Tales of Harmony

by Starwind Dood

Chapter 8

The flying chariot ascended higher and higher into the air with most of its passengers screaming in panic. "Wow, are you feeling the Gs this thing is capable of, ladies?" Pinkie Pie squealed as she indiscriminately mashed random buttons on the dashboard. "One of these things has got to do something!"

"You crazy idiot!" Applejack hollered over the whirl of the engines. "Get off the dang board and stop fiddling with things before you get us all killed!"

"I don't want to die!" Rarity screamed.

"Nopony is dying!" Applejack bucked Pinkie Pie away from the dashboard and threw herself over it, examining each nob carefully even under the stress and panic. "Okay everypony, just calm down. This can't be any different from a tractor."

"This is a flying chariot! That's way different!" Rainbow Dash protested in vain.

"I don't see any bright ideas from you, so shut up and let me think!" Applejack yelled as loud as she could, leaving everyone else in the cabin quiet as a mouse, except for Gilda who giggled madly to herself in the back of the vehicle. Applejack turned back to the dashboard, sweating bullets, and started fiddling with the levers. Just as suddenly as she pushed a lever, the chariot stopped in mid-air catching everyone by surprise.

"That... worked?" Spike gasped. "That worked!"

"Of course it did," Applejack huffed. "Just like a tractor. You're all in safe hooves."

"No we're not!" Pinkie Pie sang, her tail twitching up and down violently. "Everypony hold onto something!" she giggled as weightlessness settled into everyone on-board. She couldn't contain herself as everyone around her started screaming and the flying chariot began to drop out of the sky.

Applejack turned back to the dashboard again, attempting to gain control of the ship again. She stomped a hoof into a nearby pedal, and the engines roared back to life. "Get going!" she grunted as she smashed her hooves into the control panel. The flying chariot took off, nearly sending Applejack to the back, but she was caught by Pinkie Pie just in time.

The flying chariot flew off, still rapidly descending to the ground with no force to push up on it. When it finally met with the earth, it almost broke into pieces as the rocky terrain scraped against the bottom of its hull. When it finally stopped, the door of the chariot popped right off and Pinkie Pie crawled out of the opening, dropping and collapsing onto the cold ground giggling maniacally. "We need to do that again!"

"Never again," Applejack groaned, collapsing right on-top of Pinkie Pie, almost causing her to deflate. "I prefer the ground a lot more to the air, thank you."

"Flying is nothing like that!" Rainbow Dash soared out of the vehicle, regally descending to the ground and making a show of it. "If you had wings like me, falling is not a problem at all."

"Except you crash all the time?" Gilda followed suit after her partner, landing in front of Rainbow Dash and giving her a dry chuckle. She deflected a blow from Rainbow Dash's hoof and continued to giggle at Rainbow Dash's fuming face. "Don't blow your lid now, Rainbow Crash."

"Shut up already," Rainbow Dash hissed, leering at Gilda as she sat herself by a nearby rock for support. "So, anypony dead?"

"I might as well be!" Rarity answered her, stumbling out of the mass of scrap-metal, her once perfect mane now a dreaded mess. "Oh, does anypony have a comb?" The vacant expressions on her companion’s faces were all the answer she received. "Useless, all of you."

"So where are we?" Pinkie Pie asked, pushing off Applejack who fell to the floor limp.

"I'd fly up," Rainbow Dash answered her, "but it's too dark to see anything. How much longer do we have till daybreak anyway?"

Twilight gingerly trotted out of the flying chariot with Spike balanced on her back. She gave off a grave aura as she gazed into the empty night sky longingly. "Daybreak should have been an hour ago." A collective silence settled over everyone as the gravity of the situation became more apparent. "I can only assume that Nightmare Moon really has stopped the sun." She cast her eyes to the cold melancholic ground that seemed to mourn the loss of the sun more-so than she had.

"What the hay!" Applejack cried as she grabbed Twilight around her shoulders. "What the hay is that supposed to mean nighttime forever! How am I supposed to grow some apples without sunlight! How am I supposed to support my family! Well!" She dug her trembling hooves deeper into Twilight. "You can't be serious, you just can't..."

Pinkie Pie placed a concerned hoof on Applejack’s shoulder. "Applejack, are you okay?"

"Leave me alone, bandit," she snapped back curtly. "Ever since I met any of you this has been one crazy thing after another! I can't do this anymore! I need to go back home! My brother, my sister, my granny..." She fell to her knees, choking back her tears.

"It's all right, Applejack." Pinkie Pie, despite Applejack’s ire, still tried to cheer her up. "Everything will be alright."

Rainbow Dash fidgeted uncomfortably. She felt itchy and anxious waiting around as Twilight effectively prophesied the end of Equestria. "Hey, Rarity, was it? I need to borrow your light mirror thingies."

"Light mirror thingies," Rarity repeated curtly. "These are not just mirrors. These are talismans, thank you, meant to augment magic and made from secret Caballun techniques, not thingies!"

"Yeah, yeah, don't care." Rainbow Dash swooped over Rarity's back and hoisted her into the sky. “Just get with the light making already. We're burning moonlight!" Rainbow Dash looked over to Gilda and motioned for her to follow. "Let's go. We need to figure out where we are, and quick."

Gilda stretched her wings and brought them down in one powerful beat, shooting her up to Rainbow Dash in seconds. "Lead the way," she offered apathetically. "You're the one holding the giant flashlight anyway."

"How rude," Rarity gruffed. "I am not a giant flashlight, and if you want my help you had better at least say please. It's only common courtesy."

Gilda didn't budge, or even acknowledge Rarity. She was busy staring off in the distant blackness.

"All right then, please," Rainbow Dash groaned.

"That's better." Rarity enchanted her mirrors, wrapping them in her azure aura and shining light across the field. Outside of Nightmare Moon's fog of influence her light shined brighter, able to illuminate the surrounding area as clear as day. "Well?"

Rainbow Dash flapped her wings and took off into the sky with Gilda, Rarity's screaming trailing after her. “Bee right back!" she called to the other just before disappearing completely from view.

Equestria: Fields of Darkness

Spike sighed as he leapt down from Twilight's back. "Dang."

"What's the matter?" Twilight asked as she returned to the Flying Chariot. Fluttershy was still hiding within its confines, curled up in a ball and nearly covered head to hoof in the expansive folds of her robe, trying to protect herself from the world.

"That Rarity mare was really beautiful!" he began to gush, swooning about like a leaf caught in a gentle wind. "Those sapphire eyes and a coat as beautiful as diamonds." He twirled about as he rejoined Twilight’s side, collapsing onto the floor and a moment of light-headedness.

"Should I be worried that you're describing her like food?" Twilight used her magic to pry off the plates of the control panel to examine the underlying work. An assortment of enchanted gems lay before her, each one shining with a recognizable aura of magic. "I might be able to repair this," she gleaned as she examined the gems more closely. "Spike, think you can look around for any spare gems that might be kept in storage?"

"You're trusting me to find gems?" Spike gasped. "Wow, this must be serious."

"It is, Spike." Twilight let her head fall over the gems, her mane cascading between the magical stones as she closed her eyes to feel their warmth against her cheek, identifying each individual spell placed on each gem. "This is very serious."

High up above the clouds, Rainbow Dash struggled to keep the wiggling Rarity between her legs still mid-flight. "Stop moving already! This isn't any easier for me."

"Oh yes, so says the pegasus with actual wings and doesn't need to worry about falling to one's death!" Rarity screamed. "Let's land. I feel myself slipping. I'm slipping!"

"You're not slipping!" Rainbow Dash roared. "A little help here, G."

"You're the one who wanted to bring her." Gilda made of a show of her apathy, carefully laying on a current of air, until Rainbow Dash's pleading finally got to her. "Alright, fine." She flew straight at Rarity, hooking her around an arm and flinging her in the air. Rarity's screaming voice echoed throughout the night sky until she landed safely on Gilda's back. "You can stop screaming now. You owe me for this, Dash."

"You barbarians!" Rarity cried, clutching to Gilda's body as her life depended on it. "How could you treat somepony that way!?"

"Very carefully," Gilda snickered, Rainbow Dash joining in with her now that she was less burdened. "Get comfy, princess, because I don't care to be gentle."

"Brute!" Rarity spat.

"Thanks, Gilda." Rainbow Dash flew next to Gilda, the two sharing a look of amusement over Rarity's distress.

"Are you two even listening to me!"

"No, I’m not," Gilda replied, turning her head in another direction. "Hey, you hear anything?"

"No, why?" Rainbow Dash was caught off-guard as Gilda turned and flew off in another direction, taking Rarity with her. Rainbow Dash beat her wings and shot off after her. "G., did you find something?"

"A predator!" Gilda answered her, shooting upwards in a split second, and diving back behind Rainbow Dash with squirming mass of feathers clutched between her talons and a wide-eyed and shocked Rarity clinging hard enough to leave a dent in her armor.

"An owl?" Rainbow Dash sighed as she inspected the bird. "Cool, but why?"

"It's a hunter thing," Gilda replied cooly. "Something you would never understand." She turned the owl to face her, her talons pinching around its neck. "So, you going to fess up as to why you were sneaking around, or do I need to pound some beak?"

"What is she doing?" Rarity asked in befuddlement. "Is she talking to an owl?"

"Speak now or leave with your beak in pieces." Gilda smirked as she tightened her claw further around the owl's neck. "C'mon and squawk already!"

"Who!" the owl sputtered under Gilda's choke-hold. "Who! Who!"

"What, really?" Gilda released the squirming mass of feathers. "Hey, unicorn, make your mirror thingies shine upward, before I shred your mane."

"Why I never!" Rarity huffed, but did as she was told. She shined her mirrors upward into a complex mass of clouds. As her light revealed more of its finer details, Rarity nearly lost balance over the breathtaking sight of a real pegasus sky city.

"I don't believe it!" Rainbow Dash whooped. "It's the capital of the Cloud Kingdom! Heaven!"

Applejack sat against the side of the fallen chariot, staring down at the frigid dirt that continued to get colder. "No sun means no food," she whispered to herself. "No food means we all die anyway." The sound of breaking twigs caught her ears, and she chuckled to herself. She bucked against the side of the chariot. "Twilight," she hollered, "can you turn on the lights on that thing!" She was answered by the sudden illumination of the field, the headlights of the chariots revealing a pack of chimera that had tried to sneak up on Applejack. "Well I'll be," Applejack smirked as she cracked her neck, "timberwolves."

Pinkie Pie nearly screamed at the horrid sight of the half-wolf half-tree chimeras. "What do we do, what do we do!?" she panicked, running back and forth and aggravating Applejack.

"I'll tell you what I'm doin'!" Applejack roared as she galloped right into the pack. "I'm going to send all 'em packing!" She turned around, throwing her shoulder against one of the timberwolves and channeled all her primal energy through the monster as she howled out the roar of her attack as she roared, "Beast!" The blue lionhead of energy bursted forth from her shoulder and crushed the timberwolf, raining pieces of wood everywhere. "Revolution Applebuck!" she shouted, whipping around to buck a timberwolf in the side, creating a large crack in its body.

"A.J., watch out!" Pinkie Pie screamed as another timberwolf pounced Applejack from the side, embedding its fangs into her. "Applejack!"

"Stupid varmint," Applejack cursed as she tried to throw off the monster. "Eat this! Rending Force!" Applejack rose on her hindlegs and stomped the ground, driving all of her primal energy into the ground, splitting the earth around her that erupted with energy that blew away the timberwolves around her.

"Crazy Devastation!" Pinkie Pie threw herself into the fray, hacking right through a timberwolf and splitting it in two. "Are you okay, Applejack? Does it hurt?"

"Of course it hurts!" Applejack howled back at her. "But so long as I keep fightin' I can't feel a thing!" She forced a hoof through the body of another timberwolf, shattering its head. "Don't get in my way, bandit."

"Will you ever call me by my name?" Pinkie Pie groaned as she sliced through another Timberwolf.

"Are you really going to ask me that now!?" Applejack barely ducked under a lunging timberwolf, bucking up just as it was over her and crushing its chest. "Bandit, right now we're fighting. Save the insecurities for later!"

Applejack and Pinkie Pie continued to fend off the monstrous pack of chimeras, slowly whittling down their ranks with every sweep of Pinkie Pie's pinwheel or Applejack's flying hooves, but she relished every moment of it to take her pent up anger and force it on something else. It was a luxury she did not have often. "Take this you overgrown tumbleweed!" Applejack roared as she advanced on the last timberwolf. "Revolution Apple Buck!" She threw herself forward, catching the ground with her forehooves and pivoted to crush it with her momentum and raw strength. It cracked right down the middle and shattered into a pile of sticks. "That's the last of them," she sighed, as she collapsed to the ground.

Rainbow Dash and Gilda descended from the sky, the Cloud Kingdom knights wearing expressions of pure astonishment, and behind them was a pegasus-drawn chariot with Rarity seated within it. "Where was that fight back at the coliseum!" Rainbow Dash gawked just as her hooves touched the ground.

"Did you find anything?" Applejack grimaced as she ignored the words of praise.

Rainbow Dash smiled proudly and flared her wings upward. "As it turns out, we're right under Heaven, so when Gilda and I flew up, we were able to grab a chariot to pull the rest of you up. Yeah, pretty awesome of me, huh?" she gloated, awaiting words of praise that Pinkie Pie was more than willing to indulge Rainbow Dash in as she hopped around the chariot exuberantly, but Applejack remained silent.

"I'll go get Twi' and the others." She pulled her tired body up again and dragged herself to the broken down flying-chariot.

Inside, Twilight was hard at work prying off interior panels. She was completely absorbed in her work and it showed as she completely ignored Fluttershy who was huddled up in a corner, occasionally breaking her focus to bark an order to Spike in the back of the cabin. Fascination played across her face as she hopped between walls, monitoring every little disturbance as she moved and replaced gems. "Spike, I think I found the problem! The balancing system was completely dislodged during the crash and most of the gems were cracked in the process, but if we fuse the leftover landing gear gems with the gyro-gem, then we can fix up the problem no sweat!"

"And just what the hay was all that?" Applejack blurted, Twilight's insane-like ramblings left her with a light-headed sensation. "Twi', please tell me the crash didn't dent your head or nothin'."

"I'm fine," she replied as she yanked out a few wires. "I'm just trying to keep myself occupied for now, and this thing is probably my best shot at finding the other elements." She replaced a few gems within the system and, to her delight, the flying chariot began to hum. "I can't believe that worked."

"Good for you, Twi', but I got some news. That rainbow varmint pegasus returned and accordin' to her, we're under heaven or somthin'. Anyway, she returned with a pegasus-drawn chariot to get us up to there, so I don't think we'll be needin' this thing anymore."

Twilight eyes shot open and the gems that were circling over her fell to the ground with an audible clink. "We're under Heaven!" she shouted, nearly knocking Applejack back. "Heaven, the location of the Cloud Castle, where King Steel Wing resides? We have to get up there immediately and warn him about Nightmare Moon's return. There's no time! Spike? Spike!" Twilight manically paced around the control room, breaking her nervous habit only when Spike appeared so she could haul him into the air with her aura of magic. "We're going!" She motioned to Fluttershy, who silently got up and followed her outside with just the faintest of steps.

"Do I at least get to know where we're going?" Spike crossed his arms as he was harshly tugged along as Twilight followed Applejack back outside where the pegasus-drawn waited, surrounded by a mess of timberwolf remains.

Fluttershy trotted over to one of the fallen chimera's splintered heads. She picked it up, examining it with piercing eyes that carried a glint of sorrow. "We're going to have to keep fighting, aren't we?"

"We?" Applejack repeated with a tone of annoyance. "It was just me and the bandit out here, Fluttershy."

Fluttershy dropped the head. "I didn't ask to be a part of this," she shot back.

"So why are you here?"

Fluttershy didn't respond, only momentarily turning to Pinkie Pie, who was already on the chariot trying to rouse the pegasi pulling the craft into a game or song of some sort. She felt anger for all of a moment as it died, replaced with acceptance. "Let's just go," she finally sighed as she stepped over the remains of the chimeras and boarded the chariot.

"Rainbow Dash," Twilight called out, "I need to talk to King Steel Wing to warn him about Nightmare Moon. Do you think you can get me an audience with him?"

"I'll pull some strings." Rainbow Dash answered her before calling to the pegasi pulling the chariot. "Okay, boys, take us to Heaven!"

Twilight: Say, Rainbow Dash, how were you able to use magic?

Rainbow Dash: Can't tell you.

Twilight: What!?

Rainbow Dash: It's Cloud Kingdom secret technology. I can tell you that it involves harnessing the natural magic inherent in all pegasi; the ability to manipulate clouds.

Twilight: So your armor can channel the weather?

Rainbow Dash: Huh? How did you figure out it had to do with my armor?

Twilight: Whenever you cast a spell it glows. Oh, Do you have a cloud built into it?

Rainbow Dash: Actually, yeah.

Rainbow Dash: She's really perceptive... I should be more careful about what I say around her.

If it wasn't for Pinkie Pie's constant jabbering, the trip to the Cloud Kingdom capital would have been eerily silent save for the howl of roaring wind. Twilight hugged Spike tightly to herself as she contemplated how she would appeal to King Steel Wing. How am I supposed to tell him that a thousand year-old winged-unicorn has returned from the moon to conquer Equestria?

"Bit for your thoughts?" Spike asked from under Twilight's chin. "You only hold me like this when you're having a real hard time with something." He felt her head relax over the side of his head. "C'mon Twilight, say something."

"It's just the gravity, Spike."

"What?" Spike looked up at Twilight, whose features were now more relaxed. She looked ready to fall asleep on top of him, but Rainbow Dash's loud and gravelly voice was more than enough to wake up everyone in the chariot.

"There it is!" she yelled as loud as she could. "The Capital of the Cloud Kingdom! Drink it in girls, because it's quite the sight." She moved to the side as the chariot broke through the clouds, emerging into a clear and empty night sky that was bathed in a different sort of light. In the distance, the passengers of the chariot could see the largest city in all of Equestria coming into view, a large castle surrounded in every direction by clouds with glorious structures built atop them, each one streaming light into the sky like a city made of light. "The pride of Equestria, I would say," Rainbow Dash added.

"Amazing!" Rarity gawked as she took in the image. "I had heard tales that Heaven was a city of culture, but this takes everything I had heard about and blows it away!" She gushed and squealed as the chariot got closer to the city, a side of her previously unknown to the rest of the occupants, who stared at her as if something was wrong. Only Pinkie Pie was grinning from ear to ear.

The pegasus-drawn chariot flew into a landing bay on the edges of the city, a construct comprised entirely of metal that was magically supported by the clouds it lay on, allowing for non-pegasus ponies to step into the city. Twilight and the others were escorted onto the docking bay where they were approached by another knight. The drape of her armor was colored blue and her fur a soft peach color. Most of her features were covered in armor, and her helmet took up nearly her whole head. "Captain Rainbow Dash, Captain Gilda," she barked in a commanding tone, "are these the ponies you mentioned earlier? The ones from Canterlot?"

Rainbow Dash and Gilda saluted as Rainbow Dash alone addressed the commanding knight. "Yes, Lieutenant General Quick Gleam, ma'am!" She turned and pointed to Twilight. "All of these mares were present during Nightmare Moon's appearance at the Summer Sun Festival in Canterlot."

"Yeah!" Pinkie Pie butted in, leaning over Rainbow Dash to greet the knight personally. "I'm Pinkie Pie, it's nice to meet you!" Her weight, coupled with her massive pinwheel, caused Rainbow Dash to collapse to the floor.

Quick Gleam's expressions were impossible to read behind her visor, and her mouth barely twitched as the other guards stifled giggled quietly crept through the room. "Captains, you are to prepare a report and then return to me in my quarters at the castle and afterwards we will inform King Steel Wing. Be sure to set up our... guests with collars. Dismissed." She turned and trotted off, leaving the others in the room with one word in mind.

"Collars?" Rarity bleated, turning to the others. "What did she mean by collars?"

In the forelegs of one of the knights was a row of collars bearing emblems of the Cloud Kingdom much like the ones displayed on the armor of all the knights. "These are enchanted to allow non-pegasi to walk on clouds," the knight with the collars explained. "You'll need to wear these if you want to safely walk around the city without fear of falling off."

Rarity answered the knight with a fuming grunt. "You must be joking if you even think I'm going to wear something so drab."

"It's wear this ma'am or be escorted out of the kingdom, and policy does not require us to escort you the entire way down."

"Why I never!" Rarity's horn flashed menacingly, prompting the other guard to draw his double-blade against Rarity. "So that's how it's going to be? Fine," she hissed as her azure aura faded away. "Get on with it. The sooner I'm off this cotton-swab, the better anyway." While her eyes still menacingly bored into the knight, she did allow herself to be collared. She instantly felt the magic taking effect with the slightest tingling sensation before fading into nothing.

Twilight stepped forward next to allow the collar. "These are created with the same principles behind the enchanted gem system used to create the flying chariots, correct? Do you have unicorns living here to research and make these, or are they done on one of the ground cities?" The knights simply looked at each other and nonchalantly placed a collar on Twilight, who felt the same sensation.

"Do I have to wear one too?" Spike complained as a smaller caller was presented to him. "Fine." He grabbed the collar and begrudgingly put it on.

"Next?" the guard sighed, and Pinkie Pie bounced up to him and slipped her head through a collar gracefully.

"Tingly!" she squeaked. "I bet these would be great for parties."

"Remind me not to go to any of yours," Rarity huffed.

The knights turned to Applejack, who backed away uneasily. "Can't I just stay in here? Or you can escort me back to the ground? I'm just a farmer pony, really. You don't have to pay any attention to me."

"You can't leave, A.J.!" Pinkie Pie leapt at Applejack, who barely ducked in time to allow Pinkie Pie to sail harmlessly over her before colliding into a wall. Pinkie Pie, in her dizzy state, picked herself up and swayed in two different directions as she stumbled to Applejack's orange blur. "We need you to save the world and stuff!"

"I've heard better arguments from a fortune cookie. Fine, I'll wear the collar, but I'm not gonna be happy about it." With her compliance the knights placed the collar on Applejack and turned to Fluttershy, presenting to her the last collar.

"That's alright," Fluttershy responded she lifted one of the folds of her robe to present her bandaged wings. "I'm actually a pegasus."

"What? No way!" Rainbow Dash flew over to Fluttershy to examine her wings. "How could somepony so meek, be something as awesome as a pegasus? It doesn't add up."

Fluttershy let her robe fall over her wings again to hide the identifying feature. She turned to the open door and stepped through it onto the clouds that composed the city. She stood effortlessly on the cloud and turned back to Rainbow Dash with an unreadable look. "Is this good enough for you?"

Rainbow Dash smirked and let out a dry chuckle. "So you do have some pride. So, I guess you really are a pegasus. Well, let's head for the castle. Our winning counter attack isn't going to make itself!" Rainbow Dash lead the others out into the open air where their hooves touched the clouds in a sensation that felt like plush. "Welcome to Heaven!"

The Cloud Kingdom: Heaven

Twilight's eyes widened as she looked up to find hundreds of pegasi flying around going about their daily lives on the breeze of the wind. "I've never seen so many pegasi!" she blurted absentmindedly, and next to her Applejack and Rarity wore the exact same expressions. "I guess this explains why you never see them on the ground."

"Yep," Rainbow Dash squealed. "Isn't this place just awesome! Well, I mean, if you can move around naturally without fear of falling off it's really awesome, but for you guys I guess it must be terrifying because if you fall it's splatsville!"

"You have such a way with words," Rarity groaned as Rainbow Dash began to lead them further into the city and towards the grand castle situated in the center of the town. The perfect place, she thought, for a king to look out and spy over every inch of his domain.

Applejack: This thing is itchy. Why do I have to wear it?

Twilight: So you don't fall through the clouds.

Pinkie Pie: That sounds like fun!

Applejack: For you, bandit.

Applejack: Alright, Miss Twi', think you can explain how this doohickey works?

Twilight: I've got a few ideas, but the likeliest one is that a spell was enchanted into the collar. Specifically a spell for cloud walking.

Applejack: So how can all these pegasi do it without magic?

Twilight: Silly Applejack-

Applejack: Pardon?

Twilight: Pegasi are naturally magical, just not the same way unicorns are.

Twilight: Pegasi have latent magic which allows them to manipulate clouds and the weather as well as walk on clouds and, somehow, pull chariots effortlessly. They might even have other more subtle magical abilities that nopony really knows about, because they're just that subtle!

Applejack: Well, good for them...

Applejack: Pegasi and unicorns. All a magical bunch arn'cha.

Fluttershy had to catch herself as she gazed at her winged brethren. As far back as she could remember she had never been surrounded by so many pegasi, or even so many other ponies. Fillydelphia paled in comparison to Heaven, and it made her nervous, and partly hopeful. "Are... are all the pegasi here?" she asked.

"What?" Rainbow Dash swirled around and looked at Fluttershy questioningly. "Not really? I mean, you can't fit all the unicorns in Caballus, and you can't fit all the earth ponies in... wherever they go."

"Oh, alright then," she sighed, lowering her head.

"Are you okay, Fluttershy?" Pinkie Pie asked, surprising Fluttershy with genuine concern. "No need to look all sad when your Auntie Pinkie is here to turn that frown upside down! Ooh! How about a party! Wait, Parties on clouds? It's genius!"

"N-no thanks," Fluttershy stuttered as Pinkie Pie began to overwhelm her with her babbling. "I-I was just thinking that maybe... my parents are here." She turned away from the others to hide her embarrassment, fidgeting when Pinkie Pie placed a hoof on her shoulder. "It's nothing, really. Don't we need to save the Equestria... or... something."

"Oh Fluttershy!" Pinkie Pie threw herself at Fluttershy, her forelegs stretched out open, and landed right on her face as Fluttershy moved out of the way at the last moment. "Hey, this doesn't taste like cotton!"

"Er, thank you, Pinkie," Fluttershy squeaked, "but I'm fine, really."

"I hate to interrupt," Twilight got between the two, "but we need to talk to the King, immediately."

"Just follow me!" Rainbow Dash hollered.

Gilda: Hey, Dash, why are you being nice to these dweebs?

Rainbow Dash: Well, the purple one, Twilight, seems to be the one most knowledgeable about the situation. The rest seem to be coming along for the ride.

Gilda: They're all annoying, and weak.

Rainbow Dash: Fine, fine. We'll ditch 'em after we finish our report to the King.

Rainbow Dash: This is a matter of national security, so we have to put up with them for now, right?

Gilda: I guess that works. So long as we ditch 'em I'm cool.

Rainbow Dash: Then let's go.

The castle of Heaven was built from clouds, seamlessly merging into the cloud that the city was based on. Twilight marveled at the expertly crafted architecture, finding it very similar to the coliseum back in Fillydelphia. "At least I don't need to fight anypony here, I hope," she sighed, remembering her time at the coliseum with disdain.

"This place is awesome!" Spike cheered as he climbed up one of the pillars of clouds. "Pegasi sure know how to live it up!"

"Hail yeah we do!" Rainbow Dash gushed. "I could go on some more about how awesome Heaven is and really show you around, but I do have to file a report." She led them into the main lobby of the castle, which was eerily deserted, but adorned with a few benches and drapes displaying the kingdom's crest. "Why don't you all wait here or something. Twilight, was it? I'll see about that audience after my report. You can stay here, I guess. It won't take long!" She flapped her wings and sped off into one of the many corridors of the castle, Gilda following soon after her just before flashing Twilight and the others a condescending smirk.

"They just ditched us, you know," Applejack angrily snorted, sitting herself uncomfortably by one of the pillars. "This is not the same as good ol' dirt and trees."

"Dashie wouldn't leave us," Pinkie Pie piped up, drawing everyone's attention with her latest pet name. "What?"

"Dashie?" Applejack snorted. "You're handing out pet names to complete strangers now, bandit?"

"Dashie! She's Rainbow Dash and she's dashy, so she's Dashie!" she pointed out matter-of-factly, which only drew more exhaustion out of Applejack. "And our Dashie would never abandon a pony in need."

"Bandit, you're delusional, because she just did." Applejack pulled her hat down over her face to better ignore Pinkie Pie's babbling.

Rarity stood on the opposite side of the room, observing the others with indifference. She was anxious, her mind constantly returning to Sweetie Belle. Her hoof was tapping against the floor, but made no sound because of the cloud floors plush nature. "Ugh," she groaned, "I don't have time for this!" She planted her hoof in the floor, disappointed with the lack of sound.

"What's the matter, Rarity?" Pinkie Pie turned to her, her bubbly personality unfaltering in the face of Rarity's stoic grimace.

"None of your concern."

Hours passed, and Twilight was at the end of her patience and the ponies around her were just as visibly frustrated, except for Fluttershy who sat in a corner as quiet as ever. She reached into her bag, letting her hoof hover over the element of harmony as her mind returned to the fight at the dock in Canterlot. Why didn't it spark when I touched it? She closed her eyes and let her hoof rest on the element, and soon she began to feel the wild shifting of magic between her and the element. The flow sifted around her for a moment before she felt it beginning to change. She was warming up, and the element was getting hotter. "Ow!"

"What?" Spike bleated, suddenly stirred back to life. "Something wrong, Twilight?"

"The element, it burned me!" she cried as she shook her hoof in pain. "This thing sparks uncontrollably, and then heats up like a ball of fire. I just don't understand it."

"Who would have thought the element of harmony could be such a trouble-maker," Spike teased her, chuckling at Twilight's stone-faced stare.

"Maybe I can get these nightmares to annoy Nightmare Moon back to the moon," Twilight threw back, soon chuckling at her own terrible joke, which had left Spike in fits on the floor.

"And just what in sam hill are you too yuckin' it up over?" Applejack yelled from across the room, but Twilight and Spike couldn't hear her over the sound of their uproarious giggles. She turned to Fluttershy who just shrugged back at her.

"Ooh! Maybe we can use the elements to rock her world!" Pinkie Pie threw in, joining Twilight and Spike in a round of laughter and terrible jokes.

"Would you three be quiet?" Rarity groaned. "Keep this up and we're liable to be thrown out—"

"Excuse me!" a loud and authoritative voice called to them. A mare with a peach coat and a short golden mane had appeared from the infinite corridors of the castle. Her modest dress made her out to be one of the stewards of the castle. She had no discernible wings, but did not wear a collar like the ones Twilight and the others wore. "Are you all the mares that accompanied Rainbow Dash and Gilda?" she asked in the same voice of authority.

"Yes," Rarity huffed, "we're the ones that accompanied those harrowing brutes if you must know."

"Then please accompany me to the throne room. I was told one of you specifically wants to talk to the King."

"That would be me," Twilight replied as she approached the steward. "Please, lead the way."

"Of course." The steward turned and began down the central large hall of the castle, leading Twilight and her companions past numerous painting of the previous kings and queens of the country. One particular portrait of a mare with a dark blue coat and an even darker blue mane caught Twilight's attention. Under it, the label of the portrait read 'Hurricane'.

"Is this the same Hurricane from the Hearth's Warming Eve Tale?" she asked enthusiastically.

"Yes, that is," the steward answered her with pride. "We, the royal family, are all direct descendants of Commander Hurricane, as her full title would have it."

"We?" Rarity repeated. "You mean to say you are not a maid here?"

"Maid!?" the peach pony gasped, jumping back at the thought. " I am Princess Nimbus Knell! Not a maid!" Everyone but Rarity stared at her blankly. "The Princess of the Cloud Kingdom, second daughter of King Steel Wing, and current heir to the throne!" She was becoming increasingly flustered with the clueless looks directed at her and let out a very guttural groan.

"Sorry," Twilight offered her. "I've just never heard of you, and we can't really see the wings under the dress."

"Yeah!" Pinkie Pie exclaimed as she bounced around Nimbus Knell. "Whenever I heard anything about the Cloud Kingdom. It's always about King Steel Wing, only I call him Meanie Wings because everything I hear about him is bad news but I guess that has to do with the whole conquering the border deal. Say, what was up with that?"

Princess Nimbus Knell had been completely overtaken by Pinkie Pie's forwardness as well as the hyperactive mare’s motor mouth sentences. "I, well, you see... my father is waiting for us! Let's be on our way, quickly." She turned around, and bolted down the hallway, desperate to escape the bouncing pink mass of energy.

Castle of Clouds: Throne of Heaven

Twilight swallowed as she gazed to the top of the impossibly high doors that lead into the throne room. With a single knock from the Princess, the doors were opened, and inside Rainbow Dash and Gilda were already standing at attention on one side of the room. In the very center of the back, against an impossibly high throne of pure silver clouds, sat the King of the pegasi, King Steel Wing. He was large and almost as tall as Nightmare Moon. Like his namesake he was colored a steel grey, and his mane was pure white like a cloud. Twilight wasn't used to seeing a single pony carry themselves as proudly, as him, or at least one that didn't also carry with her a very powerful malice. "Hello," she bowed, "I am Twilight Sparkle from Canterlot. I come with an urgent message."

"I know," King Steel Wing spoke in a deep and powerful voice. "The report from Quick Gleam stated that a winged unicorn appeared at Canterlot calling herself Princess Nightmare Moon and is claiming domain over Equestria?" He stared down at Twilight from his throne with golden piercing gaze.

"Y-yes," Twilight responded. She found something about King Steel Wings' presence unsettling. "I have reason to believe that it's her presence that is causing the sun to not rise. At least, that's what she said was her goal in the tale about herself and Celestia."

"One mere pony is keeping the sun from rising?" King Steel Wing questioned. "You would tell me that a mere pony-tale has prophesized the end of Equestria and that Nightmare Moon is going to reign down her night upon us all!?" He had visibly shaken the lavender unicorn. "Well, that's most likely the case." The suddenness of the statement threw off everyone in the room, except for the unflappable Pinkie Pie. He grinned, talking in everyone's surprise.

"Wow, and I heard King Meanie Wings was as thick-headed as they come!" Pinkie Pie commented nonchalantly.

"Bandit!" Applejack tried to tackle Pinkie Pie so she could manually silence her, but she danced out of the way at the last moment. "Bandit, now is not the time for you to flap your gums."

King Steel Wing continued to smirk. "So, is that the latest rumor? I was hoping for something more creative." He turned back to Twilight, who was still too surprised to address him properly. "While Nightmare Moon's appearance is indeed sudden, I'm not so foolish to ignore the state of the sky. The sun has yet to rise, and in its place stands a moon baron of the mare-on the moon sign. To top it all off, Rainbow Dash and Gilda reported that she is holding one of my finest commanders captive and has indirectly declared war on the Cloud Kingdom, and I can believe all this because we carry two of Celestia's greatest treasures: Celestia's Eternal Sword, and the Element of Loyalty."

"The Element of Loyalty," Twilight began to babble, "as in an Element of Harmony, as in one of the six of them, as in what we need to defeat Nightmare Moon, and you have one!?" Her mind raced with anticipation. Maybe there was a chance that she could save Equestria, she thought.

"Indeed, one of them." He unfurled his massive wings, and in ascended to the top of his throne, and at the very top he picked off a perfectly smooth and round stone with a gem-like indenture. "This is my Element of Loyalty, the symbol of my sovereignty." Around the room a mysterious wind picked up, and Twilight could feel magic in the wind just like from the element in her saddlebags. King Steel Wing landed and placed the element on the floor, and the wind died down as quickly as it came.

"That was incredible!" Pinkie Pie squealed. "Do it again, do it again!"

"But how?" Rarity gawked. "That magical wind, where did it come from."

"We have had our unicorns study the element privately," King Steel Wing began to lecture, "and as far as they can tell it is a byproduct created when the Element of Harmony attempts to tune itself to the natural magic of any pony that touches it, at least for hooves that are untrained in the art, which comprises the majority of pegasi and earth-ponies."

"Incredible!" Twilight gushed as, forgetting her position and purpose, bounded up to the element and the king and began studying it with her scholar's eyes. "I must see them! The data! Can I get a copy? How long has this been going on in secret?"

"What an eerily familiar sight," Princess Nimbus Knell groaned.

"Wow, what an egghead," Rainbow Dash chuckled. "So, we're going to prepare a defense strategy, right? I can't wait to get my rematch with that Nightmare whatever! I've got a score to settle."

"Just point me at what I need to beat up," Gilda added, allowing her talons to flash in what little light of the room there was.

"I shall begin preparation immediately. Soon, all of Equestria will bear witness to the full military might of the Cloud Kingdom!" King Steel Wing allowed his voice to reverberate throughout the room, and possibly even the castle, filling it with energy. He turned back to Twilight and the others and addressed them. "You all have done my country a great service in coming here to deliver this message. I shall have a room prepared for you, preferably one where you can see the total victory of my army."

"Thank you," Twilight bowed. "Now, about those research notes?"

"Those are property of the state and not for prying eyes." King Steel Wing smirked and turned to Nimbus Knell next to him. "Nimbus, why don't you show our company to the royal guest rooms while I prepare for my winning defense."

"At once, father." She bowed before turning back to Twilight and motioned for her to follow her out of the throne room and back into the complex of corridors, turning their backs to a king whose eyes danced with fervor for battle.

Twilight: Shoot, I was so close!

Pinkie Pie: Ooh, close to what?

Twilight: Those research papers! For years I was told the Elements of Harmony were just legends! For all I knew it was all one giant wild goose chase!

Pinkie Pie: Goose, but I thought we were looking for the Elements of Harmony?

Twilight: And then I learn they are real, and not just that but that the Cloud Kingdom has been studying one for years and has kept the findings hidden from the public!

Pinkie Pie: But what if the wild goose was the Elements of Harmony? I mean, who would think to look for an element in one!

Twilight: Years of studying the powerful magic contained in these stones! Do you have any idea what that kind of research could do for academia, no, for the world!

Pinkie Pie: Nightmare Moon wouldn't even see it coming too. It's the perfect plan!

Applejack: Are you two even listening to each other!?

Rarity: For the sake of my ears, please stop!

Nimbus Knell lead the party through the hallways to a series of rooms assigned for guests of the castle. To be treated so lavishly. Twilight was caught off-guard when she expected her message of bad news to be initially met with denial and even accusations of conspiracy. She chose to count her fortunes, believing that soon, perhaps, the sun would rise on Equestria. "So, which one is my room?" she asked, smiling awkwardly.

"Choose whichever you want," Nimbus Knell replied graciously. "You have come a long way for the sake of a kingdom you owe no fealty too. You have earned this."

"Thank you, but that's not really the case. My original goal was to find the Elements of Harmony, and I, along with the others, escaped Canterlot on a flying chariot nopony could fly, so we crashed and just so happen to be close enough to the Cloud Kingdom for Rainbow Dash to find. Really, this is all just an unexpected miracle."

"It's a miracle for the sake of the Cloud Kingdom none the less. In fact, it's poetic. Perhaps Princess Celestia herself guided you all to us so that Nightmare Moon could be stopped. It's romantic even," Nimbus Knell chuckled as she opened the closest door. "Don't worry yourself over details. Now, if you'll excuse me." She turned and galloped off, disappearing into the shadows of the halls.

"At long last." Rarity, indescribably tired, turned to the opened door and shook off her delicate shoes before gently lowering herself onto the nearest bed. "At long last I can rest. Now if only I had something to drink."

"Coming up, m'lady!" Spike chirped as he ran to the bathroom and returned with cup of water, holding out to Rarity with both of his claws while propping down on one knee. "Anything else I can get for you, oh dazzling one?"

"Well aren't you cute," Rarity fawned as a mischievous glint sparked in her eyes. "Oh, my back is just killing me. I don't suppose you could help with working out some of the kinks?"

"Anything!" Spike, faster than the eye could blink, was on Rarity's back and carefully maneuvering his knuckles around, kneading Rarity's back as she groaned in pleasure. "I am at your beck and call."

"Well, that's sad," Applejack giggled as she watched Rarity expertly string Spike along. Beside her, Twilight couldn't help but cover her eyes in shame for him.

"I think it's cute," Fluttershy added, catching everyone off-guard with her sudden expression.

"Enough laying about, girls! Tonight, we hit the town!" Pinkie Pie exuberantly squealed as she grabbed Applejack and Twilight around their necks. "I've never been in a pegasus city before! Do you think their pastries are different? Do they have ovens here? C'mon, girls!"

"Bandit, what in all of Equestria makes you think I want to go prancin' around a pegasus town with you of all ponies?" Applejack tried to escape Pinkie Pie's hold on her but found her grip to be as strong as iron. "Dang it, let go!"

Twilight easily winked out of Pinkie Pie's grasp, and felt a little guilty as Applejack stared at her with a look of betrayed feelings, a look Twilight felt no remorse in ignoring. "Sorry, Pinkie, but I think I'm going to follow Rarity's example and stay off my hooves for the night. Right, Rarity?"

"Are you kidding me?" Rarity jumped off the bed, launching Spike into the wall behind her, as she began working her shoes back on. "A chance to sample sophisticated culture here in the Cloud Kingdom capital? I would be mad to pass up an opportunity!"

"That's great!" Pinkie Pie squeal as she wrapped her now free hoof around Fluttershy. "Ooh, we should try and get Rainbow Dash to show us around! The six of us together, it will be like the best night ever! C'mon, Twilight!"

"No thanks, really! I, uh, need to take a bath!" She quickly winked herself into the bathroom and locked the door behind her, keeping an ear to the door, waiting for the moment when Pinkie Pie would leave.

"Well, if you say so," Pinkie Pie woefully moaned. "Well, let's go, girls!" With Fluttershy and Applejack still in her inescapable hold, Pinkie Pie zipped out of the room with an excited Rarity following after her, who in turn was followed by an eager Spike. The room was silent, save for the creaking of the bathroom door as Twilight tip-hoofed out.

Giving the room one last quick glance, Twilight sighed in relief as she took in her empty surroundings. "Been awhile since I've been this alone, but..." A wry smile quickly formed across her face. "Well, this is the perfect chance to see just what all those studies are about. Knowledge shouldn't be hidden away, it should be published and shared!" Steeling herself, Twilight cast a spell that granted silence to her hoofsteps and quickly trotted out of the room.

"All right, girls! Let's paint this town pink!" Pinkie Pie cartwheeled her way down the halls of the castle, Applejack following along with a sour disposition. She glanced from side to side, and gritted her teeth, holding back more than enough words she wanted to pile on Pinkie Pie. "So, first we need to raid the local pastry shop! Charge!"

"Pastries!?" Rarity balked at the thought of risking a stain on her perfectly cut robe. "No, no, no, darling. We're in the cultural capital of the sky, literally! We must first sample the raw class and sophistication."

Applejack placed a hoof on her head and shook. "I'm not liking this already."

"And just what are you all doing?" Rainbow Dash's raspy voice called out to them. She approached Pinkie Pie and the others. Just behind her, Gilda kept a keen eye on them, her talons shifting and stretching as if she was ready to leap and pounce on something. "Didn't Princess Knell show you all to your rooms?"

"She did, but we're going out on the town to party!" Pinkie Pie exclaimed, summoning a cloud of confetti from seemingly nowhere. "I've got it! Dashie, you should show us around town! You said you wanted to, right! I bet you make an awesome tour-guide."

"Dashie?" Rainbow Dash looked back at Gilda, and she reacted by cracking her knuckles loudly. "Why not," Rainbow Dash sighed. "It's been awhile since I've been back and I finally got Quick Gleam off my wings. I think I'm overdue for a break."

"Says the mare that was caught sleeping through the last drill," Gilda spat.

"I already got reamed for that, so I'm going out. You coming, G.?"

Silence hung in the air for a minute, sliding uneasily between the two knights, before Gilda finally answered her. "Fine."

Twilight anxiously tip-hoofed through the fifth corridor she had crossed. Her half-closed eyes slid across every door and cross-road as the expanded her mental map of the facility more and more. Her head snapped between two more openings as she carefully weighed which one might lead her to the trove of knowledge she sought. "Which one!" she groaned so loud her voice bounced across the corridors.

"Is someone there?" A dark-blue pegasus with a darker mane appeared from one of the thousands of doors. "Huh, a unicorn? What are you doing around here?"

"I was, uhhh, lost!" she blurted, flashing the pegasus a toothy and unsettling grin. "Yeah. I'm new here and was recently transferred here for the research of the Element of Harmony. I don't suppose you could point me the way?" Her heart raced in her chest as her mind kept jumping between a varieties of worst case scenarios.

"Okay," the pegasus responded nonchalantly. He turned around and waved his hoof for Twilight to follow. "Well, hurry!"

"R-right!" Twilight strained to make her body move again as she bounded after the pegasus. He led her across more halls than she could count before finally leaving her by an extravagant and gilded door without a second thought. This is it! she thought as she took one last look around. Finally alone, she pushed open the doors. Inside was a brilliant room filled with gems each enchanted with magical energies. In the center stood a unicorn and Princess Nimbus Knell.

"What the?" Nimbus Knell bleated. "What are you doing here!" she jabbed her hoof at Twilight, who had to resist the urge to put up a magical barrier.

"Is this a new recruit?" the dark unicorn asked. "Hi, the name's Night Shade."

"She is not!" Nimbus Knell barked as she closed in on Twilight. "You came to try and spy on Cloud Kingdom secrets, didn't you!" She watched in satisfaction as Twilight hung her head in shame and defeat. "I knew it."

"Chill, Knell," Night Shade sighed. "She won't find much here if that's what she's looking for. King Steel Wing took the element. Probably plans to weaponize it for the upcoming sortie."

"Is that possible!" Twilight bleated before covering her mouth, but Night Shade took a deep breath and she began listening in earnest.

"More than possible really," she lectured. "It's like a compact battery of magic when you get down to it, but it's also unruly. Oddly enough, the magic contained within the Element of Loyalty is very chaotic and can be quite unreliable if you actually want it to do something."

"What else did you find out?" Twilight begged to know.

"Night Shade, as Princess of the kingdom, I order you to remain silent."

"Oh c'mon, Princess. She's probably just another student trying to learn more. I can't help but sympathize with that." Night Shade trotted over to the middle of the room where a few enchanted gems sat on a raised platform. "I mean, she already seems to know about the existence of the elements. What harm is there."

"You mean other than weaponization of research data and using it against our nation?" Nimbus Knell replied indignantly. "I don't want to see giant beams of magic suddenly pop up from the cloud under us."

"I would never do such a thing!" Twilight growled with fervor. "Scientific research should be used for the betterment of ponykind, not for creating weapons! I didn't know the pegasus Princess was so paranoid of invasions." It took a moment for Twilight to realize, and when she did it was too late; she had openly mocked a Princess.

Nimbus Knell stared at Twilight, tracing every muscle spasm on Twilight face, and sign of shifting hooves, or even a nervous tail tick. "The data we gather here is of a very sensitive nature. Were it ever to fall into the wrong hooves, it could mean lives. I know for sure there are a few in Caballus who would love to turn the Element of Generosity into a means to breach our clouds."

"So there's an element in Caballus as well?"

"Yes, but, from what little I have heard, Blue Blood keeps it under a very tight lock and key. Few, if any ponies, have actually gotten to touch it in a thousand years."

"Do you know where the others are?" Twilight nervously asked. Her eyes flashed as she waited anxiously for an answer.

"The other three are... most likely lost," Nimbus Knell answered her. "Lost in the annals of history with the fall of the earth-pony state and the collective-pony state."

Twilight blinked at the sudden influx of information. "Pony states? I've never heard of those."

"The history goes that when Celestia disappeared the five Elements of Harmony were split, to create five pony states. One for the pegasi, one for the unicorns, one for the earth-ponies, one to form a collective state with all three, and the last one was to be ruled by the last of Celestia's personal students as a sort of city of ancient culture. That was a thousand years ago anyway, and time changed a lot of that.

The earth-ponies made many cities across Equestria and spread themselves out too much, so I guess they lost track of the element. The collective-pony state was the opposite case though. Most of the ponies went to the other states, and their element is likely stowed away in one of their forgotten cities. Your Canterlot was supposed to be the capital of the unicorn pony state according to the history, but most of the unicorns ended up following Blue Blood, and if anything happened to the element you would know more than me."

Twilight remained silent as she processed everything Nimbus Knell had just told her. But I found my element in those ruins. If it was supposed to be in New Canterlot, what was it doing in old Canterlot? Twilight turned back to Nimbus Knell and bowed. "Thank you, Princess. The information you have provided me... it will be helpful in the future."

"I... well, it is of no problem!" she adamantly stated, adopting a regal stance. "It is the job of a Princess to help her country and subjects, even if you are not one of them."

Out in the city of Heaven, Rainbow Dash eagerly led Pinkie Pie and the other visitors through the bustling streets. She couldn't help but loop around the sky as she pointed out her favorite shops and places to hang out, and gliding behind her was Gilda with a perpetual sneer on her beak. "If you want pastries, that place sells the best donuts, cupcakes and muffins! Probably helps that it's the King's favorite place to eat so it gets tons of publicity."

"It's gonna have to be really good to beat the Cake's stuff!" Pinkie Pie warned her as she barreled into the store with a bag of bits hanging from her mouth.

"What an unruly mare," Rarity groaned. "Tell me, Rainbow Dash, where is the culture? If I'm going to walk around with this tacky collar I can at least get a nice scarf to cover it."

"I don't know," Rainbow Dash shrugged, ready to follow Pinkie Pie into the store, but one of her backhooves was caught in Gilda's talons. "Huh, you hungry, G.?"

"What are we doing," Gilda hissed, drawing Rainbow Dash closer. "Why are we chaperoning these lame-os around? I put up with them because I thought we would ditch them, so why are we still here?"

"Chill already," Rainbow Dash sighed. "We just got back. Don't you want to have some fun?"

"I could have tons of fun, without them around." Gilda eyed the other ponies venomously and cracked her knuckles again. "So, are we going to ditch them?"

"Fine, later, I promise."

"Yeah, I bet," Gilda hissed vehemently.

Back on the clouds, Rarity grunted and huffed as she took in her surroundings. "It's all food-stuffs as far as the eye can see!" she whined. "I had heard so much about pegasus fashion too. Whatever, I'll just go and find a store myself." Rarity turned, and found herself snout to snout with a mouth filled with blueberry muffins, nearly startling her off her hooves.

"Don't leave yet!" Pinkie Pie pleaded, spitting crumbs all over her. "We'll find a scarf shop later, I promise."

Rarity wiped away some crumbs off her face. "But, how did... how did you do that?"

"Next stop, Dashie!"

Rarity: Oh, how did I get roped into all this? I can already feel that migraine kicking in.

Spike: I hear unprocessed lemon gels are a great way to handle those! I'll go get some.

Rarity: Oh, thank you, dearie.

Fluttershy: Spike.

Rarity: If you don't mind me asking, you seem rather out of place among this group.

Rarity: Everypony here is dressed in tacky garbs and armor, but you manage to carry yourself with some... elegance, I suppose? What's your story?

Fluttershy: I, well,  I was living in the Everfree Forest-

Rarity: That's ghastly!

Fluttershy: And then I ran into Applejack and Twilight and Spike and Pinkie Pie and... well I just got carried away in it all...

Rarity: Well, I guess if you're okay with it.

Fluttershy: Not really-

Spike: I'm back!

Rarity: Oh, thanks, Spike.

Rarity: You were saying Fluttershy?

Fluttershy: Oh, nothing...

Fluttershy: I...

Fluttershy: I just want to go home...

Twilight couldn't concentrate as she wandered the halls of the castle. Her mind kept wandering back to the elements, and how she was going to find the ones that were lost. "Maybe, the pegasi will stop her," she hoped. She stopped and leaned against a door, now realizing how tired she actually was. The door was bucked open, flinging Twilight straight into the wall in front of her, and promptly bounced off the fluffy white walls. "What the?" She picked herself up and found Soarin' heaving on the floor with bloodshot eyes. "You!?"

"Who's there?" Soarin' quickly replied as he tried to get up, but collapsed in exhaustion. Between haggard breaths he started rambling to Twilight. "You, somepony, have to tell the king. Nightmare Moon! She's coming!"

"W-what!?" Twilight shrunk back, her stomach tightening at the mere mentioning of Nightmare Moon's name. "What happened?"

"I was in Fillydelphia, and I ran into these three fillies. One of them, a little pegasus named Scootaloo, told me that Nightmare Moon was going to sink the city somehow! Where is the king? I have to tell him immediately!"

"He's actually preparing right now. He-"

"We have to alert him now!" Soarin' roared. "If Nightmare Moon sinks the city hundreds will die!"

Rainbow Dash had lead everyone to one of Heaven's few natural gardens, a special housed in area specially designed to hold soil and support plant life and with a rainbow river running through it for a dramatic effect. "This is amazing!" Pinkie Pie squealed as she ran her hoof through the rainbow river. "Is it edible? Please tell me it's edible!"

"You can have some," Rainbow Dash smirked as she watched Pinkie Pie greedily lick her hoof. Moment later, her face twitched in surprise, her fur turning every color of the rainbow before returning to its natural pink. "Oh man, that was priceless! Rainbows are really spicy, just do you know."

"Now I do," Pinkie Pie sighed in content.

Fluttershy, for the first time since leaving the Everfree Forest, was able to take comfort in her surroundings as she leaned against one of the trees, admiring the sound of chirping birds.

"Well, 'Shy, you look like a whole new mare all of a sudden," Applejack commented, taking a seat next to her. "Can't say I like the feeling of cloud under my hooves myself. Plain ol' dirt is a lot nicer."

"I agree," Fluttershy replied back as she nuzzled her cloak for comfort.

"Really?" Applejack turned to the pitch black sky. Numerous torches had been placed around the city to bring light to everyone, but every time she looked at one she was reminded of where she was and how far away from where she wanted to be. "I never would have imagined to hear those words from a pegasus. Say, Fluttershy, did you grow up in the Everfree Forest?"

"Not always, I think. I remember briefly living in a city with other pegasi and even other ponies." One of her chained sickles fell out of her loose sleeves. "I think, one day, I got lost, and I was taken in by a tribe of Everfree dwellers that taught me how to survive." She held the sickle up to the sky.

"Ever tried looking for them? Your parents?"

"Once, but... I had a hard time talking with other ponies."

"You're talking to me," Applejack pointed out.

"Yes, I am." Fluttershy stared at her reflection in the gleaming metal. "A city full of pegasi. Maybe I can find them."

On the other side of the park, Gilda had managed to steal Rainbow Dash away from Pinkie Pie, who was now busy bottling the rainbow liquid. "Dash, this has gone on long enough. Let's go, now!"

"Geez, Gilda, when did you turn into such a party-pooper, let alone care about orders," Rainbow Dash grumbled. "The way your acting is so uncool right now."

"The way I've been acting?" Gilda nearly screeched. "Some strangers show up, and you can't seem to stay away from them. Seriously, why are we even associating with these dorks? Besides, we need to get back to prepare for the sortie."

"I know, I know," Rainbow Dash nearly yelled back. The two stared at each other for a few moments, but Pinkie Pie had managed to squirm her way between the two and surprised the pair.

"Hey, Dashie, I've got the perfect idea for this rainbow juice!" she squealed with fevered delight.

"You again," Gilda hissed. "You're not wanted here, now beat it."

Pinkie Pie stared back at Gilda for a few moments before smiling and offering her hoof. "Uh, I didn't mean to be rude or anything. I just want to hang out with my friend Dashie. Nothing wrong with that, right?"

"Why you," Gilda hissed, angered at being put in the spotlight so suddenly.

"Lighten up, G," Rainbow Dash added. "Nopony's getting hurt and we'll be back in time for the sortie."

"Nopony is getting hurt alright," Gilda added through a very sour snarl, but took Pinkie Pie's hoof to at least try and maintain an air of collectedness. Her talon, however, was met with a shock so powerful that it nearly fried off her head feathers.

Pinkie Pie smiled as she held up her hoof and displaying her joy buzzer. "Dashie told me you liked pranks. This one's a personal favorite of mine," she giggled, joining Rainbow Dash in a fit of laughter.

"Did she tell you that," Gilda hissed.

"Yep!"

Gilda struck Pinkie Pie across the face with a balled-up talon, smiling with satisfaction as her knuckles made contact with the pink pony's snout. "Would you like a hurts donut? Wait. I think I was supposed to ask you that before I socked you," she sneered. She couldn't control the malicious smile spreading across her beak.

"Gilda, that was totally out of line!" Rainbow Dash yelled at her. "What's wrong with you today!?"

"We're going, now," Gilda barked at her. "Or do you want me to report to Quick Gleam?"

"Gilda, you suck," Rainbow Dash replied, turning to Pinkie Pie and helping her up. "You okay?"

"I'll be fine," Pinkie Pie groaned as she rubbed her face. "That was a really mean prank."

Gilda ignored Pinkie Pie as she skyrocketed into the air and out of the garden. Rainbow Dash could see that she was heading straight for the castle. "Sorry, girls, but I have to go. King's orders and all."

"Aw," Pinkie Pie groaned. "Will we see you later?"

"Yeah, totally." Rainbow Dash smiled back. "Hanging with you girls has been a blast."

"Hey, Pinkie Pie, what's wrong with your tail?" Spike asked, latching on to the twitching pink mass and riding it up and down. "Hey, this is fun!"

"Uh-oh! Twitchy tail!" Pinkie Pie screamed, knocking off Spike. "That means something is gonna fall."

"I beg your pardon, but what in all of Equestria are you talking about?" Rarity eyed Pinkie Pie's tail nervously, finding it hard to ignore the twitching mass of tangled pink hairs.

"It's my pinkie senses. I means that-"

"Forget I asked," Rarity groaned.

Rarity: That was rather devious of you.

Pinkie Pie: Are you talking to me?

Rarity: Yes, you.

Rarity: Tell me, do you dislike the griffon?

Pinkie Pie: Well, she did punch me. That was just uncalled for!

Rarity: Of course it was.

Rarity: This pink pony... I could stand to learn something.

King Steel Wing gazed proudly at the assembly of his army from his balcony. Behind him stood an entourage of all his top ranked soldiers, each one of them wearing a blue drape save for Rainbow Dash and Gilda who wore the lower ranked red drapes. King Steel Wing, with zeal and passion, addressed his subordinates. "You are all the finest ponies Equestria could ever ask for," he started, rousing his troops into shared fervor. "Now is the time to put your mettle to the test! Let me warn you all that the opponent you face is more than just a foreign army, you face-"

"Nightmare Moon!" Twilight ran into the dais, screamed as she bursted into the scene, shoving her way past the knights and dropping to the floor gasping for air. "I ran into a pony named Soarin', and he wanted me to warn you that Nightmare Moon is going to try and sink the city."

"That's preposterous!" King Steel Wing admonished her. "It took a thousand pegasi to build this city, and you expect me to believe that a single one is going to tear it out of the sky? It's foalish to think that Nightmare Moon is that powerful!"

"Sir!" A black pegasus with a sky-blue styled up mane called out. "Urgent news! A small army has appeared close by, mostly comprised of unicorns and earth-pony! No uniform, so unable to determine their allegiance, but they were headed by this big black pegasus with a horn and had this misty blue mane! It was... scary, sir."

"Nightmare Moon," Twilight whispered below her faint breath.

Nightmare Moon stood proudly before her assembled army of Canterlot's inhabitants. At her side was Lyra, who had to use her sword to support herself as she stretched her neck upwards, her mouth agape as she stared at what was taking place. Under Nightmare Moon's will, the clouds were separating, revealing the capital in the sky. "Watch closely," Nightmare Moon hissed, magic carrying her voice through the ears of every one of the ponies. "Watch closely and witness the power of your Princess."

Lyra gasped, watching Nightmare Moon as she floated into the sky, her wild mane giving off a blinding aura of light, and her horn fired off a strand of light that weaved its way across the sky and piercing the city of Heaven. Seconds later, an explosion of dark magic erupted from the base of the cloud, and it began to sink. The city was falling.

It happened slowly for Twilight, the feeling of weightlessness setting in slowly. She felt her hooves leave the floor, and turned to Rainbow Dash, her body trembling with fear. Rainbow Dash grabbed onto her, her wings flapping in every direction to control their descent as every other pegasus took to the sky for safety. The Cloud Kingdom was falling, and bringing down the sky with it.

In the homes and streets of the city, pegasi were flying in every direction, grabbing onto last remnants of their lives before it would all crash and settle into dust. Their eyes shrank in horror, gawking in despair as their lives crumbled under the flap of their wings. Their homes fell faster than their tears.

Outside the kingdom, the small army of Canterlot's citizens, forced into their bonds by Nightmare Moon, witnessed the travesty, their fear in their new leader awakening to a new level. Nightmare Moon had the power to fell a city. Nothing was beyond her terrible magic, and it would have been foal's play for her to sweep through the city mercilessly raining down her dark judgment, but she wanted them to fight for her. She wanted to see them hurt one another and revel in it.

The eternal moment came to an end at long last as the clouds were welcomed into the majesty of the earth, and dissipated, settling into a mournful fog that wrapped the crumbling ruins of the Cloud Kingdom. Lives were buried under homes were buried under a now fallen kingdom, laying at the feet of the mighty mountains that were once believed to be their mighty shield. Twilight, laying in the fallen castle with Rainbow Dash over her, opened her eyes to a broken city. "No..." she whispered, never audible in the chorus of anger and cries that were erupting from the pegasi of the Cloud Kingdom.

Nightmare Moon grinned maliciously at the sight, feelings filled with wicked joy and cold intent. Her eyes flashed wildly as her ears took in all of the anger the pegasi had for her actions. It filled her, their anger feeding into her own anger. "This is your punishment for forgetting me," she whispered into the wind. "But never again, foolish pegasi. Your era is done, and in the annals of history you will never forget me and what I have done to you tonight! Hate me, forever and ever!" She turned to her shackled army of hungry ponies, and grimaced. She spread her wings and soared into the light of the moon. "This is it, my little ponies!" she called out to them, lacing her voice with lunatic magic. "My little starving ponies, you want your food? Then pluck it from the mouths of these greedy pegasi! You want your easy lives? Well, first you need to work for it! Work hard for me, my little ponies! This is the first step to a new dynasty! My new dynasty! Go forth, my little ponies! Go forth and rip and tear everything they have taken from you! Satiate your desires on the carcass of this fallen city! Tonight, Equestria will tremble in fear. The reign of Nightmare Moon begins now! Fight each other! Kill each for me, my little ponies! Your Princess demands it!" Nightmare Moon's voice echoed across the city, her voice enthralling her army into a mad rage, and they ran towards the fallen city, knives and swords of all kinds shining in the sad moonlight.

The Fallen City: Heaven

Landing safely of the wreckage of the castle, Twilight's stomach lurched as she witnessed Canterlot's citizen’s storm the city and start attacking pegasi indiscriminately. She was afraid for them as they danced to Nightmare Moon's twisted whims. "If they fight like this, they'll all end up dead," she observed mournfully.

"Nightmare Moon!" King Steel Wing roared, gripping a pulsing purple double-bladed sword between his teeth. "Nopony attacks my city!" His wings flared up as rage filtered out of him with every breath. "Warriors! Take flight and defend your city, your friends and family!" His battle cry was met with a chorus of anger and bloodlust from the knights. In a gust of wind the army shot into the sky and dispersed, intent on defending what was left of the city and killing the invaders.

"Father, wait!" Princess Nimbus Knell called out to her father.

"No!" he bellowed. "I will not let a shadow from the past come in and hurt my ponies!" His voice echoed throughout the crumbling castle. He flapped his wings and shot through the ceiling, climbing high and higher into the sky. "I, King Steel Wing, the king of Heaven, sentence you to death!" He angled downward and descended to the ground, his blade pointing at Nightmare Moon.

The monster mare saw the foolish pegasus that dared to call himself a King in the Princess's presence. "You're kidding, you're kidding right?" she taunted him, her eyes lighting up with murderous intent. "The sky will fall before the might of the celestial bodies! Foalish pegasus! I am greater than heaven!" Nightmare Moon's wings unfurled, casting shadows in the fires of war miles long. Her fur stood on edge as the air around her filled with electricity. She stomped a hoof, and waves of darkness erupted around her, creating a shield that clashed with King Steel Wing's sword, the collisions of power resulting in an explosion of mesmerizing light of every color of the rainbow.

"Evil monster!" King Steel Wing grunted. "Your resistance will make your death that much more painful!"

Nightmare Moon did not respond. She was not expecting power as great as King Steel Wing sword. "This sword," she hissed, "is not yours!" Her voice cried out, louder than lightning and even more powerful.  Her starry mane and tail whipped from side to side, almost writhing in pain. "You will pay for using her sword on me!"

King Steel Wing's eyes grew fierce as he bit down harder on the purple blade, drawing out more of its ancient power. "Monstrous scourge, I will end you with Celestia's own blade!" Power seeped out from the sword, enveloping the King before towering upwards into the sky, creating a column of pure light that began to sharpen itself into a sword. By King Steel Wing's will the energy began to merge together and form a blade of light. "Take this, fiend!" King Steel Wing yelled. "Aurora Blade!" He willed the sword of light at Nightmare Moon, and it came crushing down on top of her.

Light erupted in every direction, making it impossible to see anything that would remain of the attack. Still, King Steel Wing smirked to himself, reveling in the demise of the Cloud Kingdom's invader.

"Is that it..." came the chilling words. The light finally faded, and standing in the center of destruction stood Nightmare Moon. She was not like the gloating and composed monster that King Steel Wing first struck. What he was witnessing now was an animal, a hungry animal. "You will pay for that! You will suffer for that! Nopony can use her sword. Nopony!" Her scowl curled into a vicious and twisted grin as her eyes shrunk to dots. "Now, feel the full might of the fury of the night! I will crush you with the stars themselves!" She rose into the sky and the clouds parted for her, revealing the majesty of a full moon. She eclipsed it, flying directly between King Grey Wing and her full moon. "Radiance of light shimmer and fall! Unleash thy brilliance upon this sinful land and encroach it in your light! Come, Starlight!"

King Steel Wing drew the sword nearer to himself as he watched the stars in the sky move for Nightmare Moon. "What the heck is that," he muttered. "This can't be!"

"Drown in light!" Nightmare Moon howled as the stars in the night sky fell and converged on King Steel Wing. When the dust cleared, the King of the Cloud Kingdom lay in a crater on the ground, his armor shattered and body nearly torn asunder, left to waver on the throes of death, but for Nightmare Moon that wasn't good enough. "I'll give you credit for surviving this long," she sneered as she concentrated her dark magic into a spear, hovering over King Steel Wing with bitter sentiment.

"Rekkuuzan!" Rainbow Dash flew straight at Nightmare Moon, spinning her body and blade into a tempest of steel. Her blade made impact not with the dark Princess, but by an ephemeral wall of her own magic.

"You again!" Nightmare Moon raged and expanded her magical shield, blowing away Rainbow Dash and knocking her out of the air.

"No one hurts my friend! Spirale Kralle!"

Nightmare Moon found herself wincing in pain for the first time since her return from the moon. Gilda's talons were buried deep into her back, threatening to tear out a piece of her. Filled with anger and defiance, Nightmare Moon turned her body ephemeral and blew through the griffon, shredding away her armor. She materialized over the griffon, and stomped down on her, descending and forcing Gilda to the ground, the force of the decent burying her in a pile of debris. "You as well," Nightmare Moon hissed. "And just what is a chick like you doing in the land of ponies?"

"Up yours!" Gilda yelled back.

"Gilda!" Rainbow Dash cried out as she dragged her hulking King through the war torn city. "Gilda, fly away!"

"To think that monster can fend off the blade of Celestia," King Steel Wing replied with haggard breath, clinging the blade by his side. "There is no way to stop her."

"No, there is one way." Twilight's voice rang out to them, and the unicorn herself stepped out of the shadows of debris to greet them. "The prophecy said the elements of harmony have the power to stop Nightmare Moon. It was too hopeful to think that maybe your army could..."

"You dare mock the might of my pegasi?" King Steel Wing's chest heaved with every word.

Twilight ignored his question. "King Steel Wing, I humbly ask for you to lend me the Element of Loyalty for the sake of stopping Nightmare Moon."

"So, cutting to the chase," he wheezed,  glaring at Twilight with eyes burning with anger at the proposal. Who was she to order a King, he wondered. "Take my element," he begrudgingly answered her. "Take it, and with it destroy this thing that dares to call itself a Princess and rob the Cloud Kingdom of its glory!"

"That's the plan," Twilight sighed, "and easier said than done."

"Rainbow Dash," King Steel Wing spoke up again. "I order you to accompany this unicorn in her quest for the elements by any means necessary."

"What!?" Rainbow Dash blurted. "But Nightmare Moon is here, attacking now! Ponies are dying, and you're telling me to high-tail it out of here!"

"I gave you an order, knight," King Steel Wing replied with grave intent. "Or should I order you to dive-bomb that thing again and lose your life in the process!"

"But..." Rainbow Dash gritted her teeth, her eyes flashing wildly through her city and home. The crumbling building and screaming pegasi all made her sick with anger. She wanted to lash out, but couldn't. The object of her rage was a monster with powers she could not rival, and now her duty was commanding her to leave this city with her tail between her legs.

"You're wasting time!" King Steel Wing roared.

"I understand, your majesty," Rainbow Dash replied, her voice hollow and cracking. She gently let down King Steel Wing and unfurled her wings. "Grab tightly and hold on, Twilight. I'll get us back to the castle in no time."

"Understood," Twilight responded as she jumped onto Rainbow Dash's back. Rainbow Dash's wings beat, and soon they were soaring through the air, the city of Heaven burning under them.

Applejack had never been so happy to be touching land, she even kissed it. She, Pinkie Pie and Rarity were only alive because of Pinkie Pie's idea to ride a cloud to the ground, and they almost lost their lives in the process. "This is too much!" she screamed. "I just want to go home already!"

"Is everypony okay?" Spike muttered while holding down his lunch. "What... what happened?"

"It must have been that ghastly Nightmare Moon," Rarity answered him. Her mirrors floated behind her defensively, casting rays of light across the sky. The pegasi knights were scattered all over, diving towards the ground. "We need to go, now!"

"No! We have to find Twilight and Rainbow Dash first, quickly!" Pinkie Pie yelled, helping Applejack back to her hooves. "C'mon, we have to go, and quick!"

Rarity stared at the pink bandit with annoyance. "And why should we? Even further, just how are we supposed to find them in this mess? What we need to do is salvage a flying chariot and make our way to Caballus. It's the only haven now."

"Not without everypony else!" Pinkie Pie argued back. "They're our friends!"

"Your friends maybe," Rarity sneered. "I'm only trying to help you all out of the generosity of my heart, but I'm not about to jeopardize my life for you all. This is war!"

"No! We're not leaving them!" Pinkie Pie screamed as loud as she could, catching Rarity off-guard and causing her to leap back. Pinkie Pie looked at Rarity with intense eyes that refused to leave anyone behind. "We're all getting out of this together!"

"We're just going to get ourselves killed? Is your friendships worth your life?"

"Yes," Pinkie Pie answered her genuinely. "I'll risk my life for my friends, so I promise nothing bad will happen to you, Rarity."

"Why?" Rarity whispered under her breath. The crumbling ruins around reminded her that time was of the essence and she didn't have time to question Pinkie Pie further. "Lead the way, quickly!" she hissed. "I don't want to die a miserable death here."

"Then let's go!" Pinkie Pie waved to her, and the three of them made for the crushed ruins of the Cloud Kingdom castle.

Rarity: Applejack...

Applejack: Yeah, what?

Rarity: Just who is that pink pony?

Applejack: You mean Pinkie Pie? She's a bandit me and Twi' ran into awhile back. She and her gang stole something important from my town and since then she seems to stick to us like glue. That about wraps it up.

Rarity: That's it?

Applejack: Yep. What? Expecting more?

Rarity: Yes, I was.

Rarity: Pinkie Pie, who are you?

Pinkie Pie swung her giant pinwheel, crushing a piece of rubble and letting everyone into the heart of the chaos. Everywhere, ponies were fighting one another. "Twilight! Rainbow Dash! Where are you!"

"Pinkie Pie, watch out!" Spike lunged at Pinkie Pie, shoving her to the ground and narrowly avoiding the spinning blade of a pegasus knight. "Hey, what's the big deal!"

A single knight dropped out of the sky, brandishing the blade. "All the earth ponies and unicorns here are from Canterlot!" he roared. "Why should I trust anypony without wings?"

"We're not here to fight! We're just looking for our friends! Honest!" Pinkie Pie pleaded, but behind her a torrent of water erupted and knocked the pegasus knight off his hooves, tearing his armor to bits and leaving him a bruised pulp. "What the!? What was that!" She turned around and found a sea-green unicorn standing on only her back hooves, covered in blue armor with a lyre emblem on the cuirass.

"Lyra!" Spike blurted out. "What are you doing here?"

"Well," she sighed, "Nightmare Moon made me the head of her army. Compared to my previous job, I mean, it's a hoof up, right?"

"Then you have to call them off!" Pinkie Pie threw herself at Lyra's hooves. "If you're the head, you can make them stop!"

Lyra stepped back, and fidgeted with the spiked collar around her neck. "It's not my decision to make. Orders are orders. Sorry."

"So, you’re Nightmare Moon's pet now?" Rarity brought her mirrors out in front of her, gathering light in the reflections. "I take it this is where we were heading?"

"You catch on quick," Lyra grumbled, drawing her broad-edged lyre and charging at Rarity. She swung her weapon and collided with Rarity's row of mirrors. "Orders were to attack anypony who hasn't sided with her. So, if you could just surrender, I can let you go."

"I'll pass, Prism Shot!" The light from Rarity's mirrors erupted out, throwing off Lyra and putting considerable distance between them. Rarity turned back to the others. "Well! We're being attacked! Do something!"

"I don't want to fight!" Pinkie Pie cried. "This isn't for fun like before!"

"This is for survival!" Rarity screamed as loud as she could. "If you want to find your friends than you better darn well fight!"

"Rarity! Behind you!" Fluttershy called out to her, withdrawing the sickles hidden in her robe and throwing them into a torrent of water directed at Rarity. "Aching Chains!" The sickles came to life and tore through the current, disrupting Lyra's spell and saving Rarity.

"Let's go, unicorn!" Applejack galloped at Lyra, who responded by levitating her weapon in front of her, ready to swing back at Applejack. She closed in on Lyra, and saw the blade coming. At just an inch away, she leapt backwards. "I got you! Rending Force!" She landed on the ground and dug her hooves into the ground, creating a shockwave that tore through the earth and sent shrapnel of rocks at Lyra. "Well, what are you all waiting for? Let's run!"

Rarity: Oh my stars and garters! That was terrifying.

Applejack: Says the pony who was at arms first.

Rarity: The situation called for it!

Rarity: Besides, I can't honestly say I'm used to fighting like this.

Applejack: Still green I supposed.

Rarity: Green is a terrible color.

Applejack: It's an expression. Besides, don't you owe somepony here some thank-yous for savin' your life?

Rarity: I supposed I should give credit where it's due...

Rarity: Fluttershy, thank you for saving me like that.

Fluttershy: Oh, well, uh... you're welcome.

Rarity: It's more than I can say I would do for any of you.

Applejack: I feel warmed already...

The remains city was slowly falling itself apart with the howls of ponies tearing into each other with reckless abandon. Pinkie Pie tried to ignore the carnage and mayhem as she led the others. In the distance, she could see something massive approaching them, something big and fast. "Girls, watch out!"

"It's the chariot!" Spike piped up. Everyone's eyes grew wide as flying chariot that had gotten them so far pulled up right next to them at the last moment, and Rainbow Dash was riding it from the roof.

"Get in, now!" she yelled as the door opened up. Pinkie Pie, Applejack, Fluttershy, Rarity and Spike rushed into the gilded behemoth, and inside at the controls was Twilight nervously fidgeting between levers.

"You're okay!" Pinkie Pie cried as she wrapped herself around Twilight, tears streaming down her face and collecting in the folds of Twilight's cloak. "I was so worried!"

"It's so hard to believe you all lived through that," Twilight replied in bewilderment. "Anyway, we have the Element of Loyalty now, and according to Nimbus Knell we can find the Element of Generosity in Caballus. Blue Blood has it."

"Leave it to Blue Blood to make life miserable," Rarity sighed.

"Do you know the way?"

"Yes. It should be west of where we are now... let's hurry."

 
Equestria: Cold Heart's Pass

The chariot continued on through the land of Equestria, guided by Rarity's light leading them to the magical city-state of Caballus. The journey was quiet, few daring to speak for more than the briefest expressions. Even Pinkie Pie, who tried to stay positive in the glum atmosphere, could barely talk. Everyone of them was too busy trying to keep from falling apart in their own ways.

"How much longer?" Applejack asked quietly. Were it not for the absolute silence between all of them it would have been impossible to hear her.

"At this pace, we might be able to make it within a few hours," Rarity answered her.

"Gotcha," Applejack sighed. All she could think about was reuniting with her little sister and how she was going to scold her for following her out into this dangerously dark land.

Fluttershy curled herself in the same position she had done before she was dragged off to the Cloud Kingdom, where her hopes had been crushed along with nearly the entire city. Her entire world had fallen in more ways than one, and she tried to hide her tears within the confines of her loose robe. "I guess I'll never find them," she whispered to herself.

Rainbow Dash chose to sit away from the others, latching herself to the top of the chariot outside where she could try and watch the scenery pass her by. She was doing everything she could to not take out her anger on the nearest possible outset. In her mind the castle's fall played repeatedly along with her failures and losses in parallel. She turned to the sky and let out a loud and harsh scream that strained her voice. None of the other ponies paid attention to it. It wasn't the first scream she emitted either. "Next time, I'll get that Nightmare Moon, or die trying!"

In the back of the chariot, Twilight laid with Spike curled up in her scarf and sleeping on her lap. The two elements of harmony were next to her. Periodically she would extend her aura to the spheres and feel the magic between them, a powerful magic completely alien to her. "This is just a fraction of the magic needed to stop Nightmare Moon, and I can't even match up to one of these," she told herself, staring intently. "I have one plus loyalty, and generosity is in Caballus." She kept recounting various facts to herself like a chant to calm herself. "Kindness, loyalty, generosity, honesty, laughter, and the sixth element. I'll need all of these."