MLDC: SHAZAM, Equestria's Mightest Mare!

by Michael_Ravencroft


Project Erroria Arc Part 14: What is lost.....

Ponyville, despite the blitz attack from the Kingdom, was still standing. For all the explosions and augmented pony soldiers, there weren’t that many casualties, mostly just property damage. Of course, to the citizens of Ponyville, this was an attack that left them wondering why? But for those who fought, they knew the reason.

At Castle Concordia, three fillies were confined to the guestrooms. Apple Bloom and Babs Seed were lying in bed, both bandaged up, and bearing looks of disappointment. Babs laid close to Apple Bloom, the yellow country filly resting her head against her cousin’s shoulder as she curled her apple red tail around herself. Babs’ ears flicked towards the door, hearing hoofsteps approaching the room.

It was of no surprise to see Applejack, with a saddlebag of medical supplies hanging off her back. The elder sister didn’t know how to look at her young cousin and little sister. The blonde mare’s visage was a struggle between anger, concern, happiness, and curiosity.

“Ya still mad at us, Cousin AJ?” Babs asked, her tone was firm, but it betrayed the worry in her emerald eyes.

Applejack sighed as she walked up to the side of the bed and plopped herself there, sitting on her haunches. She brought the saddlebag over and opened it up, revealing various ointments, different types of bandages, gauze, basically a First Aid Kit. Living on a farm, it was considered a given that at some point somepony was going to get hurt, and the Apple Family made sure to learn about the basics of First Aid for emergencies.

“C’mere, Ah need to change yer bandages,” said Applejack in a stern, yet caring tone.

Both fillies did as she said, with Apple Bloom and Babs sitting in front of her. Applejack began to slowly remove the day old bandages, grimacing at the sight of the bruises and scars that they hid. Compared to the day before, she could tell that they were healing fast, Applejack attributed this to the power that Shazam must’ve given them, believing that whatever was leftover was still protecting them and healing them.

“That was a darn fool thing to do, all three of ya,” said Applejack.

“S-Shazam needed help, and since the pets weren’t around, she needed somepony she could trust,” said Apple Bloom.

“She couldn’t come to Twilight? The Princesses? Heck, me or one of the other girls would’ve gladly helped the ‘hero’ out if she bothered to come and ask us?!”

“You weren’t there!” Babs shot back. “She needed help then and now! She had to make a tough decision! Besides, Cuz and I, we wanted to help her! In fact, Shazam didn’t want us to in the first place!”

“All the more reason why Ah can’t fathom the fact that her last course of action was to endanger my little sister and her cousin, in a fight against ponies who have no qualms with killin’ another pony and usin’ themselves as bombs!”

Applejack took a moment to calm herself. She had already gone over this a dozen times in her head, how, whenever she met Shazam, she’d vent her frustrations at the superheroine, how she’d say it, and how she’d give the alicorn a swift apple bucking to the face. And yes, she knew that it more than likely wouldn’t hurt Shazam, but it would at least make Applejack feel better. Now though, it didn’t do her any good to scold the recovering fillies.

“Fer now, just rest. Regardless of how Ah’m feelin’ right now, Ah have to say, you fillies did good out there,” said Applejack with a small smile. “Ah’ll bring some supper up to ya here in a few minutes, just keep restin’ up.”

Applejack packed away the First Aid Kit and took up the used bandages, she then made her way out of the room, and left Babs and Apple Bloom alone again. Despite Applejack’s praise, neither of them felt victorious in the least.

“‘Did good’ she says……we bucked up,” whispered Apple Bloom.

“AB, don’t do that, don’t go blamin’ yerself,” retorted Babs.

“But it is! We had the power that Scoots gave us! We should’ve beaten them, then…then…!”

Apple Bloom couldn’t finish her words, but merely pressed her face against the crook of Babs’ neck, crying. Babs nuzzled the top of her cousin’s head, trying to remain strong by focusing on her, that way, she could forget how sad she was as well.





“Really, Sweetie Belle, I can’t believe you did that to me young lady!” Rarity vented.

Currently, Sweetie Belle, was facing down the triad that was being dealt to them by Rarity. Unfortunately, Carousel Boutique was damaged from the fighting, and would need to be repaired as it was unlivable at the moment. Thankfully, Twilight was generous enough to let Rarity stay at her castle for as long as the repairs needed. And it was in the castle, in the study to be exact, where Rarity found it best to scold her little sister for her actions.

“As valiant and thoughtful as your actions were, I can’t for the life of me understand why you did that, or why Shazam thought it was a good idea to have you, a young filly, fight against those horrible ponies!”

“Sorry Rarity…but if I hadn’t, you’d have asked Shazam to do the same!” Sweetie Belle shot back.

Rarity huffed. “Well of course I would have! Sweetie, I am your big sister! I’m older than you, and despite the fact that I still wish to do more with my life, I’d much rather put my own life in danger than risk yours!”

Sweetie Belle knew this well, in spite of the fact that her sister can be a little on the selfish side from time to time, and act little too high society, she was still the same loving big sister. The same big sister who leaped into mud and ran a whole race covered in it. The fact Rarity and her friends have stood up against threats just as great or worse to save Equestria more than proved that she was willing to give her all to defend her little sister.

Unfortunately, that was also why Sweetie Belle didn’t want her big sister to do anything. “Sis, you’re going to be the biggest designer in all of Equestria someday, and I don’t even have my cutie mark yet! You’re just now living your dream, I still don’t know what I want to be yet!”

Rarity had a shocked look upon her face upon hearing this. “And because of that, you think it’s better for you to risk your life?!”

Sweetie Belle turned her gaze to the floor, not wanting to look up at Rarity. The older mare walked closer to her little sister and stood before her. “Sweetie Belle.” She was met with silence. “Sweet Serenity Belle, look at me, NOW!”

With a whispered grunt, Sweetie Belle looked up at her big sister. In a split second, Rarity’s horn glowed and Sweetie Belle suddenly felt something slap her across her cheek, surprising her until she realized Rarity had slapped her with a concentration of magic. Sweetie Belle’s eye watered from the sting of the blow, but managed to glare back up at Rarity, her horn sparking with green mana in preparation to retaliate, but she stopped when she saw that Rarity was crying too.

Without warning, Rarity drew Sweetie Belle in for tight hug, all while still crying. “You stupid, kind, and brave silly filly…Don’t ever say such things! Yes, I’m making my dreams come true, slowly but surely, but do you honestly think that I’d be happy living my dream knowing that my little sister sacrificed her life to ensure that?!”

“R-Rarity…?”

“Yes, my dreams are being lived. But it’s because you have yet to get your cutie mark, and have yet to live a dream, is what makes what you said to me so sad…please don’t ever say such a thing again! Ever!”

Sweetie Belle, after trying to hold back her tears, couldn’t any longer. The young unicorn filly sobbed into her sister’s chest, crying because she realized just how much she meant to her big sister, and because of the loss they suffered





Scootaloo, her head hanging low and steps labored as if she was forcing the movement, walked through the streets of her beloved hamlet. She caught glimpses of each and every pony helping each other out. Whether it was fixing up what could be fixed or sifting through rubble for what was still useful, and to see if there were any ponies caught underneath. Scootaloo felt like she should transform and give them a hoof with the clean up, but right now, her heart ached too much to even utter the word, any word for that matter.

The young pegasus filly continued to trod through the streets until she somehow found herself at Wayward House. The place was still a mess, the area showing signs of a great battle that had been fought here.

She continued to wander, her hooves just moving, no thought as to the direction she was heading.Without realizing it, her walk brought her to a ten foot wide crater in the middle of the courtyard of Castle Concordia. It was here that the strength in Scootaloo’s legs finally gave out as she collapsed, whether by accident or on purpose, she rolled down into the crater and stopped at its center.

Scootaloo looked around at the empty crater, pushing herself to lie on her back and stare up at the blue sky. Without anypony around to see her, she cried. She tried to hold it back, she couldn’t let herself become some weepy, little helpless filly. That wasn’t her anymore, she had the power of the gods, she was a superhero. But that didn’t stop the tears from being shed.

Numerous times she rubbed her eyes with her hoofs, attempting to stop the tears from falling. The endeavor only made her eyes ache from the constant rubbing. Scootaloo even bit her lip as she tried to stave off a sobbing fit. Again, this proved futile as she raised her right hoof and struck the earth beneath it, causing a small fissure to form as she let out her sorrowful sobs into the sky.

I’m sorry Alula…! I’m so sorry…!





24 HOURS EARLIER

Two Kingdom Assassin pegasi took to the skies and began flying about in the air, of course they weren’t alone. Babs had taken to the air as well, finding that she had become quite fond of flying.

The Manehattan filly summoned her Lightning Chain and readied it for battle, while the twin Kingdom pegasi summoned their Xanthos power, their markings glowing an angry red as they did so. With the speed of a cobra, the Lightning Chain shot out towards the duo. Both took off in opposite directions, but the chain chased after the one on the left. It dogged her for several seconds until finally wrapping itself around her neck. Babs pulled back and the chain went taut in that instant, causing the Assassin to release a choking “ack” sound upon doing so. Babs pulled again and dragged the Assassin across the sky, aiming directly for its partner.

Before the second pegasus could react, the first was smashed into her, sending both Assassins hurtling to terra firma. Both struck the ground with resounding force, sending up a dust cloud spitting upwards into the air.

Meanwhile, Apple Bloom was currently engaged in a contest of strength with both Earth stallions. Their bodies were glowing with the crimson magic of Xanthos, and similarly, the former Earth filly’s body was layered in azure lightning energy, the power of the Ancient Magic flowing around her, acting as an opposing force against her two opponents.

Their auras grew larger and larger, a spherical torrent of raging lightning, grinding against two fiery red orbs of mana, vying for supremacy. Apple Bloom bellowed out a battle cry as she focused her magic into her right hoof; raising it up. She then stamped the earth below her, sending that energy surging through the ground. The twin stallions had an idea of what she was doing and quickly cancelled their power struggle to jump back as quickly as possible. At the last second, two glaives made of sharpened rock jutted out from where they once stood.

Both stallions skidded to a halt, glaring at Apple Bloom and at how they nearly were caught off guard. But the country alicorn smirked, knowing that it wasn’t over yet.

The earth rumbled again, and from the first two glaives appeared, sprouted dozens of jagged stone glaives that rushed towards both stallions, angling themselves directly at their targets. The two Assassins grinned and jumped out of the way again, despite how fast the glaives sprouted, they could still dodge them easily enough.

“Ya think it’d be that easy?!” Apple Bloom shouted.

Another surge of magical lightning shot through the ground and ran up the glaives, making each of them glow a bright blue. Within seconds the glaives shot off like rockets, propelled by the lightning and aimed at the two stallions.

Now with a little panic in their eyes, the two Assassins ran at a quickened pace.

The stallion, who had a scar-like tattoo mark over his eye, charged his energy and began punching at the lightning propelled glaives with rapid strikes, shattering them and causing a mini explosion of energy from each impact. After smashing through another couple of glaives, the scar marked stallion’s eyes widened in shock as Apple Bloom pierced through the explosion, and charged her right hoof with magic. In less than a second, Apple Bloom delivered a powerful right hook to the stallion’s face, electricity crackled, accompanying the sound of breaking bones, and booming thunder.

The second Earth stallion, bearing a spiral mark on his forehead, saw his teammate getting smashed in the face and dashed with maddening speed to aide him.

Apple Bloom turned her head and once again smirked confidently. “Ya’ll ferget about somethin’?”

Approaching from behind the spiral marked stallion were the remaining glaives that weren’t destroyed. The stallion realized too late, turning around to try and counter, but instead he was treated to a barrage of sharpened stone being sent flying at two-hundred miles per hour. The Assassin was blasted, pummeled by the glaives and lost in a plume of smoke.

The fight was not over just yet however, both alicorn mares now turning their attention to the unicorn Kingdom Assassin. With a flash of her horn the being quickly disappeared, Babs and Apple Bloom glanced about, trying to see where she went. Suddenly the bodies of the two stallions vanished as well, and another flash of light went off in the distance. Apple Bloom and Babs glanced to each and nodded.

“Get everypony to Princess Twilight’s castle, now!” Apple Bloom ordered.

Mrs. Milano noded her head firmly in confirmation, along with the other attendants, they began leading the group of orphaned foals down the road and away from the danger.Babs and Apple Bloom flared their wings and shot into the air with a crack of thunder. Both mares used their enhanced vision to scout around the area, but it didn’t take long before they noticed a burst of red magical light coming from the forest. Without a fear in the world they flew towards the red light, landing on the ground with twin “booms!” that cracked the earth beneath their hooves. But when they arrived, they were treated to a horrible sight.

The five ponies were glowing, the two Earth stallions, and two pegasus mares, were standing on either side of the lead unicorn mare, looking straight at her, while she stared down the two heroines. The stallion and mare to her left walked up, with the pegasus mare opening her mouth and sinking her teeth into the neck of the unicorn mare. The stallion followed up with biting her on her side. The mare and stallion on her left walked up and did the same, their eyes glowing red as blood began to drip down from where they had their teeth.

“W-W-What in the name of Faust are they doin’?!” Babs asked horrified.

The answer came quicker than they expected.

The lead unicorn mare’s horn glowed blinding bright, wrapping all five in a tornado of crimson light. Sickening sounds accompanied the tornado, hiding what was going on inside, and right now, both were kind of grateful that they weren’t seeing it. But as the sounds lessened, the tornado grew in size, making both alicorn mares jump back to avoid getting caught in the vortex. After a minute, the tornado began to disperse into particles of scarlet light, and revealed what was hiding inside.

It was massive, and grotesque. The lower half of this creature’s body was bulky, almost the size of a horse. It had eight legs, they came from the same limb but down the middle it split into two separate legs. On its back were four large pegasus wings that each had red tipped feathers as if dipped in blood. The upper half of this creature had a torso where its head would be, with two long muscular arms, and a head that had six eyes, and a long crooked horn. It’s main was the same color as that of the Assassins previous, standing at least seven feet, and retained some of the tribal tattoo markings. The closest thing Apple Bloom and Babs could compare it to was Tirek, but even he didn’t look as monstrous as this thing.

“It’s like Scoots said, they became one monster,” said Apple Bloom.

“Yeah, and didn’t she say she had a hard time beatin’ this thing?” Babs asked.

“Eeyup. Well, it nearly killed her, but yup.”

“Great. So what do we do?”

Apple Bloom glanced behind her. Her feelings of protection allowed her magic to show her a vision of where the Wayward House foals and adult ponies were. She grimaced and then turned her attention back to the monstrosity before them. “They’re still not there, we can’t let this thing get them, or Alula, for whatever reason it wants her!”

“Gotcha, let’s just hope that Scoots can lend us a hoof.”

Suddenly, the Beast released a demonic whinny and charged up its energy. The energy built up more and more, becoming a field of raging red light around it. Realizing what was about to happen, Babs and Apple Bloom quickly joined their magic together and erected a barrier around themselves. The barrier formed just in time as the Beast unleashed its pent up power, releasing a burst field that engulfed everything around it. Trees were reduced to ash and a crater formed beneath them, charring the very earth and turning it into a near molten state. The energy wave continued into a twenty foot radius and dissipated.

The Beast huffed and grunted as it stared at the two alicorns who still stood. Apple Bloom and Babs were sweating, the strain of keeping the barrier up against the tidal wave of power was taxing, but they knew from the destruction around them that they could not let that creature fire that again.

Apple Bloom and Babs took a running stance, lowering themselves as they prepared to take off. The ground rumbled beneath them as the loose gravel began to rise up from the release of their magical energy, in less than a few seconds the two mares zoomed off with twin thunder as the ground was torn apart in their wake. Babs cocked back her left hoof, while Apple Bloom cocked back her right, charging them with magical lightning as powerful crackling noises echoed around them.

The Beast roared and charged for them, raising its right fist in preparation to intercept. At the last second, the alicorn mares shot off to the right and left just as the Beast brought down its fist, a blow that caused the already cracked earth to fissure even more. The Beast suddenly felt pain erupt from its back, along with a deafening sound of thunder. Babs and Apple Bloom struck the back of the monster, and used their combined speed and strength to zoom forward with their opponent, taking it up into the air.

They pushed the Beast off, making it fly higher into the air. Babs gathered her magical lightning into a sphere of condensed energy roughly the size of a beach ball, meanwhile, Apple Bloom’s horn raged with charged lightning as it arced off, almost begging for her to fire. The fillies turned mares bellowed out a loud battle cry as they fired their two attacks. Babs’ sphere was chased by Apple Bloom’s lightning beam, to which the two combined and became one.

The Beast finally flared its wings and managed to stop its ascent, but it was too late as the beam completely engulfed it, washing it away in a river of ancient, magical lightning. Unfortunately, that didn’t last long, from within the river of power, a red star appeared, this star grew to become a red giant as a beam of Xanthos magic was fired from inside the beam, pushing against Apple Bloom and Babs’ attack.

Babs saw this and got closer to Apple Bloom, she crossed her horn with that of her cousin’s, adding her power to the attack. The beam’s size doubled into a column of raging magical might. The Beast matched this, pouring more energy into the attack until its beam was the same size as theirs. The red beam continued to push back until their attacks were deadlocked in the middle, one gaining some ground, and then losing, a literal tug-of-war of power raging in the skies above the little hamlet.

The nexus of power that formed at the center of the two beams screamed and screeched as the opposing magics vied for supremacy, the energy growing in size as they continued the power struggle. Eventually, the power became too great and the center exploded, sending a shockwave that pushed both the Beast and alicorns back some feet.

The Apple Cousins shook their heads from the disorienting blast wave, but their recovery time would not be allotted as the Beast appeared before them, interlocking its fingers together, and bringing down a double hammer fist onto Apple Bloom, sending her flying down towards the ground.

“CUUZZ!!!” Babs shouted. The Manehattan mare glared at the Beast, her eyes glowing blue with the power of the Ancient Magic. “YOU’LL PAY FOR THAT!!! MONSTER!!!”

Babs drew back and delivered a super charged uppercut to the Beast’s jaw, sending it reeling back. It stopped itself from going further and charged forward, thrusting its large fist right for Babs. The Manehattan mare swiftly dodged the attack and prepared to buck the creature with her hind legs. But the Beast quickly twisted itself around, grabbing Babs by one of her hind legs and twirled her around like a rag doll. The Beast glanced in one direction and tossed Babs like a shotput straight in that direction.

The alicorn mare flew across the sky as a bolt of lightning, striking the far off mountain side in distance. Luckily, Babs’ magic instinctively threw up a layered aura barrier around her body, absorbing a majority of the impact damage. Groaning, Babs worked to dislodge herself from the hole, but the Beast wouldn’t allow her the time. In the distance, a beam of scarlet light blazed through the sky and struck the area where Babs was thrown.

The beam tore through the mountain, burning a hole straight through it. The Beast wasn’t through however; orbs of crimson light formed around the monstrosity, a dozen each second. With a wave of its hand the orbs fired off in rapid fire succession, blasting the mountainside with unrelenting fury. Soon the entire side of the mountain crumbled into a landslide that sent a giant dust cloud bellowing into the air.

The Beast grinned toothily and prepared another large beam to make sure its opponent was dead. Unfortunately, it would not get off the next shot.

Tearing through the forest below in the form of lightning bolt, was Apple Bloom, her eyes lit up with Ancient Magic as she stopped suddenly, and zoomed upwards from right under the Beast. Before the monster knew what hit it, Apple Bloom delivered a double hoofed punch to the underside of the Beast, breaking its concentration. The Beast’s right eye twitched, but little else could be uttered as Apple Bloom continued to soar higher.

Whilst letting out a fierce battle cry, Apple Bloom began pummeling the Beast’s underside with rapid punches, the only way you were able to track them were by the streaks of lightning left in their wake.

Apple Bloom drew back once more, gathering lightning energy to the tip of her hoof and drove her uppercut straight up, sending the Beast higher into the sky at much greater velocity than she did.

The Beast did not appreciate the low blows, resetting itself in the high altitude and setting a course straight back down to Apple Bloom and breakneck speed. Apple Bloom’s eyes widened as the Beast reappeared in front of her and delivered a haymaker to the side of her head, launching the filly turned mare through the air, the Beast flew after her, becoming a streak of crimson light that cut through the sky.

When the Beast reappeared, it was ahead of Apple Bloom, holding out its right hand and catching her by throat. The Beast squeezed hard, strangling her with one hand. Apple Bloom desperately tried to get the meaty hand off off her throat, but to no avail. The Beast brought up its left hand, collecting crimson Xanthos mana into it as it prepared to fire a point blank blast at the empowered mare. Before the Beast could fire, a noose made of lightning quickly wrapped around its neck and hoisted it upwards, causing the monster to let go of Apple Bloom.

When the yellow alicorn looked up, she was happy to see that her cousin - and secret fillyfriend - was okay, and playing hangmare with the monster. Babs roared as she pulled at the lightning chain and sent a jolt of electricity straight through it. The Beast wailed in pain, but managed to grab hold of the chain and pull her down. The Beast’s horn began to glow, about to release a beam of mana. But at the last second, a blue and orange streak of lightning shot past Apple Bloom and a appeared right in front of the Beast.

Looking down too late, the Beast was assaulted by a roaring beam of magical lightning that threw it down into the forest below. Babs halted her descent and managed to get her bearings, it was then she noticed who her savior was.

“Scoots!” Babs called out.

The spiky haired alicorn mare looked up and smirked at her friend. “Sorry I’m late, we got held up clearing the last of the those things out!”

Apple Bloom flew over to Scootaloo, giving her a confused look. “Who, you and Twilight?”

“Not exactly.”

Below, a large explosion, coupled with a sonic boom, erupted at the forest below. It was also accompanied by a loud roar, something close to a lion’s roar.

“What the hay was that?!” Babs asked.

“Sweetie Belle and Opal.”

“Ya gave her a power up too?!” Apple Bloom asked amazed.

“Tight spot, not a lot of options, Rarity may be peeved at me later - but right now what’s that thing?!”

“We’ll tell ya on the way down, come on!” Babs shouted.

Meanwhile, the Beast was having a some trouble fighting against two new opponents. One was a large white lioness, it’s claws electrified by the Ancient Magic, sliced through its flesh and caused the Beast great pain. Sweetie Belle would jump in after Opal, while not as physical as her tomcoltish friends, she found her abilities in magic were getting better, and it translated well into her knew form.

With flash of her horn, the area around the Beast lit up with dozens of explosions, one right after the other. Thanks to the Wisdom of Starswirl, Sweetie Belle was able to wield her magic with precision, igniting the air around the Beast and causing mini-explosions to go off one after the other.

The Beast became frustrated and lashed out at Sweetie Belle and Opal. The white lioness dashed away at the last second in a streak of blue and white lightning, but Sweetie Belle teleported, becoming a blue and purple lightning flash. The Beast’s fist struck the ground where both once stood, smashing into the earth and creating a three foot wide crater. The monster retracted its fist, looking around to find its prey.

“Looking for somepony?”

The Beast turned around and was delivered a powerful blow from a lightning hammer construct that sent it flying back up into the air. Awaiting it were three alicorn mares, each one with horns primed and ready to fire. Before the Beast could react, the trio fired a combined lightning beam that plowed into the Beast and sent it straight into the ground on the outskirts of the town.

The Beast finally hit the earth again, following a large explosion from the power of the beams. Within the fiery crater, the Beast snarled, dragging itself out of the crater and onto ground level. It’s body was already rapidly healing itself, but the contrasting power of the Ancient Magic was making the process a little slower than it usually would be. Suddenly, chains made of lightning sprung from the ground and coiled themselves around the Beast’s arms, and all eight legs, with one final one wrapping around its neck. The Beast’s ear twitched, turning its gaze forward and seeing them.

Scootaloo stood at the center, with Apple Bloom and Babs to her left, and Sweetie and Opal to her right. All five glared at the monstrosity with narrowed gazes, the fury inside them had been primed and ready to be released, to punish this creature sent by evil ponies who sought needless death and destruction.

“You’re going down, here and now!” Scootaloo declared.

The Beast roared its defiance at the heroines and tried to break the chains with multiple bursts of Xanthos magic, but nothing was breaking these chains if Sweetie Belle had anything to say about it.

“CRUSADERS…GO!!!”

Opal, Apple Bloom, Babs Seed, and Scootaloo, launched a full on assault on the Beast. Their bodies moved with such speed that they became streaks of lightning. The Beast was lost in a flurry of multicolored lightning, getting slashed, punched, bucked, and blasted from every direction possible.

At that last second, all five took position, forming a star. Sweetie, Babs, AB, and Scootaloo’s horns charged up for one large mana beam, in front of Opal, an orb of pure magical lightning formed, resonating with her growls.

“FIRE!”

All four mares fired their beams, and Opal roared with pride as her voice acted as the catalyst to launch her own beam. All five hit their target at once creating a large explosion that swiftly engulfed the creature in an inferno. The wielders of the Ancient Magic kept on edge, waiting for any movement from the crater. Suddenly, Opal hissed and lowered herself into attack position, pupils becoming dangerous slits as her fur stood on end.

“It’s not dead yet!” Opal warned.

The fire swirled about, tinting red from the influence of the Xanthos magic. The flames were then absorbed by the Beast, taking them in and using the raw power to hasten its healing factor. The monster grinned maliciously and took off for Scootaloo, grabbing her by the neck, and delivering several left jabs to her face as she was pinned to the ground. Apple Bloom came in with a hind legged buck to the face, making the Beast skid across the ground, but halt after a couple of seconds.

Opal dashed for the monster, landing on its back and biting its muscled neck, drawing blood. But the Beast reached back, grabbing Opal, and proceeded to bodyslam her straight into the unforgiving earth. Opal let out gasp as she felt the wind getting knocked out of her lungs and tried to recover, but the Beast swiftly punt kicked Opal in the side, sending her zooming into a nearby barn.

Sweetie Belle retaliated, opening her mouth; and using her voice as a weapon, she fired a hypersonic blast that tore the ground apart as it flew towards the Beast. The monster raised a shield and charged for her, the shield showed cracking fissures across its surface the closer it got to the epicenter of the attack. Once in range, the Beast quickly reached out and forced Sweeties mouth shut, making the alicorn mare go wide eyed with shock.

The Beast’s horn shined and ignited a column of crimson light right underneath Sweetie Belle, releasing her as the column took her up. Sweetie Belle was disoriented from the attack, allowing the Beast to come up to her and strike her with a double hammer fist back down to terra firma. Babs didn’t let that one slide, flying up to the Beast hitting it square in the jaw, dislocating it. But the Beast stood firm and returned with a punch of its own to the right side of Babs’ face. The Manehattan mare was staggered, but not done, throwing a right hook into the Beast’s temple.

Blow for blow the mare and monster traded, sending waves of resounding thunder booming through the area. Finally the Beast had had enough, drawing back its wings and flapping them forward, sending a malevolent whirlwind of buffeting force slamming into Babs to get her away. Apple Bloom saw this and flew up to help, but at the last second the Beast noticed and flapped its left wings towards Apple Bloom. From that one flap, a barrage of razor sharp feathers fired straight for her. There was no time to dodge as Apple Bloom formed barrier, but even that was getting sliced through, the feathers cutting through her armored suit and creating gash wounds all over her body.

Scootaloo, having concentrated, fired three spheres of pure lightning energy and had them collide around the Beast, pinning it in the sky. This allowed all five to regroup and prepare a counterattack, however, the Beast was ready. At the center of the tri orbs, the Beast gathered more and more of its Xanthos magic, pushing the orbs away as a sphere of blood red light was formed.

“Oh buck us…”





CASTLE CONCORDIA, SAME TIME

Twilight, Rainbow Dash, Applejack, Pinkie Pie, Fluttershy, Rarity, Cheerilee, and many of the Dusk Guards helped in getting the refugees to the castle. Rarity, upon waking up from the sleep spell Sweetie cast on her, explained to Twilight what happened, which was also corresponded by several eyewitnesses who saw an alicorn mare who looked like Sweetie Belle, as well as a big white lioness, fighting side by side with Shazam.

“Wait a second, then that means…Oh sweet Celestia, my cousin and Apple Bloom are fightin’ too!” Applejack realized in horror. “And here Ah thought that Diamond Tiara filly was just spoutin ’ nonsense, how - why did Shazam do that?!”

“Hey, hey, calm down, there’s gotta be a reason she turned your little sisters, cousin, and cat, into superheroes! She probably needed help with this mess, she did the same thing for me back in Cloudsdale!” Rainbow defended.

“Yes, but you’re a grown mare, Rainbow! These are fillies! Young, little fillies who shouldn’t be putting themselves in such danger!” Rarity argued.

“Admittedly, when they went on their little cutie mark escapades, they could be a might dangerous, but nothin’ like this!” Applejack shouted.

“I’m just worried about Scootaloo! I haven’t seen her all today, I hope she wasn’t wrangled in with Shazam as well!” Cheerilee worried.

Twilight bit her lip, she so desperately wanted to tell her friends who Shazam was, so that maybe they would at least understand that more than likely the girls wanted to help Scootaloo. She knew that Scootaloo wouldn’t put her friends in danger like that unless there was no other choice, and given the situation, Twilight couldn’t blame the little filly, four or five Shazams helping yielded greater chances of success in pushing back the Kingdom’s forces, and so far it had been successful.

“Twilight!” Cheerilee yelled.

The alicorn mare shook her head, snapping herself out of her inward thinking. “What’s wrong?!”

“I was asking if you seen Scootaloo?! The last thing she told me was that she was going to meet with Apple Bloom, but then this happened!”

Twilight knew exactly where she was, but she couldn’t tell her, not without revealing her identity to everypony present. “I-I-I’m sorry, Cheery, I was at the castle when the attack happened! I-I haven’t seen her all day!”

Cheerilee paced back and forth, till finally she sat down stamped her right forehoove into the dirt as tears began to fall from her. “I’m such a horrible parent! I should’ve gone looking for her when the attack started! I should be looking for her right now! What if she thinks I abandoned her?! If anything happens to her I…I…I…”

It broke Twilight’s heart to see the mare she loved in such pain, even more so when she knew how to alleviate that pain and could do nothing, however, a promise was a promise. Scootaloo would need to be the one to reveal her secret, that was the trust she put in Scootaloo, and she couldn’t betray that trust. Twilight scooted closer to Cheerilee, bringing her marefriend into a wing embrace.

“Cheerilee, you are not a horrible parent! It was chaos when this all started, you couldn’t have foreseen that Ponyville would get attacked like this! Besides…I know for a fact that Scootaloo loves you, Cheery, she’d never think that you would abandon her!” Twilight nuzzled her lover’s cheek, trying to offer what comfort she could. “So please, don’t think badly about yourself, you’re doing a great job, okay?”

The maroon mare sniffled and gave small smile in thanks for the talk.

“Help!”

Everypony’s attention was turned towards the large group of foals, lead by Mrs. Milano and the attendants of Wayward House. The Dusk Guards quickly got the foals into the safety of the castle, while Mrs. Milano stayed behind to inform Twilight of what happened. Applejack was most noticeably worried after hearing the news and quickly grabbed Milano by her shoulders.

“What happened to ‘em?! Are they alright?!” Applejack asked.

“I-I don’t know, they were fighting those monsters and gave us time to escape, I-I’m sorry, I was too focused on getting everypony to safety to look back!” Milano responded.

Applejack released Milano and turned in the direction that she and the foals came from. “Ah’m headin’ to what’s left of Wayward House, hopefully they’ll still be there!”

“Applejack, I’m coming too! It’s more than likely that Sweetie Belle and Opal have joined with Babs and Apple Bloom,” said Rarity.

Applejack nodded and prepared to make their way to the last place they were seen, at least, until a giant explosion of crimson light went off in the distance.

“THE BUCK WAS THAT?!!” Rainbow exclaimed as she flew higher into the sky to get a better vantage point. Her eyes squinted as she noticed something flying towards them, something that made her face contort in panic. “EVERYPONY HEADS UP!!!”

At that moment, five objects crash landed in various spots around the castle, with the fifth actually crashing through a wall into the castle. Ponies moved away from the craters, after today, they weren’t sure what to expect. On a hunch, Applejack ran to one of the craters, and gasped.

Inside the crater was Apple Bloom, bruised, dusty, and bleeding, some of her mane and tail were singed as well. Applejack hurried to the crater closest to Apple Bloom and gasped again at seeing her injured cousin inside the crater as well.

“APPLE BLOOM AND BABS, THEY’RE HERE!” Applejack yelled. “Rarity, hurry and check those other two craters, it might be Sweetie and Opal, Twi, give me a hoof here!”

The mares set to work, Rarity galloped as fast as she could to the two adjoining craters, and sure enough, Sweetie and Opal were in them. Pinkie Pie and Fluttershy helped Rarity get them out, while Twilight, Rainbow Dash, and Cheerilee, helped Applejack her sister and cousin out.

By process of elimination, Twilight already had an idea of who the fifth crash victim was. With little time to explain, she teleported herself inside the hole in the castle. Her eyes darted around the area, frantically looking for Scootaloo. She followed the trail of destruction until it ended in Spike’s room. Remembering to compensate her baby dragon later, Twilight rushed in and quickly used her magic to clear away the debris from the walls. Unfortunately, Scootaloo was in the same condition as her friends down below.

“Scootaloo, Scootaloo!” Twilight yelled.

Scootaloo groaned as she slowly got up. “Ugh…five more minutes, Cheerilee…”

“Scootaloo, it’s me Twilight!”

The superpowered mare regained her senses and sprang to her hooves. “Oh Faust, how the hay did I get back here?! Where are the girls?!”

“They’re down below, they’re being taken care of, but right now I’m worried about you! What happened?!” Twilight asked.

“There were five Assassins, but they did that merging thing and became something close to Tirek!” Scootaloo’s magical senses began to alert her to approaching danger as she snapped her head in the direction they all flew from. “And it’s heading here!”

“O-O-O-Okay, we-we can…Scootaloo, I think we might need to move everypony into the Rock of Eternity! It might be the only safe place left right now!” Twilight suggested.

“There’s no time to grant access to everypony here! Ugh! That was so stupid, I should never of let them help me!” Scootaloo galloped to the edge of the hole in the wall, her enhanced vision zooming in on the Beast. “When I gave my power to them, I realized that I was dividing up my own power.”

“When did you notice?” Twilight asked.

“The first time was with the pets, I felt a little weaker, but it wasn’t bad. But when I did it for Rainbow Dash, I felt a stronger drain. Best I can guess is that a pony can store more magic than a small animal. So, I’ll take back enough of my power to make one last stand, but I’ll make sure that there’s still enough for their injuries to heal.”

Twilight hurriedly put herself in front of Scootaloo and gave a stern glare. “No! You’re not fighting that thing alone! If you give me some of that extra power, I can fight alongside you! With my magic and yours combined, we’ll beat it for sure!”

Scootaloo smiled at her mentor, and technical second mother. “Twilight, maybe that’s true, but the last thing I want is to for you to be hurt! If you die in the fight then the Kingdom wins, and Cheerilee…Cheerilee would be heartbroken. I’m sorry, I’ve made up my mind!”

“Scootaloo!”

“Twilight, I don’t have the time or energy fight you on this! Just keep everypony safe, especially Alula!” Scootaloo teleported outside the castle, her eyes glowed with the power of the Ancient Magic as she spoke aloud the word of power. SHAZAM!!!

Four bolts of lightning shot up from the ground and struck Shazam. Scootaloo could feel the magic returning to her, healing her injuries and erasing the pain. She cut off the stream, leaving enough for Apple Bloom, Babs, Sweetie, and Opal to heal their wounds quicker.

Shazam’s lightning aura flared, her gaze narrowing as she locked onto her incoming opponent. At all costs she needed to keep the battle airborne, fighting on the ground would put too many ponies in danger, but the creature didn’t care, it would blow away the entire town if it thought it could kill Shazam in the process. Releasing a fierce battle cry, Shazam shot towards the Beast. A streak of blue lightning and red lightning zoomed on a collision course for each other. At the last second, both streaks shot up higher into the sky. The red streak crashed into the blue steak, creating a thunderous shockwave.

The blue streak staggered for a bit, before zipping around and hitting the red streak from one direction, spiraling around, and coming in for a second hit. Again and again, the two streaks battled in the air, the sky erupting with thunder from each strike the other made. Crimson and azure lightning arced out from each attack, the red lightning would move like it had a mind of its own, aiming itself right for the innocent ponies below, but the blue lightning would chase after the red lightning and strike it down before it reached them, failing that, the blue lightning would do its best to redirect the red lightning to hit far from the castle.







Down below, however, all looked to the sky with worry and fear, some even cheering on Shazam. One looked to the sky with more than just worry, it was fear born from love, a fear that one can be only experienced when someone they truly, and deeply care about is thrust into a life or death situation, Twilight knew this, but Alula was suffering more as she looked up with wide and and terrified eyes.

The monster that was fighting her fillyfriend was going to kill her, but she held out hope, believing with all her heart that Scootaloo would triumph over this beast.

Both streaks of lightning parted ways, heading in different directions and increasing the distance between them.

What are they doing…?

The two streaks stopped once they reached what they believed to be the appropriate distance from each other. They became large spheres, balls of pure azure and crimson lightning. The skies started to crack with the sound of thunder, the tension building as the two powerful beings prepared to square off.

Alula gulped, hard.

At that moment, both spheres took off like rockets, blazing across the sky and crackling loudly as they drew closer and closer. Within the span of a few seconds, both column sized streaks closed the distance and exploded upon impact, the two lightnings clashed and turned into a tornado of magical lightning, spiraling together so fast that the color morphed into the color violet.

A sphere of pure light formed at the center of the tornado, growing in size as the violet lightning tornado tried to contain the growing mass. Suddenly, the center erupted and released a blinding white light that made everypony shut their eyes for fear of going blind from its brilliance.

Alula shut her eyes as well, but dared to squint to find out the fate of her fillyfriend. The young, unicorn filly’s ears twitched when she heard the sound of something striking the ground, followed by a rumble and gust of wind that rushed through the crowd. Alula wasn’t sure, but she swore an object flew straight to the ground.

The light began to die out, but Alula didn’t wait a second longer. She galloped right towards where she saw the object impact. She weaved through everypony in her path, desperately trying to get to the site of the impact. The tribe shifter continued to run, but was finding it more difficult to get around the older adult ponies, so desperate and anxious was little Alula, that, without knowing, her horn began to glow.

In the blink of an eye, Alula’s horn flashed red, and she was suddenly teleported ahead of the crowd of ponies. Alula didn’t bother questioning it, she just needed to know - had to know, if Scootaloo was alright.

Alula skidded to a halt, coming up on the edge of a small crater that was formed. Cautiously, Alula opened her eyes more, the blinding light finally fading away into nothingness, and that’s when she saw her worst fears.

Scootaloo, Shazam, was lying in the crater. The alicorn mare had bruises on her face, her armor suit ripped and torn, with medium sized gashes that bled red ichor, and not to mention the ragged breathing she could hear from her.

Alula, with watering eyes, leaped into the crater. Once she reached Scootaloo, she gently placed her hoof on her fillyfriend’s head. “Are you alright?! Scootaloo, please speak to me!” She spoke these words again and again, keeping her volume as low as she could even in her frantic state of mind, because she knew that Shazam’s identity must be kept secret. “Scootaloo, it’s me, Alula! I’m here, please say something!”

Shazam coughed, spitting up some blood in the process. “A…Alula…?”

“Yes! I’m here! Open your eyes!”

Slowly, Shazam maneuvered her head to look up at Alula, cracking open one eye and showing a weak grin. “I…I must not look that good…judging by the look on your face…Sorry, guess I’m not hot anymore…heh…”

“Shut up!” Alula spat as she rested her forehead against Shazam’s mane. “Like that matters right now…!”

“Alula…that monster…it’s too strong…! It’s stunned, but it’s coming, I can sense it…!” Shazam grunted in pain as she slowly lifted herself back up to her hooves, wobbling through the process. “Y-You have to go to Twilight, and have her take you to the Rock of Eternity! That thing won’t be able to find you there!”

A loud crash echoed in the distance, kicking up a whirlwind nearly knocked everypony over. Shazam groaned, seeing the Beast had returned. Shazam began her walk out of the crater on shaking forelegs, she stumbled for a moment, but caught herself.

“Alula, have Twilight get everypony to the Rock of Eternity…I’m taking this thing out, now…”

Alula ran up to her fillyfriend’s side, and with a anxious expression asked, “What are you going to do?”

Shazam lowered her head, her spiky bangs casting shadows over her eyes. “I’m going to use all the Ancient Magic I have within me, and release it all at once at point blank range…and, I do mean ALL my magic!”

Alula didn’t know what that meant, she knew Scootaloo was fighting with everything she had, what more could she possibly use to - and then it clicked, and Alula’s face went from anxious to aghast. “Y-You’re going to sacrifice your life…all your magic…to destroy it?!”

“If that’s what it takes to take it down, then yes! I won’t let my friends, my…my new family, and especially not my fillyfriend, be killed by this thing!”

Alula watched as Shazam stepped out of the crater and stared down the incoming Beast. Alula, however, shook her head in disbelief. She remembered that Murmur had showed her the tapestry hall, where the previous wielders of the power of Shazam were memorialized. Tapestries that were sewn with the images of their greatest heroic deed. In her mind, Alula could see another tapestry being unfolded, one of Scootaloo using her magic and life to destroy a monster and save everypony.

But that’s not what she wanted.

Scootaloo…how…how can you say you’ll do something like that…? Don’t you understand…? So many ponies will be sad if you do that…!

Alula gritted her teeth and ran up the walls of the crater, pulling herself out just in time to watch as the Beast readied itself for attack. She also witnessed how Scootaloo was struggling just to stand up, let alone summon more of her magical might.

I won’t let you! Alula dashed. I won’t let you die Scootaloo!

Alula galloped until she stood before Shazam, facing down the Beast. The Beast, either realizing too late, or so deranged that it did not care, launched itself at the two targets before it. Alula could not hear anything else, she knew Scootaloo was yelling at her to move, but nothing reached her ears. Her horn began to glow with greater light, turning a blood red shade as the power within her began to manifest itself.

I won’t let you die because I…I…I lo-!

At that moment, an earth shattering scream was unleashed and scarlet light erupted from Alula. Twilight hurriedly constructed a barrier to shield everypony from the blast, but the barrier showed immediate signs of shattering, with fissures creeping up and around the shield. Within a matter of seconds the shield shattered like fragile glass and threw everypony back from the sheer force of the power being unleashed.

Shazam was forced back into the crater, having been buffeted by the polar opposite of her magic, and watched as the light bathed over everything.

Everything went silent, and still. Scootaloo, who could barely move a muscle, dragged herself out of the crater and surveyed her surroundings. The citizens of Ponyville were all struck unconscious, lying on the ground. She noticed that Rarity and Applejack had used their bodies as shields for Sweetie, Opal, Babs, and Apple Bloom, but thankfully, both of their sisters were alright.

Shazam hurriedly cast her gaze to where Alula was, and her mouth fell open. Alula was floating five feet off the ground, and her eyes were glowing with the crimson light of Xanthos magic. Her body had grown wings, but her horn remained, which was still burning with the scarlet energy. The Beast, still standing, walked up to Alula, it’s crooked horn pulsating as if to resonate with the power Alula was displaying.

She desires you…Mother desires your return,” the Beast spoke, which sounded as if five ponies were speaking in unison.

The Beast reached out with it’s large hand, and with its index finger, tapped on the tip of Alula’s horn. Suddenly, all the power she was emitting ceased, and Alula’s body reverted to that of an Earth pony. Before she hit the ground, the Beast caught her, cradling her in its arms as if she were their child.

“No…”

The Beast turned its back on Scootaloo, and flared its wings.

“Let her go…!”

The Beast crouched low as the wind began to spiral around it.

“LET! HER! GOOOOOO!!!”

With that, the Beast took of, zooming through the air with tremendous speed and disappeared on the horizon…….





PRESENT

Twilight and Cheerilee walked around the Palace, looking for Scootaloo, however, Twilight had an idea of where she might be. With Cheerilee in tow, the two of them headed outside, and found the orange filly, curled up at the edge of the crater where Shazam impacted.

It took much of their willpower to keep from breaking down, but they had to remain strong, for Scootaloo. Both mare walked until Cheerilee was on Scootlaoo’s left, and Twilight was on her right. Both mares lowered themselves until they were lying on the ground with Scootaloo. Twilight unfurled her left wing and draped it over Scootaloo’s back, while Cheerilee nuzzled the side of her adopted daughter’s head comfortingly.

“They took her…” Scootaloo whispered.

Cheerilee glanced to her lover, there was no way she could simply say “It’ll be alright” or “Don’t worry”, because nothing about this situation was alright, and it was pointless to tell Scootaloo not to worry. The filly she cared about, who she had feelings for, was captured by the same group of ponies that were trying to kill the princesses, the very same ponies who sent in-equine ponies to destroy a superpowered hero like Shazam, and had no qualms with hurting innocent ponies.

“Scootaloo…” Twilight whispered.

There were no words that could make this better, the fact was thus. Alula, the pony who confessed her feelings to Scootaloo, had been taken by an organization bent on bringing down the Princesses. And even with the power of six gods, Scootaloo was powerless before their use of the Xanthos magic.

Twilight lowered her head and brought next to Scootaloo, curling her tail around pegasus filly, at the same time, Cheerilee did the same, placing her tail over Twilight’s. They could speak no words of true comfort, only the feelings of compassion and empathy, feelings of maternal love, these were all they could offer the young filly, their presence.

Even though they spoke no words, Scootaloo responded, nuzzling closer to the both of them, wanting their comfort as she let out her sobs. Because she did not have to act cool with them, they knew how much she hurt, and would not think less of her for it.