Haunting Nightmare

by Pen Stroke


- Nightmares -

Rarity looked at the Nightmare Night decorations spread all down the street, and cursed herself for her procrastination. Nightmare Night was tomorrow evening, meaning she only had the rest of that day and the next to finish her costume.

She should have been done already, but so much had gotten in the way. Customers came in wanting last minute adjustments to their costumes, and then Opal went and shredded part of Sweetie Belle’s vampire cape. It took Rarity time to remake it, and while she was happy to do it for her little sister, that was time Rarity didn’t really have to spare.

That and, after Twilight’s abrupt departure, Rarity hadn’t been able to properly concentrate on her work. Twilight looked so scared, and she had left her Smartypants doll behind with its squeaker lying in the middle of the floor. The fact Twilight kept the toy past fillyhood spoke to how much she cared for it, and Rarity doubted her friend would just abandon the doll at the boutique so heartlessly, had not something terrified her into fleeing.

So, in hopes of cheering Twilight up and easing her own concerns, Rarity decided to dip into her dwindling supply of time and fix Smartypants. She secured its loose eye, replaced all the old stuffing, and gave the doll a good washing. Smartypants was still old and well loved, but it looked as good as it possibly could, all things considered.

Nearing the library, Rarity levitated the doll out of her saddlebags and carefully adjusted the yarn that made up the fake mane before stepping onto the front step. She gave the door a few firm knocks, and didn’t have to wait long for the door to open.

“Oh, Twilight, you’re looking...” Rarity’s voice trailed off and she stared at the pony who answered the library’s door. Twilight was looked worse than she did the day before. Her mane was still a mess, as was her coat, but on top of that her eyes were distant and her belly was dusty. It was like she had been rolling around in the street.

Rarity forced a smile and held the doll up. “So... I just thought I’d bring Smartypants back. You left in such a rush yesterday you forgot her. Oh, and I hope you don’t mind, but I decided to clean her up a bit. Personally, I think she’s never looked better.”

Twilight’s gaze did not shift at all. Her expression and eyes remained hollow. She just stared at Rarity. She did not smile, did not frown, didn’t do anything; she just stared. Rarity forced a laugh to disrupt the uneasy silence, and held Smartypants a little closer to Twilight. This forced her to take notice of the doll. She took it with her magic and placed it just inside the door.

“Thank you,” Twilight said mechanically. She turned her gaze back to Rarity, sending a shiver up her spine.

“O-of course, Twilight, anytime. So...” Rarity craned her neck, looking past Twilight and into the library. The lights were out and the curtains were drawn shut, trapping the library in darkness. “What are you doing today? Are you getting ready for Nightmare Night?”

“I’m studying,” Twilight answered as she took a step back and placed her hoof on the door, preparing to close it.

“In the dark?”

Twilight began shutting the door slowly. “I like the dark.”

“But Twilight,” Rarity protested, putting her hoof on the door to keep it open, “reading in the dark like that can’t be good for your eyes. That, and I must say it looks like you haven’t slept a wink. So, how about you take a small break, and we-”

“Go away!”

If Rarity had been any slower pulling her hoof away, it would have been crushed. Twilight, with that one guttural shout, slammed the library door shut. Normally, Rarity wasn’t one to suffer silently when a pony was so blatantly disrespectful, but she was unable to find her voice. Her heart was racing and her knees were weak.

In that brief moment, Twilight was one most frightening thing Rarity had ever seen, right up beside Nightmare Moon and Discord.

“W-what’s gotten into her?” Rarity asked herself. She turned away from the door and stepped into the street, only to jump back a moment later. A cart skidded to a stop within inches of where she was standing.

“Hey, watch where you’re going! You almost-” Rarity began to shout, only to stop when she saw who was pulling the rickety cart. “Rainbow Dash, what in Equestria are you doing?”

Rainbow Dash slipped out of the cart’s harness. “Sorry Rarity, I didn’t see you there.”

“You were going so fast, I shouldn’t be surprised. Next time, you should be more careful.” Rarity lectured firmly before looking at the back of the cart, where Spike was helping an older stallion out onto the street. “What are you doing pulling a cart anyway? Who is that? Is he a relative of yours?”

“He’s not related to me,” Rainbow Dash said firmly, as if wanting to make that fact perfectly clear. “His name is Third Eye. We brought him here to get rid of the ghost that’s haunting the library.”

“No!” Third Eye snapped as he fixed his faded eyes on Rainbow Dash. “It is not a ghost, it is a nightmare, the nightmare.” The old unicorn looked to the library with a hard gaze and inspected its exterior. “Yes... just as I thought, the ward is gone. The ward was damaged, got washed away, and that let it in.”

“Oh, well isn’t he... charming,” Rarity said with a weak smile before looking back at Rainbow Dash. “But don’t you think you’re taking this prank of yours too far? Haven’t you scared Spike enough?”

Rainbow Dash bristled and her wings flared. “This isn’t a prank! I mean, come on, I’d never take something like this so far. That and I’d never pull a cart all the way from Graintan carrying some crazy unicorn just for a prank.”

“So, just to be sure I understand, you’re telling me Twilight’s library is haunted and you went all the way to Graintan to get this... gentlestallion so that he could get rid of the ghost?”

“Nightmare!” Third Eye bellowed before resuming his examination of the library’s exterior.

“Pardon, to get rid of the nightmare,” Rarity corrected. “Is that a good summary of the situation?”

Rainbow Dash nodded as Spike came up beside her. “Yeah, pretty much.”

Rarity huffed, rolled her eyes, and strode towards Third Eye. “I have had quite enough of this. It’s bad enough you tried to prank Spike, but now you’re believing your own lie. Personally, I think it’s high time we put an end to this once and for all. Excuse me, sir?”

Third Eye turned, his right eye twitched as he looked he over. “You! You’ve been near the nightmare as well. Yes... I’m sure now, it’s the same nightmare, but I can beat it now. We’ll beat it this time, and then I’ll be free. I’ll be free, and then there will be no more wards. No more wards, ever.”

“Of course,” Rarity said sweetly, forcing a smile. She began to lead Third Eye towards the library door. “Rainbow Dash and Spike seem fairly certain that you can get rid of this nasty nightmare. So, the sooner we get you in the library the sooner we can put this whole business behind us.”

“Yes... must force the nightmare out, force it out into the daylight. It will be weaker in the daylight. Then, then I can beat it. I’ll beat it and then be free.”

Despite her concerns about how demented the old stallion was, Rarity kept up her pleasant smile as she helped him up onto the library’s front step. She knocked on the door for him, and as before it only took a few moments for Twilight to answer.

“I’m terribly sorry to bother you again, Twilight,” Rarity apologized. “but I was wondering if you’d mind letting me show this gentlestallion around the library for a moment. He’s a friend of...” Rarity trailed off. She had turned to look at Third Eye and found he was no longer standing beside her.
He had retreated back several steps and lowered down into a defensive pose. He was visibly shaking, but it was hard to tell if was caused by fear or from forcing his old body into such a strenuous position.

“No... this is worse. This is worse than what you said,” Third Eye said with an accusing tone. He looked back at Rainbow Dash and Spike, who retreated a few steps from him and his scalding words. “You said she didn’t believe. You said she would never believe, but she must believe!” Third Eye looked back at Twilight. “She must have believed, because it has her now. We aren’t ready to face the nightmare if it has her. No, we are not ready!”

Rarity made no effort to hide her confusion or irritation. “Sir... pardon me for asking, but what are you talking about?”

“See... you must see. You must see what I see, if only for a moment. Yes... I’ll make you see. You’ll all see, then you’ll all know, and then we can fight it,” Third Eye rambled. Before Rarity or anypony could stop him, a beam of light shot from his horn. The beam struck Twilight, and for a moment the unicorn’s appearance shifted.

Twilight’s eyes, which had been hollow and distant, became pitch black and glossy. Her mane and tail changed from merely dirty to looking sickly and faded, like they were on the verge of falling out. Her teeth changed, becoming jagged fangs meant to rip and tear into meat: the teeth of a predator.

With a gasp, Rarity stumbled and fell back, landing on the ground with a thud. Normally, getting so much dirt on her mane would have made Rarity jump right back to her hooves, but instead she remained where she was and focused her gaze on Twilight. Twilight’s frightening appearance had disappeared, and she once again looked simply sleep deprived and dirty. Her hollow gaze, however, became a hateful glare focused intently on Third Eye.

“She is mine!” Twilight growled in an unnatural, low voice before stepping back into the library and slamming the door shut. That slam was soon followed by others as furniture inside the library was tossed and thrown against every door and window. Within moments, the library was barricaded against the outside world.

~~~

With the discovery that Twilight had succumbed to the nightmare, Third Eye became hysterical. His paranoid ramblings gained fresh fervor and he began to prepare a complicated spell right in the middle of the street. The stallion, however, wasn’t allowed to continue his work. He was whisked back to Carousal Boutique at Rarity’s insistence.

Rarity’s concern was that Third Eye’s behavior, his unrestrained ramblings of nightmares, ghosts, and danger, was just the sort of thing to cause mass panic in Ponyville. That was the last thing she felt they needed. Thus, she decided it was better if they kept Third Eye hidden away in her boutique until after nightfall.

Third Eye rebelled against the idea, ranting about how nightmares only got stronger at night, but he was no match for Rarity’s wits. She convinced him that he could use the time until nightfall to prepare his exorcism spell, and that she would assist him.

That gave Third Eye something productive to focus his pent up, paranoid energy on. While he and Rarity worked, Rainbow Dash and Spike went out to the rest of their friends, telling them what was going on and to meet at the library that evening.

Once night fell and the streetlamps around Ponyville were lit, the group of friends began to gather. Applejack was the last to arrive, having to wait until everypony at Sweet Apple Acres had gone to sleep before she could sneak out. When she galloped up to the scene, her friends were all standing outside the library while an aged unicorn mumbled and ranted to himself. He was in the process of drawing a strange symbol on the ground with a bag of salt, just outside the library door.

“Sorry I’m late, y’all. I didn’t want big Macintosh to see me leavin’ and wonder what was goin’ on,” Applejack apologized as she came to a stop beside her friends.

“That’s quite all right, Applejack. Third Eye is still preparing the exorcism spell,” Rarity said. “It shouldn’t take much longer, though.”

Applejack glanced at Third Eye. “That’s good, but why is he settin’ up out here? Twilight’s in the library.”

“Well, for one, the library’s been barricaded, Something heavy is leaning against the front door and we can’t get in. That, and Third Eye says that the nightmare wouldn’t let him setup inside. It would try to disrupt his work, and that’s why we have to go in and bring Twilight to the exorcism spell.”

“Now, don’t nopony take this the wrong way, but did any of y’all think to try and ask Princess Celestia for help?”

“I tried sending a letter while Rainbow Dash and I were on our way back from Graintan, when we knew something really was going on,” Spike answered, “but the reply I got was from one of her assistants. Princess Celestia is on a diplomatic visit to the griffin kingdom and can’t receive any letters right now. It has something to do with a griffin cultural tradition.”

“And when is the princess supposed ta be comin’ back?” Applejack asked.

“The Princess’s assistant said it would be a few days, not until after Nightmare Night.”

“Horse apples,” Applejack cursed. “I guess that means we got ta handle this ourselves.”

“B-b-b-b-but,” Fluttershy stuttered. She was hiding behind Rainbow Dash, her head down and body trembling. “That means we have to go in to the library. W-w-what if whatever possessed Twilight goes after one of us? Won’t it be d-d-dangerous?”

“Dangerous or not, I’m not going leave Twilight in there with that thing,” Rainbow Dash stated firmly.

“She’s right,” Applejack said with a nod. “We can’t go leavin’ Twilight in there. Still, I hope one of y’all have a plan.”

“Yes, though it is a simple one,” Rarity commented as she levitated a trio of candles into the middle of the group. “While three of us go in to the library to secure Twilight, three of us will remain outside. Those who stay here will be helping Third Eye with his exorcism spell by holding these candles at specific locations. Somehow, it will keep the nightmare and Twilight contained once we get her outside.”

Applejack cocked her head to one side and looked at the candles “Wait, why can’t we just put the candles on the ground? “They look like they’d be able to stand on their own pretty well.”

“Third Eye says they have to be held so that they can ‘channel the living energy of its holder to bind the nightmare’.” Rarity answered. She then glanced about the group, taking notice of the curious stares she was getting. “Don’t look at me like that! I’m just telling you what he said.”

“Well, fine then, I guess three of us will just have to wait out here. So, who’s goin’ in?”

Rainbow Dash flared her wings and put a hoof to her chest. “You know I’m going in.”

“As am I,” Rarity said with a toss of her mane. “I may not be on Twilight’s level, but you’ll be at a disadvantage against her without another unicorn.”

Applejack adjusted her hat, “And I make three. Spike, that means you, Fluttershy, and Pinkie Pie are going to be out here helpin’ Third Eye. You think you can manage that?”

Pinkie Pie and Spike gave their heads a firm nod and saluted Applejack. Fluttershy, however, was trembling like a leaf. She was looking up at the library like it was a giant dragon that was about to eat her. It took a nudge from Pinkie Pie to snap Fluttershy out of her fear.

“Sugarcube, you sure you're goin’ to be all right?” Applejack asked. She moved over to Fluttershy and placed a hoof on her shoulder. “We won’t think any less of you if you want us to find somepony else to help.”

“N-n-n-no,” Fluttershy stuttered out. She forced herself up to her hooves, though her knees continued to shake. “Twilight’s m-m-m-my friend too, and I’m going to h-h-help her... even if we are facing a terrible, frightening, could-scare-a-pony-to-death nightmare.”

Applejack gave Fluttesrhy a reassuring smile. “I’m sure Twilight appreciates that. Now, you just stay out here, do what Third Eye tells ya, and leave gettin’ Twilight to us.”

Fluttershy’s knees stopped shaking, her courage reinforced by the kind words. “Thank you, Applejack, but... how are you going to get Twilight outside? She’s barricaded all of the doors.”

Applejack’s comforting smile shifted to one of confidence. “Oh, I reckon that won’t be too much trouble.”

~~~

With a resounding crash the library door burst open, throwing back the bookcase that was leaning against it. On the other side, Applejack was turning back around, smiling proudly as she took a step inside. In addition to her normal cowpony hat, she was carrying a length of rope around her neck. “I told y’all, buckin’ down a door ain’t no different than buckin’ an apple tree.”

“Yes, and do remind me never to get on your bad side, Applejack,” Rarity mused. She and Rainbow Dash followed Applejack inside. From the crashing and smashing Rarity and Rainbow Dash had heard earlier, they expected the library to be a disheveled mess. Yet, it looked only mildly disturbed. Excluding the few bookcases that were barricading the windows and front door, the rest of the library seemed untouched.

The cleanliness of the library, however, didn’t ease the three mares’ nerves as they moved inside. While each of them had been in the library more times than they cared to count, it had never felt so threatening before. It was like they were walking into the Everfree Forest, entering a place where danger could be lurking anywhere.

“Yikes, this place got creepy,” Rainbow Dash whispered while she hovered near Applejack. “Where do you think Twilight is?”

Applejack looked across the room. “I don’t rightly know, but she’s got ta be here someplace. Where should we start lookin’?”

“I say we start in the bedroom and work our way down to the basement,” Rarity suggested. “That way we’ll make sure Twilight is cornered.”

“Cornered doesn’t mean nothing to her, Sugarcube. After all, Twilight knows how to teleport,” Applejack pointed out.

Rarity frowned. “Oh... I guess you're right.”

“Maybe we should split up,” Rainbow Dash suggested. “This place only has three floors. One of us can look here, one of us can check upstairs, and the third can look downstairs.”

Applejack shook her head. “Oh no, Sugarcube, we ain’t splittin’ up. Don’t y’all remember what happened the last time we got separated?”

“I do,” Rarity said with a shudder. “That dreadful draconequus Discord picked us off one by one in the palace’s hedge maze.”

“Then what are we going to do?” Rainbow Dash asked.

“We’re just gonna to start searchin’ and hope we can figure out how to wrangle Twilight before she up and disappears on us,” Applejack said as she started up the library stairs, shrugging her shoulders to adjust the loop of rope she was carrying. “Still, let’s give Rarity’s idea a try. We’ll start from the top and work our way down.”

The other two mares nodded, following Applejack to the bedroom. The staircase was just as foreboding as the library’s main floor if not more so. As they climbed the steps, the air became colder and colder; it was like the mares were climbing some tall, snow-capped mountain. By the time they reached the bedroom door, each of them was breathing out puffs of steam.

“Why is it so cold?” Rarity shivered as Applejack put a hoof on the bedroom door and started to open it.

“It's probably the nightmare,” Applejack guessed. “It must like it cold.”

“Humph; if I had known that I would have brought my scarf,” grumbled Rarity as the trio of mares entered the bedroom. The windows were covered in a thick frost, and a mountain of books had been stacked in front of the bathroom door. There was no sign of Twilight, but there was something that drew their attention.

“Hey, that’s my phantom speller,” Rainbow Dash said as she flew ahead. The game board and pointer were lying in the middle of the floor, flanked on either side by a pair of weakly glowing candles.

Rainbow Dash landed beside the board. “I was wondering what happened to it. I must have left it here.”

“But what’s it doing in the middle of the floor?” Rarity asked while she and Applejack approached the board. “Do you think the nightmare put it out?”

“I don’t rightly know,” said Applejack. “I’ve never wrangled with anythin’ like this before. Still, we got to stay focused. We’re here to find Twilight, and we ain’t leavin’ until we do. Now, everypony fan out and start searchin’.”

“Hey, wait a second,” Rainbow Dash called out. “The pointer is moving.”

Rarity and Applejack turned their attention back to the phantom speller, and with Rainbow watched as the pointer slid across the board with eerie efficiency. It paused and moved between letters at a constant, almost rhythmic pace, spelling out its message to the three watching mares.

…S...H...E...I...S...M...I...N...E...

“No she ain’t,” Applejack snapped at the board. “Twilight don’t belong to you or nopony for that matter. Now, I’m gonna give you once chance. Give her back!”

…S...H...E...I...S...M...I...N...E...

“All right, if that’s the way you want to be, then we’ll just take her back. Girls, start searchin’. Twilight’s got to be in here someplace.”

Rainbow Dash and Rarity both nodded in determination, stepping away from the phantom speller as they began to search the room, taking books off shelves and checking every nook and cranny they thought Twilight could squeeze into. As they did, the phantom speller continued to slide across the board, moving faster and faster as it spelled out its words with growing fervor.

…S...H...E...I...S...M...I...N...E...
..S..H..E..I..S..M..I..N..E..
.S.H.E.I.S.M.I.N.E.
SHEISMINE SHEISMINE SHEISMINE SHEISMINE

The constant, grating sound of the phantom speller’s pointer moving across the board finally got to Applejack. She stomped over to the board and brought her front hoof down hard on the pointer, smashing it to pieces.

“Hey! Why’d you do that?” Rainbow Dash asked as she flew over and examined the crushed remains of her phantom speller.

“Cause I was tired of listening to it,” Applejack said firmly. She turned to resume searching the bedroom. “And I don’t like the idea of a nightmare talkin’ behind my back.”

Rainbow Dash furrowed her eyebrows, “You could have just taken the pointer off the board.”

“Yeah... well, if it meant that much to ya I’ll buy a new one after Nightmare Night,” Applejack said. “Though, personally Sugarcube, I wouldn’t want nothing like that in my house, especially after everythin’ that’s hap-r.”

Applejack got cut off. She was nearing the bathroom door, which was blocked by a mountain of books, when something hit her in the chest. It was a strong force, strong enough that it sent the farm mare skidding back several feet. She, however, kept on her hooves, gritted her teeth, and fixed her gaze on the bathroom door. “Oh, so y’all don’t want me going near that there bathroom. Well, only one reason for that. Rarity, Rainbow, Twilight is in the bathroom. Get them books out of the way while I get ready to hogtie her.”

“You got it,” Rainbow Dash said before dive bombing at the tomes and scooping up several at once before soaring away and dropping them at the far side of the room. Rarity also helped, though she was a bit more organized. She levitated the literature away piece by piece and stacked each tome neatly to one side. Still, despite their differences in approach, Rarity and Rainbow Dash both made quick work of the blockade.

And as they worked, Applejack took the rope she had brought into the library and tied one end into a lasso before tying the other end to her tail. The farm mare started swinging her tail around, getting the lasso to circle in the air as she prepared to hogtie whatever happened to be on the other side of the bathroom door.

“SHE IS MINE!” the three mares heard a voice call out to them, or rather two voices. The first and strongest voice was a deep, guttural, threatening voice that sounded like it came from some horrible beast. The other voice, which was underneath the first, was Twilight’s.

That scream ushered chaos into the library. Just as Rainbow Dash and Rarity were clearing away the last books from the bathroom door it forced itself open and a figure came barreling out at them. The figure charged across the room, plowing through Rarity and Rainbow before jumping and tackling Applejack, pinning her to the floor.

It was Smartypants. The doll had been transfigured and morphed from something of fond childhood memories to something found only in the most horrible of nightmares. It was now the size of Big Macintosh and just as strong. Her button eyes were replaced with ‘X’ shaped stitches along with a pair of stitched eyebrows which were bent down in rage. All across its body a number of its seams had opened to become dozens of gaping, hungry mouths filled with jagged, razor sharp teeth.

“Can I do my homework?” the twisted version of Smartypants asked, its many mouths speaking in a horrible chorus. “It’s a report on my favorite food... pony.”

Rainbow Dash sprinted across the room. “Hey! Get your hooves off her!” She fully intended to knock Smartypants off of Applejack. The doll, however, jumped clear at the last moment, leaving Rainbow Dash to careen into the library wall and become buried in a book avalanche.

“W-where did it go?” Applejack asked. She scrambled to her hooves and looked about the room.

Rarity rushed over beside Applejack. “I don’t know, I didn’t see. I was too busy watching Rainbow Dash. Is she going to be okay?

“Yeah, I’ve seen her take worse licks than getting buried under some books. She’ll be fine. Besides, we have bigger things to worry about. Now, where did it go?”

Sqweeee... sqweeee

Both Rarity and Applejack turned their heads up to the ceiling. Smartypants clung to the rafters just above them, its many mouths twisted into manic smiles. “Don’t you like my mane?”

“No, I really don’t like your mane!” Rarity snapped firmly, though she quickly regretted the insult. The harsh words made Smartypants’s many mouths cry out in an ear splitting rage before it dropped down from the ceiling. Smartypants would have fallen on both of them if Applejack hadn’t shoved Rarity clear.

Applejack’s shove sent Rarity tumbling to the floor, but she clamored back to her hooves quickly. “Are you all right Applejack!?”

“I’m fine!” she called back while wrestling with Smartypants, “just figure out a way to help me!”

“But... b-b-b-but what can I do?”

“Rarity, this thing is made of fabric!” Applejack snapped. “Gosh darn it, Girl, ain’t you good at dealing with fabric?!”

For a moment Rarity paused, but then her eyes flashed with determination. She ignited the magic in her horn. She waved her horn around and followed its silent directions. She passed by the avalanche of books where Rainbow Dash was struggling to free herself and came to a stop beside Twilight’s bed.

“Rarity, what are you doing?” Applejack asked, putting her hoof on Smartypants’s head. It was all she could do to keep herself from getting bitten by the doll’s many mouths.

“Improvising!” Rarity called out. She shoved Twilight’s bed to one side and picked up a box that had been hidden underneath. There was writing on the side of the box that read, “Spike’s Property: Do No Open!” She ignored the warning and flipped open the box’s lid to reveal a private collection of gemstones.

A smile spread onto Rarity’s lips while she levitated the many fine jewels into the air. She inspected them for a brief moment, a pang flashing on her face. She regretted what she was about to do, but she did not hesitate a moment more. In a single bright flash, Rarity smashed the many pristine jewels into a cloud of jagged, razor sharp pieces. She turned and launched the gemstone shards at Smartypants.

The shards ripped through Smartypants’s fabric like it was tissue paper, causing the possessed doll to stumble away from Applejack as painful cries escaped its many mouths. Still, Rarity persisted, drawing back the gemstone shards. With a circular wave of her horn, she turned the cloud of shards into a lethal vortex that encircled and consumed Smartypants.

Rarity kept that vortex of shards going for a full minute before relenting from her attack. The tornado dissipated all at once, and the many gemstone shards fell to the floor to reveal a shredded mass of stuffing and fabric.

“Shoot... Rarity, nice work!” Applejack panted out as she as walked over to her friend.

“Yes... well, I certainly hope Twilight can forgive me for destroying her old toy.”

Applejack set a hoof on Rarity’s shoulder. “I’m sure she will, Sugarcube, and thank you. That thing was fixin’ to take a bite out of me.”

“You’re quite welcome, Applejack,” Rarity said before a strong shiver washed over her body and she dropped to a sitting position. “But... oh, by Celestia, I think I need a moment to rest. This experience has just been so taxing.”

“Well, you go ahead and rest a spell. You’ve earned it,” Applejack said as she turned away. “I’m just going to pull Rainbow Dash out from under those books.”

Rarity just nodded, trying to steady her breathing while Applejack trotted over to the pile of fallen books. It took some digging, but she was able to pull Rainbow Dash out from beneath the tomes within a few minutes.

“Heh, thanks,” Rainbow Dash said when she was finally free. She turned and walked towards the pile of stuffing, shredded fabric, and gemstone shards. “So, what made this thing? Was it the nightmare?”

“Don’t know,” Applejack answered. She came up beside Rainbow and looked down at the mess. “Could have been the nightmare, but it could have been Twilight. After all, Third Eye says that nightmare’s possessed her. It could be using her magic to try and defend itself.”

Rainbow Dash bent her head down and nudged at one fabric pieces. “Yikes, maybe we should try and get Princess Celestia’s help. I mean, she may not be able to receive letters, but I could just fly to the griffin kingdom and get her.”

“Yes, but that’s a long way to fly. Maybe we could try talking ta Princess Luna. I-”

Applejack was cut off as the shreds of fabric that had once made up Smartypants leapt up at her. Before she could duck away or protest, the swarm of tiny bits of fabric overwhelmed her and forced her down to the floor. Rainbow Dash tried to help her, but no matter how hard she tried she was unable to pull the pieces of fabric off of Applejack. They stuck to her like glue.

“Get them off me!” Applejack hollered. She flailed her hooves around, trying to fight back against the swarm.

“I’m trying!” Rainbow Dash shouted, only to be knocked away a moment later. The blow came from Applejack’s own hoof, an intentional strike that sent Rainbow Dash faltering back while holding her gut.

“Hey, what was that for?”

“It wasn’t me, Rainbow,” Applejack grunted out as she got to her hooves. Her entire body was now covered in the pieces of fabric, which were stitching themselves back together. Soon, Smartypants and her many threatening mouths reformed, clinging tightly to Applejack like a well fitting suit. The only part of Applejack left uncovered was her mane, tail, and her right eye, which was wide with panic. “This thing’s got a hold of me.”

“She is mine now,” Smartypants’s many mouths chanted out. “They are both mine. You won’t warn her. They will help me get her. She will be mine. She will be mine!”

With that final cry Smartypants threw herself at Rainbow Dash. Running on adrenaline and instincts, Rainbow turned and bucked at the doll. The blow was solid, and it sent Smartypants soaring across the room. At the same time, it made Applejack grunt out in pain, both when she was bucked as well as when she hit the floor.

“Oh my gosh! Applejack!”

“It’s... it’s all right, Sugarcube. I’m okay,” Applejack said as her body was forced back to its hooves by Smartypants. “But... this things got control of me like a puppet on strings. You and Rarity best hurry up and find Twilight. I don’t want to hurt ya.”

“But where should we look?” Rarity asked. She forced herself back to her hooves, ending her short moment of respite.

“The bathroom!” Applejack shouted from inside the Smartypants costume as it turned to face Rainbow Dash. “This thing came runnin’ out of the bathroom. I bet it's tryin’ to protect it. Twilight must be-” Applejack’s last words were silenced as the fabric that covered her mouth constricted and forced her jaw shut. The doll’s mouths let out a horrible chorus of screams before charging Rainbow Dash down a second time.

Instead of bucking Smartypants right away as she had done before, Rainbow Dash jumped into the air and dodged. She circled once to make sure Applejack was still all right before bolting for the bathroom. “Rarity, keep it distracted, I’ll check the bathroom.”

Rarity gave a nod and stood in front of Smartypants. She picked up the gemstone shards she used to defeat Smartypants earlier, intent on using the same trick a second time. Her resolve, however, faltered when she looked at Smartypants. She saw Applejack’s right eye staring back from inside the doll’s fabric, and she dropped the many shards. She could not shred Smartypants as she done earlier. The doll had become a costume which clung relentlessly to her dear friend.

Smartypants took a step towards Rarity, its many mouths turned up in devilish grins.

“R-r-r-rainbow Dash,” Rarity stuttered and kept her distance from the ever approaching Smartypants. “Is Twilight in the bathroom? Rainbow Dash!?”

Looking back, Rarity’s heart skipped a beat when she saw the bathroom door was once against shut and blockaded by a mountain of books. Rarity also became aware of the sounds coming out from behind the bathroom door. It sounded as if the shower was running, and Rainbow Dash was pounding on the door. Her words were muffled by all the literature in front of the door, but the panic in her voice was quite audible.

Rarity’s breathing became more panicked. She turned to look back at Smartypants. It was now just a few feet away from her, its many mouths dripping with drool. The many seam-mouths began to chant and lick their lips in a ghastly chorus. “You will be mine! You will all be mine! Then, with you, I’ll make her mine! She will be mine! She will be mine again!”

It was all too much for Rarity. With an ear splitting scream she sprinted for the door. Guilt already wrenched her chest. She was abandoning her friends, but the simple truth was they were in over their heads.

Upon reaching the stairs, Rarity chanced a look back and saw that Smartypants was hot on her hooves. The glance back turned out to be a mistake. She tripped on one of the steps and fell forward just as she reached the bottom of the stairwell. On instinct, she curled into a ball and, after hitting the floor, rolled across the library’s ground level, crashed through the door to the basement, rolled across the landing, and tumbled down the basement stairs. The grand fall all ended with her sprawled out heap on the basement’s floor.

Rarity’s head swam for several moments. She lifted her hoof to a sore spot on her skull, and was thankful when she didn’t feel any bleeding. She pulled herself back to her hooves, and took notice that the basement of the library was filled with a purple glow which emanated from the center of the room.

There, seated in the center of a spell, was Twilight. The unicorn’s eyes were rolled back into her head and her horn was pointed at the ceiling. The spell being cast around her seemed to pull on the very darkness of the room. Black tendrils swirled in the air as they were drawn into Twilight’s horn, which looked as if it had grown longer since the last time Rarity saw it.

“Twilight... what is this thing doing to you?” Rarity asked in a hushed voice.

“She is mine!”

Rarity turned her head to the side just in time to see Smartypants leap at her from the top of the basement staircase. For a moment she thought only of dodging. After all, she didn’t want to hurt Applejack. Still, as Smartypants flew closer Rarity chanced a glance at Twilight. Her mind flashed with an idea.

Horn flaring, Rarity called on her magic as quickly as she could. She did not have enough time to grab Smartypants out of the air, but she did have enough to change its trajectory. With a shove from her magic, she sent Smartypants soaring at Twilight like a sack of potatoes. The pair collided with a thud. Smartypants plowed into Twilight and knocked her clear of the dark spell.

The pair rolled to a stop at the far side of the room, and as Rarity galloped over a smile formed on her lips. Applejack was getting up while the Smartypants costume broke back into shreds and fell to the floor.

“I’m so sorry, Applejack! You aren’t hurt, are you?”

Applejack coughed, winced, and held her chest with a hoof. “I am, but don’t you worry, I’ll live. Still, that was some good quick thinkin’, Rarity.”

“Yes, but we can’t celebrate just yet,” Rarity said. She picked Twilight up in a levitation spell and headed for the staircase. “There’s no telling when the nightmare will regain its strength. Go and help Rainbow Dash out of the bathroom while I get Twilight outside.”

~~~

Applejack and Rainbow Dash came out of the library a few minutes later. Applejack was limping and Rainbow Dash was soaking wet from being trapped in a flooding bathroom. Thankfully, when Twilight was knocked free of the spell, much of what was happening in the library stopped. The clogged drains in the bathroom opened and the faucets turned off, allowing the water in the bathroom to drain down to a more manageable level by the time Applejack got the door open.

“Just so we’re clear, if this thing does have a flank to buck, I get first dibs,” Rainbow Dash grumbled as she tossed her head to get some of her sopping wet mane out of her eyes.

“Only after me, Sugarcube,” Applejack forced out through a grunt of pain. She and Rainbow Dash approached the exorcism spell. Twilight had been placed in the center, and standing around her in a triangle, while holding lit candles, was Pinkie Pie, Fluttershy, and Spike.

“W-w-what happened in there?” Fluttershy asked when her two friends got close. “We heard a lot of screaming and shouting.”

“Trust me, you don’t want to know, Fluttershy,” Applejack said. She took a seat just outside the spell. “Just tell me y’all are gonna to be able to get Twilight back to normal.”

Third Eye, who was anxiously pacing outside the triangle formed by the candle-holding ponies and dragon, nodded his head. “Yes... we can get her back. The nightmare is stunned; it was stunned when the spell was interrupted. It can’t defend itself right now. Yes, we can beat it. We can beat it, and I can be free.”

“What was it trying to do with that spell anyway?” Rarity asked as she looked down at Twilight.

“It was trying to reshape her,” Third Eye answered as his horn began to glow. “Make her into something it could use. ‘She will help me get her’. The nightmare was changing this unicorn to help it get the her. Still don’t know who her is, but it doesn’t matter. We stop the nightmare now; we defeat it now.”

Twilight’s body became wrapped in Third Eye’s magic and slowly lifted off the ground. He held her in the air for a few moments, and then his horn flashed. Twilight’s eyes opened wide and her body began to thrash violently in the air.

“H-h-hey, what are you doing?” Fluttershy asked. “You’re hurting her!”

“She is in no pain,” Third Eye grunted out. His old body was having difficulty conjuring the complex magic. “It is the nightmare; it is fighting back, but I’ll beat it this time. I. Will. Beat. It!”

Another flash of light erupted from Third Eye’s horn, and at the same time Twilight let out a dreadful scream. Her friends squirmed where they stood, each wanting to rush forward and help Twilight. They all, however, held back as they watched something black seep out of her. It was like a living shadow, and after all of it was drawn out Twilight flopped to the ground, unconscious.

“Yes!” Third Eye cheered. “I have it, I have caught it and now I can beat it! No more nightmare, no more wards! I’ll be free; I’ll be free! I’ll be-”

Third Eye’s celebration came to an abrupt stop. He looked at the living shadow, his dull green eyes focusing. He stared at it in utter silence as his excited breathing became panicked panting. He stumbled back, looking around in every direction. “No... no no no no no no no no no no no! Not the same. Not the same! It’s not the same!”

“Whoa there, what’s wrong?” Applejack asked. She tried to approach Third Eye, but he scrambled away from her.

“Not the same, it’s not the same! This is not the same nightmare! This is a different nightmare. Just as strong, maybe stronger, but not the same. It’s not the same, and that means other nightmare is still out there. The nightmare is out there, and it still wants me. It wants to get me... and you, you brought me outside the wards! You brought me outside, where it isn’t safe. You brought me where it isn’t safe!”

Third Eye’s gaze hardened into a glare. “This, this is a trap! You work for the nightmare, that’s why your auras are tainted! You work for it, and it wants me here. It wants to get me, and you’re helping it. It’s coming for me. It’s coming for me!”

“Easy there, just take a breath,” Applejack said. She reached out for Third Eye in an effort to calm him. He, however, batted her hoof away.

“No, you work for it! I know you work for it, and it’s coming. It’s coming to get me! I gotta get away. Got to go where it’s safe, but don’t know any place that’s safe.” Third Eye panicked, looking around. “I’m too far from my home, I’m too far from my wards. No place is safe!”

Third Eye looked to the library, and his face lit up as if he had found salivation. “Wait, the library! It’s ward is damaged, but I can fix it. The library can be safe again. Just got to get inside; I gotta get inside.”

With that Third Eye broke into a gallop, charging past Applejack and bumping into Fluttershy. The sudden impact caused her to juggle with her candle before dropping it, the flame extinguishing as it hit the ground.

With one of the three candles gone, the shadow that was the nightmare poured back into Twilight. When the last traces had gone back inside, her eyes opened and her horn glowed. “She is MINE!” Twilight screamed, her voice once again echoing with the deep, guttural roar of the nightmare.

“Hurry, Spike, get that candle lit!” Applejack shouted. She jumped Twilight, grabbing hold of her and pinning her to the ground. “And somepony get Third Eye back out here! We need him to finish that sp–oof!” Applejack stumbled as she struggled to catch her breath. The possessed Twilight had just bucked her in the stomach.

Without anypony holding her down, Twilight floated into the air above the street. Her eyes were a ghastly black and her teeth changed, becoming the fangs of predator. She was calling on all of her magic at once. Her horn glowed brightly while mane and tail flowed, as if she was submerged underwater.

“She is mine!” Twilight shouted. Her booming voice echoed across town and drew ponies out of their homes to form a large crowd around the library. “She will help me get her! I will get her back! She was mine! She will be mine again! Everything will be mine!” With that final proclamation, Twilight began picking up and hurling anything within reach at the crowd of ponies below. Branches from the library, rocks, everything and anything became a weapon for her.

Panicked screams and shouts began to fill the air. The ponies who had come out their homes quickly ran away while Twilight’s friends remained behind. They jumped and dodged around the attacks of the possessed Twilight, trying to figure out not only how to recapture their friend but convince Third Eye to finish his spell.

It was amidst the chaos that a green cloud of smoke appeared. It enveloped the street, blinding everypony as it across the town, going into every door and window. The cloud, however, did not originate from Twilight, and it was affecting her just as it affected everypony.

As every resident of Ponyville fell into a deep slumber, the possessed Twilight fought against the cloud’s effects. She thrashed, waving her hooves to dispel the cloud while searching for the one responsible. Her eyes eventually fell on a figure walking amongst the sickly green haze. The pony wore a cloak, and was moving over to where Third Eye had collapsed. The sleep-inducing cloud had gotten to him while he was being dragged back out of the library by Rainbow Dash.

Roaring with her nightmarish echo, the possessed Twilight dove out of the air with murderous intent. “Mine! This is all mine!” she screamed at the top of her lungs.

“You are a spoiled brat. Worse, you’re a greedy rat.” The figure lectured before jumping into the air and spinning around. The spin became a roundhouse kick, one that connected with Twilight’s chest and sent her crashing to the ground. The blow rattled the nightmare within Twilight, and for a moment her head cleared.

“Wh-o? What? Where am I?” Twilight asked. She looked around, only to cringe and put a hoof to her head as the nightmare inside began retaking its control.

“It matters not who, what, when, or where. Only about the nightmare do I care.” The cloaked figure snapped as she strode up to Twilight. She put a heavy hoof down on Twilight, pinning her to the ground. “Now as I pull it from your spine, let it know Ponyville is mine!”

The eyes of the cloaked figure lit up, and the pony’s teeth became jagged and monstrous. She arched her head back, and with a loud roar, like a predator pouncing on its pray, lashed forward to attack. Twilight to let out an ear splitting scream. She felt the figure biting down on her neck.

~~~

Twilight bolted up in her bed, drenched in a cold sweat and panting heavily. She looked around in a panic and quickly lifted her hooves to her neck. She breathed a heavy, relieved sigh when she didn’t feel any bite marks. It had all been just a bad dream. It was just been a dream... but what had the dream been about? Already her mind was having difficulty holding onto the memory. All her friends were there, and Smartypants was a part of the dream as well. There was also something about a ghost and... a phantom speller? Then it all ended when some really scary figure attacked her.

Groaning, Twilight held her head as the memories of her dream faded. Whatever it had been, it had been scary, but that was over now. The sun was up, she was in her bed, and she was perfectly safe. The library looked to be in perfect order, and on a whim Twilight checked on her Smartypants doll and saw that she too was exactly where she was supposed to be.

Looking out her bedroom window, Twilight saw that ponies were already outside and running around in their costumes, despite the fact Nightmare Night didn’t start until that evening. She even saw Pinkie Pie, and couldn’t help but laugh at the sight of her friend dressed as a chicken and pecking at the ground. The morning seemed utterly perfect, except for a green haze that seemed to linger in the air.

Still, Twilight didn’t give the haze a second thought. She got out of bed, taking notice that it hurt a little to move. Her chest was particularly sore, but Twilight just chalked it up to needing a shower. She trotted over to the bathroom and began to plan out her day. She would get cleaned up real quick, and start getting ready for what would be one of her best Nightmare Nights ever. She had a great costume, she was going to hang out with good friends, and she would probably eat far more candy than she should in one evening.

In all, it was a Nightmare Night she was eagerly looking forward to.

~~~

Some distance away from the Ponyville Library, later that afternoon, another unicorn awoke. Third Eye groaned and blinked several times to clear his vision as he came to. He was lying on the floor, hogtied, in a pitch black room. From the soreness of his side, Third Eye guessed he had been there for several hours. He tried to use his horn to undo the knots that bound him, but his magic slipped off the rope like it was greased. He could not get a grip.

“It’s been too long, Third Eye. The years haven’t been kind to you.”

Third Eye tensed. The words sounded as if they had been spoken by two ponies in unison, one voice deep and threatening while the other was more feminine, wise, and almost motherly. It was a pair of voices Third Eye knew came from a single source, for it was a pair of voices he had heard before.

“No... no no no no no no,” Third Eye said and struggled at the ropes around his legs. “This can’t be happening. This isn’t happening. I was always careful, always careful. This shouldn’t be happening.”

The darkness of the room broke as a fire came to life. The fire was beneath a large cauldron, heating its contents and filling the room with a nausea inducing odor. A figure moved back and forth in the space between Third Eye and the fire, the harsh shadows making her appear as nothing more than a silhouette.

“Oh, Third Eye, I would think you’d be happy to see me. It’s been so long since we last encountered one another,” the two voices said as the figure measured out a spoonful of a powder for her brew.

“So it was them. You set a trap! Those ponies were in league with you. They got me to leave the wards. They were in league with you!”

The figure chuckled and added some ground leaves to the bubbling cauldron. “You flatter me, Third Eye. While I can be quite cunning, I didn’t plan this. I just... took advantage of an opportunity.”

“The other nightmare. It was acting alone! No, that cannot be true! You had a hoof in this. You wanted revenge! Nightmares are patient. You are patient! You would have waited and planned. I almost beat you, and I bound you in bones. I warned the town about you. Warned them of your hunger and cursed eyes. I warned them of your glowing gaze. Yes, this is your plan. This is your plan for revenge,” Third Eye rambled. He tried to crawl away, only to find the ropes around his legs were tied to a heavy chest.

“Good, I’m glad you remember all the things you did to try and stop me,” the figure mused before pouring a liquid into her brew. She emptied the contents of the entire bottle, which turned cauldron’s contents into a sickly green color, before continuing. “Yes, the wards, the spell, and the rumors were an annoyance at first, but I’ve learned how to deal with them. In fact, I’d say I’m better off now than I ever was. After all, it’s because of you I can walk amongst the ponies of Ponyville without drawing any suspicion.”

“No, that cannot be true! I bound you in bones to make Ponyville safe. You cannot walk amongst them freely, you can’t!” Third Eye roared.

“There’s that pride of yours again, Third Eye. If I recall correctly, it was that pride that got you in trouble back when you first attacked me. You were so confident that you could destroy me, and you were just as confident last night. I would have thought you’ve learned your lesson the first time.”

“No! The wards are safe! I made Ponyville safe! You cannot enter a building protected by the wards! The wards are safe!”

The figure added some dry berries to the cauldron. “Unless I’m invited.”

“In... invited!?” Third Eye stuttered out.

“Oh yes. Did you forget that little part of your warding spell? Your wards only keep unwanted spirits out. It’s so, if there was ever a good-natured spirit that needed your help, you would be able to let it enter your home.”

Third Eye struggled at his ropes. “But they would not invite you! They fear you. I made sure they feared you! I told them of your cursed eyes and your hunger. They should fear you!”

“I won't deny that your nasty rumors made things difficult. Everypony in town was scared of me. One of them even made up a little song about me.” The figure paused to chuckle. “Yes, I was quite the outcast for so very long, but now that’s different. I am now welcome in Ponyville.”

Third Eye shook his head. “No, that’s impossible. It’s impossible, impossible, impossible. They would not welcome you. You are bound only to bones! You are nothing but a skeleton possessed!”

The figure chuckled and rounded the cauldron, her face becoming illuminated by the fire and bubbling brew. She was a zebra with gold rings in her ears and around her neck, blue eyes, and a grim smile on her face.

“No... no no no no no no!” Third Eye rambled and shook his head. “This is impossible! I bound you in bones, only bones. You cannot be of living flesh and blood! How... how how how!?”

“Again, Third Eye, your spells are not as well-crafted as you think they are,” Zecora said with the nightmare’s echo in her voice. “Yes, I was bound in bones, zebra bones, and I was forced to walk as a skeleton for quite some time. But then I found a little loophole in your enchantment. That which is attached to these bones can become part of me. After I realized that, all I had to do was find a few generous Everfree beasts to donate a few pieces of themselves.”

“No! You’re just trying to trick me! I bound you in bones, you cannot have a living body! I warned the town of you: the evil of the Everfree Forest with glowing eyes that can enslave a pony in a dark trance. They would not have welcomed you in! No, they would hear your voice. They would hear your voice as I hear it now. They would hear your true voice whenever you speak plain Equestrian!”

“True,” Zecora began, but as she continued to speak one of the two voices coming from her mouth faded. The deep, threatening voice fell silent so only the motherly, feminine one remained. “plain Equestrian is out of my reach, but there are many different forms of speech. All it takes is a simple rhyme, and I can speak freely any time.”

“No... no no no no! Lies! Lies! Lies! These are all lies! You are bound in bones, not flesh and blood! You cannot speak to those of Ponyville! They would hear your true nature! No! These are all lies! I protected them from you! I protected them!”

“Say what you want, it does not change what is true,” Zecora commented. She held her head over the cauldron and sniffed at it. “Ah, it seems that I can now enjoy my stew.”

“Stew!?”

Zecora laughed deeply from her throat. “Perhaps you would like a look. I have become quite the cook.”

At that Third Eye found himself being lifted off the floor. To any other pony, it was like he was floating without support. He, however, could see the trails of nightmare energy that seeped out from behind the cauldron and carried him in view of the bubbling soup.

Zecora waved a hoof over the contents of her cauldron. “Truly, this night has been quite grand, something I couldn’t have planned. Not only were you brought to my front door, I was able to catch this nightmare spore.”

Third Eye’s gaze went wide as he looked into the sickly green stew and saw, thanks to his special talent, that a nightmare was trapped within the liquid. It was the same nightmare that possessed the purple unicorn at the library. It was being cooked alive, its energy being drawn out by the potent potion it was submerged in.

“It really is amazing,” Zecora said, ending her rhymes as the second, dark, guttural voice rejoined her pleasant feminine one. “This nightmare is far older and stronger than I am. If it weren’t for you and those mares, I would not have been able to capture it. In fact, I do believe it’s the same nightmare that possessed her royal highness, Princess Luna.”

Struck with understanding, Third Eye began to ramble and think aloud. “Princess Luna!? The her... Princess Luna is the her! The nightmare possessed the princess and made her Nightmare Moon. She was then saved and taken away from the nightmare. The nightmare was going to use the unicorn at the library to get the princess back. But why? What did the unicorn do? Who was the unicorn?”

“Oh, were you never properly introduced?” Zecora asked mockingly. “Why, the unicorn you were trying to save was Twilight Sparkle: bearer of the Element of Magic.”

“‘She took her’,” Third Eye muttered under his breath. “Yes... yes, the Elements of Harmony saved Princess Luna, they took her away from the nightmare. The elements are joined together by the Element of Magic. Yes... it makes sense. Twilight took Luna from the nightmare, and nightmares don’t like when things are taken from them.”

“No,” Third Eye said with a shake of his head, “nightmares don’t like it when things get away, but nightmares are patient. Yes, they are patient. They are willing to wait. The nightmare that possessed the princess waited for a chance to possess Twilight. It waited until the ward in the library’s basement was damaged. Yes... it waited, and when it saw an opportunity, it attacked.”

Zecora licked her lips and fixed her gaze on Third Eye. “Yes, we nightmares are truly patient. After all, I’ve been waiting for this for decades.”

Third Eye felt himself being lifted higher. The tendrils of nightmare energy that flowed from Zecora raised him into the air above the bubbling cauldron. Third Eye quickly realized what was about to happen, and struggled with as much strength as his aged body could provide.

“No... no no no no no no!”

“Oh yes, Third Eye, your time has finally arrived,” Zecora taunted, her demonic echo disappearing as she began to rhyme again. “For too long, of this meal, have I been deprived.”

“But I was only trying to protect Ponyville! You were haunting the farms, sucking the life from their plants! You’re a nightmare of gluttony, with hunger insatiable. The farmers didn’t understand why their plants were dying, but I could see. Yes, I could see you. You were sucking the life from the plants. That’s why I tried to stop you. I was just trying to protect them!”

“Like a proud soldier you took up arms, to protect Ponyville and its farms. Yet soldiers who leave in the morning to fight should know they may not return with evening’s light. You have lost to me, Third Eye, victory is mine. You shall now become my dinner, a meal quite fine.”

With that Zecora released Third Eye, a single, final scream escaping from the aged unicorn’s throat as he dropped into the cauldron’s bubbling brew. He did not surface even once, the powerful potion already rending soul from body. All the while Zecora watched with an eager smile as her appearance shifted. Her teeth became jagged and her eyes began to glow with a haunting yellow light.

~~~

Zecora licked her lips a few hours later while she stepped out of her hut, letting her tongue pick up on the last traces of her very filling meal. She was already dressed in her Nightmare Night costume, and was thankful she chose to wear such a long dress. It worked well to hide her slightly distended gut.

“It has been too long since I’ve had such a meal. There is no way to describe how full I feel,” Zecora rhymed with a smile. She began to walk down the path that lead to Ponyville as sun descended towards the western horizon. “It’s too bad Third Eye’s soul was able to flee, his fate should have been to be devoured by me. Still, my meal was delicious all the same; it was a stew worthy of royal fame. A fellow nightmare and fresh pony flesh, I would not have guessed those flavors would mesh.”

As her hut fell out of sight and she continued along the forest path, Zecora pulled at her costume and inspected a pocket, seeing a quantity of green powder inside. Her supply was running low, since it took most of her stockpile to erase the other nightmare’s presence from Ponyville. Still, Zecora smiled and confirmed she had enough for the evening, despite repairing damage and altering memories the night before. After all, she couldn’t let another nightmare ruin Ponyville.

As Zecora’s mind wandered to the subject of Ponyville, she thought about what she would find upon arrival. She imagined the many ponies in costume, running around so full of life, and it made drool form on her lips. She licked it away eagerly. “Tonight my garden will be quiet the buffet. There will be many fillies and colts out to play. All through the night they’ll be seeking things sweet and sour. They’ll all be awake until at least the witching hour.”

Zecora’s teeth began to mutate, the flat surfaces turning into carnivorous fangs. “Perhaps I am not as full as I would like. I may just have room for another small bite. Yes, my stomach is quite full of bone, skin, and flesh, but I always have space for some soul when it’s fresh. Just a tiny nibble here and a small sip there. I take so little, I’m sure that nopony cares.”

With her hunger continuing to build, Zecora’s eyes glowed a bright yellow. “What a feast it would be to eat each one, tall and small; I wish I could devour each pony, soul and all.”

“But such a feast would be my terrible end,” Zecora told herself. She reined in her hunger and forced her teeth and eyes back to normal, “With Celestia then I would have to contend. No, it is better for things to be as they are, for me to nibble and dine on souls from afar.”

Zecora allowed a smile to form on her lips and a deep chuckle to emanate from her throat. “Oh yes, my little ponies, you are each like a tree. Your only purpose is to live and bear fruit for me.”

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The End?
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