding shocked.

“We haven’t ‘xactly worked that part out yet either,” Apple Bloom admitted.

“But we’re really close!” Rainbow Dash interjected swiftly. “Apple Bloom’s company is working on modifying a life support pod, and I’m gonna be talking to Twilight and Rarity to see if they have any ideas that could help.”

“I see.” The Princess didn’t sound fully convinced.

“And hooked up to one of our new Crusader computers,” Apple Bloom continued only to have Rainbow Dash interrupt again.

“Yeah. But none of that download-your-brain nonsense. I had them disconnect all that stuff. I want a living pony running Equestria’s weather, not some machine that thinks it’s a pony.”

Apple Bloom sighed. Then continued once more, “The pony in the life support pod will be mentally linked into the Crusader, which will allow her to manage running all of Equestria’s weather.”

“Does it have to be a pegasus?” the Princess asked.

“Yes!” Rainbow Dash proclaimed. “Well, no. Not technically. But it should be.”

Princess Luna looked over the map and all its towers, at least four dozen in all. “You have given me a lot to think about. This would be a massive expenditure of resources…”

“But totally worth it!” Rainbow Dash pushed, sounding hopeful.

Princess Luna nodded. “Most likely,” She agreed with a smile. “And I believe the Ministries of Morale and Image each have proposals that could be integrated into this.” The Princess stood. “And the central hub will be a prime target for assault, so it will need the best defenses that the Ministries of Arcane Sciences and Wartime Technology can devise.”

“But… it will still be my project, right?” Rainbow Dash asked. “It will still be the Ministry of Awesome?

“Of course.”

<-=======ooO Ooo=======->

*** *** ***

Velvet Remedy and I trotted back down the red row, SteelHooves floating along beside me, our weapons and supplies floating behind. I winced, holding a hoof to my chest. Velvet Remedy had done the best she could for me with her magic, rebuilding the rib I had lost, but it hurt like hell and I was still having trouble breathing. The damage had weakened me, and it would take time (and potions) before I would regain my endurance.

I plan to ascend, Red Eye had told me. Somepony will have to take up the tasks that the Princesses and pegasi left to run wild, after all. Somepony will have to regulate the weather, to raise the sun and the moon.

Weather control. Now I knew how he intended to pull that off, just as I knew how he was going to become a God capable of doing Celestia’s and Luna’s tasks. (And I realized he would be able to move the sun and moon too, since neither of Them stood in the way to, as Princess Luna had told Midnight Shower, “trump” his efforts.) I wasn’t sure on the details, but by now I had learned enough to know that Red Eye had a plan, even if I couldn’t see it. That cyberpony knew exactly what he was doing.

After hacking the Ministry of Awesome’s terminal, I had been able to review the specifics of the Single Pegasus Project. Unfortunately, without my PipBuck, I had no way of saving a copy of any information or schematics. It occurred to me that I may need to have the memory recorded so I could review it later. What I didn’t know, what I didn’t learn until a lot later, was that accessing that terminal had set off alarms someplace far away. And that the war was coming.

Several things were clear. The Single Pegasus Project was indeed designed for Equestria-wide weather control. The center hub for the S.P.P. was located above the clouds, and had some of the most fearsome defenses I had ever imagined, including a shield that put the one in the Ministry of Awesome to shame. There was a bypass spell on the shield, but I had no idea who it was designed to allow through. My guess was Rainbow Dash.

The suspended animation pod from which the entire Single Pegasus Project was supposed to be run was unoccupied. It had never been activated.

A dull rumble shook the Ministry of Awesome. The lights above swayed, dust showered down, and poorly stacked boxes thudded to the floor throughout the building.

I looked up, shocked from my reverie. I turned to Velvet Remedy as another tremor vibrated the floor. We trotted faster, my chest beginning to ache badly as we picked up the pace.

We flung the doors open…

…and were greeted by chokingly thick pink and flames!

My lungs collapsed, and I fell to the ground, my magic imploding, dropping SteelHooves. I felt myself dying, the Pink Cloud tearing me apart like I was filled with Fillydelphia parasprites. Velvet Remedy collapsed next to me with a weak cry.

The basement of the Ministry of Arcane Sciences had exploded. The suffering alicorn had finally lost her battle. Or perhaps the clinking chains had let off a spark. The whole Ministry was on fire, as were the dead trees. All of them, including the ones that formed the Ministry of Peace. I could hear the building groaning as it began to buckle.

The basement had been huge, stretching under about a third of Ministry Walk; and when it blew, the explosion breached the tunnel between the royal treasury and Princess Celestia’s School for Gifted Unicorns. The remains of the field were filling with an instantly lethal concentration of Pink Cloud. Setting off the Gala fireworks and turning the mother dragon into a mouse had not made all that Cloud magically disappear. It was more diffused here, but that just meant we had seconds more to live. Maybe a full minute, and most of that without consciousness.

My vision blurred and darkened. I felt Pyrelight thump down limply on my back. I barely saw the shadow of the Sky Bandit dropping out of the air above us. Velvet Remedy shoved all three of the super restoration potions she was still carrying into my muzzle, making me drink, then fell into unconsciousness.

I felt my body jolted alive as the overdose of healing magic flooded through me. I was alive to the point I was burning up. My nerves were on fire. But I was conscious, and that was enough to levitate everypony and everything around me. I tossed us all onto the Sky Bandit, shouting for Calamity to fly as fast as he could. Already, I was beginning to weaken, the Cloud clawing at me.

The Pink Cloud was hurting Calamity too, and fast was not very fast at all. I could hear him grunt, straining to keep us aloft, whinnying with the effort. I pulled open Velvet Remedy’s medical boxes. We were out of super restoration potions, but maybe she had a healing potion left? Nothing. I closed it and crawled around to her other side, but before I could open the box, Calamity fell unconscious. The Sky Bandit began to fall.

I tried to focus, but my brain felt like it was being beaten with a sledgehammer. I screamed with the effort. My lungs were hot coals in my breast. Tapping into reserves I shouldn’t have had anymore (Be Strong! Be Unwavering! Be Awesome!), I enveloped us with my magic, my horn flaring with an overglow. The strain was excruciating. The Sky Bandit drifted downwards until it splashed into the river, heavily ribboned with pink, which formed a moat around the front of Canterlot. I was tossed forward, falling on top of Velvet Remedy.

The Sky Bandit seemed willing to float, the magic that allowed Calamity to pull it through the air with all of us inside apparently making it buoyant. Or maybe the Goddesses were again showing us mercy. Either way, I released my magic, falling weakly to the floor of the passenger wagon. I pressed a hoof against Velvet Remedy’s neck and checked Pyrelight’s breathing. They were both unconscious but alive. I prayed neither of them were in a coma.

The passenger wagon began to turn lazily in the flowing water. My ears perked as they caught the roar of the waterfall. “Oh… oh no.” So much for the mercy of the Goddesses.

I didn’t even waste the energy of getting back to my hooves. I threw my magic around the Sky Bandit and prayed.

The passenger wagon reached the edge and began to tip. My horn flared again, enveloped by another overglow as I struggled to keep us from somersaulting. The water continued to shove us over the outcropping.

We burst through the Pink Cloud. We were falling.

I pushed us forward, as far away from the falling water as I could while we fell. I kept us from flipping, and slowed our fall, but I didn’t have the strength to stop our fall completely, or even really guide us.

Canterlot was a long way up the side of the mountain.

*** *** ***

Velvet Remedy was thrown from the passenger wagon when the Sky Bandit hit the Zebratown aqueduct with a jarring thud! It was almost wide enough for the passenger wagon to slide down broadside; her body landed in the aqueduct and was swept away in the rushing water.

“Whoa Nelly!”

Calamity jerked conscious, flapping his wings hard as he could. I dodged SteelHooves’ sliding body and jumped out after Velvet as Calamity struggled to get the passenger wagon under his control.

I heard a peeling metallic scream behind me as the Sky Bandit scraped against the walls of the aqueduct, Calamity trying to pull up. Ahead of me, I saw Velvet’s body. I lashed out with my telekinesis. Water splashed into my muzzle. I wheezed, fire igniting in my lungs again, worse than before. My magic faltered on the edge of burnout.

I focused harder, kicking with all four legs as I battled to keep my head above the water while concentrating on Velvet Remedy. I had to get us out of the water before she drowned!

I cast out my magic again and this time I caught her, lifting her up out of the water even as we both rushed down the aqueduct. I began to draw her closer, reel her in. Now I was merely struggling to keep from being pulled under.

It was a losing battle; I was not even an adequate swimmer. My head went under and my lungs took in water. I broke the surface again, coughing violently. My magic had imploded and Velvet had fallen back into the water two pony’s-lengths in front of me.

One of the collapsed sections of the aqueduct loomed just ahead.

I kicked, this time propelling myself forward. I reached out, hooking my foreleg around Velvet’s, trying to grab a hold of her, wishing I had talons rather than hooves. I got my other foreleg around her neck. We twisted about in the water, rushing towards the edge, as I tried to keep either of us from drowning. I fought to wrap us in magic, but I was too overstressed and exhausted. The spell wouldn’t manifest.

We washed over the side, plummeting towards the broken blocks of the aqueduct below.

Calamity caught us!

…And promptly splash-landed at the edge of the lake which had formed beneath the broken aqueduct. Velvet Remedy and I flew out of his forelegs and hit mud, sliding to a stop.

I struggled to get up. To crawl over to her and make sure she was still breathing. I would have settled for squirming through the mud if it got me closer. But my body wouldn’t respond at all. It had quit. Too much trauma, too much stress, in too short a period of time.


*** *** ***

<-=======ooO The Diamond Orb Ooo=======->

The wash from the landing Griffinchaser IV tugged at my hood and flapped my cloak behind me. I watched as Rarity stepped off the flying machine, her head bundled in a fashionable scarf to protect her mane from the wind.

She trotted towards me as the pony-peddled whirligig lifted back into the brilliant blue sky. I basked in the light and warmth of the midday sun, such a rare and precious gift, as my host watched the beautiful white unicorn approach.

“There you are!” she smiled as if my host had been lost. “Is everything ready?”

“Yes, Mistress Rarity,” my host said in a naturally husky voice. “If I may ask, who will be the victim of this spell?”

Rarity cocked her head, looking at my host oddly. “Why me, of course.” I felt my host’s jaw drop. “I wouldn’t dream of doing something like this to any other pony.”

“O-of course,” my host said, clearly taken aback. “Then, if I may ask, how many?” The Griffinchaser IV was now far enough away that the wind had died. The squeaking sound of the machine was fading into the distance.

Rarity motioned with a hoof for my host to follow, walking towards a set of glass doors on a quaintly non-descript building. My host galloped forward and tipped his head. I felt the casual flow of magic as he opened the door for the Ministry Mare.

“Why thank you!” she beamed at him. “Such manners.” Rarity gave my host a kiss on the horn.

He turned and followed her inside, watching her reverently. She was gorgeous, sexy in a way that transcended her age, regal… and my host was male, yet the only stirring was in his heart. He was a perfect gentlestallion, and not just in appearance. I found he was a male I didn’t mind having as my host in the slightest. And I felt ashamed, remembering what I had done weeks ago while sick in SteelHooves’ shack. My host was a better pony than I.

“Forty-two,” Rarity announced.

My host stopped dead, his heart skipping a beat, and not in a good way. His muzzle gaped, his eyes widening in shock, if not outright horror. “F-f-f-forty-two!?” My own mind was reeling.

“Well, actually forty-three,” she said whimsically. “I do wish to keep a small part for myself.”

“You...” My host stood there, shaking. “You want me to cut your soul into forty-two pieces?” he said weakly. “I mean… forty-three?”

“Yes,” she nodded primly. Rarity smiled, walking up to my host and putting a hoof on his shoulder. “Don’t worry. I know you can do this.”

“I-I…” My host blinked.

“I’m always telling ponies that my top magician is the absolute master when it comes to magic and cutting things,” she said encouragingly. “And that, Snips, is you.”

My host, Snips, swallowed nervously and nodded.

“Now, is the chamber ready? You’ve had enough time with the Black Book?”

Snips nodded again. “But… Mistress Rarity, forty-three? I can’t be sure you’ll survive! Or what you’ll be like afterwards.”

Rarity’s smile faltered, revealing a deep sadness behind her mask. “I’ll survive. We all will.” She pulled her warm, confident demeanor back on. “Now, I’ve sent Snails the soul jars. He’ll be doing the guidance, so don’t you worry about that. From what I’ve read, the shards will seek out the vessels themselves, so it’s practically idiot-proof.” She patted me on the shoulder. “Just worry about the cutting.”

“Shards of your soul,” my host said softly.

Pieces, a lot of pieces, began to fall into place.

“Yes.” Rarity took a deep breath. “Now, I’ll be right down. I need to freshen up a bit first.”

She began to trot off, then turned and looked beseechingly at my host. All pretense of being happy or worry-free had evaporated. She looked scared. “Snips? Will it hurt?” Her voice was almost like that of a filly.

Snips swallowed hard, frowned, and admitted, “Mistress Rarity, it will probably re-define torture.”

Rarity gave a little shake and strangled back a soft whimper. Then pulled herself together, lifting her head high. “Well, at least it will be quick.”

She disappeared down the hall.

My host watched her go until the shadows of the hallway enveloped her. Then he turned, using his magic to push a block high in the wall. A grating sound filled the hallway as stones slid into stones, revealing a hidden stairwell that descended into blackness.

Minutes later, my host was standing in a darkened ritual chamber. The only light was from a few glowing gemstones set within a set of strange glyphs that shimmered with crimson liquid, and a single candle. The candle illuminated a stand upon which the Black Book rested.

The air in the room was exceedingly chilly. I could see my host’s breath.

“Forty-three, Snails,” my host moaned. “Rarity wants me to cut her soul into forty-three pieces! I… I don’t know if I can do it.”

“Forty-three?” the other, taller robed unicorn asked slowly. “But… there’s only forty two soul jars. I counted. Twice, just in case I messed up the first time.”

“Yeah. She says she wants to keep one piece for herself.”

“What? Is she givin’ the rest away as gifts or somethin’?”

Snips shook his head. “I don’t know.” He looked up. “Hey, Snails, you okay?”

“Yeah,” the other unicorn said slowly. “I just hope I won’t mess anything up.”

I felt Snips sigh. “Hey, you won’t mess it up. Mistress Rarity wouldn’t entrust something this big to ponies she thought would mess it up.” He gave Snails an encouraging smile. “Remember what Rarity always says about you.”

“That I’m tall?”

“No, the other thing,” Snips urged.

“That I may be slow, but I always get there event-u-ally,” Snails said, his voice building in confidence. “And that’s better than she can say for most ponies.”

“That’s right!” Snips clapped. “Now go to the soul jars and be ready. This… this is really going to happen.”

“Well, we always wanted to see awesome magic,” Snails reminisced. “And this is the most awesomest.”

“Yeah,” Snips said, sounding a little nervous again.

The room was dark and cold and still.

The light of the candle flickered as the candle slowly burnt down.

It felt like forever before Rarity came down the stairs. When she did, she was wrapped in a black, hooded robe, like she was attending her own funeral. Without a word, she walked into the center of the chamber, standing in the midst of all the softly glowing gems.

Snips turned towards her, levitating the Black Book in front of him. Carefully, he read the alien words, words from a long dead zebra tongue, born of madness or possibly born of the stars. I felt my host concentrate, pouring all his focus into the spell. I felt power wash over me, not only from within but from without. Power drawn from strange, black places.

The magic was vile and repulsive. I felt violated.

Rarity lifted from the floor, beginning to float upwards as a small magical vortex pooled beneath her. The vortex of eldritch energy rose up and began to wrap itself about the unicorn mare, curling around her like a cocoon or a constricting snake. Her expression was one of mounting worry, edging swiftly toward panic… but never getting there. Instead, the screaming began.

I wanted to pull out of the memory orb. I couldn’t bear to hear those screams. Not just of pain but of nightmarish mental anguish. I remembered my hellish ride in the autonomous healing booth. What the spell was doing to Rarity was orders of magnitude worse!

The black magic washed over Snips, pooling at the tip of his horn, then taking flight. A sphere of pure void, blacker than absolute darkness, took flight from our horn and collided with the eldritch energies spinning about Rarity.

There was an explosion as darkness turned to light, and the eldritch energies transformed into a prismatic legion of shattered lights, streaking over Snips’ head, leaving bright plasma trails behind them as they homed in on their receptacles.

Snips never turned to watch. He never even looked at the soul jars. The unicorn buck only had eyes for Rarity, and he dashed to catch her as she fell, unconscious, to the floor.

But then, he didn’t have to. I already knew what they were.

<-=======ooO Ooo=======->

*** *** ***

How far would you go for your friends?

How much would you give up for them?

With all I had seen of Rarity, I knew her deepest fear and greatest pain was losing her friends. Seeing them drift apart. Fracturing.

Oh no, I’m fine. It’s just… sometimes it feels like we’re pulling apart. And I can’t stand to see that happen. I really must do something about it.

What did I know of soul jars? I knew that they were virtually indestructible, eternal.

I knew that you could hang other spells on them, allowing those spells to last effectively forever.

But if you touched it, or focused your magic on it, then a spell… took a picture of your soul.

I remembered being Spike as Rarity led all her friends down a hallway to see Rainbow Dash’s new armor. I recalled the strange carpet we had walked across, and the sudden chill when Spike had stepped on it. Twilight Sparkle had reacted to it as well. Of course she had; Twilight had felt that particular chill before, from Rarity’s mirror. I even suspect she was about to call Rarity on it when Rarity distracted her with Rainbow Dash.

Then a second enchantment allowed the mirror to show that image.

A reflection of the soul. Of who you truly were, deep inside. A picture is only a picture. But a picture with that spell placed upon it would be more than just an image of the pony. It would radiate with an aura of her true soul.

And Twilight? Pinkie Pie had asked in that final message, the one Twilight Sparkle had never received. Do you think… maybe… you could go with me? I’m… kinda scared. And it isn’t the sort of scared that goes away with giggling. I mean, I have you with me now, so you’ll kinda be with me anyway…”

I should be there for her. Like she’s with me. Somepony should be there… Scootaloo had said, coughing violently. Just want Dash to know… we didn’t all… She’s not alone.


Only forty-two were ever made, Watcher… Spike had told me. Seven sets of six. One for each of the Ministry Mares, and one for Princess Luna.

Concentrating, I opened my saddlebags and floated out Rarity’s soul jars, setting them before me. All together. They were stronger, better that way.

Be Strong!
Be Pleasant.
Be Unwavering!
Be Smart.
Be Awesome!
Awareness! It was under ‘E’!

Footnote: Maximum Level
Quest Perk added: My Little Ponies – You have collected one of each of the six Ministry Mares statuettes. Stronger together than they are apart, they have granted you +1 Luck in addition to their normal benefits.