//------------------------------//
// Nightmare in Ponyville. Part II 
// Story: The Tainted Renaissance 
// by Red B 
//------------------------------//

“You know, this sucks. Why are we stuck with guard duty when we could be out there, doing all sorts of crap and enjoying ourselves? Nightmare Night is only once a year and I can't believe we're missing out on it.” A dispirited voice sounded across the small meeting room Flash and his squad had turned into their command center.

“I know how you feel, I don't like it myself. But duty calls.” Another voice joined in, this one was less whiny, however, the sentence was said in a way that Flash instantly recognized a complaint which was aimed at him. He chose to ignore it, instead focusing on filing the report in front of him.

With no reaction from him, another guardspony felt the courage to complain about his situation. “Dude, I know what you mean. Fuck duty!” One of the stallions, Misty Ridge, judging from the voice, added rebelliously. “We're missing out on some serious shit. Did you see how many sexy mares there are in this town? I could have gotten laid tonight!”

“Oh? What makes you think that?”

“Well, not to brag or anything, but you should have seen the smile one of the mares gave me. It was a smile full of promise. She looked hot as well. A mint green unicorn with a light green and white mane... awesome. I would love to get to know her better, if you know what I'm saying.”

With his face hidden behind his report, Flash couldn't avoid rolling his eyes. The Canterlot Royal Guards represent the finest soldiers Equestria has to offer. Dedicated and highly professional, they are the pride and joy of all of ponykind. He recalled a line from a recruitment brochure he had read years ago. Perhaps it was the wrong brochure?


“Dude, you might have gotten it wrong. I mean, when I saw you for the first time, I couldn't stop laughing for a week.” A series of chuckles accompanied the friendly insult.

“Hey! Fuck you, Morning Dew! At least you have somepony to ride you when you're horny! Go pester your coltfriend!”

The finest soldiers Equestria has to offer...


“Can't, sorry. He is reading fine literature.”

“A Playcolt magazine is not literature!”

Flash glanced up from his report just in time to catch an earth pony Stallion, Sledgehammer, lower his magazine and cast a smug look at the annoyed pegasus. “That's not what you said yesterday, Ridge. In fact, I clearly recall you praising this very fine example of literature! Half the barracks heard you grunting.”

Highly professional...


“You know whom I would love to hear grunting as well as moaning?” An earth pony named Gatekeeper spoke up. “That new princess we accompanied to the forest today. She's so damned cute, I couldn't take my eyes off her.”

Pride and joy of all of ponykind...


“Princess Twilight?” The second mare in the room, Rose Star spoke up, eyes glinting in amusement as she levitated one of the cupcakes towards her. Earlier that evening, one of the Element Bearers, Pinkie Pie had brought a basket full of delicious pastries to the guardsponies unable to enjoy the festivities. “Yeah, she's nice, if you're into that dorky and adorable stuff. I, however, would love to hang out with Applejack. She's strong and hardworking. Lots of stamina, which means we could go all night long. Plus I bet that mane of hers would look great if she let it down.”

Flash sighed and dropped the pencil he had been holding in his mouth. It was fine to let them talk about various things, but there was a line. He cleared his throat to get the attention of all five ponies in the room. “That's enough. Have some respect and stop daydreaming about the ponies we are supposed to protect.”

“Daydream? But it's night outside.” Sledgehammer pointed out.

Flash fixed him with a stern glare, forcing the stallion to avert his gaze and hide behind his magazine. However, there was little anger in Flash's glare. He knew that they were just trying to stave off the boredom. Truth be told, he was bored as well. Investigating the forest for additional clues had yielded no results, the rest of the pretenders had probably decided to flee. Stardust wasn't being cooperative. The earth pony stallion they captured in the forest was currently at the clinic, recovering from his injuries. The doctors had insisted the he was to be left alone for a few days before Flash could order his interrogation. With one source of information refusing to cooperate and other one being shielded by doctors, Flash didn't have a lot of options. So he decided to wait. Either for Stardust to calm down or the earth pony to recover, whichever came first. He would probably have to move them to Canterlot at some point, modified archive rooms weren't suited for holding ponies for long.

With the situation more or less solved, Flash looked at his report and sighed. The report was done, which meant he had nothing else with which to stave off boredom. He glanced over it a few times, just to make sure he hadn't missed anything and to buy himself more time, during which he tried to find a new way to pass the time. Only one solution came up. One that would probably earn him more than a few dirty looks from the rest of the ponies on guard duty. Oh well, at least they'll be able to talk about whatever they want. He pushed the report to the side and got up to his hooves. “I'll go out and check how everypony else is doing.” He was right, the amount of not so well hidden glares he received was incredible. They all knew what he meant by that. Even though he would indeed be checking up on others, he would also get the chance to clear his head and perhaps even enjoy the festival a little. “You stay here and watch the prisoner.” He added fuel to the fire, feeling odd amusement at the same time.

He checked his armor, making sure it was on properly and slipped on his helmet. Lastly, after raising the visor, he attached a pair of hoof boots to the sides of his armor, where he could easily reach them. It wasn't like he was expecting to be attacked, but there were regulations to follow, besides, one couldn't attend Nightmare Night without a proper costume. As he started walking towards the exit, he cast a quick look at the five ponies, swallowing nervously as they followed him with their eyes. Perhaps it wasn't right to poke fun at them like that. Time for damage control. He thought. “I won't be long. I'll also get somepony to relieve you, can't have you holed up here for the entire night.” That did the trick. The promise of some free time did wonders in making the guardsponies feel better. With that taken care of, Flash let out a silent chuckle and walked outside into the night.

xxxxx

“Dude, I understand you're not good at this, but at least make an effort! You're missing. Badly.” Rainbow Dash shook her head when she saw the second ball sail right past the empty can pyramid. “The point is to hit the cans, not avoid them.” Soarin muttered a silent curse and picked up the last of the three balls he had been given by Applejack. He placed it in the slingshot and then started to pull back the rubber with his teeth, while trying to get a proper aim.

Applejack watched the scene with a great deal of amusement in her eyes. “Just remember that this is your last chance. You wouldn't want to disappoint your marefriend now would you” She said and winked at Rainbow Dash who chuckled when she saw Soaring swallow nervously.

Already in a playful mood, Rainbow decided to have some fun. She leaned closer to him and whispered in a salacious voice. “Hey, you know, if you manage to knock down all the cans, I will give you a special reward. A very special reward.” She said and blew on his ear lightly.

“Wha...” Soarin started to say, but in doing so, he let the rubber slip from between his teeth. The ball didn't even make it to the cans. It landed just shortly before the intended target. Both Applejack and Rainbow broke out into laughter while Soarin shook his head in amused defeat. “I just can't win against you, can I?”

Rainbow pretended to think for a second. “Umm, nope?”

“You know, because I like to see you try and take down Rainbow Dash a few pegs, how about one more try?” Applejack suggested and tossed a ball at Soarin.

“Hey, how come he gets an extra try?”

Applejack glanced at Rainbow with a curious look. “What? Are you afraid he'll beat you?”

“Hell no!” There was fire in Rainbow's eyes. Hearing that she might be afraid of something, especially losing a competition, instantly got her blood boiling. “There is no way you will win, Soarin! You have only one try and you will have to knock down all the cans in order to score better than me.”

Soarin smiled when he heard the fierceness in Rainbow's voice. As always, whenever the conversation touched upon a contest of any sort, it always brought out the competitive side of Rainbow, one that he loved so very much. It made her stand out from any crowd.  “Well, you never know. I just might get lucky and nail this thing.”

“In that case, you should let me help you, Soarin. I think a few calculations and a proper application of force will be enough to make a perfect shot.” A familiar voice cut in from nearby. Soarin and Rainbow looked in the direction of the voice and saw Twilight and Spike heading towards them.

“Heh, since when do you know anything about slingshots and cans?” Rainbow was reluctant to let the competitive atmosphere vanish. She gave them both a friendly nod, but, other than that, she did not lose the determined expression on her face.

Twilight chuckled when she saw the look on Rainbow's face. Whether by accident or serious role-playing, Rainbow's expression perfectly matched her costume, which was that of a rather colorful Daring Do. Though she had managed to get the clothes right, it seemed that Rainbow had stumbled upon a few problems in regards to her mane and tail. It had taken Rainbow so much dye to make her tail gray, that she hadn't been able to bye her mane. As a result, Twilight was looking at a cyan Daring Do with a multicolored mane. Though, truth be told, it looked pretty good. “Nice costumes, everypony.”

“Thank you,” Soarin replied with a shallow nod. His costume was also inspired by the Daring Do books. He was sporting the appearance of a tribal warrior, with warpaint markings covering his face and body, and various amulets and trinkets either hanging from his neck or woven in his mane. “I like your costumes as well. This is the first time I've seen a prince and a beggar theme on Nightmare Night. It looks good.”

Here we go again. Twilight gave a mental sigh. “Actually, I'm Clover the Clever.” She dropped the name, but seeing the lack of recognition on anypony's face, told her she might have not bothered. “It's a historical figure. Nevermind.”

“Well, if you say so, Twi.” Applejack adjusted her vest, which served as one of the main pieces of her sheriff costume. “Would you like to try a hoof at this? Knock down all the cans with the slingshot there and win a prize. Soarin and Rainbow have been havin' plenty of fun.”

The sound of a ball being loosed from a slingshot drew everypony's attention. They all watched the projectile fly through the air and knock off the very top can of the pyramid. “More like me losing all the time.” Soarin added with a sour look on his face, while Rainbow sported a cocky grin.

“No thanks. I'm fine.” Twilight replied as they all shared a laugh at Soarin's expense. There was no ill meaning behind it, just a group of ponies having fun and joking around. Privately, Twilight was amazed just how cheerful everypony was, considering the depressing mood in the previous day with all the rumors of a serial killer going on. She had half expected the celebration to be somewhat on the quiet side, since everypony knew of the prisoner being held at the town hall and there were several guardsponies patrolling the streets of Ponyville. Fortunately, she had been worrying about nothing. Ponies had short memories when it came to such matters and the Nightmare Night was just too exciting to keep a pony depressed for long. Have fun and don't worry about anything. That seemed to be the general thought. One Twilight was eager to follow.

Next to her, Spike's eyes lit up the moment he heard the word “prize”. Though he wasn't competitive by nature, he did love prizes. Especially tasty ones. And, considering that most of Nightmare Night revolved around various treats, he was certain that the prize would be something tasty. Perhaps an apple pie, made by one of the Apple family traditional recipes. “I want a go, Applejack. Let me try.” The purple dragon raised one arm, jumping up and down in excitement.

Applejack gave him a kind smile and placed three balls next to the slingshot. “There you go. Remember, the goal is to knock down all of the cans. Good luck.”

“Think you can win this game, huh?” Rainbow teased him when Spike walked over to the slingshot.

Spike ignored Rainbow's friendly taunts. Instead he focused on the task. He picked up one of the balls. The ball was nothing more than a small sack of thick fabric, filled with sand for extra weight. Problem was, this gave it very poor aerodynamic capabilities, which was part of the challenge. Still, Spike felt confident about his abilities to hit the target. He placed the first ball into the slingshot and pulled back. The temptation to pull back as far as he could was strong, but he knew it wouldn't do any good. He had a different approach in mind. Spike made a quick calculation, adjusted his aim and let go. Instead of shooting straight at the pyramid like it did in most attempts, Spike's shot arched through the air in a ballistic trajectory. Instead of shooting through the stack of cans, it came down at a slight arc, dealing a more widespread impact. As a result, all but four cans remained standing. Three on one side and one on the other side.

There was silence behind him. Stunned silence and Spike couldn't help smile a little. Oh, I'm just getting started. He picked up the second ball and aimed it at the small stack of three cans. This time he went for a straight shot and though he nearly missed it, he managed to knock down all of them, leaving only a single can standing.

“How is he doing that? He has already scored more than I did!” Rainbow stared at Spike's back and then at the last remaining target.

“Magic.” Spike answered mysteriously. “And an excellent aim.”

“Spike's right. He has always been good at this.” Twilight added with a slight chuckle when she saw the displeased look on Rainbow's face. She was about to watch Spike make his third and last shot when she saw a glimpse of somepony familiar. “Hey! Flash!” She waved her hoof in the air, drawing the attention of a pegasus guardspony, who had been making his way across the market square. Flash looked around until he noticed Twilight and then changed his course towards them.

“Look at that lazy costume! Must he wear the same costume those other twenty or so ponies are wearing? No originality at all.” Rainbow commented in a low voice, causing her and Soarin to laugh quietly as they noticed the suit of armor Flash was wearing. Even Twilight couldn't hold back a brief chuckle.

The moment he was within easy speaking distance, Twilight collected herself and smiled. “Hi, Flash. Nice costume.” This time Applejack and Spike laughed as well. “I suspect you're a guardspony tonight.”

“Yes, Princess Twilight, or should I say Clover the Clever?” Flash replied, causing Twilight to gasp in surprise.

“You recognized my costume. Finally! After everypony getting my costume wrong, again, somepony finally recognized my costume! Wow! How did you know? Do you like history? How long did you study it?”

“Heh, another egghead.” Rainbow rolled her eyes when she saw her friend practically shiver with excitement.

Flash raised his hoof placatingly. “Not exactly. I haven't studied history. At least not more than any other pony. It's just something I recall from my high school history class.” One could almost hear Twilight's excitement vanish like air from a balloon.

“Oh... I see... Well, at least you got my costume right.” Twilight said before a sudden realization struck. “Oh, wait. I haven't introduced you to my friends yet. Umm, Flash, this is Applejack and Soarin. Soarin, Applejack, meet Flash Sentry.”

Flash and Soarin briefly shook each others hooves, whereas Applejack greeted Flash in her usual manner. “Well, howdy there, partner. The name's Applejack, like Twilight said.” She grabbed his hoof in hers and started shaking vigorously. “It's a pleasure to meet your acquaintance.”

“Th-thank you.” Flash had trouble speaking clearly until Applejack decided to let go of his hoof. The pegasus glanced at his hoof as if expecting it to fall off any second. “Though introductions are hardly necessary, I already know who you all are.”

“As my granny tends to say, there's a difference between knowing a pony and meeting him.” Applejack countered with a wide smile. “Anyway, would you like to test your luck? Three shots to knock down all the cans and you win a prize. Test yourself to see just how accurate you can be. Maybe you will get lucky like Spike here. Just two shots and he's already wipin' the floor with Rainbow Dash.”

“Hey...” Rainbow glared at the grinning earth pony mare.

“Just tellin' the truth, sugarcube.”

“Not exactly, Applejack. I don't really need luck to win this game.” Spike said from where he was still standing next to the slingshot. Because of the excitement Flash's arrival caused, he hadn't made the last shot in fear of wasting it. Now that things had calmed down a little, he felt calm enough to take the last step. He placed the last ball in the slingshot and pulled back. A moment later, he let it loose and, as expected, the final can was knocked down. “See? Pure skill. Now, what did I win?”

They never found out what the main prize was, as a distant scream reached their ears. Usually, a scream on Nightmare Night was nothing to worry about. It was part of the celebration, after all. However, this one was different. It was a scream of pure terror, without the tiniest bit of excitement in it. Either somepony was doing too god a job of scaring others or somepony was in real trouble. They exchanged brief glances, realizing that they all were thinking the same thing. Something was wrong. Before anypony could voice their thoughts, Flash focused his thoughts on the Voice Caster in order to contact the pony responsible for security in this part of Ponyville. “Blitzkrieg? What...”

“It's one of the locals. A unicorn mare. Just spotted her running towards the town hall, something's scared her.” Blitzkrieg replied before Flash could finish his sentence. He seemed to be together with other guardsponies as well, since Flash could hear him addressing them. “Stop her! We have to find out what's going on.”

“What's wrong? Is everything okay?” Rainbow voiced her concern as they all watched Flash wait for a reply.

The pegasus shook his head. “They are trying to find out. Blitzkrieg saw one of the local mares running towards the town hall, probably for help he'll...” His explanation was cut short when another scream, this one more panicked than the previous one, echoed across Ponyville. Unlike before, this one was cut short. A faint feeling of dread welled up at the back of their minds as they all started to slowly move in the direction of the scream. Meanwhile Flash contacted his subordinate again. “Was that...”

“Not her, it was somep... For fuck's sake, calm down, lady! What is wrong with you! Glint, help me hold her down! Silent Watcher, Shadow Step, Iron Arrow, that scream came from nearby, go check it out!” There was a moment of near silence when Flash could only hear a series of grunts and muttered curses as Blitzkrieg struggled with the mare.

That's strange. Blitzkrieg is one of the strongest pegasi in the Royal Guard, somepony like him shouldn't have problems with a single mare. A sudden thought occurred to Flash as he waited for the sergeant to reply. A few moments later, he heard his voice again. “Finally managed to calm her down, didn't want to hurt her. Anyway, the mare's possessed, she keeps talking about being attacked by some weird ponies on the outskirts of the town. They tried to run away, but got separated. I guess that second scream was from her friend. I sent a couple of guardsponies to investigate, I'll be joining them as well. Private Glint will take the mare to the town hall and inform Sergeant Bastion about the situation. The rest of my squad is converging on the area as we speak.”

“Understood. I'm with Princess Twilight as well as Rainbow Dash, Applejack, Soarin and Spike, we'll be heading in your direction as well.”

“Got it. I'll send Corporal Rose Star and her tactical squad to meet you. Can't have you all alone with those VIPs in case things turn ugly.”

“Okay, okay. Hopefully, it won't be necessary. With luck, this will just turn out to be a bad joke, nothing more.” Flash said and cut the link. He glanced at the nearby ponies and was met with expecting gazes as they all made their way in the direction of the screams. “Looks like something's gone wrong. According to the mare Blitzkrieg was forced to detain, she and her friend was attacked by some strange ponies. They tried to run, but got separated during the escape. Blitzkrieg is heading towards where the second scream came from. Hopefully, he'll have some answers for us once we get there.”

Twilight nodded in agreement, fighting to keep her nerves down. “Good …. That's good … Let's hope that his is nothing serious.” The entire night had lost it's festive atmosphere as they made their way across the market square. All around them, ponies were exchanging nervous looks with each other, all staring in the direction from where the screams had sounded. Some of the more nervous ones were slowly moving towards the center of the town, away from the potential trouble. The sight of Twilight, Applejack and Rainbow wearing concerned expressions, stirred up unpleasant memories. If the Element Bearers were involved, then things were about to get serious. As it soon turned out, their fears were well placed.

The small group of ponies had reached the edge of the market square and were about to head down one of the streets when more sounds reached their ears. Several screams, some of them frighten ted, some angry, and one of them unnerving, could be heard from nearby. They were followed by shouted orders, sounds of struggle and a gunshot. That drew everypony's attention. Especially when there were more screams before silence settled in.

Almost immediately, Flash's hoof went to his helmet as he heard Blitzkrieg's voice all but scream in his ear. “FUCK! SHIT! … We have a fucking HUGE problem. We found the second mare and one of the attackers. She's dead, fucking ripped to pieces. Blood and guts everywhere! The killer was still standing over her, ripping off chunks of flesh. We tried to capture him, but the … thing just threw itself at us. Tore out Iron Arrow's throat! … I shot him … it ... in the chest, but it didn't go down … Kept snapping those freaky jaws at us … had to bash in the thing's skull before it died!” Flash related Blitzkrieg’s message as fast as he could, causing everypony to go pale from the news. He was about to ask about the status of the wounded pony when he heard screaming again. This time it was different. It was coming from nearby. And it was moving. Towards them.

The next moment, they all gasped collectively as a strange pony emerged from between two houses, crossed the street in front of them and disappeared from sight. They only managed to glimpse a few details, but what they saw was more than enough to unsettle them. Black and gray coat, stretched taut as if struggling, and failing, to cover the body, leaving pale ribs and spine gleaming in the night. Behind the pony, a trail of ash and dust swirled in the air as tiny flakes seemed to be coming off its body and mixing with the black smoke that made up the mane and tail of the pony. The only bit of color they manged to catch a glimpse of was the Cutie Mark, a bright, burning sigil nopony could recognize.

“Halt!” Flash cried out, but the strange pony was already gone. It's hoofsteps growing weaker is it weaved between the buildings, heading deeper into the town. Before any thoughts of pursuit could be formed, new ponies appeared in their sight. These ones, however, did not run away, instead they charged straight at the five ponies and one dragon.

Flash opened his mouth again, in order to try and stop them, but words died in his throat when he caught sight of the ponies' faces. There were no eyes. Just dark, empty sockets staring back at him. Still, despite the lack of eyes, neither one of them seemed to have any problems moving around. Not just moving, but running at a pace that would put even a trained athlete to shame. However, that wasn't the detail that disturbed Flash the most. It was the teeth. Long, sharp, needle-like teeth filled the mouth which stretched way past what was considered natural. The lack of cheeks as well as the loose jaw, made the mouth big enough to easily bite off half of a pony's head.

And as if that wasn't enough, there was the screaming. Pained wails of tortured screams as dozens of voices cried out in horror, forced the small group to take more than a single step back. The screams represented all that was wrong and evil in the word. Screams of terror, pain, suffering, loss, hate, anger, bloodlust, all-encompassing hunger, all of them mixed in a single sound that chilled the bone.

Flash was still trying to figure out what was going on and what should he do, when the three strange ponies suddenly put out an extra burst of speed and attacked. Flash barely managed to raise his hoof to where one of the hoof boots was attached to the side of his armor, when the nearest pony fixed the eyeless gaze on him and leaped, slamming right into Flash and knocking them down to the ground.

Seeing the guardspony being attacked, gave Rainbow a clear message that this was not a problem that would be solved peacefully. The message, more like a realization sunk in fast enough for her to prepare herself. When the second pony leaped at her, a second later, Rainbow was ready. Just before impact, she brought up her hooves, slammed them against the sides of the attacker's head and redirected the momentum to smash the pony into the ground. She then used her wings to jump back and put some distance between herself and the downed pony.

“Dash! Look out!” Soarin cried out and Rainbow turned her head just in time to receive a hoof to the face from the third attacker. She staggered from the force of the blow, trying to get her bearings even though it felt like half of her head had been caved in. A moment later she was sent to the ground when a second blow connected with the side of her head, opening up a nasty gash as the pony continued the assault. Rainbow tried to recover before the third blow came, but she could not stop her head from spinning. Being caught off guard meant she hadn't been able to brace for the blows. Fortunately, the third blow didn't come. Rainbow managed to recover just in time to see Soarin tackle the dark pony to the ground with a hateful roar.

“Applejack! Help Flash!” Twilight said to her friend and turned her attention to the pony Rainbow had knocked to the ground. The stranger was already back up and was preparing to attack Rainbow and Soarin, who were busy trying to subdue one of the attackers. However, before that could happen Twilight intervened. She grabbed the pony with her magic, determined to neutralize the attacker by holding it in place, before breaking up the two other fights in a similar fashion. However, the plan collapsed the moment her magic got hold of the target.

The pony screamed in a mixture of pain and rage, and started squirming in Twilight's grasp. It's movements were so strong that it managed to actually slip out of Twilight's grasp, something which had never happened before. “Wha...” Twilight blinked in surprise, but her reaction was cut short when the pony, howling like a banshee blitzed towards her with blinding speed. Instinctively, Twilight lashed out with a pure telekinetic blast, but her aim was off and the pony jumped out of the way. With her panic increasing, Twilight tried again, but this time it was too late. She managed to channel her magic through the horn, but before she could release it, the pony was right in front of her. Acting on reflex, she raised her hoof to ward off the attacker, but regretted it a moment later. She screamed in pain when sharp teeth sunk into the flesh and stopped only when they met the bone. Before she could form a coherent thought, Twilight found herself flung to the ground, as the attacker yanked her arm to the side, causing her to lose her balance.

The pony let go of her arm, which was bleeding profusely and went for her throat in an obvious attempt to kill her. But before it could happen, Spike intervened. With his voice a mixture of fear and anger, he screamed something Twilight couldn't understand. A moment later, Spike's crown impacted the side of the attacker's head. The blow was nowhere near strong enough to cause any damage, but it was solid enough to gather attention. The dark pony let out a particularly loud scream and charged Spike, leaving Twilight alone.

With tears of pain welling up in her eyes, Twilight tried to recover, but the sheer terror of the attack as well as the pain from the deep bite, meant she wasn't fast enough. She was still trying to form a coherent thought when Spike's scream pierced the night, which was already filling with terrified screams, coming from all directions.

Unlike others, Spike didn't have any magic or combat training to protect him. He wasn't even able to come up with anything before the pony reached him. Sharp teeth clamped around his sides as the massive jaws closed around his belly, the pony trying to rip open his stomach and disembowel him. Luckily for Spike, he was a dragon and his scales were strong enough to stop the bite. The comforting realization didn't last long. Almost immediately, Spike was thrown to the ground and found himself trying to shield his head with his arms, as the pony started raining down heavy blows upon him. Part of his mind noted the thick bone that covered the pony's hooves, like a set of grotesque shoes. However, that part of his mind soon was overtaken with pain as the blows came down again and again, though unable to pierce his scales, the sheer force of the impact was more than enough to form bruises.

Flash's entire world disappeared for a moment in a shower of stars as a particularly heavy blow struck his helmet. The impact caused his grip to falter for a moment and his attacker used the chance to try and go for his throat. However, Flash recovered quickly enough and managed to steer the disturbing jaws to the side before pushing with his hooves and keeping the attacker's mouth as far away from himself as possible. This lead to more blows being rained down upon him as the attacker flailed with his hooves, but through a combination of resolve and armor, he managed to weather them without too much problem. Even as he did so, Flash was busy trying to work his legs underneath the dark pony on top of him, so that he could kick the bastard off of him. It was easier said than done, since constant blows, attempted bites and general struggling made it hard for him to focus.

Suddenly, the sound of approaching hooves heralded the arrival of another pony. Flash sneaked a quick glance and caught sigh of Applejack running towards him. He tried to shout a warning, tell her to stay away from the danger, but the only thing he managed was a muffled groan as one of the blows struck him right in the muzzle. Before he could register the pain or the attacker could utilize the momentary advantage, Applejack arrived. With a grunt of an effort she planted her fore hooves solidly in the ground turned and bucked the dark pony with all her strength. There was the sound of bones breaking with wet snaps as the pony was sent tumbling to the ground. It came to a halt a few meters further. The body twitched once, twice and then stopped moving entirely.

Flash was getting back on his hooves when Twilight's scream filled his ears. He and Applejack looked in her direction, just in time to see one of the dark ponies let go of Twilight and pounce upon Spike. Almost immediately Flash surged into action. He paused only to slip on his hoof boots, slamming them against the ground a moment later. Wickedly sharp claws, three on each hoof, locked into place as the guardspony rushed to save Spike. As soon as he was close enough, he raised both arms and slammed the claws into the dark pony's neck and barrel. Using the momentum of his charge, Flash reared up and actually lifted his opponent off of its hooves. He took a few steps forward and slammed the pony against the ground. Hard. Operating on a mixture of fear and shock, rather than rational thinking, he reared up again and brought down his armored hooves on his opponent's head. There was a sickening crack and the screams of the dark pony became almost unbearable. Blood was poring from the ears and muzzle of the wounded pony as it trashed around, trying to get back on its hooves. Not wanting to face such a persistent enemy on equal terms, Flash slammed down his hooves again and again, delivering powerful blows to the opponent's head. He stopped only when the screaming did. By that time, his hooves were practically caked with blood and gore and a fair amount of the vile stuff was covering his face and chest as well. Breathing heavily, he stepped away from the broken corpse and looked around.

Things were bad. Though they had managed to take care of the attackers, they hadn't gotten away without a scratch. Twilight was gritting her teeth in order to keep herself from screaming in pain as she did her best to avoid looking at the nasty wound on her arm. She kept her eyes focused on Spike, who was sobbing uncontrollably into Applejack's coat as she held the little dragon in a tight embrace and whispered something Flash couldn't hear. Rainbow, despite bleeding from the gash on her head, was busy taking care of Twilight, using pieces of her costume to bind up the wound and stop the bleeding.

“We have to move. It's not safe here.” Soarin's voice interrupted Flash's thoughts as he moved towards him, leaving behind the third attacker with a broken neck. Soarin himself was completely unharmed and seemed to be the least nervous about the attack. “There is more trouble nearby.” That last bit of information was completely unnecessary. Anypony with a pair of working ears could hear the screams of panic that came from all around them. The market square behind them was completely empty, save for empty stands and various junk littering the ground. The attack on Twilight and her friends, as well as the screams before that, had resulted in ponies fleeing for safety without wasting a second. Furthermore, Flash could easily pick up the disturbing screams of more of the strange ponies somewhere nearby. There were more than three of them.

Flash was about to reply when a nearby gunshot reminded him that he had other things to do than just stand there and talk. With a sudden rush of horror, he realized that he was in charge of all the guardsponies in Ponyville and that they were probably expecting him to give orders. He was reminded of it a moment later, when a pegasus rounded the same corner the three dark ponies had come from earlier. The armor she was wearing, identified her as a guardspony and a closer look revealed that she wasn't alone. The mare was carrying a pegasus stallion on her back. Flash immediately recognized him as Iron Arrow, whereas the mare carrying him was known as Shadow Step. He rushed towards her, determined to learn more details when said details were presented to him without having to ask. Blitzkrieg and Silent Watcher emerged from the side street a second later.

Blitzkrieg quickly spotted his friend and hurried over to him, his eyes making notes of the nearby area. “It's not safe here. There is a whole lot of those freaks around. Saw at least a dozen of them disappear in the nearby streets. Judging from the screaming, I think they're pretty much everywhere.  We also need to do something about Iron Arrow.” He pointed his hoof at the stallion on Shadow Step's back. “He lost a huge chunk of flesh when he was bitten in the throat. We managed to stop the bleeding, for now, but until we get him to a specialist, he won't last long.”

“We can't just run away!” Rainbow spoke up as she finished tending to Twilight's injury. “Other ponies are in trouble.”

“Wait. Let me think.” Flash began.

Twilight experimented by putting a bit of weight on her arm, but a sudden surge of sharp pain made her wince. Regardless, she joined the conversation. “Rainbow is right. We have to stop all this. Our friends are in trouble. We won't leave them.”

Flash raised his hoof in order to gain a moment to think. Unfortunately, that was the moment when his Voice Caster came to life. “Lieutenant! What the hell is going on! Glint just brought a hysterical pony to me and told me something about weird ponies. The next moment I hear screams all around and everypony's in panic. What is going on? What are your orders?”

“Corporal Rose Star, reporting. Sorry for being this late, there's some serious shi... trouble going on.” The unicorn mare caught herself when she saw that Twilight was nearby. “Anyway, what's the plan? What do we do?”

At this moment, Flash could feel the pressure weigh him down almost like a physical weight. As more and more ponies voiced their concerns, his sense of responsibility demanded that he do something about it. Problem was, he had no idea where to begin. Everything was important. Everything had to be taken care of. “Just let me think for a moment.” He asked weakly, his voice cracking.

“Elements! We have to get to the Elements of Harmony!” Twilight spoke up. “If we get to the Elements, I am sure we will be able to stop … whatever is going on. We have to get to the library! Now!”

“That means we will have to find Fluttershy, Pinkie and Rarity.” Rainbow added.

“SHUT UP!” Flash suddenly yelled, drawing everypony's attention. “Just … just shut up. Let me … think for a moment … Just give me some time to think … just a few minutes.”

“We don't have that much time.” Blitzkrieg pointed out quietly. “We have to move now.”

“I know … I know. I just...” Flash was drawing short, shallow breaths as he felt the entire world start to spin around him. The need to make a quick decision was only making it worse. Every second he spent panicking, meant that he was unable to make a decision, which only made his panic grow even more. He glanced around, noting the looks everypony was giving him and felt a sudden urge to vomit when he could almost feel their expectations. Flash was about to go over the edge when he locked eyes with Twilight.

Twilight didn't say anything. She merely looked back at him, with an understanding look in her eyes. Then, she gave him a kind smile, despite the pain she was feeling, and did something strange. Flash saw her take a deep breath, raise her hoof to her chest and then slowly extend it in front of her as she exhaled. She repeated the gesture several times, keeping her eyes locked on him the entire time. Eventually, Flash got the message.

He mimicked the breathing exercise and suddenly found himself being able to think more clearly. Flash did it a few more times until his thought became more rational. “Okay, so we are being attacked by strange ponies, who seem to have only one thing on mind. We have to get the Elements, but we can't just leave others to fend for themselves while we retrieve them.” He was talking both with the ponies nearby as well as Sergeant Bastion listening through the Voice Caster. “This is what we're going to do. Sergeant Bastion, you're at the town hall, correct? Now, gather your squad and fortify the building as well as the main square. Get as many civilians inside and set up a perimeter, do not let the enemy get to them! Private Glint is already with you and I will have Blitzkrieg send Corporal Monsoon and her tactical squad to reinforce you.” He heard the mare give her acknowledgment. At the same time, Blitzkrieg relayed Flash's orders to the pegasus mare known as Monsoon. “Now, the elements. We need six ponies to use them, right? Three are already here, where are the others?”

“Rarity's watchin' over Sweetie Belle, Apple Bloom and Scootaloo. She said they would go to Sugarcube Corner once they're done.” Applejack replied. “Pinkie could be anywhere, but considering that the Cakes were planning to organize a cupcake eating contest, I reckon she'll be there as well. As for Fluttershy...”

“Fluttershy is in her cottage. She doesn't like Nightmare Night, so she prefers to spend it hiding in her cottage.” Rainbow provided impatiently when a particularly terrified scream overwhelmed all  the others.

Flash digested the information and mentally placed the locations in question on an imagined map of the town. Now that his mind was working, it didn't take long for him to come up with a plan. “Here's the plan. Our main task is to get to the lybrary where the Elements are kept. We'll stop at the Sugarcube Corner on the way there and pick up Miss Rarity and Miss Pie, before proceeding to the library.”

“In the mean time I'll go get Fluttershy. I am the fastest flier, so it won't take long.” Rainbow flared her wings, but a hoof on her shoulder stopped her. She blinked in surprise when she saw that it was Soarin who was shaking his head.

“I know you're eager to go, but you can't just rush ahead. I'm going with you.”

“Good idea, we can't run off alone, there is safety in numbers. Blitzkrieg, take Silent Watcher, Shadow Step and Iron Arrow, and go with them. You will be passing the town hall on your way to the cottage. That's where you will leave Iron Arrow. Silent Watcher and Shadow Step, you will remain at the town hall and provide help to Sergeant Bastion, while Blitzkrieg, Rainbow and Soarin continue to the cottage.”

He then turned towards the group of four guardsponies. All clad in armor and wielding various weapons. “You will come with me. We'll make sure the Princess and her friends get to the library in one piece. Understood?” The guardsponies replied with brief nods. “Good. Now, everypony. Let's move! We have to stop this before more ponies get hurt.” No words were spoken as the entire group split in half and started making their way towards their destinations. A group of pegasi took off and, with the heavily injured Iron Arrow being carried by Blitzkrieg and Soarin, flew towards the town hall as quickly as they could. At the same time, with Twilight and Flash in front, the second group disappeared into a nearby alley as they headed towards the Sugarcube Corner. All around them the screams of panicked, terrified ponies, mixed with the howling wails of the strange attackers, came together in a cacophony that would haunt the nightmares of many ponies for a long time.

xxxxx

Hate, there was so much hate coursing through her veins. Burning, unadulterated hate for all living beings. It was all-consuming and knew no bounds, always urging her to share that hate with others, to rip and tear and rend their flesh into tiny pieces. To feel their blood splattering on her face, to hear their bones break, to see the light of life drown in the sea of pain and horror as their eyes slowly turned blank and empty. So powerful was the hate raging inside her, so tempting it was to just give into it and mindlessly throw herself at the nearest pony.

A tight grip on her mind forced part of her consciousness to leave the Darkling she was possessing, lest she lose herself in its mind and become a feral beast. She ordered the Darkling to slow down, ignore the fleeing ponies in front of her and cast its eyeless gaze around. She was in what looked like a town square. It was almost empty, save for several trashed stands as well as a large amount of discarded costumes and various snacks that littered the ground. There were also a couple of dead ponies lying on the ground, the luckiest ones missing large pieces of flesh while the least fortunate ones were barely more than few bloody bits and scraps in the middle of crimson puddles.

The square was dominated by a single building, which was bigger than most buildings in the town. She immediately realized that she was looking at the town hall. The location of the government of this town as well as the place where they were keeping him. A wicked, toothy grin slowly appeared on her Darkling's face and she started trotting towards the large building. Her smile grew even wider when she saw that the fleeing ponies, pursued by other Darklings, were running towards the town hall for safety. Safety they would never have as they would be slaughtered down to the last stallion, mare and foal. A small part of her mind realized that these ponies had nothing to do with her mission, but she couldn't help it. It was just too exciting.

“Take aim!”

Perhaps it was the thirst for blood of her Darkling that was affecting her, or maybe it was just her, but there were times when the urge to slaughter these insignificant insects was just too great. It would bring her great joy to make these ponies realize just how powerless and weak they were.

“Fire!”

Her train of thought was derailed by a thunderous roar, followed by an immense blow to her chest, which knocked her down on the ground. A scream of pain escaped her mouth, which was joined by several others from nearby. Feeling strange numbness spreading through her body, she tried to get back on her hooves, but was unable to do so. She couldn't move or feel anything below her neck. She lifted her head off the ground and looked around, searching for the source of the unexpected intervention.

Then she saw them. Standing on either side of the stairs, leading to the entrance of the town hall, were several ponies, clad in armor and wielding long barreled weapons. They were busy tinkering with their weapons, inserting what looked like a small paper cylinder into a hole of the weapon before closing it and leveling the weapons in her direction.

“Fire!” She heard a mare's voice reaching her over the sounds of panicked screams and hoofsteps. Then she heard that thunderous roar again, followed by another impact. Then she felt nothing.

xxxxx

With a heavy gasp, Black Lotus opened her eyes and raised her hoof to her chest. Still gasping heavily, she moved her hoof away and looked down at it as well as her chest. There was nothing. No holes in her flesh and no blood flowing from her body. She calmed her breath and blinked a few times as her consciousness fully returned to her body.

“Problems?” The skull-helmet wearing unicorn picked up on her sudden distress. His voice held little actual concern for her, since most of his attention was focused elsewhere.

Black Lotus did not dignify him with an answer. Or even a shred of attention. Instead, she quietly  took several steps forwards and glanced down at Ponyville. Apart from several small lights there was nothing else to see. However, a brief mental effort and a few blinks later, she was getting a much better look at the settlement. She could make out separate buildings as well as signs of movement between them. Black Lotus cast her gaze around until she spotted the town hall and what was going on around it.

She could see several ponies making a mad dash towards the town hall in order to escape the Darklings pursuing them. However, that was not the problem. What was the problem were armored figures moving to meet her Darklings and prevent them from tearing apart the fleeing ponies. Black Lotus narrowed her gaze in annoyance. This would not do at all. She moved back to her previous location, closed her eyes and cast out her mind again. This time she didn't focus on a single Darkling. Instead, she reached out almost every Darkling in Ponyville and placed an obsessive need, a compulsion to head to the town hall and kill everypony there. At the same time, she urged a small group of Darklings to take care of the main reason why they were at Ponyville. It was time to stop having fun and start doing her job.

xxxxx

“Okay, looks clear. Let's go.” Misty Ridge gestured with his hoof and ran across the street into the alley. Everypony else followed him a few seconds later, doing their best to slip into the narrow passage before they were noticed.

Twilight used the chance look in both ways, just to be perfectly sure there was no immediate threat nearby. However, in doing so, she lost her grip and nearly fell. With a startled gasp, she tightened her grip and achieved two things. One was a jolt of pain from where she had been bitten and the second thing was a short choking sound from Flash when she nearly cut off his air supply. The pegasus glanced back at her with a worried look on his face. “Are you alright, Princess?” Twilight didn't reply, she merely nodded, since opening her mouth would result in a pained scream announcing their location. “Understood. Just hold on tight. We are almost there.” Flash said and continued moving forward, carrying Twilight on his back.

Twilight had started their journey to Sugercube Corner like everypony else. Well, everypony else, except for Spike. Applejack had asked him to get on her back the moment they had started moving, realizing that the baby dragon was in no condition to match their pace. Something which also applied to Twilight, since her injured arm hurt like crazy whenever she put weight on it. Twilight had tried to tough it out at first, but everypony had soon realized that she was slowing them down. Flash had offered to carry her on his back, something she refused at first, but after Flash had insisted and Applejack had told her to stop being stubborn and accept help, Twilight had stopped her protests.

With Twilight on Flash's back and Spike being carried by Applejack, the small group had made excellent progress towards their destination. By staying to the shadows, they had managed to avoid encountering any of the dark ponies, something they all were grateful for, since anypony, unlucky to avoid being caught, had met a violent and gruesome end. Twilight had to fight down the urge to vomit when she recalled the last sight of an unfortunate pony. We have to get the Elements! She chanted in her mind. Once we get them, we will be able to take care of this. We will save everypony! Like always! She kept focusing on the thought, trying not to think about anything else. Especially how quiet everything was getting. The panicked screams that had filled the night minuted before, were slowly dying down. This could mean only two things. Either everypony had escaped or they were all... Twilight cut the thought off before it could fully form. Everypony will be fine! We will fix this!

Suddenly, they all skidded to a halt when a volley of gunfire echoed in the distance. “What was that?” Sledgehammer asked, although everypony knew the answer.

“Musket fire. It's coming from the direction of the town hall.” Rose Star replied, her ears, like everypony else's were flicked in the direction of the gunfire. A moment later, another volley echoed in the distance.

“Sergeant Bastion is organizing the defense of the town hall. With everypony heading there for safety, I guess it's only logical to assume that those … things would be drawn to them. We have to hurry up.” Flash said, urging the group to move out.

They were just about to break out in full gallop and cross one of the last streets that separated them from the Sugarcube Corner when Misty Ridge, the pegasus who was on point, suddenly raised his hoof and, with more than a slight hysteria in his eyes, urged everyone to press against a nearby wall. All questions were answered when they heard the sound of dozens of screaming voices approaching them. Voices belonging to the dark ponies terrorizing Ponyville. They came from the street in front of them as well as the street behind. In some cases, the screams also came from above. Before any decision could be made, the sounds of hoofsteps told them that it was too late. Nine ponies and a dragon held their breaths when they saw several dark ponies run past their alley. There was around a dozen of them, all running in the same direction and not noticing the small group of ponies who were trying to fuse with the ground in order to avoid being noticed. Several dark shapes even crossed the skies above them as they jumped from one roof to another in their mad dash towards whatever destination they were heading to.

After almost three dozen of the dark ponies had passed them, the small group dared to draw in a collective breath of relief. It looked like they hadn't been spotted. The thunder of hoofsteps and screams were becoming more distant with every passing second. “Not good, looks like they are heading in the direction of the town hall. Sergeant Bastion will have her hooves full, trying to...” Morning Dew began, but was cut short by Gatekeeper's panicked scream.

“SHIT, SHIT, MOVE EVERYPONY! MOVE!” The stallion who had been busy guarding the rear part of their group screamed. A second later, another scream, this one more primal, joined his. They all looked back and saw a single dark pony standing at the entrance of the alley, its empty gaze focused on them. It let out another scream and this time it was joined be several others from nearby. They had been spotted! They had to run!

They all broke out in full gallop, crossing the street and moving down the next alley. Twilight risked a glance back and saw the dark pony, now accompanied by six others, pursuing them. She risked a quick blast with her magic, but the ponies easily dodged her attack. Not only that, but the attack seemed to only make them more angry. They let out furious shrieks and put out an extra burst of speed, rapidly closing the distance between them.

Twilight tried again, but this time, instead of trying to hit a specific target, she aimed at the nearby wall. Pieces of shattered bricks were sent flying as Twilight blasted the wall with all the strength she could muster. Several pursuers went down, when they were struck by the flying debris, and several others had to stop unless they wanted to be buried by the collapsing wall. The owner of the house was not going to be happy about that, but Twilight had no other choice. She either had to sacrifice part of the building and create an improvised barricade or risk being ripped apart. As a result, it was an easy choice to make. The barricade would not hold the pursuers for long, but it did buy them precious seconds.

With that taken care of, Twilight carefully tightened her grip around Flash's neck, as they exited the alley and entered a small square. Situated right ahead of them was their destination, the Sugarcube Corner. The square itself was empty, but that did not surprise them. Anypony with even a bit of common sense was doing their best to find someplace safe. Their only hope was that Sugarcube Corner counted as a safe location.

Their hopes were soon fulfilled when the doors of the building flew open and revealed a welcome sight. Pinkie was standing in the doorway, urging them to hurry up inside. “Twilight! Applejack! Quick! Get inside! Hurry!” She called to them while checking the square for any danger.

The danger soon presented itself when a group of seven dark ponies emerged from the alley and ran after Twilight and her group. As expected, the pile of rubble hadn't slowed them down for long and they were quickly making up the lost time as they ran across the square, straight towards the Sugarcube Corner, screaming in impatient bloodlust.

Misty Ridge and Morning Dew were the first to reach the stairs. Immediately, they turned around and leveled their weapons at the approaching enemies. Using their wings to leave the ground, they worked the levers of their repeating crossbows, sending bolt after bolt at the dark ponies. Because of the remaining ponies in the way, the two guardsponies had difficulties landing solid hits, but any bit helped.

“Get away from the door! Clear the doorway!” Twilight cried from Flash's back when a sudden idea popped in her mind. As soon as Pinkie did as she was told, Twilight focused part of her mind onto the clear space she could see inside the building and another part at Applejack, who was the closest pony. “Everypony, as soon as you're inside, clear the way. I have to have a line of sight!” Twilight said and channeled her magic. Her horn lit up and a purple aura surrounded Applecjack and Spike. A second later, there was a loud crack and they disappeared, only to appear inside the Sugercube Corner a moment later. “Clear the way!” Twilight repeated and turned around, aiming her spell at Rose Star, who was at the back of the group. Another crack and the unicorn mare was teleported inside the building.

The dark ponies let out a blood chilling howl and doubled their efforts to catch them. It was almost as if Twilight's use of magic had somehow angered them. Twilight filed that small thought even as she teleported Sledgehammer to safety. We won't make it!  A sudden thought struck, when she saw how close the dark ponies were. I have time for only one more spell before they catch up. She realized with growing panic.

“Twilight! Get out of the way!” Twilight heard Pinkie's voice. She looked in her direction and saw the window next to doors swing open and a familiar light blue muzzle being aimed at the dark ponies chasing after the three remaining ponies.

Twilight managed a surprised squeak before the decision was made for her. Flash Sentry saw the cannon, realized what was about to happen and reacted with lightning speed. He was unable to warn Twilight, so it came as a complete surprise to her when he suddenly threw himself, and Twilight to the side, landing none too lightly as they both tumbled out of the line of fire. Nearby, Gatekeeper did the same thing and also dodged to the side at the very last moment.

The lead Darkling saw nothing else but prey in front of him, their souls burning brightly, temptingly. There was no escape, no hope for them. Their only fate was to be ripped apart by his teeth, to scream in excruciating pain as flesh was torn from their bones. He saw the two of them go down to the ground and howled as he prepared to leap at them. He opened his grotesque jaws and strained his muscles as he kicked away from the ground and leaped. There was a sudden roar from nearby and then there was pink...

“C'mon! Let's go! Help me get her to safety!” Twilight heard Flash's voice while she was busy gathering her thoughts. Flash's sudden jump had resulted in Twilight landing on her injured arm and then banging her head against the ground. Luckily for her, the blow to the head wasn't anything serious, but it did leave her momentarily disoriented. She felt two ponies grab her and half-drag, half-carry her forwards. She tried to protest, but couldn't muster the strength to do it. Her ears were still ringing from that cannon blast, and it didn't make it any easier to concentrate. The only thing she knew for sure was that Pinkie had saved their lives by using her party cannon.

Twilight finally regained her bearings at the same time Flash and Gatekeeper brought her inside Sugarcube Corner. They both immediately slammed the doors shut and locked them, while Carrot Cake and Misty Ridge lifted a large table in front of the window. A second later, her vision was filled with Pinkie's fuzzy mane when her friend gave her a tight hug. “You're here! You're here! I am so glad to see you! I was so worried! I wanted to go and look for you, but there were those scary ponies outside hurting others, so we had to hide. And then I saw you all outside, and you were chased by those meanies, so I had to open the doors and let you in.” Pinkie took a deep breath and loosened her grip in order to look Twilight over. She noticed the bandaged arm and gasped. “You're hurt! Did those mean ponies hurt you? Is it serious?”

“It's fine, Pinkie. It only hurts when I put weight on it.” Twilight smiled and gently disengaged from Pinkie's hug, while taking a fresh breath of air. She looked around and saw that the only reason why Pinkie wasn't smothering Applejack was because Apple Bloom had her arms locked tight around her older sister's neck and was quietly crying from relief, while Applejack was slowly stroking her sister's back. Rarity stood nearby with Sweetie Belle and Scootaloo hiding behind her. The white unicorn gave Twilight a reassuring smile and nodded.

“Twilight, darling, it is a relief to see you unharmed, relatively speaking. We were immensely concerned about you two.” She said and looked at the rest of the group, noting the troubled looks the guardsponies were shooting at the doors as well as the quiet conversation Dlash was having with somepony through his Voice Caster.  “Have you seen Rainbow Dash? I haven't seen her all evening.”

“Rainbow Dash and Soarin went together with Blitzkrieg to get Fluttershy. That is also why we came here. We need you and Pinkie in order to use the Elements of Harmony.” Twilight explained quickly. She looked around and saw Cup Cake standing on top of the stairs with a concerned look on her face. “They will be meeting us at the library, where the Elements are. Once there, well use them and hopefully stop this madness.”

Carrot Cake's ears perked up. “Hopefully? You mean, you do not know what those … things are?”

“No.” Twilight shook her head. “Nopony of us knows what they are and why are they here. We were at the market square when they attacked. They just showed up and started...” She trailed off when she realized that the three little fillies didn't need to hear the details. “... hurting others.”

“So it means that we will have to go outside? Where those things are?” Rarity swallowed audibly. Twilight merely nodded.

Rarity and Pinkie shot troubled looks at the front doors and then looked at each other, concern plainly evident on their faces. They both took deep breaths and then Pinkie spoke. “Okay, we'll go with you, Twilight. We have to help save as many of our friends as we can.”

“Now, Apple Bloom, I want you to stay here with Mister and Missis Cake, where it's safe. I'll be right back.” Applejack ruffled her sister's mane. However, the filly was having none of it. She wrapped her arms around Applejack's arm and shook her head.

“No! Please don't go! Don't leave me here! I want to go with you! I don't want you to leave! Take me with you! Please!”

Applejack sighed and gently pulled her hoof out of Apple Bloom's grip. “I can't take you with me. It is too dangerous outside for a filly like you. Stay here. You'll be safe with your friends. And don't go worryin' about me.” She predicted Apple Bloom's protests. “I'll be just fine. We'll get to the library and take care of this thing in just a few minutes. I'll be back before you know it.” She gave her sister a quick hug and a reassuring smile, before doing something that caught everypony by surprise. She took off her hat and placed it on Apple Bloom's head. The hat fell over the filly's eyes as it was several sizes too big. “There you go. A good luck charm. While wearing this, you have nothin' to worry about.”

Apple Bloom adjusted the hat so she could see and took a deep breath. “Thanks, sis … I'll …. Thanks.” She managed a small smile on her face. “Just … just be careful.”

“I'll be fine.” Applejack reassured her. “You have my word.”

“Spike, I think you should stay here as well. It is dangerous out there and you could get hurt. So it's best if you say here with the girls and let Mister and Missis Cake look after you while we're gone, okay?” Twilight turned her attention towards Spike who was standing nearby in complete silence. He didn't say anything. The purple dragon merely walked over to where Scootaloo was observing Sweetie Belle and Apple Bloom saying farewell to their sisters, and sat down on the ground.

Twilight watched him go and felt a surge of sadness inside her. Spike was obviously in a state of shock. Despite his maturity he was still a child. A child who had experienced one of his favorite days of the year be shattered and twisted into something horrible. Not only that, but Spike had seen some of the bodies and that was not something a child should experience. Twilight made a note to talk to him once this was over. She had to help him. Somehow. But first, they had to fix this. There was no other way. She felt her resolve strengthen. “Okay, everypony. We have to go and put an end to this.”

“I will open the back door for you. You will be able to get out quietly that way and perhaps avoid being seen if you stick to the alleys. It might take you a bit longer to reach the library, but I think it will be safer.” Carrot Cake offered.

“No.” Flash shook his head as he ended his conversation through the Voice Caster and caught the last bit of the earth pony's offer. “We have to get there as soon as possible! We can't waste a single second. I just talked to one of my Sergeants and she said there is a large group of those things attacking the town hall. A lot of ponies are taking shelter there and I don't have to tell you what will happen if those things get inside.” More than one pony shuddered at the thought. “Sergeant Bastion is holding those things off for now, but it's bad. Very bad. And there is no telling how long they will last.”

“What about Rainbow Dash and Fluttershy? Have you heard anything from them?” Applejack voiced her concern.

Flash nodded. “Yes, they are making their way towards the library. They had to be careful about it and avoid being spotted. Apparently, some of those things can fly.” He said with a sour look on his face. Great, more problems! “However, they are still moving forward and will be there shortly, so it's best if we just make a run for it.”

“Are you suggesting that we use the front door and risk being attacked by those things on our way there? Surely, you cannot be serious?” Rarity voiced her concerns. “What if by doing it, we attract attention to this building? I refuse to do something that would endanger my sister or anypony else staying here.”

Before Flash could reply Rose Star spoke up. Her voice was calm, however everypony could see the impatience in her eyes. “Excuse me, but every moment we waste discussing this matter is another moment my friends are forced to fight without any help and more civilians placed in great danger. We don't really have a choice. And if we don't get the Elements, things will bad. Very bad.”

“But, I can't...”

“We ask for permission to stay behind and fortify this position.” Misty Ridge spoke up after exchanging a few words with Sledgehammer and Gatekeeper. “This way we'll be able to provide safety in case those things decide to check this place out and with less ponies in your group, you'll be able to make faster progress and are less likely to be spotted.”


“What? No! I can't allow that. You will only reduce our fighting strength.” Rose Star shook her head in disagreement, but the sound of Flash clearing his throat stopped her.

“Permission granted. Stay here and defend this place. Do whatever you need to keep these ponies safe. But make sure to avoid attracting any attention.” His gaze drifted towards his Corporal as he moved towards the door. “Misty Ridge is right. Less ponies means quicker progress and it's not like the library is that far away. We'll reach it in less than a minute. Besides, you've seen what's going on. We are completely unprepared to handle this problem. The Elements are our only chance. If that doesn't work, we're done for.”

“Orders understood. We'll make sure nopony gets past those doors. This place will be safe as a vault. Especially if we get to use that thing again.” Misty Ridge said with an eager grin and nodded towards Pinkie's party cannon in the corner.

Before he was done talking Pinkie was shaking her head. “Sorry, but one shot was all I had. I don't have anything else to load.” She pointed at an empty bucket, lying on the floor. A few glittering shards next to it told Twilight what exactly Pinkie had used for ammunition.

“Not to mention that using a cannon is bound to attract a lot of attention.” Twilight pointed out and took a deep breath as she prepared herself for the inevitable sprint. She hoped her injury wouldn't be too much of a problem. However, as she considered that fact, she felt a pair of hooves grab her and in the next moment, she found herself on Pinkie's back. “P-pinkie! What are you doing?”

The pink mare looked at her with a strange expression and chuckled. “Silly Twilight. I'm carrying you on my back of course. How do you expect to run with your injury?” Twilight opened her mouth to protest, but was cut off by the sound of doors being unlocked. With a surge of fear, she gripped her friend around the neck and shot a worried gaze towards the entrance, expecting those nasty ponies to break in any second now. Fortunately no such thing happened.

She watched Flash crack the door opened and peek outside. A moment later he looked back at them and nodded his head. “Okay, looks good. Let's go.” With that he swung the door open and went outside. Morning Dew followed him close by, her crossbow ready to fire at any threat that presented itself. Next was Applejack, followed closely by Rarity and Pinkie, who was carrying Twilight. Rose Star was the last to leave, making sure to quietly close the door behind her.

Once outside, they turned right and started moving towards the library at a quick trot. Twilight heard Rarity take a sharp breath, which was followed by a barely suppressed sound of gagging. She looked at her friend in order to check if everything was alright, but in doing so, Twilight caught the sight of what had caused Rarity's distress and found herself fighting down the suddenly raising wave of vomit.

Lying in the middle of the square where the mangled remains of the dark ponies who had been gunned down by Pinkie's cannon. Half buried in pink streamers and colorful confetti, the corpses looked very similar to the remains of ponies they themselves left behind. Some were missing limbs or sported large holes in their bodies. Others were quite literally torn apart, with piles of steaming entrails and pieces of flesh lying everywhere, painting the ground black as blood flew freely from the numerous holes Pinkie's improvised scattershot had made.

“Don't look at it, Twi. Keep your eyes forward and don't think about it.” Applejack advised in a low, emotionless voice when she noticed Twilight's reaction. They quickly made their way down the street and, much to Twilight's relief, soon rounded a corner which blocked off the unpleasant sight. It did little to block out the sounds, however. Whatever was going on at the town hall was audible throughout Ponyville. And though the sounds of the battle worried her greatly, a small part of Twilight's mind reassured her that all the noise was a sign that there was still time to save the ponies at the town hall.

After rounding another corner and not being spotted, the entire group felt a wave of relief when their eyes fell on the Golden Oaks Library. The large tree stood ahead of them like a beacon of hope, promising safety to all who reached it. Without realizing it, everypony in the group further increased their pace, sprinting towards the library at full gallop. They were nearly safe, the only thing left to do was to reach the library and wait for Rainbow and Fluttershy to arrive.

Flash slowed down a little and placed his hoof against his helmet, where the Voice Caster was hidden underneath. “Blitzkrieg. We are almost at the library. Where are you?”

“Almost th.... SHIT!” The last word was heard by everypony as it came from nearby. They all paused in surprise and looked in the direction of the scream, where the beginning of a street was located between two rows of houses. It was exactly at that moment a cyan blur entered their view and shot towards the library, while a rainbow streak trailing after what was unmistakably Rainbow Dash. In her front hooves, she was holding Fluttershy, who, with her eyes closed, was holding on to her friend as if her life depended on it.

A second later, Blitzkrieg, carrying an empty musket, and Soarin, armed with a sharp looking shovel, also entered the view. Unlike Rainbow, their backs were facing the library. The reason for it was made brutally obvious when four dark ponies flew into view. Using tattered flaps of flesh as wings, they shot after their prey, howling in rage. Soarin and Blitzkrieg moved to intercept, but it was clear that they would be either overwhelmed and killed, if all attackers focused on them, or unable to prevent all of them from going after Rainbow and Fluttershy. Something had to be done.

“Library! Now! Get the Elements! You two, after me!” Flash heard an unfamiliar voice and found himself charging towards the dark ponies, while Morning Dew and Rose Star followed close behind.

Flash's sudden yell broke the momentary chains around Pinkies', Rarity's and Applejack's hooves, they turned away from the sight of the inevitable fight and galloped towards the library as quickly as they could. Twilight, trying to block out the screams and curses behind her, shifter her attention towards the library itself. She focused her magic and opened the front doors, just in time for Rainbow to avoid smashing them down, and considering her speed, the pegasus had been planning on doing exactly that. The cyan mare disappeared from sight as she entered the library. A few moments later, they were all inside.

Twilight jumped off Pinkies back at the same time Applejack slammed the doors closed, while Rarity was busy working on closing all the curtains. Though they would hardly slow down the attackers, it did grant them a small measure of safety, since they couldn't be instantly spotted. Making sure to avoid landing on her injured arm, Twilight quickly looked around to check on her friends. Applejack and Rarity were busy keeping watch by peeking through openings in the curtains. Pinkie was standing unusually still, following Twilight with her eyes and not saying a single thing, which was a rather disturbing thing.

“It's okay. It's okay. Calm down, we're safe now. Nopony is going to attack you. It's okay. Calm down. Easy. Twilight will get the Elements and then we'll make them go away. It'll be okay very soon. Just a little bit more patience. That's all.” Rainbow was busy holding Fluttershy in a tight hug and whispering quietly in order to calm down the panicked pegasus. It seemed to be working, though Fluttershy's eyes were still wide, her pin-pricked pupils shooting back and forth, as the shaking mare inspected the room for any imminent dangers.

“Alright girls. Let's get the Elements and put an end to this …. madness.” Twilight said in what she hoped was a confident voice. She walked over to the glass stand, where five necklaces and a crown were kept. She used her magic to lift off the glass cover and then took hold of the Elements. Immediately she felt a wave of relief wash over her. A warm, pleasant feeling like the touch of an old friend engulfed her as she held the Elements in her magical grasp. It will be okay. It will all be fine. Twilight managed a heartfelt smile and turned around so she could pass out the Elements to her friends. From their reactions Twilight could see that they were experiencing the same sensation of relief the moment they reconnected with their Element. Breaths became calmer, muscles relaxed and a great deal of fear vanished from their eyes. The entire room seemed to become a little bit brighter as the six mares looked at each other and felt the reassuring connection they shared, become even stronger with every passing moment. Even Fluttershy stopped drawing panicked breaths and managed a brief smile as a thanks for Rainbow.

Applejack was the first to speak. The farmer took in the sight of her friends and, with a smile, brushed out a few errant strand of hair from her eyes. “Aren't we all just a sight? I guess it's time to go out there and show those things what the Elements can do.”

“Yeah! It's time to show them who's boss! Let's go girls!” Rainbow said eagerly and went after Applejack who was already near the door. Applejack hesitated only for a second before she flung the door wide open and stepped outside, followed closely by everypony else.

The second they went outside, a bloodcurdling howl came at them from where four pegasi and one unicorn were busy fighting the dark ponies. One one of the attackers broke off from the fight and charged the six mares, leaving a trail of ash and dust behind it. The eyeless face and the grotesque grin focused on them, a sight that would haunt the nightmares of anypony who looked at it. However, none of them moved a single step. Not even Fluttershy who was visibly trembling from fear. The reassurance of the Elements was more powerful than fear. Everything would be fine. Somewhere deep down, they all knew it. That was a fact.

A brief glint crossed all the Elements before a sudden beam of rainbow colored light shot out from the gemstones and struck the charging pony. It screamed again, though this time it was from pain. The scream didn't last long, however, barely longer than a second, before the pony burst into flames. Bright flames covered every part of its body, as it collapsed and thrashed on the ground, with blindingly bright sparks flying in every direction. The flames grew brighter and brighter, until it was impossible to look at them directly. Then, suddenly, with a bright flash, it was over. The flames vanished without a trace, leaving only a small pile of ash and what looked like pieces of charred bone behind. The whole process took slightly more than two seconds. Before anypony could fully comprehend what had just happened, another howling pony threw itself at them. And, like moments before, it was met with the same result. A bright beam of light swallowed up the attacker, set it on fire and turned it into ash.

“We did it. We stopped them. It works. It really works.” Twilight muttered as the shock slowly wore off. She stared at the two piles of ash and took a sharp breath. “I knew it. I was right. The Elements are the answer. It doesn't matter what these things are, we can fix this now.”

“Wow. I had no idea the Elements could do something like that. I mean, I knew they're powerful, but I've never seen them in action. It's just …. wow.” Blitzkrieg stared at the two piles of ash and then at the six mares who had taken out two attackers in a flash.

Next to him, Flash pushed off the motionless form of one of the two attackers they had managed to defeat and stood up. “Yeah, the reports don't really do them justice.” He checked the nearby ponies and was relieved to see that, apart from cuts and bruises they were unharmed. Flash then turned his attention towards Twilight and her friends, some of which seemed to be still in shock. “Ladies, are you all okay? Is anypony hurt?”

His question broke the trance and, as one, they let out a breath of relief. “No … no, we are completely fine, I assure you. None of us is hurt.” Rarity replied as they shared exchanged glances between themselves in order to confirm that everything was fine. “Everything is okay.”

“No. Everything is not okay.” Twilight suddenly said, the force of her voice drawing everypony's attention. “Those things are still out there. We have to get them all. Ponyville is still in danger. Let's go. Now that we have the elements, we can help others.” She said and started moving towards the town hall. She felt, rather than heard, others follow her. A jolt of pain struck her when she placed weight on the injured arm, but Twilight ignored it. The reassurance that she could now help others, that she could solve this problem, filled her with a sense of determination that was superior to any painkiller. There was a problem and she knew how to solve it. Everything else was irrelevant. Especially something like a minor injury. “Let's go!” She called out to others and turned her trot into a full gallop. She heard somepony offer to carry her again, but she ignored it. She had the solution, pain was irrelevant. Solve problem now, take care of injury later. Twilight thought as she lead the charge towards the town hall.

xxxxx

The sight that greeted them when they reached the town hall looked like something out of the darkest nightmare. Discarded costumes littered the ground, along with several upturned tables and broken stools. Music instruments were lying on the main stage, where various performers had been entertaining the crowd just recently, only to be dropped as their owners had fled when the horrors began. Among the debris, there were several shapes of what were once their fellow ponies. Their mangled forms telling the now well-known story of immense pain and brutal death.

However, not all bodies belonged to the citizens of Ponyville. Scattered all over the main square were several bodies of the dark ponies. Their bodies sporting gunshot wounds, deep cuts, ugly signs of blunt force trauma and, in two cases, large pieces of improvised stakes, made from table or chair legs, sticking from the bodies like needles from a pincushion. There were dead guardsponies as well. Three members of the Royal Guard were lying on the ground near the town hall, where they had fought to keep the attackers at bay and buy the civilians extra time.

The town hall itself differed little from the state the main square was in. A large plume of smoke was coming from the second floor, where one of the rooms seemed to be on fire. Several windows were boarded up in an attempt to hold the attackers at bay. In some cases the barricaded windows were still holding up. In some cases not. The broken windows staring in the night like bottomless pits. The state of barricades in front of the windows didn't matter, however. Not when the main entrance was completely open, granting anypony free passage in and out of the building. The doors,  were slowly swinging in the night wind, obstructing the view of the interior, but doing nothing to stop the screams. The screams of pain, desperation, bloodlust and the dying.

Twilight's eyes barely registered the sight around her as she ran across the square towards the main entrance. The only thing she could see were the doors and the only thing she could hear were the screams. She heard somepony behind her, a stallion, say something, but she ignored him. The logical part of her mind also screamed at her, voicing caution and self-control, but Twilight ignored it as well. Ponies are getting hurt! I got to help them! Her heart was screaming at her and that was the only voice she was listening to. She knew that her friends were following close by and that they were doing what their hearts told them to. She could feel it. They all could feel it. Driven by desperation, Twilight quickly reached the town hall and went inside.

One of the words she had learned while studying about the Griffin Empire was “slaughterhouse”. A place where griffins butchered their animals before eating them. Twilight had never been to a slaughterhouse in her life since there were almost no slaughterhouses in Equestria, but that was the first word that entered her mind when she entered the town hall and saw what was going on.

There was blood everywhere. On the floor and on the walls. There were even a few stains on the ceiling. There was blood on the curtains in front of broken windows. Blood on the carpet, on the tiles and the floorboards of the stage. There was blood on her hooves when she stepped into a small puddle near the door. Twilight slipped and fell, and there was blood all over her. There was also noise. Screams, shrieks, shouts and howls, assaulting not just her ears, but practically drilling in her brain. Battering her senses like the blows of a hammer.

There was also death. Ponies, who were crowding against the far wall, showing and kicking against each other as they tried to get away from the merciless attackers. Several foals, elders and anypony who wasn't strong enough were trampled to death under panicked hooves or ripped to pieces by the demonic attackers, leaving savaged bodies in their wake. However, death was not one-sided. More than one attacker was lying dead on the ground due to the efforts of the eight remaining guardsponies as well as several of the bravest mares and stallion of Ponyville. Outnumbered, battered and wounded, they fought with the desperation of a cornered animal. Using furniture to form improvised barricades or makeshift weapons in case they had none or had lost their previous one, they fought to the bitter end, doing their best to grant just a few more seconds of life to others.

Twilight screamed. The blood, the noise, the death assaulted her with such force that she lost all sense or reason. She simply screamed. Nearby, she heard others scream as well, as they too reacted to the gruesome scene in front of them. She kicked and struggled to get back on her hooves, but was unable to do so, as her hooves kept slipping in the blood. She wanted to run far, far away and hide. She wanted this to stop. She wanted it to end. She wanted those evil things to just go away.

A low, rumbling noise came from her tiara. The sound of a furnace rumbling grew stronger and stronger while at the same time the gem of her Element pulsed with bright light. The rumbling sound was soon joined by others, as the remaining Elements also reacted to the thoughts of their bearers. The rumbling grew louder and soon drowned out every other sound. Bright light flashed from the gems at an increasing pace. Soon the flashes turned into a steady glow. It lasted only for a moment before five beams, each bearing the color of its gem, shot out from the necklaces and connected with Twilight's tiara. The purple gem flashed white and burst into a sphere of light. The sphere grew and grew, stretching outwards in all directions, while shimmering in every color of the rainbow. It engulfed Twilight, her friends, Soarin, Flash Sentry and the guardsponies who had followed Twilight inside the town hall. It reached further out and soon touched the nearest dark pony.

There was no scream. It happened too fast. The pony disintegrated into ash and dust the moment the light touched it. The same thing happened to all the other dark ponies as the growing sphere expanded and reached them while leaving everypony else unharmed. The sphere grew until it reached the walls. It didn't stop there. The light passed right through it and kept on growing. Soon, the light washed over all of Ponyville, scouring every street and every house, every corner, nook and cranny. All over Ponyville the dark ponies disintegrated the moment they touched the light.

xxxxx

For the second time that night Black Lotus opened her eyes and found herself someplace else. This time, however, she didn't gasp. She screamed. The black mare screamed in a mixture of pain and fear as she still recalled the sight of a blinding light moving towards her. She crawled backwards, kicking and screaming as she felt the phantom pain of being burnt alive, her hooves trying to brush off non-existent flames, while her mind went into blind panic from the anticipation of expecting to be disintegrated any second now. She tried to run, to get as far away from the light as possible. She had to. Otherwise...

“Hey! Calm down, you'll fall off!” Black Lotus heard somepony speak. Even though he was right next to her, close enough for her to touch him, the voice sounded distant, distracted and came from several directions at once. Black Lotus looked at the other unicorn, just in time to see his horn flash amber yellow for a brief second. The stallion shivered slightly, removed his helmet and turned around to face her. “You're safe now. Whatever it was, the light's gone.”

Still looking in the crimson stallion's amber yellow eyes, Black Lotus nodded. She then stood up and silently walked over next to him. From there she looked down at the small town, where she had been just moments before. There was no sight of the light. It had vanished as quickly as it had appeared. She took a deep breath and reached out with her magic in an attempt to reconnect with any of the Darklings still on the ground, however, the attempt went unanswered. She couldn't sense any of them. They were all gone.

“All gone, huh?” The stallion observed her attempt and brushed back his black mane. “Figured as much.” He said when Lotus replied with a nod. He sighed and looked at the town below. “I think they used the Elements of Harmony. That's the only way they could have gotten rid of those Darklings so quickly. So, what now? Think you could summon more of them?”

The mare shook her head, her eyes still locked on the town. “Iņiv išrākneiv sīradzi ot ušap. Van sagēj.”

“I assume it meant we're not pulling off a repeat performance.” The stallion frowned before muttering quietly. “And that thing is still here.” He paused as he considered their options. “Okay, since you can understand me, did you manage to get Stardust out of there?” A shrug was the only answer. “Wonderful. That means...”

Black Lotus. Crimson Saddler.


Both unicorns froze when they heard a voice echo through their minds. They shared a brief look, confirming that they had indeed experienced the same thing. The stallion reached inside his cloak and pulled out a small gem, which was glowing with a faint, light blue light. “Uh, you … called?” He said to the gem. A small part of his mind wondered how silly he looked talking to a stone.

Yes, my friends. How are things? Have you retrieved Stardust?


“No, unfortunately. We encountered a problem before it could be done. From the looks of it, they used the Elements. Took out every single Darkling. I asked Lotus to send another wave, but she doubts it's worth it.”

I see. Looks like Storm Chaser was telling the truth. I thought they were keeping those things at Canterlot.

“Wait. Storm Chaser? Where is he?” Crimson Saddler looked at the town, trying to spot any sign of the troublesome pegasus.

Don't worry, he did what you asked of him and managed to escape. The voice replied. There was a long pause afterwards. Crimson Saddler and Black Lotus could almost feel the gears turning inside their friend's head. This changes things. There is no way we're getting our hooves on Stardust now. He is out of our reach. Especially now that we've caused this ruckus so close to Canterlot. The entire region will be soon swarming with guardsponies … we have been defeated here. Come back.


“What? But what about the plan? We need him. You need him for the plan!”

I want him, but I don't need him, Saddler. He is not that important. Stardust could have merely made things easier for us. We can still achieve everything. We'll just have to fall back on plan B. Make some changes. Either way, there is nothing we can do for now. Come back, there are other things that must be taken care of.


“Very well.” Saddler sighed hid the gem inside his cloak once it stopped glowing. He spared the town one last look and reached for the helmet. Once it was back on, he focused his magic and reached out to the shape underneath him. He shivered subconsciously, as he felt part of his mind leave his body and follow the trail of magic. He could feel his mind connect with another entity. A half-dead essence of ancient mind, intertwining with him, forming a single, united consciousness. With practiced ease, he took control of it and made his will known.

Underneath him, a massive skeletal dragon flared its tattered wings and started gaining altitude. Blue light shone from its eyes, throat as well as through the numerous gaps of its ribcage, which was cowered with crude plates of thick metal. The dragon moved carefully, in order to avoid dropping any of the two ponies, sitting on its back. After all, it would be unwise to lose part of your mind.