HiE - A Hollow in Equestria

by Charlie_K


Bonus chapter - extended dragon fight sequence

The plan was quite simple and easy to follow even if the instructions weren't presented on a full color spread sheet. The dragon was awake and aware of his surroundings. Ulquiorra would approach the mouth of the cave, evaluate the situation, and provide a distraction while Twilight Sparkle and the others approached the long way around. From there they would teleport into the cave near the back, and approach from behind where they would face the least amount of danger, comparatively speaking.

His sonido had allowed him to approach and enter the cave undetected, only to come face to face with the dragon as if it'd been waiting for him the entire time. From what he could see in the dim light it was a considerably sized dragon, easily the size of a Gillian-class Hollow regardless of its crouched position. Its frame was as heavily muscled as it was scarred, suggesting a male of considerable experience in combat, its skin dark in coloration, and a row of bony points running down it head and along the spines like a mohawk, its golden eyes glaring down at him as it scowled through the darkness. From where he stood it appeared to have a quadrupedal frame, but he couldn't rule out the possibility of bipedal capabilities; the unicorn Lyra Hearstrings had demonstrated the significance of that fact yesterday when she'd shown how she could balance on her hind legs and even walk about with only minor difficulty for several minutes.

"I wasn't expecting one so large," was all Ulquiorra could think to say. He was operating under the assumption that all dragons weren't simply mindless beasts in the same manner as Hollows -what with his interactions with Spike being all there was to go on so far, and the various historical accounts of some members of the species displaying considerable intelligence- and the only way to test that out was by talking to it and seeing how it responded.

The dragon continued glaring at him, blinking a few times and uttering a low growl, the noxious sulfuric fumes from his breath blowing past him. Much as he hated to, he had to agree with Rainbow Dash on the matter; the dragon's breath truly did stink.

Reaching out with his pesquisa he could feel the others approaching, slowly but surely getting into position. This would require some stalling in order to pull off properly. Unfortunately procrastinating wasn't one of his strong points. Continual talking to one that wasn't responsive wasn't something he was particularly skilled in; Princess Luna was better suited for that.

"I don't pretend to know your reasons for venturing so far into the territory of Equestria. Nor is it of any interest to me. However I am under orders to remove you as your smoke poses a serious health hazard to the ponies that live in the town below," Ulquiorra explained calmly. The dragon simply continued looking at him and blinking. Perhaps the vocal approach wasn't the best way to go. Perhaps the best course of action was to engage in a stare down and see which one of them would yield first. Would fury overshadow emptiness? Or would primal aggression suddenly become lacking when it realized the void of emptiness was staring right back at it?

"E-excuse me... sir?"

Ulquiorra was the first to blink at the voice. According to his pesquisa the six were now behind the dragon, near the back of the cave and slowly making their way forward. He'd focused so much attention on staring at the dragon to try and distract it he'd failed to notice the teleportation into the cave. Now though, he was aware of Fluttershy's close proximity as she tried to address the dragon with whatever measure of courage she could manage. The dragon seemed equally aware of their presence as he turned away from the stare down to face the new voice.

"Sir... I know that you're really tired and all, and that all you really want to do is settle in for a long nap...but could you please... m-maybe find somewhere else to sleep? You see you're awfully close to Ponyville and a lot of ponies down below are---"

The dragon didn't allow Fluttershy to finish whatever she was saying and cut her off by violently -and loudly- roaring directly in her face, sending her flying backwards and crashing against the cave wall along with her friends who were unfortunately in the path with her, the six of them each slamming against the stone before falling to the ground.

That hurt a lot! All six of them were groaning and in pain from being tossed about so easily, each of their bodies more or less crumpling limply to the ground and in a heap on top of each other.

"That went very bad," Rainbow Dash commented as her vision was swimming right now. How could an animal resist Fluttershy's nature? It didn't make sense to her, she'd managed to tame Discord and make him good, so how could she not do the same with this dragon? None of it made any sense!

Ulquiorra wasn't surprised to see things proceed the way they had, he hadn't been expecting anything resembling a success from the meek pegasus addressing the dragon. However being right wasn't his primary concern right now, but rather the aggressive posture the dragon was taking towards them. That simply wouldn't do. Regardless of what Princess Celestia might have ordered him to do on this mission, it was no longer of any importance. There was a much bigger issue at hand and in need of being addressed.


"Get your flank out of my face!"

"Move your leg!"

"You're squishing me!"

Things had gone from unfavorable to just plain bad in such short order that nopony could tell just what went wrong. The dragon had not only completely ignored Fluttershy's attempts at managing it, it went on the offensive and blew them out of the way with a single roar, leaving them in a pile on the cave floor, disoriented and trying to untangle themselves from one another.

"Real great plan Twilight! Whoever heard of sneaking up on a dragon?" Rainbow Dash asked sarcastically, unaware that the dragon was no longer paying any attention to Ulquiorra and instead was making its way over to them, a hungry look in its eyes as it licked its lips.

At least that's how it was until something caused them to stop fighting, a loud commotion erupting above them. They looked up just in time to see something shatter against the dragon's head in a cloud of smoke, a look of surprise washing over its face as the one of hunger was washed away.

"I can't allow you to do that," they heard Ulquiorra say. Looking back as best they could, they saw him standing with his right arm partially extended, some sort of red static energy dissipating around his hand and extended finger. "I have no personal care for their wellbeing. But I'm under orders not to allow any harm to come to them."

The dragon slowly turned away from them to face the original intruder again, giving them the time needed to untangle themselves and get back on their hooves and to a location that could be considered more secure than where they had been just a moment ago; like behind a chunk of large boulder.

"Cuatro Espada Ulquiorra Cifer. Fourth strongest Espada under the command of Sosuke Aizen. First strongest Espada under the command of Princess Celestia and Princess Luna."

The dragon stared down at Ulquiorra. Ulquiorra stared up at the dragon. It was another stare down just like a few moments ago. However this time the dragon reacted first by lunging forward and grasping Ulquiorra within its claw and picked him up off the ground, before turning and hurling him against the far wall, the stone cracking from the impact of the sudden stop.

The ponies gasped at what they'd just seen, the entire scene made all the more horrifying as the dragon was heard drawing in a deep, deep breath, and unleashing a torrent of flames that easily engulfed Ulquiorra's entire body before he could react or respond; if such a feat were even possible considering what he'd just been subjected to.

"Ulquiorra!" Twilight shouted in horror at having seen the entire display. He'd just saved them from the dragon only to meet the fate that was meant for them? The utter cruelty of it all! Now she turned to the dragon and was filled with rage over what was lost: someone who had never been blessed with knowing what friendship was, someone who had never known true kindness or what it was like to laugh, someone who was the greatest discovery in all the centuries of Equestria's history! How dare that dragon do something like that?

"Impressive."

At the sound of the voice all eyes turned toward the back of the cave and what remained of the fire and the burning rocks. What should've been present, should've been nothing more than a pile of cinders and soot. But strolling out of the flames at a casual pace was none other than Ulquiorra, looking like he wasn't even singed and merely dusting his jacket off. How was something like that possible? He'd been slammed against the cave wall at an incredible velocity, and taken the full force of the dragon's attack, and he was completely unfazed; he didn't even look like he was suffering from an adrenaline high! The heat of the flames didn't even look like they were causing him discomfort as he simply waltzed past them, his outfit not even burning.

How could something like this have been possible? It defied explanation.

"You nearly managed to singe through my hierro in that attack. I was unaware that a living beast could generate such an intense heat. It is truly applause worthy that you were able to perform such a feat," Ulquiorra said calmly. He then proceeded to do what nopony had ever expected him to do, he clapped. Three very slow and sarcastic claps of his hands before he put them back in his pockets and began walking forward again.

The dragon seemed confused at how such a puny thing had survived being burnt, but that confusion quickly turned to rage as it actually began mocking him with its clapping! Who did this runt think he was!? Letting loose a deafening roar, another stream of fire was let loose and completely engulfed the pale figure.

"Too slow."

From their vantage point the ponies were seeing the whole mess unfold and not believing a second of it. He'd been completely engulfed in pure dragon's breath fire that was known to be able to melt rocks in high enough concentrations. From that he'd emerged unscathed and actually went onto mock the dragon and anger it into attacking. At which point he'd disappeared in a flash of sonido speed and reappeared atop the dragon's head and was currently looking down on it as if with contempt, informing it that it was too slow to keep up with him.

The entire display was something that went completely over their heads. How could such a thing be possible? How could Ulquiorra be showing up such a vicious dragon -vicious enough even Fluttershy couldn't get through to it- and be doing it all in such a casual manner that it was like foal's play? The amount of questions they had just kept adding up, every new display and every new sentence just adding to the mounting pile.

By now even the dragon was aware that something was amiss. Turning its eyes upward as best it could, it could see its quarry perched just atop its head and looking down back at it.

Without further discussion Ulquiorra calmly lifted his left foot and brought it back down fast, stomping on the dragon's head with a loud crack, hard enough to send it toppling to the ground where it slammed its chin into the stone flooring and groaned at the sudden discomfort it was unexpectantly experiencing right now.

Ulquiorra said nothing, settling instead for leaping off of the dragon's head almost casually in nature, landing in front of it and turning around as it groaned, before reaching out with his left hand and grabbing it by the nose, taking hold of the soft tissue situated right between the nostrils.

"You have displayed a limited measure of intelligence. It is likely you are intelligent enough to realize that you're incapable of harming me no matter how hard you try. You should be equally intelligent enough to understand the best course of action is to leave now while you're still able to move under your own power," Ulquiorra calmly explained as he kept his hold on the dragon's nose and tightened it.

To the others it was hard to watch. Ulquiorra was delivering an ultimatum to a monster of a dragon as he held onto its snout with one hand, seemingly trying to stare it down when his head didn't even come up to its nostrils, and bragging that it couldn't do anything to hurt him.

"He's... he's crazy..." Rainbow Dash stated. She was known for being brash, and brazen, and on occasion even a bit crazy. But nothing she'd ever done had come close to this... not even the time she'd kicked the other dragon in the face, at least she could maneuver out of the way if things went south.

The dragon seemed inclined to agree with her statement and violently pulled its snout free from Ulquiorra's hold and roared at him, before pulling back a massive clawed fist and bringing it down and forward right on top of him.

The proper response to such an attack would be to dodge, as anything caught in its path would be reduced to a bloody paste in short order. Ulquiorra however, failed to do so. As the dragon's fist came down on his position, he instead held his left hand upward and caught it on the descent. The act effortlessly stopped its advancement in a full, dead stop, the force of the impact traveling around him and damaging the stone floor in the form of large cracks radiating outward from his feet, and chunks of debris flying in every direction as it gave way to the laws of physics that demanded such.

Fluttershy let out a terrified squeak as debris hit their hiding spot and ducked down. The rest of the ponies not faring much better at what they were seeing.

"That... that jus' ain't possible!" Applejack stated in disbelief as her mouth hung open. "Nopony's strong enough ta do somethin' like that! How can such a scrawny fella pull off somethin' like that?!"

Twilight watched in silence, stunned at just how many things were... wrong... with physics for such a display to be even remotely possible. How could Ulquiorra be displaying more strength than a fully grown dragon despite the sheer differences in their size and mass? The dragon had to weigh more than three hundred times what Ulquiorra did and was easily ten times taller at the shoulder, so why couldn't it do anything to overpower him? This was all very, very physically wrong... and not wrong like when Pinkie did something that seemed to defy physics, this was much worse than that! His skeletal and muscular structure shouldn't have been able to withstand that impact while the hard stone cracked beneath him. And even if it could there was no way his shoulder should've been able to remain in place with such a jarring blow; especially since the dragon had enough room to actually pull its claw back before throwing it forward for greater momentum.

And despite all of that Ulquiorra was indeed standing there, using a single hand to keep the dragon's claw away from him, his face displaying nothing that would indicate he was actually having to exert himself. If anything he looked... bored... like he had nothing to prove and was simply doing what he was doing for the sake of fulfilling some duty bound requirement to display his abilities.

What was his world of Heuco Mundo like for him to be able to do something like that!?

"He really is a monster..." she whispered in disbelief.

"Worse than that," Rainbow Dash stated, unable to turn away from what she was seeing. "Remember what he was saying on the way up here?"

They all immediately remembered how Ulquiorra had said he was the smallest of the Espada. And yet his small stature was proving to be more than the dragon could deal with. If he could do that all on his own then none of them wanted to see what the largest of Espada could do in a similar situation!

And as if that wasn't bad enough on its own, it only got worse the more it was thought on. In addition to being the smallest of the Espada Ulquiorra claimed he was only the fourth strongest of the Espada. That meant where he came from there were three others even stronger than he was right now. And if that was the case it was a truly terrifying thought to give consideration to.

Their attention was suddenly brought back to the display rather than their own horrified thoughts. There was a cracking sound that was distinctly not stone that caught their attention. A closer look revealed that Ulquiorra had caught the dragon's fist on one of the joints of its clawed fist. Was the exertion causing strain on that particular joint for the dragon or was Ulquiorra actually making an effort to crack solid dragon bone with nothing more than a single hand?

"As I have said you're incapable of harming me," Ulquiorra stated calmly, showing no visible signs of exertion at keeping the dragon's fist above him. "Simply by looking at you I can measure your strength. No matter how hard you may try to do so, you'll never succeed at physically overpowering me. Your best and only course of action would be to leave the caves now. If you don't do so then I'll kill you..."

With that he allowed his arm to come lower, bringing the dragon's fist closer to his head, before suddenly thrusting it back upward and causing its arm to fly upward and away from him.

"He... he didn't just do that..." Pinkie stated in surprise. He'd just shrugged off the dragon, tossing its lumbering limb to the side like it was foal's play.

"He did," Twilight stated in disbelief.

Whether it was because the dragon comprehended his words and took offense to them, or simply because it had become frustrated at the display of strength in its opponent, Ulquiorra would never know what had triggered its rage. All he knew was that the ensuing roar in response to his statement was deafening. From what he could tell of the dragon's detectable levels of reiatsu and its increasing density it was preparing to direct its full fury against him. And based on these new readings this fight could indeed prove to be quite difficult.

It was safe to say that the shit was about to hit the fan.

The roar of the dragon was the most horrible thing anypony could recall ever hearing in their lives, the horrors magnified as the sounds reverberated off the cave walls and shook the entire ground. The horrors were magnified to an even greater degree than this already terrifying fact, as large chunks of rock began to dislodge from the cave's ceiling, with stalactites falling like arrows and impaling themselves in the ground all around them.

"Cave in!"

It was an entirely redundant scream of terror but Twilight honestly couldn't think of anything else to say at the moment. Immediately her friends hunkered around her for safety as her horn glowed and she threw up a forcefield to avoid them being crushed to death, debris falling and bouncing off of it like large hailstones in a massive thunderstorm.

Ulquiorra observed the entire scene unfolding around him. The longer he drew this out the longer the bearers of the Elements of Harmony were put at risk of being killed by debris rather than the dragon itself. This location was hardly desirable for such a fight to be carried out. Something drastic needed to be done and quickly.

In a burst of sondio he appeared behind the dragon close to the mouth of the cave and discharged his Bala right into its back. The roar of anger halted as the dragon turned to face him.


The commotion inside the cave was nearly deafening even behind the forcefield and enough to drive them to try and protect themselves. They didn't even notice as the dragon's roar immediately died down, only for it to start up again. The commotion coming further from them near the outside of the cave was just as bad as it'd been as far in as they were due to the reverberations. The entire ordeal was rendered all the more frightening as the dragon was immediately on the move, throwing out huge clouds of dust and loose gravel as well as larger debris as it scrambled out the front of the cave, its massive wings unfolding as it took to the skies.

And then silence. After a long moment more silence. It was far too quite for any dragon to be present. Hesitantly they all stood back up and looked around, finding the cave absent of any signs of the dragon still being there.

"Looks like Mr. Cifer got the dragon ta get moseyin' on along all by 'imself," Applejack finally spoke up, the cave in seeming to have come to a complete stop once the roaring did the same.

"Thank Celestia. Let's see about getting out of here before that dreaded beast comes back," Rarity added.

Twilight nodded in agreement and dropped her forcefield so they could leave. However before she even took a single step she noticed something; the sheer emptiness of the cave. Whereas the others had been looking for the dragon her attention had been focused on something else; something much smaller in detail. Where exactly was Ulquiorra? He'd been holding the dragon at bay single-handed -and in the most literal sense of the strange word she'd ever seen displayed no less- before the cave in had begun and...

"Ulquiorra!" she shouted as the realization finally came to her like a ton of bricks... or a grand piano being dropped from a Cloudsdale moving van. "The dragon's got him!"

"Oh no," Fluttershy squeaked in terror.

Nopony would doubt that Ulquiorra was strong, and he'd been holding his own quite admirably, but now the dragon was out in the open where it had a greater range of movement instead of bunched up into a -comparatively speaking- small ball appropriate for a long nap. The Arrancar's small body and speed was no longer the advantage in this situation. There was a shared moment of terror at Twilight's words, as the horrors of the possibilities quickly sank into their minds at to what could be happening to him right now. Possibilities they didn't want to actually consider as they were all far too gruesome. Being devoured was only the beginning of such horrible possible thoughts.

"He's a goner," Applejack gulped. That dragon was already long gone by now and if it had a hold of him there wasn't a single bucking thing they'd be able to do about it.

"There's no way in Tartarus he is!" Rainbow Dash objected loudly and deployed her wings.

"Rainbow Dash, wait!" Twilight stated. Was she seriously going to try and--

"No bucking way!"

There was no time for procrastination or discussion in this matter, they didn't have an hour to waste talking it over. Without so much as another word Rainbow Dash took off, flying out of the cave in the direction the dragon had headed, her tail flapping about wildly and uncontrollably as she did, blowing past the smouldering remains of fire and paying no attention to what her friends were saying behind her in protest of her actions. She was a pony on a mission right now and that mission waited for nopony! Unlike the others she was actually ready for action as she hurtled out of the cave mouth.

Locating the dragon in flight was easy, it was far too big to possibly miss. Immediately she set her sights on it and followed in pursuit, her tail flicking about wildly as the wind blew over and across her lean frame as she flapped furiously.

She was fast.

She was incredibly fast!

She was un-bucking-believably fast! She was the fasting bucking pegasus in all of Equestria and everypony knew it!

That said though, even she would admit the dragon had a considerable lead on her, and despite its massive size those huge wings were flapping hard enough to cover a significant distance in a short amount of time. It defied common sense that something as large and heavy as it could possibly be so far ahead of her in just the course of a single minute. She found herself having to flap her feathery wings as hard as she could just trying to catch up with it. Even as fast as she could move, it was still going to take at least an entire minute just to get in range to see the large ridges on the dragon's tail. That was a fact she didn't like to admit.

"You're not getting away from me!" she shouted, not that it did much good at either helping her actually catch up to the dragon or distract it from its present course, whatever it might be. She'd honestly be surprised if she could even be heard at this distance with the wind blowing back in her face.

She was getting closer. It was taking everything she had just to avoid being left behind but she was doing it. As she got closer she could definitely make out part of Ulquiorra's frame sticking out of the dragon's tightly clenched claw and confirming his actual location. But now that she'd verified the fact, she was presented with a difficult question; even if she could catch up with the dragon -which she definitely could, no doubt about it- how was she ever going to rescue Ulquiorra? It wasn't like she could pry the dragon's claws open and snatch him up, she wasn't that strong. There had to be something she could do.

And then a light bulb clicked on and got her thought process going again.

She fell back in her pursuit and took to a higher altitude before pursuing after the dragon again, beating her wings with all her might to pick up the necessary speed to gain what ground she'd lost, and to pull off the only maneuver that would likely work in this case against such a huge beast. The only thing she was thankful for right now was how the dragon was flying in a relatively straight line, that would make it much easier to do this.

No time for hesitation, now was the time for being strong.

The air erupted with a violent multi-colored explosion as her Sonic Rainboom was detonated in her approach, her trajectory hurtling her straight into the side of the dragon's back at unbelievable speeds.

The force of the impact against the scaly ribcage was significant as she ricocheted off to the side, spinning wildly out of control and off in a tangent, but it was enough to leave the dragon stunned and grasping the impacted area with its free claw, the hold on its quarry loosening enough that Ulquiorra fell free as their paths of travels diverged and became significantly different, the dragon continually flying away while he was in free fall toward the ground.

"Gotcha!"

At least he was until he came to a sudden jerking halt. Ulquiorra soon found himself free from the dragon's claw and in a much more awkward position; the cyan pegasi's forelegs wrapped around his trunk under his arms and keeping him from falling any further to the ground.

"Never fear, your friendly neighborhood Rainbow Dash is here!" she stated with a sense of triumph at her actions and achievements. She'd just tackled the dragon full force and rescued somepony in need. Today was definitely a good day to be alive!

"You deployed your Sonic Rainboom technique against the dragon," he observed, his tone completely unchanged and inappropriate for what he'd just been through. Not that she noticed really.

"That I did, U.C.," she stated proudly as her wings continued flapping to keep them in the air.

"Why?"

Her wings nearly stopped beating at the question. Why? He asked why? Was he serious?

"Are you foaling me or something? To rescue your flank from that thing," she pointed out.

"Why?" he repeated, only to be met by another confused noise from Rainbow Dash. "Yesterday you were greatly infuriated with me for not being impressed by the display of your "Sonic Rainboom" technique. Why would you burn through the majority of your mana and leave yourself vulnerable for the purpose of trying to rescue me?" he asked.

"Wha' the hay are you talking about? Did you think I'd just leave you to get devoured or something because you ticked me off earlier?" Rainbow Dash asked him. Was he really serious?

"Correct."

He was serious! Oh Luna!

"Look I don't know what things are like where you come from but here in Equestria that's not how we do things. We don't let ponies -or whatever you are- die just because we're upset at them. That’s not what friends do for each other, there’s no logic in that," Rainbow Dash explained. "Besides I haven't wowed you yet, I can't let you get eaten before then!"

"You're completely illogical," Ulquiorra stated simply, finding nothing else to make sense in this context.

"Thanks," Rainbow Dash replied, obviously oblivious to the meaning of what he'd just said. "You can thank me later, though, the dragon's coming back and we gotta get outta here!"

True enough the dragon had recovered from the unexpected collision and circled back around, and was currently coming toward them, roaring angrily as it flapped its mighty wings and bearing down on them, prepared to unleash the fullest magnitude of its fury.

That is until a boulder came flying out of nowhere and shattered against its head, and left it dazed and no longer directly focused on them.

"What the buck?" Rainbow Dash asked. She'd been prepared to engage in whatever fancy aerial maneuvers were needed to get them to safety, but the sudden intrusion by a rock left her confused.

Another boulder followed and slammed into the dragon's ribcage on its injured side and made it flinch in pain.


"Rainbow Dash, wait!" Twilight called, but it was already too late as the hotheaded pegasus was already flying out of the mouth of the cave before she could protest any further. That stubborn, brazen, featherbrained idiot! Didn't she realize that she'd just volunteered for a suicide mission? "This is bad..." she muttered and shook her head, before running for the cave mouth, the others hot on her hooves to see what the status on their friend was.

By the time they got out of the cave their was a loud rumbling explosion in the distance. By the time their eyes adjusted to the natural brightness provided by the sun they could see the telltale signs of a Sonic Rainboom in the sky, the spectral trail that followed in Rainbow Dash's wake hurtling off into the distance.

"Good gracious what's going on over there?" Rarity asked.

Twilight said nothing as she magically withdrew a pair of binoculars from her discarded saddlebags, frantically trying to focus on what was happening. By the time she had a clear line of sight for what was unfolding she caught the sight of Rainbow Dash plucking Ulquiorra out of of the air and was now keeping him from falling helplessly to the ground.

"It's alright, girls, they're both safe," she stated and released a long held breath of tension. "For the moment."

"Thank goodness," Fluttershy whispered, "I honestly don't know what went wrong, girls, for some reason the dragon just wasn't listening to me."

"Don' be sweatin' it none, Sugarcube," Applejack said in a reassuring manner as she placed a hoof on her shoulder. They knew Fluttershy had tried her best, it wasn't her fault the dragon was as mean and ornery as a sidewinder. None of them could possibly have known that things would've gone as wrong as they did, it sure as cider wasn't Fluttershy's fault that the dragon had responded the way it did. Outside of the time Discord hypnotized those beavers, this was the first time she could really remember Fluttershy's critter managing skills had actually failed them.

"Hmm..." Twilight muttered as she observed the scene, now locating where the dragon was in relation to the others and how it was currently flying. "It looks like Rainbow Dash actually injured the dragon somewhat. It looks like its favoring its right side... I think she actually tackled it after using her Sonic Rainboom and rammed into it, possibly to make it release Ulquiorra. It's possible she managed to bruise or even crack a rib or two on the impact," she explained.

From a scientific standpoint it seemed to make sense. She remembered yesterday how Ulquiorra mentioned when Rainbow Dash used her technique, her mana was actively used to strengthen her body so it didn't disintegrate when breaking the sound barrier -which required traveling at a speed in excess of one thousand, eighty three feet per second second- so logically it could be concluded that the same process strengthened her body enough to allow her to survive a collision with a full grown, well muscled dragon.

Actually now that she thought about it, it made a lot of sense.

"Shoot ah always knew RD was hard headed an' all, but ah never expected 'er ta be that hard headed," Applejack stated.

"What's happening now, Twilight?" Pinkie asked curiously, eager to find out the state of her friends, all the while planning what kind of party to throw for them.

Twilight wordlessly turned her attention back to what was ahead of her, preparing to give a detailed report of events that were unfolding. However her preparations and plans fell apart when she realized that the dragon wasn't backing down but rather getting ready to advance upon their friends once again.

"Oh shit, oh SHIT!" she exclaimed without even realizing the slip in dialect. "The dragon's getting ready to attack them again!"

They were too shocked by the news to ask Twilight about the sudden use of the unfamiliar term. All the way out there and away from solid ground, what could they do?

The binoculars were dropped as Twilight began panicking, looking around frantically for anything that could be used actively or passively to save her friends. A large boulder sat conveniently on the ledge, likely dislodged when the dragon escaped with Ulquiorra in tow. Without further deliberation she picked it up in her telekinetic hold and hurled it as hard as she could at the dragon's soon-to-be current position.

"More rocks! We need more rocks or they're going to die!" Twilight yelled.

They needed to act quickly. Hurtling large rocks was good and all, but with a dragon this size all it would do was provide a mild distraction. But under these circumstances it was all that could be asked for.

All she could do was hurl rocks blindly and pray that they landed. She didn't have enough time to factor in wind resistance, cross wind velocity and aerodynamics, she had to act in pure desperation right now.

Without word or warning Pinkie managed to find and shove another large boulder into their field of view. It was quickly picked up and hurtled at the dragon again. By the time Applejack managed to pick up the binoculars she saw it collide with the dragon's side.

"Direct hit Twilight!" Applejack called as she looked through the binoculars, only to have them yanked away from her by Rarity's magic.

"Marvelous aim darling. But if you want another bullseye to the head you'll need to adjust your aim three degrees to the right," she explained.

They lacked Rainbow Dash's speed and powers of flight. But that didn't mean they were helpless in the situation. While Rainbow Dash was away making her grand rescue attempt they'd scrambled out of the cave and done the only thing they could think to do; improvise. Which in this case was Twilight magically hurling large stones at the dragon as hard and as fast as she could, Rarity providing latitude and longitude for each shot, and Pinkie fetching the boulders to be used for ammunition purposes.

Even if they couldn't cause any serious injury to the dragon at this distance, they could at least provide a distraction to keep him from attacking Ulquiorra and Rainbow Dash.

"On it!" Twilight replied as she grasped another boulder and hefted it for another salvo, not even noticing the roar in the distance.

"Nopony gets away with hurting our friends! Not even if they're a dragon!" Pinkie yelled as she shoved another boulder into place. Suddenly, growing up on a rock farm seemed like a blessing.

"He's comin' back ya'll!" Applejack suddenly warned as she saw the dragon's figure slowly getting bigger in the horizon. Even without the binoculars she could tell what was going on. Their distraction was working alright, just a little too well as it was now completely ignoring the other two and coming back for them!


Another boulder caught the dragon in the neck just below the jawbone, making it reach up and grasp its injured area. And from the sounds it was making it was easy to tell that it was very displeased with being pelted.

"Do your "friends" actually believe they can stop the dragon with such a petty assault?" Ulquiorra asked as another rock came hurtling into view and smashed against the dragon's shoulder. Each boulder coming downrange was easily the size of a pony, but against a dragon of this size it was little more than gravel against a regular sized individual, comparatively speaking anyway.

Then again said gravel was coming in the form of large, several hundred to several thousand pound projectiles, crossing the distance between the mountains and here in a matter of just a few seconds.

"Beats me but it gives us a chance to get out of here," Rainbow Dash pointed out. She was just about to do that when the dragon unleashed another angry roar and took off flying again... headed right back towards her friends! "Horse apples!"

"Are you able to catch up to the dragon with me in tow before it reaches the others?" Ulquiorra asked her.

"... No..." Rainbow Dash replied slowly, not wanting to admit the fact. Her rescue attempt had drained most of her mana and trying to keep herself and him up in the sky wasn't doing her any good. She wouldn't admit it but she had her doubts as to whether or not she'd be able to catch up to the dragon even before it reached her friends. She was just about to ask Ulquiorra what he had in mind, when much to her surprise he did his boom thing and disappeared right out of her forelegs and out of sight. "How'd he do that?" she asked in confusion. And the better question was where had he gone?

Nevermind! That was a question for another time, right now there were more important issues at hoof, like trying to rescue her friends before they got eaten!


There was a great deal of panic back at the cave as the five tried to figure out what to do. The dragon was coming in fast and there was nowhere safe to hide that they couldn't be found. It could easily tear up the cave looking for them and their legs would never carry them far enough away in time to avoid being caught.

"Ah think we bit off more than we can chew," Applejack stated as the dragon got closer. Despite it all, Twilight hurled another large boulder at the dragon and caught it in the side of the face, but it simply bounced off the angle of its cheek, any damage it could've done being comparatively minimal.

"What're we going to do?" Fluttershy squeaked in terror.

"I honestly don't know. But if we die today then we're going to do so with great difficulty," Twilight stated firmly as her horn began to glow brightly.

The barrage of rocks served no point now, instead Twilight settled for pure magical blasts being discharged in quick succession inbetween short charge times, sending a steady stream of magical beams downrange in the dragon's direction, each blast kicking up dust as it traveled over the solid ground and into the open air beyond them. If they were going to die today there really wasn't anything she could do about it. But that didn't mean she was going to take it laying down and without resistance.

Each blast made contact with the dragon. However they failed to do anything more than shatter against its tough skin. It was no better than trying to spit watermelon seeds in its direction, except it was making the dragon all the angrier.

The situation was, for lack of a better word, hopeless. Fleeing wasn't an option as the dragon could catch them in no time either in its claw or with a stream of fire. Standing to fight wasn't an option as they were far too small to pose a significant risk. And Twilight's mana reserves were being further and further depleted with each shot she fired. There really wasn't anything they could do except resign themselves to the possibility that they were actually done for.

Applejack accepted this fate calmly and quietly, seeing no point in getting upset. Fluttershy cried to herself and weakly apologized for everything being her fault. Pinkie and Rarity wailed and carried on rather dramatically. Twilight was hunched over and panting raggedly, stubbornly wearing a look of refusal on her face, her horn steaming as she began charging another blast to try and send down the dragon's throat when she saw its open mouth. Her intent was to be defiant to the very end and planned on cooking the dragon's guts from the inside out if it was going to eat them.

By now the dragon was only a few hundred feet away right now, and that distance was closing quickly and there was nothing they could do about it. The only option left was to say their goodbyes and share gratitudes for having known each other.

And then the last thing any of them ever expect to see happen actually happened; Ulquiorra had appeared in front of the dragon out of nowhere and stopped it right in its tracks. Actually that was an understatement as what truly happened was something they couldn't properly comprehend.

The idea behind the sonido they more or less understood, but that was as far as it went. What they didn't understand was how he'd managed to sonido in front of the dragon, in midair no less, and had halted the dragon by using both hands to press firmly against its snout. This resulted in slowing its progression to a standstill, his feet kicking up huge clouds of what looked like dust in the process, as if he'd slowly ground to a halt against the hard stone of the mountain itself.

Right now, right in front of their disbelieving eyes, he was literally standing in midair, hundreds of feet above any solid ground, and somehow generating enough force to overcome the thrust of the dragon's wings and stop it from advancing any further, a mere fifty feet away from the cliff's edge the others stood upon.

The tears and the sadness stopped as the five ponies stood with wide eyes and open mouths at what they'd just witnessed take place before them. It was a feat that, by every conceivable standard of the laws of physics that governed their world and the use of their magic, should be absolutely impossible to achieve. What they'd just witnessed was more befitting of a mediocre quality story meant purely for entertainment purposes without taking real world physics into account. It was something that had to be impossible, a fact hammered home with each continual flap of the dragon's wings as it stubbornly tried to move.

It was a thought that bore reiterating: what they'd just seen was a feat that was supposed to be absolutely impossible to successfully pull off.

So just how exactly in the nine pits of Tartarus had that just been possible!?

"Did he just..." Rarity asked but was unable to finish the sentence, the entire display simply too unbelievable.

"He stopped the dragon," Twilight answered, completely dumbstruck and eyes wide, her own fatigue forgotten at the moment.

"In midair!" Applejack added in utter disbelief. Had Ulquiorra done the whole thing on the ground it would've been impossible enough to believe, but this was like impossible squared or something.

The dragon seemed to share their confusion after a long moment, going cross-eyed to look at Ulquiorra as he stood there, presenting an immovable object.

"I believe I've adequately explained that I cannot and will not allow any harm to come to these ponies," Ulquiorra calmly stated as he drew his left hand back and brought a fist down firmly on the dragon's snout.

Under the best of circumstances, if the pony in question was really strong, this act would cause the dragon momentary pain and disorient them. But these were not such circumstances, Ulquiorra was no pony, and the dragon wasn't disoriented. Rather the dragon was now howling in intense pain from the sudden cracking noise that was heard and followed the felt blow, and falling out of the sky from the force of the blow.

"Oh... my..." Fluttershy whispered in surprise.

Being around Pinkie long enough made one comfortable in the fact that things could happen that nopony could adequately explain. They just accepted it for whatever it was. But that said, nothing Pinkie could conceivably pull off could ever prepare them for what they were seeing right now. Were there any laws of physics that Ulquiorra wasn't currently violating? Defying gravity, pound for pound generating far more force than could even be conceived as possible, withstanding hundreds of degrees worth of heat without suffering any burns, moving faster than the eye could see, and single hoofedly beating the snot out of a fully grown adult dragon!

Twilight's mind was running wild with more questions than ever before, more than she ever thought possible. The things Ulquiorra was doing right now as he faced off against the dragon couldn't be explained no matter how hard she tried to. She was certain there was some logical, physical, scientific explanation for it all, something that could be found somewhere and broken down into easy to understand facts that would all make sense if they were really applied.

But right now she wasn't coming up with a single one of those things as she was far too busy watching everything unfold before her, just like the rest of her friends.

"How can anybody be so unbelievably strong?" Rarity finally asked, being the first to find her voice. The entire display was unlike anything she could ever remember seeing before. Not even the fantasy novels she sometimes borrowed from Twilight talked about something like this, it was simply too unbelievable to be taken seriously.

"Sure beats the tar outta me," Applejack replied, "can ya imagine what it'd be like if he worked at Sweet Apple Acres? There wouldn' be an apple left hangin' by the end o' the first day o' applebuckin' season!"

Down below and away from them the dragon flapped its wings to catch itself and stop its descent, shaking its head to clear its senses, wincing as the movement made its snout hurt worse.

Having successfully recovered from the blow that'd been delivered to it by something no bigger than its fist, the dragon was making its way back toward them with a vengeance. It was out for blood and revenge and was going to tear through anything in its path without discretion in order to get what it wanted.

"Look out Ulqy that big mean dragon's coming back!" Pinkie called out loudly at the sight of the dragon rising again.

"Ulquiorra! Get out of there, quick!" Twilight called out.

Fluttershy remained silent as she watched, unable to vocalize anything. Ulquiorra had just saved them from certain death twice, putting himself directly in the line of danger in order to do so. He was facing down a fully grown male dragon all by himself and exposing himself to danger all for their sake, and had done so even without being asked for help. He was... so heroic in nature. He was just like the knights in fairy tales, facing the ferocious dragon to rescue the princess and live happily ever after, except this time it was playing out in real life.

She'd never before felt so excited, and so terrified, then she was at that very moment.

Ulquiorra almost casually looked in the direction the dragon was coming from as it swooped back up in front of him, a claw drawn back in its approach and swung toward him to try and swat him out of the way like he was nothing.

Much like the first time this attack ultimately proved futile. As the claw approached from the side he calmly extended his left hand and caught it on the approach, stopping it in its track from moving any further.

"If you want to fight anyone else you'll have to kill me first," he explained calmly, before withdrawing his hand and quickly bringing it down on top of one of the dragon's fingers, resulting a loud cracking noise and the targeted digit sticking out at an odd angle.

"Did he just..." Rarity start to ask but failed to finish the question.

"He just broke one of the dragon's claws with a single punch," Twilight stated in response, not able to believe it herself. Dragons' claws were incredibly strong and resilient to damage, built for tearing and digging through solid stone as easily as Spike dug through dirt when he helped Rarity go gem hunting, to be exposed to lava without any consequence from the submersion.

And Ulquiorra had just effortlessly broken one of its bones right through thickened scales and toughed muscles, when said bone was twice as thick as his own arm.

Immediately the dragon roared in pain and clutched its broken claw.

"You're quite troublesome."

Despite the overwhelming pain it was experiencing the dragon looked up to see Ulquiorra standing right in front of its face and positioned right between its eyes. No further words were exchanged after that point, as he raised his right foot and forcefully stomped right between its eyes, not even bothering to take his hands out of his pockets in the process.


For the life of her Rainbow Dash couldn't properly wrap her head around what she was seeing during her approach. First he'd disappeared out of her forelegs and apparently traveled between there and her friends faster than even she could move, and then it looked like he was beating the crud out of the dragon all by himself. He was super fast and super strong? What was this dude made from, dark matter or something? How could he send a fully grown dragon into screams of pain with a single kick when even she couldn't do that?

And didn't he say yesterday that she was faster than he was? What was up with that?

As she made her way back to her friends she didn't know whether to be seriously jealous, or wowed by the sheer awesomeness of it all. He was kicking more flank than she ever believed possible.

The kick between the eyes -at least that's what it looked like from her vantage point in her approach- had sent the dragon grabbing for its face as its wings cut out in mid-flap and it dropped in altitude.

If she had to rank this on a scale of awesomeness it would be right at or above winning front row tickets to watch the Wonderbolts perform. Or maybe Cloudsdale getting picked to host the Equestria Games tournament.

"RD ya feather brained idjit get outta the way!" she heard Applejack yell as she got closer. Right now it really did sound like a good idea, the skies were too dangerous right now and she made a beeline for the group figuring it was safest with them.

"Am I really seeing what I think I'm seeing?" Rainbow Dash asked as she touched down.

Her attention was drawn back to the battle as the dragon recovered from the attack and prepared to attack again, only to be slapped right across the snout with enough force to move its head off to the side. She winced at that display of strength and confidence, pondering how much force someone so skinny actually commanded if they could do something like that.

"That and a whole lot more," Twilight replied and nodded, cringing at the sound of a loud crunch as Ulquiorra dove toward the dragon and kicked it in the lower jaw, making its head snap back as it tumbled backwards. "That's gonna hurt in the morning..."

Applejack nearly did a double take. Did Twilight really just use a word like "gonna" to describe and refer to something? This whole situation must've been worse than she thought if her friend was breaking from the otherwise proper and fancy grammar she so normally used.

Or maybe she'd just been hanging around them long enough that they were finally rubbing off on her.

"He's so heroic, saving us like he did," Fluttershy mused contentedly.

"I understand that he's a completely different species from us... but isn't he just so dreamy?" Rarity asked in response. He was indeed a hero to put himself in danger like that just for their sakes. How could one possibly ask for anything better?

Twilight shook her head as she continued watching the display. The dragon seemed to have fully recovered from the blow to the chin and made an effort to gain greater altitude, only for Ulquiorra to sonido his way over to it and actually stomp on its back right between the wings, possibly hitting a nerve cluster in the process as this caused the dragon's wings to lock up and sent it falling to the ground below.

"No way!" Rainbow Dash stated, her eyes wide in surprise.

There was a loud crash below that shook them from their own individual thoughts and brought them back forward as the dragon crashed into the trees below in the forest, flattening anything that was in its path from the rough landing.

From their vantage point it didn't look like the dragon was in any position to be getting back up again. And it seemed Ulquiorra had reached the same conclusion as he turned and walked -on thin air no less- back to the group and stepped down onto the ground next to them.

For a long moment there wasn't a single sound coming from the ponies as they just stood there in stunned silence. Then after a long moment he was bombarded with questions and statements from all sides about everything they'd witnessed in the course of just a few minutes as the six descended upon his position. How could he overpower a fully grown male dragon? How could he fly without wings? How could he walk on air? How could he withstand the dragon's fire? How did he get to be so awesome? And so on, and so on...and so on... coming from five of the present ponies, each of them trying to gain an advantage at being heard and hopefully getting their questions answered.

Pomf!

His attention slowly turned to Rainbow Dash as she stood there with her wings fully deployed and pointing upward, her primary feathers extended in a manner that didn't look particularly comfortable to be in. Slowly all eyes turned to her as she appeared uncomfortable with this development.

"Really Rainbow Dash?" Applejack asked in an incredulous manner at what she was seeing.

Rainbow laughed nervously. "What can I say? He's...awesome..." she tried to explain.

The significance of the entire display was lost on Ulquiorra, to the point he was willing to ask Twilight Sparkle to elaborate. However before he could even get the first word out there was a roar and a rush of wind behind them as the dragon once more came around, swooping up the side of the cliff and shooting over their heads at great speed.

"He jus' don' quit!" Applejack stated as she held onto her hat while looking up, only to go pale at the sight of the dragon preparing to unleash a massive fireball. "Hit the dirt!"

The ponies scattered from the scene as the fire came. Ulquiorra responded to the incoming assault by grasping the hilt of his zanpakutō and spinning one hundred and eighty degrees as he unsheathed it, a massive trail of his reiatsu following after the arching sweep and meeting with the fire, before cutting through the fire and dissipating the path all the way back to the dragon's mouth, slamming into the back of its throat and choking it.

To Twilight and her friends it looked like he'd just overpowered the dragon's flames with nothing more than a single swing of his sword, the force of the swing traveling all the way back up to the dragon's mouth and causing its fire to peter out. As Princess Luna would say, the awesomeness had just been doubled.

Or at least that's what Rainbow Dash thought she'd say. To Twilight it was just another thing to add to the list of questions that needed to be answered.

Another burst of sonido and Ulquiorra appeared in front of the dragon, his left arm drawn back before his fist was slammed into the dragon's chest at full force. The impact resulted in a very dull, very loud thud from the contact that could easily be heard from where they stood.

The dragon let out a loud groan of pain that suggested this had hurt it far more than any of the previous attacks, its front claws drifting to its midsection as it lost altitude and more or less crash landed on the hard ground in a collapsed fashion, groaning and panting heavily as if the wind had been thoroughly knocked right out of it.

"Did you girls see what I just saw?" Pinkie asked curiously.

"That Mr. Cifer fella sucker punching the dragon an' bringin' it down? Eeyup," Applejack replied.

The dragon groaned as it tried to push itself back up again, only to collapse onto the ground in failure, only managing to get its leg out from under its massive bulk as the rough landing had hurt it more. But the struggling had proven enough to display something none of the ponies had expected to see; blood. The punch to the chest had been enough not only to knock the wind out of the dragon but also break its skin bad enough that it was bleeding from the injury.

Comparatively speaking the injury didn't seem anymore threatening than a rose thorn prick to one of them. But that didn't change the fact that Ulquiorra, with a single blow from his fist alone, had generated enough force to actually make the dragon bleed. It was a scary thought to consider actually.

"I think it's safe to say this matter is over and done for," Rarity cautiously stated.

"I don't think it's over just yet, girls, look," Twilight stated and pointed as Ulquiorra disappeared from view and reappeared in front of the dragon and facing it, calmly resheathing his zanpakutō before speaking again.

"I grow tired of demonstrating the fact that you can't harm me. I have given you multiple opportunities to leave of your own volition but you've continued to respond in an overly aggressive manner. I'm unwilling to extend you anymore chances. Your very existence threatens the existence and wellbeing of countless others. And it is for that reason that you're going to die now," Ulquiorra explained to the downed dragon and extended his right hand, a ball of green energy forming at his fingertip, several swirling trails of like-colored energy seeming to spiral and swirl into the center and add to its mass.

"No..." Fluttershy whispered in shock at his words, being the first one out from the hiding spot they'd picked.

Everything had gone wrong, she didn't know where but it had. This whole mess had started out as a simple relocation mission to try and convince the dragon to leave because of the threat it presented. From there everything had gone downhill and fast. The dragon had been awake and highly aggressive, had attacked them without provocation, which had resulted in Ulquiorra stepping up and protecting them from harm at his own expense. And then the dragon had grabbed him and they needed to rescue him. And then after they'd gotten done rescuing him he'd gone and rescued them again and proceeded to pummel the dragon almost effortlessly in order to keep them safe and the dragon away from them.

He'd been so heroic to watch. He was so calm under pressure and collected in what he did, able to so easily tend to the dragon when they couldn't, so dedicated to keeping them safe from harm. It was all so incredible to watch.

And then suddenly they found themselves here. The dragon had been beaten quite thoroughly, and even quite violently. It was prone on the ground and laboring for breath before Ulquiorra, who stood coldly and dispassionately before it, informing it he intended to kill it for failing to leave in a peaceful manner, and even at this very moment was preparing what she could only assume was an attack capable of fulfilling his promise. In the space of just a few minutes he'd gone from being an observer, to a hero, to a ferocious and merciless predator who, even in the face of a weaker opponent that couldn't fight back, intended to press his assault to the very end to prove his own overwhelming dominance.

This dragon didn't present anymore danger to them at this point. She wouldn't deny that it had attacked them without provocation, but that was in its nature as a dragon; one of the reasons she was so terrified of them when they were bigger than Spike. But right now as she looked into the watery eyes of this dragon she didn't see rage, or hunger, or even a primal territorial nature that would drive it to attack others. She saw fear, she saw despair, and above all she saw the realization of absolute, overwhelming helplessness in the face of something it couldn't compete against. It was like a poor bunny facing down an enraged timberwolf right now.

"No... please don't do this," she pleaded, her weak voice cracking. Unfortunately her pleas appeared to be falling on deaf ears as Ulquiorra remained completely unmoved.

The others had started to emerge from where they'd hidden in order to get a better view of what was going to happen next. They'd all heard the talk back in the cave but they'd assumed it was just a boast. But now with all the facts taken into account it no longer looked like that, it looked like he was not only serious but quite capable of doing such. Despite the facts and what they'd seen so far this idea horrified them.

Equally horrifying was the eerie green-hued glow the technique was casting over the immediate area and the shadows it was casting on the dragon's face, something about it was deeply unsettling and disturbing and just magnified the thought that they were about to witness a true execution of another living being.

"Hey dude come on, the dragons' down for the count, it's not like he can get back up and attack again," Rainbow Dash stated in disbelief. Ulquiorra had already won, did he really need to press the matter further when it was already so obvious? She didn't even know exactly what he was doing but she knew it couldn't be good.

"No... please..." Fluttershy croaked but to no avail, the ball seeming to whine at this point of its formation.

"Ulquiorra stop! What're you doing!?" Twilight shouted as she galloped over to him, the others not far behind her. She couldn't let this happen. She couldn't face Princess Celestia and admit that she'd lost control of the situation and had allowed Ulquiorra to kill the dragon through her own inability to stop him. There had to be something that could be done, anything!

"Don't," Fluttershy pleaded, tears running down her face at her own helplessness of the situation. The dragon was going to die and it was going to be all her fault for not being able to do what she was asked to do.

"What Princess Celestia herself will not do," Ulquiorra replied calmly and discharged his Cero at the dragon.

He missed.

His aim had been true and the dragon should've been reduced to a smouldering corpse. But instead his Cero was fired off toward the horizon as Fluttershy held onto his wrist with a single hoof and wasn't letting it anywhere near the dragon. She had spent this entire mission being quiet, scared, staying behind, and doing everything else to convey her fear of the situation. He assumed her fear of dragon's outweighed her care for animals and she wouldn't have interfered. It appeared he assumed wrong as she was now doing everything in her power to actually defend the dragon from harm, including interfering with his Cero's trajectory.

Three things immediately came to his mind. The first being Fluttershy's speed and how she had managed to launch herself between him and the dragon just before the discharge of his Cero. He assumed her speed was enough to rival that of Rainbow Dash if she truly tried.

The second was something that seemed pointless currently but couldn't be ignored; while most of the ponies he'd encountered didn't quite come up to his waist at the shoulder, once they reared up on their hind legs the difference between their height and his wasn't even a full foot.

The third was her eyes. The look in her eyes as she stared straight into his was... intimidating. They were filled with a barely restrained rage the likes of which he hadn't seen since...

+++

"...I see. No mercy eh?" Ulquiorra asked rhetorically as he looked up toward the Shinigami that stood atop his head, a bright red Cero forming between his horns and aimed directly at his face. "How very Hollow-like."

Despite his best efforts he'd been incapable of defeating Ichigo Kurosaki and protecting the safety of Las Noches. Through a means he didn't understand the Shinigami had managed to survive having a hole blown through his chest via his Cero Oscuras technique and now stood before him -and on top of him- in triumph. He himself laid defeated on dome of Las Noches, cut through from hip to shoulder, one of his horns severed and helpless to do anything other than look up at his own impending death.

"I don't care. I have no reason to live now that you've beaten me," he said bitterly as he watched the Cero being charged, his doom growing closer and closer by the second. "Do it." **

+++

...since he'd been Cero'd to the face by that brat.

How ironic.

"How dare you?" Fluttershy asked, oblivious as his Cero passed by her and disrupted the flow of her mane, the beam having come dangerously close to one of her flapping wings. "How DARE you?" she demanded as she stared at him, trying to burn a hole straight through him with her piercing gaze. "What gives you the right to decide who lives and who dies? How dare you try and kill something that can't even stand up against you? Can't you see that he can't even stand on his own feet, much less defend himself against you!?"

It was ludicrous. In his time in Hueco Mundo he had stared down many who challenged him. His strength was recognized and subject to both respect and fear. His gaze was enough that even Princess Celestia and Princess Luna were uncomfortable when staring him in the eyes and they'd attempt to focus elsewhere. And here he was, being stared down by the meek yellow pegasus who was easily the weakest in the group and finding himself unable to shake the feeling that he was now the proverbial ant underneath the magnifying glass being lectured.

The fact that she'd managed to even move his arm was amazing and most curious. Even more curious was how her reiatsu level had suddenly jumped when she'd intervened, and even now it was increasing dramatically as she spoke to him, speaking unopposed as he found himself without a vocal response to give.

"All this poor dragon wanted to do was take a nap, that doesn't warrant death!" she stated furiously, before turning her attention to the dragon itself. "And you! I can understand how badly you want a nap and how tired you are, but you can't nap here! You need to find somewhere else that isn't so close to a populated area where ponies and little animals are going to be breathing your smoke for the next hundred years. Now go on and shoo like we asked you too earlier. This whole mess could've been avoided if you'd just been a little more understanding the first time around," she scolded. "Get out of here, right now! Be smart and just go away!"

Ulquiorra watched -in great disbelief- as the dragon seemed to heed the words of Fluttershy and slowly, painfully stood itself back up on shaky legs, giving its wings a few cursory flaps before taking off into the sky again and setting off toward the east, far away from their current position until it was nothing more than a tiny dot in the sky.

His attention slowly drifted back to what was in front of him; namely a very pissed off looking Fluttershy, still glaring at him with a ferocity he hadn't seen displayed in this world before. These ponies continued to surprise him and leave him in a state of confusion.

"It would seem Princess Celestia's trust in you was not misplaced," he commented, uncertain of what else he could say on the situation. What really was appropriate to say in this situation when you were facing down what was supposed to be the weakest of the group, who now displayed a capacity for brutality that rivaled several of the more violent prone Espada, and seemed fully willing to use it in response to his actions?