A Shadow in the Night

by DoggonePony


Chapter 3: Loose Threads

It had been a slow start to a day that was anything but. Rarity was hardly a morning pony, and too many late nights at fashion shows, garden parties, and other half-remembered functions kept her a permanent night owl. Not to mention the travel. Good gracious, the travel. Business had spread marvelously – orders came in from all over Equestria – but it was never quite enough to afford a move. Most of her revenue was poured straight back into the boutique: fabrics, mannequins, renovations. Hardly a bit, much less a moment, to spare for a dream. Thus, she spent many a long night twisting and turning in uncomfortable sleeper cars on rickety trains next to miserly old ponies who snored something terrible. And the previous night had been just such an ordeal.

Today, however, was to be a rather arduous one, which required an earlier start than usual. She entertained the thought of waking up as she stumbled inelegantly out of bed, then shelved it for a later time. She had, with every passing month, found herself spending less and less effort on appearances. She was ever-so-gradually trading her title of “beauty queen” for that of “fashion empress”. The passage of time was an unforgiving harlot with a devilish grudge against glamour and grace. Rarity knew this, and she continually hemmed her circle of dreams accordingly.

As she let her mind sift and wander, a knock came at the front door. She sauntered downstairs, snuggled by her plush morning robe. A foamy toothbrush hung from the corner of her mouth. She enveloped the door in a decadent aura of sky-blue, swinging it open. Hovering at the stoop was the mailpony, Derpy Hooves, her face buried in an assortment of letters. She looked up, golden eyes crossed, and beamed.

“Hey, Rarity!”

“Oh, Derpy, darling,” Rarity mumbled, removing her toothbrush. “A bit early with the mail, aren’t we?”

Derpy pulled a pocket watch from her delivery vest, eyeing it sternly. “Hmmm, nope!” she chimed, shoving the watch in Rarity’s face. “See?” Both hands were indeed in the noon position, though the watch was severely upside-down. Rarity simply did not have the energy or the heart to tell her.

“Well,” she said with a cordial smile, “I stand corrected.” She took the letters from Derpy, thanked her, and closed the door.

Three envelopes. A slow day indeed. Rarity let out a petite yawn as she shuffled through them. The first was from Manehattan – Sweetie Belle. The writing was neat, flowery, and sprinkled with hearts, which could only mean it was time yet again for another Cutie Mark Crusader charity drive. Rarity snorted, rolled her eyes, and set the letter aside. She would send a “donation”, as she always did, for she loved her sister dearly. If only she would visit as often as she begged.

The second envelope was addressed to the Cakes at Sugarcube Corner. Without a second thought, Rarity whisked it to a cubby by the door, marked “Outgoing”; she would have to deliver it when she had time. The third, however, caught her attention. The return address was that of the Royal Office in Canterlot, and the parcel had the faint trace of aromatic enchantment. She tore it open, eager for any news – the slightest morsel of gossip – from Twilight or Spike.

She unfolded the letter and devoured the words. Dear Valued Citizen… We are writing to inform you of the location of this year’s much-anticipated Summer Sun Celebration and what you may expect from- she flipped the letter over. The back was blank. The edges were frayed, a clear sign of an unskilled – or more likely, unfocused – duplication spell.

“Oh, Twilight, sweetheart,” Rarity said, scanning the note once more. “Is this what they have you doing, cooped up in that tower?” She crumpled the letter and cast it into the nearby waste bin. She paused, dragged the letter back out, and smoothed it as best she could. Her eyes skimmed back and forth, searching until, finally, a scoff. “Hoofington!” She shuddered and returned the announcement to the trash.

Rarity lifted a dual saddlebag from the corner of the room and placed it gingerly on her back, so as not to ruffle her coat. A mirror hung against the wall near the door, for important last-minute checks. She took a glancing peek, bringing a brush to her mane and straightening the few stubborn hairs to perfection.

“Rarity,” she cooed, “you are a rose among thorns!”

It was true that, even in waning years, she had still seen the pick of the litter when it came to gentlecolt callers; though few could seem to pry her away from her work for more than a fleeting tryst. They were brief affairs, all of them, though none so brief or so spectacular as the last. Her precious Spikey Wikey had only become more brazen and persistent as he grew, and she could only feign disinterest for so long. But just as quickly as their relationship started, it was torn apart at the threads when he and Twilight were summoned back to Canterlot. It was there she wished to move, and him she wished to see. Sadly, she suspected that he, too, was like so many dreams she had left by the wayside. But on clear days, when Rainbow Dash actually kept the sky free of clouds, and it shone through with sapphire intensity, she still missed him fiercely.

It was an apt reminder. Rarity magically unsealed a small chest perched next to the mirror. From inside, she lifted a weathered gold necklace. Beset at the center was a brilliant, heart-shaped fire ruby. If she couldn’t have the whole puzzle, she would at least savor her last remaining piece. She tucked the gem neatly around her neck, and it settled into the tufted groove it had begun to wear in her coat. She stole one more look at the mirror. Satisfied with the mare she met in the reflection, Rarity trotted out the door to greet the morning.


Rambling Rock Ridge was always a dreaded trek. The terrain along the path between Ponyville and the mines changed drastically – from forest to quarry dust to jagged, unforgiving stone. It was, however, the single greatest depository of gems outside the Crystal Mountains. And her latest ensemble would require a grand number of its choicest offerings. Thus, she trudged through her own personal hell to get there. Perhaps a farm pony such as Applejack mightn’t have squabbled at the atrocities committed to her hooves, but a proper mare knew the true value of keeping up appearances.

As she delicately inched her way up the knifed edge of the bluffs, Rarity’s face scrunched into a pout. “Oh, if only Twilight had taught me that teleportation spell,” she grumbled, mindful of each treacherous beat along the way. Every loose rock and unbalanced step brought with it a mousy, timid squeak until, at long last, she arrived at the top. Puffing out a sigh of relief, Rarity centered herself with the landscape and closed her eyes.

There, at the depth of her being, was a well of magic, pulsing like a second heart, coursing its power through every vein. It was deep and calm, churning at the surface, waiting to be unleashed. Rarity dove in, tapping the very core of her essence. She adored the feeling – the intensity of drowning in her own power. It was a privilege she seldom indulged, for it was a terrible temptation to simply stay. To stay and drown. It was the very first danger every unicorn was taught upon schooling, and yet, it was still a frightfully common headline. She could only imagine how the Equestrian royalty governed such potential.

She gathered and drew the mystic energy to a concentrated network of nerves in her horn, focusing on the present task. The sharp sting of conjuration was hastily replaced by the soothing wash of release. She opened her eyes, and every gem buried within fifty feet of her was visible. She eyed several pockets, until one particular assortment caught her attention. She pranced to the patch of dirt that stood between her and her prize. She pawed gently at the soil, testing its will. With a heavy sigh, she removed a small scoop from her saddlebag, affixed it snugly to her hoof, and began digging.

Spike should be here, she pined. He was always so eager to help. A smile broke out. So eager for so many things.

From the corner of her eye, she caught a glint of reflecting sunlight. She perked up, craning her neck and searching for the source. Her eyes widened when she spied a heavenly stone jutting from the ground. She raced to its side, her body tingling with excitement.

“Hello there,” she chimed, circling the deep amethyst gem and inspecting its every facet. “I haven’t seen you here before.” She ran a hoof over the surface and felt a shock run through her core. “Ooh, goodness!” she giggled. It was clear that this was simply the tip of a much grander iceberg, and Rarity wanted – needed to know just how majestic that iceberg was. Once again, she delved into her well of magic and recast her spell of finding. The gem disappeared. “Hey!” Rarity barked. When she let the spell fade, the jewel returned to view. “What in Equestria…”

She circled again, like a vulture at the watering hole. Every tactic was employed. She dug, she pushed, she begged and demanded, she pulled with every ounce of physical and magical might she had. She even scraped. With her hooves. But all she could manage to do was unearth it to its roots. How and why a gem would have such a thing was entirely beyond her. Yet there it stood, a violet obelisk looming tall as a stallion, firmly anchored and mercilessly taunting.

She flung her forehooves around the base, muscled her heels into the ground, and heaved. “Give it to me!”

Her pleas went unanswered, save for the electric charge that ran the length of her body with every touch. She fell back, rump in the dust, defeated. Then the sky lit up behind her. In the reflection of the gem she caught the briefest glimpse of… something. Lightning, perhaps? She shot to her hooves only to be shaken straight off them by a magnificent barrage of thunder. The ground shook with fervor, then split in twain. The mines below shifted and groaned, several giving way, leaving entire new canyons in their wake. The sky burned an ominous hue. In the dizzying chaos, even the shadows of the Earth seemed to move of their own accord.

Rarity shrieked and scrambled to any speck of dirt that seemed safe. A web of cracks speared its way up the monumental gemstone until it shattered, rocketing hundreds of shards into the crumbling earth. Rarity threw up her hooves in defense as countless glistening slivers of fabulous shrapnel needled into her fur and mane. Though she had enjoyed her time as a crystal pony, this was hardly how she had envisioned a return to form. When the biting onslaught and jolting tremors finally ceded, Rarity sat back, snorted a rather unladylike sigh of relief, and brushed the specks from her coat.

“Under the right circumstances, this might actually be quite fe…eehheheh…” Her eyes bulged at the sight of all the exquisitely cut gems sprawled over the ground like a blanket of purple autumn leaves. She dug a particularly thick, well-faceted stone from the dirt, radiant even beneath a crusted layer of earth. She giggled hysterically. “Ooooo, I knew it! I just knew it was meant to be!” She gratefully patted her horn. “You have yet to lead me astray!”

Shaking the dust from her fur, Rarity composed herself and collected as many brilliant shards as her saddlebag would allow. She even tucked a few back into her mane for extra storage. They were surprisingly weighty for such miniscule fragments, which worked to Rarity’s advantage. Heavier gems had to be used sparingly, to keep garments light, which put them in higher demand and drove prices up. Though, it did make the long trot home wearisome, to say the least – the heft of the haul strained every muscle in her slender physique.

As quarry gave way to blooming woods, an uncomfortable silence smothered the world, like a thick fog, a choking stillness. The leaves stood waiting for a wind that never came, paused in mid-breath. What animals dared lurk amidst these dim and gnarled trees lay hidden from view. Rarity shuddered with an incorporeal chill. She was a staunch advocate for peace and quiet, but the Everfree Forest had always been too hushed, even for her taste. Though, in the aftermath of such an uproarious day, she supposed even Pinkie would have sounded calm.

Oh, for Celestia’s sake, Rarity huffed, drooping her head. First Spike, and now this of all things? Why not just make a dress out of ribbons and regret? She hadn’t thought about Pinkie Pie in ages, and with good reason. It’s not that she or anypony else had wished for Pinkie to leave, only that so few had truly hoped she would stay. Time is never kind to the novelty of extremes, and Pinkie’s raucous antics could hold their charm for only so long. Nerves were struck, rumors were spread, and before any of it had the remotest chance to settle, the bubbliest pony in Equestria was gone. Vanished without a trace. Dozens of search parties and scores of inquiries later, one could only assume she did not want to be found.

When Rarity finally stitched her way back to the present, she was breaching the edge of the woods. Her saddlebag felt heavier now, much heavier. Her stomach began to turn between flashes of dizziness. She could feel her face – her entire body – rushing with heat. The satchels at her side burned against her skin, and she promptly bucked them off.

“What on Earth is wrong with- Oh, sweet Celestia. Rarity paused, pushing through a hazy cloud to think. When was the last time she’d… No, that doesn’t add up. She stumbled from hoof to hoof, then threw a cautious glance at her treasure of gems. Steam poured forth from each satchel. Gingerly, she encased them in magic and forced her sickly self homeward. “Well, this has been an exhaustingly peculiar day.” She shook a touch of clarity back to her foggy head. “But at least it isn’t that.”

As she arrived at the outskirts of Ponyville, Rarity did her utmost to keep out of sight. A few bags under the eyes she could tolerate, but covered in dirt, singe marks spotting her coat and mane – she was in no way presentable to her public. Dashing from alley to alley, she made it safely to the boutique. The moment the door closed behind her, she emptied the contents of her saddlebag onto one of her many work desks. No longer were they warm to the touch, but they each began to cloud. A dark, inky mass weaved through the core of every crystal until they were all as richly black as Luna’s night. And then, the shadows came. Growing like diabolic tendrils, they stretched and twisted, consuming the desk with every inch.

Slowly – legs jellied with disbelief – Rarity backed away, opened her mouth, and let loose a dreadful scream. She pranced about the room, stirring her mind for any solution.

“Applejack!” she gasped. She sprinted for the door, breezing past the mirror. She skidded to a halt, then trotted back. She poured over her reflection, bringing a fine-bristled brush to her coat to whisk away all signs of dirt and ash. Another brush smoothed out her sweeping mane. “Well,” she said pursing her lips, “it’s not perfect...” A shadowy vine began snaking its way up her rear hoof. “But it’s passable!” She let out a shrill cry and bucked off the icy appendage. Bolting through the front door, she veered off toward Sweet Apple Acres.

As she crested the first hill out of town, Rarity saw through tearful eyes the stoic outline of her country savior atop the next. Without her traditional rustic hat, Applejack’s mane danced invitingly in the wind. So, too, did the wind sweep reluctant petals from the blossoming trees that framed the long, meandering path. Rarity was properly convinced of Applejack’s inherent beauty, and shuddered every time she veiled it behind that musty excuse for a hat. It was a refreshing sight to see her au naturel.

“Oh, Applejack!” Rarity whimpered as she softened to a halt at the freckled mare’s side.

“I’m here for ya, Sugarcube,” she said, blinking a rather vacant smile. Despite her prevailing cultural naivety, there was always something in Applejack’s rural inflections that Rarity found warmly comforting. “Now tell me what’s wrong.”

Rarity thought back to the vicious creatures, masquerading as gemstones in her very own home. The image alone caught her squirming and shifting from hoof to hoof. She looked up at Applejack, scrunching her face to the most pitiful pout she could manage. “They’re growing!” she squeaked.

“Ya finally take up gardening?” Applejack teased. “Y’know, the vegetables are supposed to-“

“Oh, this isn’t time for your sass, darling,” Rarity huffed. “It’s the crystals!” It was then that she glimpsed Fluttershy wheezing into view with – to Rarity’s horror – Applejack’s archaic hat clamped tightly in her mouth. She could only wince at what sort of torture the poor mare’s taste bud were enduring. “Oh, Fluttershy, dear. You believe me, don’t you?”

The timid pony spit out the dusty old hat and wiped her tongue with her hoof. “Of course I do, Rarity. We’re friends after all.” She cocked her head like a confused pet. “But what are-“

“See?” Rarity blurted, trampling into the conversation. She sent a mischievous glare to Applejack. “Fluttershy is a true friend.”

Applejack sneered in return. “Well Fluttershy’s-“ she paused. Rarity could sense the indignation in her friend’s voice. “Ya haven’t even told us what’s goin’ on.”

Rarity tucked her head back and waved a dismissive hoof. “Well if you’d listen,” she sang. She cleared her throat and proceeded to weave a captivating account of the day’s events; Fluttershy was particularly enthralled, she could tell. As she spun her riveting tale of intrigue and spectacle, she noticed a striking fear wash over Applejack, as if the color had been siphoned from her coat.

“We gotta find Rainbow,” she interrupted, her normally sure-hoofed drawl scathed with meekness.

“I beg your pardon?” Rarity asked, miffed at the sudden command. “Right this very instant?”

Applejack leered at her with a rather unsettling intensity. “Yes. Right now.”

“But what about my boutique?”

“From the sound o’ things,” Applejack murmured, half lost in thought, “Rainbow’s yer best bet at fixin’ this whole mess.”

“And how do you propose we reach her?” Rarity chided.

“Did Pinkie leave her hot air balloon?”

Rarity sighed. “She left quite a few things...”

“I think it’s in the basement at Sugarcube Corner,” Fluttershy said. “I’ve heard Mrs. Cake mention it before.”

Applejack shifted her gaze back towards town. “Then that’s where we’re headed.”


Sure as could be, underneath the Cake’s confectionary – collecting cobwebs alongside old design books and foal toys – was Pinkie Pie’s personal hot air balloon. It wasn’t nearly as ornate as Twilight’s, but it had kept the bubblegum pony afloat for a number of years. Fluttershy blew a layer of dust off the top of the large wicker basket, its vibrant blue and yellow hues faded with neglect.

“Is this where you bought your hat?” Rarity shot a sly grin at Applejack, who rolled her eyes.

“Har, har.”

Rarity peeked inside the carriage. All the necessities were neatly folded and tucked within. “Well, the envelope seems to be intact.”

“The who-what-now?” Applejack asked.

Rarity turned, lifting the basket and levitating it behind her up the stairs. “The balloon, darling,” she informed. “The part that makes it float.”

Applejack snorted. “Just call it a balloon, then,” she mumbled.

Outside, the sky was finally clear of all traces of the morning’s mayhem. Most of the townsfolk had returned to their milling about, albeit a tad more cautiously. Rarity gently unpacked and assembled Pinkie’s ensemble, inspecting every element to ensure nothing was loose or punctured. Thousands of meters up, the last thing she needed was a malfunction. When everything seemed in order, she switched on the burner and began inflating the envelope.

Applejack and Fluttershy looked on in bewilderment. “Where in the hay did you learn how to do that?” Applejack asked.

“I can be quite useful in a pinch, no?” Rarity winked and hopped into the basket. “If it’s made of fabric, I can- OH! EW!” She leapt straight back out. “Oh, I stepped in something!” she whined, wiping her hoof on Applejack’s shoulder.

“Well I don’t wannit!” the country mare barked. She brushed her coat clean and sauntered over to the carriage, dipping her muzzle in for a closer look. The bottom was strewn with half-eaten, long-congealed candies, content to wallow in their own sticky filth. “Well, there’s yer problem.”

“Good heavens, Pinkie...” Rarity sighed, “that’s simply barbaric.” She turned toward the Carousel Boutique, unsure of the full carnage behind its locked doors and quite unwilling to check without an army at her side. Opening an upper-floor window and feeling about with her magic, she soon produced a swathe of cashmere which she neatly tucked into the basket of the balloon. “There,” she said. “Nothing some fine linens can’t fix.”

“Can we go now, yer highness?” Applejack asked.

Rarity took one last, mournful look at her shop, silently wishing it all the best. “Yes,” she replied, climbing aboard and shifting her haunches until she was seated comfortably. “And ‘Miss’ will do fine, dear,” she added with a smile.

Fluttershy crawled awkwardly over the side of the carriage, plopping unceremoniously onto her back with a sheepish grin. Applejack followed with far more athletic grace, untying the moorings and setting the balloon lazily adrift.

Fluttershy peeped her head and forehooves over the basket’s edge as the safety of solid ground casually bade farewell. “Um, girls?” She fidgeted instinctively with the fraying wicker weave. “I don’t want to sound, well, less than optimistic, but... how are we supposed to catch Rainbow Dash at this rate?”

“One does not simply ‘catch Rainbow Dash’, darling,” Rarity proposed, bringing a file to her hoof. “You go to where she’ll be, and you wait.”

“Which is... where, exactly?” Applejack questioned.

Rarity looked up. “Why, Cloudsdale, of course.”

“Y’all do realize that two of us ain’t pegasus...es, right?”

“One is all we need, darling.”

“Well,” Applejack sighed as Fluttershy nervously studied the ever-fading ground, “half o’ one, at least.”

After what seemed a lifetime or two of scenic wonderment and a refined discussion on who would be most amusing to see pegged by the juice box Fluttershy dropped overboard, the trio finally broached the pillowy outskirts of Cloudsdale. Towering factories hiccupped out plush clouds while rainbow waterfalls poured like silk curtains from one pool to the next. Gilded and glorious, it was clear to all why Princess Luna had named it among the “crown jewels of Equestria”.

“Tarnation...” Applejack gushed, tipping her hat back to soak in the view. “Feels like every time’s the first time, y’know?”

“It is quite a sight,” Fluttershy said, slipping carefully from the basket and onto a sea of cumulo-cushiness. She gingerly stamped her hooves, reacquainting them with the sensation of cloudwalking, then looked up just in time to be bopped in the snout by a falling length of rope.

“Oh, sorry, darling!” Rarity chimed. “Would you be a dear and take us to Rainbow’s?”

Fluttershy nodded and clenched the rope in her mouth, guiding the balloon toward the residential edge of the city. Although most of Cloudsdale was accustomed to seeing the six float through occasionally, some of the younger colts and fillies still bounced and pointed, or shied behind their parents.

The trip was nothing short of mesmerizing for the girls, as well. Stifling pillars framed monumental structures. Breathtaking markets and colossal arenas heralded all newcomers. Even above the clouds, one could still feel overshadowed in the presence of such fiercely ambitious architecture. Down crowded streets and snow-chilled alleys, the trio wove their way through every district. When they finally arrived at Rainbow Dash’s house, Applejack poked out her head.

“See if she’s home, would ya, Shy?”

“Oh, um... okay.” Fluttershy inched to the front step, tapping lightly on the door. “Oh! Looks like no one’s home. I guess we should get going.”

“Aw, fer Pete’s sake, chica... give it a sec!” Applejack sighed, massaging her temple.

Fluttershy knocked again, shifting nervously on the stoop. All three of them hoped that whatever Rainbow Dash had frightened off that morning didn’t have friends lurking elsewhere. Soon enough, the door opened, revealing a rather fetching pegasus stallion. His body glistened from an afternoon shower, and a towel hugged his waist and flank. Fluttershy stumbled back, her face burning red. She tripped off the stoop, careening to a puffy demise.

“Hey, whoa. Easy there, babe,” Soarin chuckled, offering a leisurely smile. “You lookin’ for Dashie?”

“Yes, actually,” Fluttershy said as she regained her composure. “It’s... kind of urgent.”

“Aw, that’s a bummer,” he replied, his eyes tracing Fluttershy’s curves from top to bottom. “Some creep busted in here not too long ago, and she chased off after him. Poor clod.”

Rarity caught the look in his eye. “Really... then how is it you’re still here?”

Soarin peeked out the door. “Oh, hey, you brought friends.” A grin smeared across his face. “Alright.”

“Do you have any idea when she’ll be back?” Fluttershy asked, quite unaware of the advances being made.

“Nah,” Soarin smirked, “but you’re welcome to crash in here ‘til then.”

Rarity snubbed at the suggestion. “We’re perfectly content to wait outside, thank you.”

“Aw, Dashie won’t mind.” He wrapped a forehoof around Fluttershy’s neck. “I know I sure don’t.”

“Heeeyy!” A shout came from off in the distance, drawing the attention of all four. Breaking over the white, cloudy hills was a burst of color.

“Oh, Rainbow Dash!” Fluttershy escaped Soarin’s clutches and flew off to greet her friend. The two met in a warm embrace, then flew back to join the others.

“What are you guys doing all the way up here?” Rainbow Dash beamed. “You miss me that much?”

“Oh, of course we miss you Rainbow,” Fluttershy assured her, “but... that’s not exactly why we came.”

Rainbow Dash swooped down and cupped Soarin’s cheeks in her hooves. “You,” she commanded with a flirtatious smile, “my little Wonderbeast.” She nuzzled his snout then dropped him to the floor. “Go make us some waffles.”

“I’m afraid we haven’t the time,” Rarity sternly interjected, “or the interest. There are far more pressing matters at hand.”

“More pressing than waffles?!”

Applejack rolled her eyes. “I think you better tell us what happened this mornin’, Sugarcube.”

“You guys saw that, huh?” she asked, puffing out her chest. “Yeah, I showed that no-talent hack who’s Captain of the Wonderbolts.”

“Ha!” Soarin snorted. “Only ‘cause I turned it down first.”

“Aw, you wish, flankface!” She noosed him in a headlock with one hoof and scoured his scalp with the other. “Like anypony whose entire salary goes to cleaning pie stains from his uniform could make captain.”

Rarity scratched her neck in confusion. “So that... thing – that bolt of lightning – that was... a pony?”

“Get this,” Rainbow Dash said. “A stallion alicorn.”

“A stalicorn?”

“Oh, shut up, Soarin.”

“Now hold on,” Rarity said. “I was under the impression that only mares could achieve such status.”

“Yeah, you and everypony else in Equestria.” Rainbow Dash replied. “But I know what I saw.”

“Well why don’t you fill us in, then,” Applejack touted.

“Can I... fill you in over waffles?” she asked with an expectant grin.

“Ugh,” Applejack slumped over the side of the basket. “Fine.”

“Yes!” Rainbow Dash shot up into the sky, then twirled back down to her coltfriend’s side. “Soarin’, baby... it’s time to work your magic. This is gonna be one waffle-tastic tale.”