• Published 11th Jul 2013
  • 4,878 Views, 246 Comments

Wolf In Pony's Clothing - Ardashir

Ardi the wolf is hiding out in Ponyville from an angry dragon and enraged ponies. Oh, and he's disguised as Rarity. AND a fear of Changelings and other monsters pretending to be ponies stalks the land. What could possibly go wrong?

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Day Six: The Burning Queen

Day Six: The Burning Queen

The dragon’s parting words seemed to constantly repeat in Ardi’s ears all the way back to Ponyville. “He wasn’t being merciful,” he whimpered under his breath. Fluttershy set a comforting wing over his withers, the feathers rustling against the Rarity-suit’s coat. The wolf ignored it to say, “He’s going to let your friends give me to the Burning Queen and Nightmare Moon. Because they’ll do something even worse to me than a dragon could think of!”

“Oh, Ardi,” Fluttershy shook her head and leaned in to whisper, “I keep telling you, Princess Celestia and Luna aren’t like that. You don’t have to be afraid of them.” He looked at her with a wary hopefulness. Fluttershy looked thoughtful and said, “Okay, I was really, really scared of Luna when she was Nightmare Moon. She could do almost anything, and she still can. And as powerful as she was, Celestia still defeated her for a thousand years. So maybe it’s okay to be a little scared – I mean!” Ardi just lowered his head and groaned again. Fluttershy sighed and fell silent.

The trees were thinning out around them, and when the wolf took an experimental whiff he smelled that mixture of stables, flowers, and fertilizer that he’d learned to associate with Ponyville. Looking up he saw the sun just starting its downward slide. To light Father Fenris’s prison, where the Burning Queen can taunt him over the ruin of his pups – No! No thinking like that! He glanced at his, what, his packmates? Or were they his “herd” now?

Rainbow Dash flew overhead, her wild mane and tail whipping out as she flew, idly looping and dropping to buzz just over their heads before soaring up again as though even when in flight she couldn’t remain in one spot for long. Ardi just remembered her words about his tail and unconsciously tucked ‘his’ long amethyst ribbon of a tail in close. Applejack strode along in front, every step proclaiming her as Alpha Female of the Pack, head held high and endlessly scanning their surroundings for any sign of predators or whatever other dangers could be found inside Discord’s Demesne.

Why didn’t she lead this pony-town? Wasn’t she the one with the most territory in it? And didn’t she take the lead almost unconsciously in everything she did?

Pinkie Pie hopped along, now ahead of the others, now behind them, sometimes chatting away with Applejack or Fluttershy or even Dash up above. She’d said nothing to him thus far, thankfully. There just seemed something odd about her, and Ardi couldn’t get rid of the idea that she knew what he really was.

Spike rode along on Ardi’s back. The wolf grunted under his breath at the effort of hauling him. He panted softly – like a pony, not a wolf – wishing he could sweat through the suit the way ponies could.

“What do you eat?” Ardi hissed at his scaly passenger. “Rocks? Feels like it by how much you weigh!”

“It’s a dragon thing,” Spike answered him with a sniff. “Twilight showed me in one of her books. Dragons eat gemstones to power our fire,” he let a little puff of that troublesome green flame lick out, “and it makes us tougher and stronger too.” He leaned to set his muzzle by Ardi’s equine ear and added in a rather poisonous whisper, “And besides, if we’re talking about a rough ride, then I have to tell ya, wolves ain’t the latest model wagon.”

Ardi growled. “And dragons make for lousy dinners, but if I get hungry enough…”

“Wait, what was that about Spike mounting Rarity again?”

Ardi choked and turned to see the puffy pink poisoner smiling at him. She looked utterly guileless, but she’d spoken in a very loud voice. Both Applejack and Dash were giving him very odd looks.

“Oh, why, Pinkie darling,” Ardi said, giving her a warm smile while batting ‘her’ eyes, “I was just telling dearest Spike that I think he really needs to cut down on his gems. After all,” “she” turned and gave him a smile, one that showed the least bit of one fang-tip and elicited a gulp from Spike, “We wouldn’t want him to develop health problems. Would we?”

Spike gave a weak grin and fell silent. Ardi looked at the others. Fluttershy looked ready to cringe. Pinkie seemed oblivious. Applejack and Dash looked at her, then at each other, and then with sighs and head shakes turned and resumed trotting back into Ponyville. Above them, the tangled branches of the forest began to thin; the edge of the forest showed ahead, bright in the afternoon sun. Another moment and they were clear of those fell woods, with the packed dirt of the Everfree Road beneath their hooves – and hoof-costumed paws.

Ardi waited until Pinkie hopped on ahead before he whispered to both Fluttershy and Spike, “Do either of you have any ideas on how long it’ll be before your Twilight comes back and gets me out of this suit?”

“Not soon enough,” Spike muttered, and Fluttershy said, “Oh, it can’t be very much longer. Twilight is very punctual. She’d have brought news back if something went wrong. I’m sure we’ll hear from her soon.”

“I just don’t want your friends to find out just who I really am!”

“Oh, Ardi,” Fluttershy said in her softly reassuring voice. “Even if everypony did know, they wouldn’t hurt you. Ponies are gentle and forgiving and…”


Fluttershy eeped and hid behind her wings as the others looked up. Two flier-ponies hovered above them, with another pair winging down from still further above.


Two of the pegasi wheeled and shot off towards Ponyville; the other two swooped down, wings flaring. Dash recognized the mare in the lead – “Cloud Kicker? What’s going on?”

“We’ve been searching for you for three hours, that’s what’s been going on!”

A larger stallion in golden barding landed beside her, armored sabatons leaving dents in the road. Both of them reeked of pony sweat, and Ardi smelled a smoky fury from the flier-stallion. He had a hunting spear set in his harness, the tip barbed and a crosspiece set below it, shone sharp as a fang before the mare-suited wolf’s eyes. The flier-stallion looked at Ardi and almost growled, “Do you know how much trouble you’re in?”

Hooves pounded as another herd – this one of Earth Ponies – came up the road. Ardi looked away from the stallion to see another very sharp and glittering spearhead aimed at his face, along with a wild shriek from the pink-maned blue earth pony mare that bore it: “Miss Rarity! Miss Fluttershy! We have been hunting you!” Spike gulped, Fluttershy squimpered, and Ardi wondered if he could outrun them by racing back into Discord’s Demesne. Even as he took the first step back Lotus said, “Miss Twilight is here with Royal Guards and chariots, and they need you to be going right now!”

“WHAT?” The yell tore from the throats of four mares, one dragon, and one panicked Rarity-suited wolf all at once. Actually Ardi more like yelped it out.

Then something flashed brilliant before them as Ardi felt a wave of warmth and air blast against his face. It cleared to reveal a spear-head mare stinking of sweat and fury, her square-cut mane frizzled in all directions. Her eyes narrowed on all of them, and him in particular. Only Pinkie’s sudden presence crowding behind him stopped the wolf from bolting into the woods.

“Oh, Twilight!” Fluttershy fluttered over and dropped down before her. Sounding almost gleeful, she said, “Twilight, it’s so good to see you again! I and, er, a friend need to speak to you about something important very soon! I mean, if you have the time?” Her question trailed off as Twilight stalked past her. Ardi gulped to realize that the spear-head’s eyes were locked on him.

“YOU!” She spat it out.

“I’m outa here.” Spike jumped off of Ardi’s back and hid behind Fluttershy.

The mare-suited wolf backed away, tail curling close and ears down, as the spear-head backed her up against somepony’s wooden rail fence.

“Rarity,” the spear-head began, “When I got here, half the town was stampeding past Ponyville Dam, neighing about how a dragon was going to eat them all. I asked the Mayor why none of the girls or Spike were here, and they told me something about last seeing you galloping out of town and into the Everfree with Spike on your back and a cartload of gems, and a dragon ponynapping Fluttershy?” She looked at the butter-yellow Pegasus. Fluttershy smiled back – with a squeak?

“Oh, I was, but Rarity and Spike saved me. She gave up all her gems to do it.” Twilight looked relieved. Ardi sighed, but his breath caught in his throat as Twilight turned back on him.

“I checked at the Boutique. I found Sweetie there, and she told me something about you and Spike being indecent but it was okay because he knew all about it?” She looked from Ardi to Spike. The little dragon tried to grin. Twilight sighed. “Oh, and the Mayor wanted me to ask why you’d suddenly gone stallion-hungry, because she’s getting complaints about you from most of the mares in town.”

Ardi’s eyes bulged. “I do NOT like stallions! I mean,” he hastily added as they gave “her” odd looks, “I was just having some fun, that’s all. Just like in those novels I keep beside my bed?” Ardi grinned. Twilight just rolled her eyes.

“Fine. Whatever. Look, we’ve got an emergency in Canterlot, and Princess Celestia wants us all there as soon as possible. There’s a –” Twilight looked around before lowering her voice and saying in a wary tone, “– new hive of Changelings there. We’ve been working on a spell to take care of them and every other shapeshifter or magically-hidden being in Equestria,” Ardi gulped, “And we’re needed to help cast the spell. So come on, we’ve got to get going! No time to pack for anything.” She gave Ardi a glare. “That means you, Rarity. And sorry, Pinkie, but no party supplies either.” The pink pony looked momentarily so downcast, her mane and tail seeming to deflate, that despite her having poisoned him Ardi wanted to reach out and give her a reassuring nuzzle. Then she just shrugged, and bounced off towards town.

“Come on, Eepysqueak,” Cloud Kicker pulled Fluttershy along after her, then they were all galloping across the fields into Ponyville, the pegasi except for Fluttershy in the air, the rest pounding the ground.

Run like a pony, not like a wolf… Run like a pony, not like a wolf…

They pulled up at the giant tree of the Library. Three chariots waited in front, each with a pair of flier-ponies hitched up. Their barding gleamed in the afternoon sun, their helmet-crests nodding above grim eyes.

“Ugh! More trouble with Changelings?” Dash was the first to fly after Twilight. Pinkie hopped after her and right up into a chariot. Dash looked at it and frowned. “No offense, but I’ll use my own wings.” She yelped as a purple glow appeared around her and lowered her into the first chariot, right next to Pinkie.

“We’ll need all our strength for what we’re supposed to do,” Twilight said, sounding as stern as a pack mother warning her pups back into the den. Dash grumped, forelegs folded across her chest, but she sat there. The spear-head turned to Applejack. “Come on, AJ!”

“Now hold on there a moment,” the palomino said. “Twi, Ah don’t think ya know this, but the whole reason that dragon snatched ‘Shy was because there’s a wolf in town that stole from his hoard. An’ it’s still hidin’ in town.” She snorted and scraped one forehoof against the dirt. “An Ah’m going to be dealing with him.” She might have said more, but then the same purple glow that surrounded the flier-pony mare covered her and set her down beside Twilight in the second chariot.

Ardi began to wonder if he might get out of this somehow and stay in town. He glanced at Lotus, spear at the ready and looking determined. Better her than the Burning Queen. Even as he thought that Twilight spoke up.

“I heard about that; Captain Longspear here will be staying in town with some Guardsponies in case the wolf causes trouble.” The pony so indicated, a large and scarred flier-pony stallion, his helmet-crest larger than the others, lifted his head proudly. That sharpened spear harnessed on his right side gleamed menacingly. Ardi choked to see six or seven wolf tails hanging from his neck barding. Lotus got a dreamy look in her eyes.

Applejack looked unhappy but she got into the chariot as Twilight explained, “He’s got a lot of experience around Stalliongrad and he’s hunted wolves and monsters before. If the wolf causes any trouble, Captain Longspear will take care of it. And Granny Smith and Big Mac said they’ll look after Scootaloo and Sweetie Belle along with Apple Bloom. Spike, you’re coming too.” The little dragon yelled as he was floated into the chariot alongside Twilight. She looked at them all. “Now let’s get going!”

Ardi looked around for Fluttershy and saw her already getting into the last chariot. He glanced at Longspear and Lotus. They were already in deep conversation as to the very best ways to catch and kill wolves. He immediately clambered up beside Fluttershy. Twilight nodded and jumped up beside Applejack. The flier-pony guards in the traces snorted and braced themselves, wings outspread.

“So what’s flying like?” Ardi whispered to Fluttershy beside him. “And what am I supposed to do if we meet the Burn – I mean Celestia?”

“Oh, flying’s not so bad.” Fluttershy looked at him. “And please, Ardi, try and remember, the days of ponies killing wolves are in the past.” They looked over at Longpspear and Lotus. Lotus was caressing his set of wolf tails and batting her eyes at him. “Well, mostly.”

And then with a multitude of wild neighs and a panicked lupine howl that was fortunately lost in it all, the chariots shot forward – and up. Wind ripped past Ardi’s face through the suit; when he opened his eyes again, the ground where he belonged was speeding past well below them, becoming smaller and smaller and moving slower and slower as they climbed. Towards a steep range of mountains on the northern horizon, with something shining like a white diamond on the side of the largest peak.

Ardi realized something as he seized a blushing Fluttershy in a grip with all four legs, his stomach suddenly churning with him as never before save only that long-gone Nightmare Night. He might not have to worry about meeting the Burning Queen.

Because sick as he felt, he’d never make it to Canterlot alive.

* * *

Ardi heard Fluttershy saying something to him in her soft voice as the pair crouched in the chariot, out of the windstream. Her velvety muzzle was almost in one of ‘his’ equine ears so he could hear her over the rush of the wind all around them. It didn’t matter.

White wings pumped on the two Pegasus Day Guards towing the chariot – and in the traces of the two other chariots ahead of them. Above, more barded flier-ponies flew top cover, even more on each side as close escort.

And ahead, a phantasm of brilliant white stretched along the tallest peaks of the mountain range that had been growing before them for the past hour.

They were passing a pony city of white and gold, terraced into the side of the mountain itself. Smoke plumes rose from the southern part; the sulfur reek of coal smoke – so much like that dragon’s breath – filled Ardi’s mare-suited nostrils for a moment as Fluttershy’s voice whispered “That’s the railway station, on the South Side of town.”

A few minutes before, they’d flown through another, stronger sulfurous plume rising from the valley floor; Fluttershy had described that one as “Colton”.

Ardi stared as the city passed by to his right, gold-trimmed marble rising terrace after terrace of battlements and buildings and towers, capped with the largest and fanciest buildings on the highest terraces. Then a dark knob of stone flanked by twin waterfalls and topped by a white beacon tower; pony airships floated like gigantic gaudy fish to and from the docks that ringed the knob. Then more city, with specks that had to be flier-ponies above the riot of white stone and spear-heads and earth ponies in the stone streets.

“There’s the Grand Carillion – the big bell tower. They play the bells every Hearths’ Warming; you can hear them all over the city.”

The windblast brought new scents, the sulfur-and-iron smell of the “railway station” giving way to pony sweat and sweet wood smoke and sweeter flowers and something baking and more he couldn’t describe that made him drool and feel ill at the same time. Like the smells of Ponyville, but larger and stronger.

“We’re passing by Epona’s Tears now,” Fluttershy almost yelled in his ear, pointing out the largest of the three waterfalls cascading down the sides of the mountain. A marble bridge and elaborate gatehouse capped its headwaters; rainbows hid its base. The chariot banked and dropped, leaving Ardi’s stomach behind as it turned right, following the others towards what lay beyond the roaring waterfall.

A riot of halls and battlements and towers and balconies and minarets and turrets and spires, all of the purest white marble, jutting out of the side of the largest peak. Golden roofs flashed in the afternoon sunlight; banners and pennants flew from each and every spire; splashes of greenery showed behind crenellated walls on either side of it.

“That’s the Royal Gardens,” Fluttershy whisper-shouted in his ear. Ardi glanced at her, wondering why she’d spoken with a shiver. She noticed and added, “That’s where we met Discord, and he…” She broke off and shivered. He gently nuzzled her. From what little she’d told him about her meeting the Twisting One last year, he didn’t want her to voice any more of those memories. But nothing could stop his own shudder as he realized the truth. What that thing they were approaching fast had to be.

Canterlot Castle. The Royal Palace of the ponies. Lair of their Burning Queen and Nightmare Moon. And I’m going there, a wolf disguised as a pony.

Leaving Ardi’s stomach behind, the chariots dropped towards a series of landing platforms up high on the Palace. Golden and silver-barded guards, the latter looking odd but fliers all, awaited them there. Then the chariot flared out and touched down with a thump of wheels on stone, coming to a halt amid the armored ponies. Ardi and Fluttershy hopped out, the solid ground seeming two sway beneath Ardi’s feet; he fought down a sudden desire to roll on the ground he’d half doubted he’d ever touch again. The others were stepping out of their chariots; Fluttershy eased up to him and, sporting a nervous smile of her own, began cleaning him up.

“Oh, Rarity, you’re such a mess, let me help you.” Flutts dusted Ardi off, straightened “his” mane and whispered in his ear, “Just play along for now, stay quiet, and hope the suit holds up. Later we can ask Twilight to dispel whatever’s keeping the suit on.” She gulped and added, “Hopefully.” He could barely hear her over the sound of the waterfall.

By then the rest of the herd stood around them, the lavender spear-head trotting in the lead. Dash whirled overhead, looking delighted to be able to fly after being forced to stay in the chariot.

“Everypony okay?” Twilight asked. The others gave a chorus of “yes’s”. Ardi just smiled weakly and nodded at her. He hoped his stomach would soon stop turning over and over like it had through most of the trip. He also eyed the guards around them. They looked stern, staring straight ahead in their spotless armor. Ardi’s eyes widened a bit on the silver-armored ones, seeing their wolf-like fangs and ears, gray coats, and batlike wings.

Meanwhile Twilight was speaking to somepony who’d approached from behind. “Oh! Hello, Princess Luna. You didn’t need to come down here and meet us yourself.”

“My apologies, Twilight Sparkle, but we must get all ye inside at once.” A pony voice both beautiful and terrible, louder than any Ardi could remember. “There are worries of the press seeing to learn more than hath already been revealed, something best done later, and – WHAT IS THAT KNAVE ABOUT?”

Ardi’s ears flattened at the volume of the last few words. Knave?

He turned to see a flier-pony with a fedora on his head and one of those camera-things on a chest harness diving on them, outrunning the Pegasus Guards in pursuit. The guards on the platform herded the others back, trying to get between them and the attacker but leaving Ardi and Fluttershy out in front for a moment.

Then he caught sight of the pony that owned that eardrum-bursting voice. Only Fluttershy’s hoof clamped over his muzzle kept him from shrieking the name.

Night-blue coat, great dark wings, a horn rising like a spear, silver sabatons and barding, sparkling blue mane and tail, ebon tiara and chamfron blazoned with a silver crescent moon, in shadow even though she stood in full sunlight, jade eyes that had seen a thousand times a thousand years pass…


Wings flaring in final approach, the flier-pony photographer dropped straight in front of him and the rest and cut loose with a flash of light that sent Ardi staggering. Judging by an enraged neigh and a panicked whinny Twilight and the Nightmare must have been caught in it too. The flier began spitting questions at him as the wolf shook his head frantically, trying to get those dancing sparks out of his eyes.

“Rarity Belle of Ponyville, right?” Ardi turned and through tearing eyes saw that the pony’s camera now hung in its harness as he held a notepad in his hooves. He held up a small badge of some sort and said, “Prize Photo, Manehatten Times, Canterlot Branch. Just a few quick questions is all. Twilight Sparkle, and the rest of the ‘Mane Six’ from Ponyville? So, got anything to say about all the rumors flying around about Changelings in Canterlot? And why were you all brought here courtesy of Her Highness’s Royal Guards?” He indicated two of the dark bat-winged fliers nearby, stumbling around hissing and blinking. The reporter turned back to Ardi, only to leap into the air as the enraged wolf charged at him.

“You blinded me!” He barely remembered to keep his fangs hidden as the mare-suited wolf snapped at him, “I’ll bite the wings off of you…”

“Hah, threatening the press!” Prize Photo snorted as he leaped back, flying out of reach. “I’ll remember to add that in as well!” Then he froze with a startled whinny, treading air as the Nightmare’s guards shot past Ardi towards him, apparently recovered from whatever spell he’d cast on them.

“I’m outa here!”

The fedora-topped flier folded his wings and dropped past the edge of the platform in a power dive, the guards diving after him. An almost draconic hiss sounded right in Ardi’s ear. He turned and choked to see the Nightmare standing right alongside him.

She turned and looked down at him. Ardi would never know how he forced himself to stand still as he gazed into those brilliant jade eyes. She stood taller than any other pony he’d seen except for that big sorrel in Ponyville. But that sorrel didn’t radiate the feeling of power like this pony – as old as the world, a force of nature, a supernatural presence that almost drove him onto his belly baring his throat in lupine submission. He forced himself to inhale and felt a slight surprise that she smelled sharp and clear, like spring evenings or midwinter nights when the aurora danced high above the Stalliongrad forests and the moon hung full and bright.

The Nightmare, Ardi thought, grabbing at the thought to keep from panicking. Night herself. She who helped defeat Father Fenris, she who stalked and slaughtered wolves in the night, she who sends the moon itself into the sky every night, and she who once tried to rule the world that she helped to create.

Say something clever, stupid!

“Nice day, isn’t it, err, Your Majesty?” Ardi croaked out. “Oh, wait, I suppose you don’t like the day, so nice night, er, twilight then?”

She eyed him, no, “Rarity”, one eyebrow raised as Fluttershy utter a choked squimper behind him.

“I have known many a better, Rarity Belle,” she said, her voice musical and commanding. She half-spread her wings, and even though the setting sun’s light should have illuminated beneath them, they remained deep in shadow. She looked closer at him, as though seeing through the suit into the very frightened wolf inside. Ardi shivered again as she turned away to speak to Twilight. “Let us hurry. I hoped to avoid such as that reporter, but it seems such was not to be.” She turned and headed into the palace, another crescent moon showing on her flank. Twilight and her friends followed her, trotting along. Fluttershy set one of her wings over Ardi’s shoulder and whispered to him.

“Are you okay?”

“Y-yes, darling.” He managed to say, “Shall we go, then?” Together, they followed the Nightmare and the rest of the small herd into the Sun Palace. Ardi felt too much fear to really notice his surroundings at first. The scents of hundreds if not thousands of ponies crowded his nose, along with the faintest hint of dust. Or was it the age of the place that he smelled, that bore down on him? Massive stone walls rose on every side, hung with colorful tapestries depicting scenes from Equestria’s history. He wondered why they were all seemingly pictures of ponies doing things like making a city of clouds or harvesting crops or playing in the sunlight, or even planting the first buildings around a bay he recognized as Stalliongrad’s (wolf heads hung in that one, eliciting a soft snarl from Ardi), but nothing of more importance. No tapestries celebrating the battle that overthrew Father Fenris, or showing the victories the ponies won against wolves and griffins and minotaurs and dragons?

Then they reached the Hall of Windows and he realized why they never showed any of the great events from Equestria’s history elsewhere. They kept them all for here.

The hall extended what looked like the length of the palace, the afternoon sun pouring through windows that stretched nearly from ceiling to floor and making brilliant designs on the hoof-muffling carpeted path down the center of a floor inlaid with mosaic sunbursts. Lit lanterns shedding a strange glow hung at roughly three-length intervals along the stone walls, directly above watchful guards. As Ardi passed each lamp, he felt a tingling through both ponysuit and fur.

Ardi looked around, at magnificent stained-glass windows that reached higher than the roofs of Ponyville. To his right three ponies, a flier and a spear-head and an earth pony, gathered around a fire that leapt skywards to burn what looked like three pony-ghosts.

Ahead of him, the Nightmare spoke with Twilight. “We expected ye to be back much sooner, Twilight Sparkle. What caused thy delay?”

Ardi glanced left as Luna spoke to Twilight. Two alicorns, one white as the clouds and the other a twin for the one walking with them – No, the SAME ONE – each with three gemstones shining like small suns or stars themselves, casting down a demented-looking mixture of mismatched creature parts. In his claws, ponies dangled from strings over a pit of flame.

Father Fenris remember your pups it’s The Twisting One and that’s The Burning Queen and The Nightmare binding him in stone after betraying and binding you… But where’s that window? Don’t they even want to remember their victory over you? Or would they be ashamed to know that once they allied with The Twisting One against you?

“Some problem with Rarity and Fluttershy and, a wolf?” Ardi jerked his head up at the question. Fluttershy’s wing brushed him gently in warning. Applejack was nodding at Twilight’s words. The purple spear-head and the dark Alicorn Major both looked back at her as they kept trotting down along the carpeted path.

“Some rotten wolf robbed th’ lair of an Everfree dragon, Yer Nightjesty.” The palomino snorted, her ears flattening for a moment, as she said, “Then he went racing inta town, attacked my brother an’ a lotta other ponies and hid out somehow, we don’t know where.” Ardi rolled his eyes and tried to look innocent, while Spike and Fluttershy kept flawless poker faces.

“Finally th’ dragon got sick an’ tired of waitin’ for him ta came out and snatched ‘Shy ta make us either hand that wolf over or ‘nough gold and gems ta make him happy.” Ardi gulped to see the Nightmare and Twilight both looking at him and Fluttershy. “So o’ course we hadda go an’ get her back.”

“Yeah, and Rarity gave up alla her gems to do it, too. Went right into its lair like it was nothing.” Dash added in her scratchy voice. She chuckled and said, “She musta said something really funny, ‘cause that dragon was laughing fit to bust when we left.”

Ardi just looked to either side at another set of windows. On the left, the two Alicorns Major once again, this time defeating a black unicorn in royal barding above a city of what looked like crystal. On the other, The Burning Queen betraying her sister The Nightmare, binding her into the moon itself for a thousand years. But… why did the artist make it look like Celestia was not just injured, but grieving?

“And thee, Rarity?” Ardi quickly turned and saw the Nightmare looking at him. “Hast thou anything to add to what has been said for the reason why thou art late?” When Ardi said nothing, she added in a somewhat colder tone, “We expected, nay, needed thee here hours ago.”

“I, I simply couldn’t abandon my friend, N – Princess,” Ardi quickly added at a frantic whisper from Fluttershy. He took a breath and added in the very best Rarity tones he could manage, “What sort of pony or Element Bearer would I be if I did anything else? I am sorry if we were expected here sooner.”

The Nightmare frowned at him. He wondered if he ought to run, wondered more if it would make any difference if he did. I’m dead…

Luna smiled and said, “Long ago, before my – sickness, I also bore the Element of Generosity. It gladdens me to see that the current Bearer does it such honor.” She turned to start trotting again. Ardi couldn’t resist.

“Princess, just what are those lamps along the walls?” He thought of what Rarity might say, and added, “The glow from them seems to clash with everything.”

“They should,” Luna said. Ardi wondered if he heard something like amusement in her voice. In the Nightmare’s voice? He looked to either side again, the greenish glow of those lanterns wavering over the windows like waves on a beach.

To the left The Burning Queen slaughtered the sons of Syhlex, though here again as in the one with the Nightmare she looked more saddened than victorious. To the right, Fluttershy and the other five – including the mare whose form he wore – bore the same six gems he’d seen in the previous window with The Twisting One, only here they were using them on the Nightmare. Luna spoke again, saying, “They are part of the reason why all ye are here. They are magical, revealing shapeshifters and other beings hidden from normal sight by magic.”

“Like Changelings,” Twilight broke in, sounding wary. Like mare-suited wolves, Ardi thought, and felt weak. To his dismay Twilight dropped back by him and added, “They’ve only got a range of about five lengths, max. Inside that range, any shapeshifted or illusion-protected being will be revealed. Should be, anyway, some powerful magics or casters might be too much for them. And since they’re optimized for Changeling magic, they’d have an even harder time with pony magic.” Okay, Ardi thought, one more thing to stay away from. He took a few steps away from the nearest lantern. As he did he bumped into Twilight, and the mare dropped her voice to a near-whisper. “And speaking of that. Rarity, are you sure that little, ahem, ‘project’ we left in your upstairs workroom is safe?”

Ardi stared at her as he realized just what “project” she spoke of. He saw they passed more windows, one showing Fluttershy and the others beating The Twisting One once more, another of yet another alicorn and a spear-head stallion defeating something like a huge horsefly.

“I assure you, darling,” he said in what he hoped was Rarity’s voice, “I am absolutely sure I know where it is. And believe me when I say nopony is going to put it on anytime soon.”

“Good to know,” Twilight said with a smile as she trotted to where the carpeted path ended – a huge pair of golden doors worked with images of the rising sun, flanked by two of those lanterns and half a dozen spear-heads in full barding and helmet-crests. Riding on her back, Spike sagged in relief. Ardi looked at the last pair of windows before the doors. One showed that lecherous little dragon, the alicorn and stallion from the last window, and even the Mane Six, all beating the armored spear-head from before once more. The other looked like it was still being worked on, draped with tarps and hidden by wooden scaffolding.

Okay, Ardi thought. Just remember. Stay away from those lanterns – He winced as the spear-heads passed the lanterns over all of them, glowing with promises of doom.

And from the Nightmare. He risked a sidelong glance at Nightmare Moon – no, “Princess Luna.” She seemed content to ignore him, standing amid the palomino, the scratchy-voiced flier with the wolf-tail fetish, and the bouncing pink poisoner. Stay away from THEM too, at least until Fluttershy can finally get the Burning Queen’s apprentice to free me from this, he growled as he looked down at the suit, and I should be okay until I can escape.

Bowing almost to their bellies, the spear-heads reached towards the heavy doors with their magic and slowly pulled them open, horns glowing like stars. The carpeted path continued within.

Oh, and stay away from The Burning Queen too, but what are the chances of…

Ahead of them was another Hall of Windows, this one with murals and mosaics alternating with the stained glass. And circular, smelling of sunlight and fresh water and ponies with something tall at its exact center. A few paces in, all but the Nightmare and Twilight went on their bellies; Ardi followed suit, and looked up at what the others were looking at in the center of the room.

The carpeted path led up a flight of steps to end at a giant throne, on a high platform flanked by dozens of spear-head guards, half a dozen ponies in livery, and a pair of fountains spraying water high into the air.

The throne atop the platform wasn’t empty; a giant white equine figure, the largest Ardi had ever seen, twice the size of any wolf or pony, rose on golden-sabatoned hooves and started down the steps towards them, her wings folded.

It’s her… It’s Her… IT’S HER!

Her coat shined like the brightest day as she came down the steps, her horn long and sharp as a spear, her multicolored mane and tail – longer even than Fluttershy’s – flowing in a wind that wasn’t there, golden tiara and chamfron glistening in the sunlight coming through the windows – or was that from her own light? She seemed to stand in the full noonday sun despite being indoors.


Celestia Solaria Invicta, The Invincible Sun, The Burning Queen, She Who Commands the Sun, Betrayer of Fenris, Slayer of Wolves and Dragons, Day Herself, reached the level of the floor and came towards them. No, came towards him. With violet eyes that seemed to burn through the ponysuit – like her sister’s, but worse. And the presence of a force of nature older than the world and all in it, the same force of nature once called down into wolf-dens to burn she-wolves and pups alike to ash.

Father Fenris, remember your pups!

“Greetings, my little ponies,” said the terror of every puppyhood story, in a voice Ardi would never have thought could come from her. As beautiful and terrible as her sister’s, yet with the tone of a wolf-bitch addressing her pups. “Now that you are here, you can use the Elements so we can finally remove the Changelings as a threat from all of Equestria. Forever.”

Oh. Scat. Real-Rarity, where the heck are you?

* * *

Rarity looked out her hotel window at the brick-and-brownstone of Manehattan beneath Luna’s moon. Equestria’s largest city – so different from Ponyville or even Canterlot, but in some ways even more of a fit for her. Three days in the Big Apple itself, three days of wining and dining, schmoozing and smoozing with the House of Finest Silk, all building up to the presentation before Finest Silk herself! Rarity couldn’t ever remember working harder in her life. Even the dresses she’d made for her friends for their first Grand Galloping Gala, both the originals and the ones they wanted – she shuddered at the memory – didn’t seem to involve quite as much work as the whirlwind hours of the past three days.

But it was all worth it. This coming spring, Carousel Boutique/House of Rarity would have three places in Manehatten’s Spring Fashion Show. Three places on the runway alongside Finest Silk, Designs by Toity, and all the other big-name fashion houses. Ponyville on the runway beside Manehatten and Canterlot. Not counting the surprise test – modifying one of her samples to fit Finest Silk’s exotic model, the aloof griffin Sky Talon. Now she’d been a surprise, but Rarity had risen to the last-minute challenge with fabulosity.

Almost bouncing on her hooves, Rarity levitated an original fashion cape blazoned with her House of Rarity sigil onto her withers, topped it off with a sparkling fire-ruby clasp. Neck purse with a hoof-full of golden bits, room key, a final brush and shaping of her amethyst mane, check in the mirror, and she trotted to the door. Now to celebrate. After that properly-fabulous dinner in the hotel’s rooftop five-horseshoe restaurant, a thriller at that new movie theater two blocks away.

The Manehatten Royal was one of the taller buildings in the city, tall enough to have those new “elevators” or “lifts”. This hour, between the dinner and evening rushes, they were mostly empty. The brown-coated and ebon-maned earth pony attendant in his crimson and gold hotel uniform stood at attention when she approached, something he would have done for any of the guests. He also gave her a genuinely warm smile, which he did only for her. Rarity returned it.

“First floor, Timely Stop,” she said. “I’ll be going out and checking on that,” she worked to remember the phrase, “movie palace, you told me about. The Moon’s Enchantment?”

“Yes, Miss Rarity,” he said, bending his head as though to royalty. “Once out the front doors, two blocks down 42nd Avenue and you can’t miss it. They’ll be all lit up now.”

Rarity mentally ran over what she’d need to do once she got back to Ponyville. First, make the new dresses for the show, and they will have to be fabulous. So will the model. I have to talk Fluttershy into modeling again, even if just for that one show. Thinking of Fluttershy brought a smile to her lips. I wonder how she’s doing with that not-a-coltfriend of hers? I hope he treats her well. The poor dear, she deserves a nice gentle stallion in her life. And if it goes well, I’d love to make a wedding saddle for her. She sighed, her mind awhirl with images of a Ponyville wedding – no, a Canterlot one, her dear sweet Pegasus friend trotting down the aisle with a handsome young stallion beside her…

“Here we are, Miss Rarity.” The lift bell rang and the iron-barred doors slid open before her. Rarity opened her mouth to thank Timely and promptly burped. Timely flicked an ear but showed no other notice of her gaff. She wondered if she looked as green as she felt. Before she could offer an apology, Timely said. “It’s quite fine, Ma’am. I supposed you were able to eat well at that meal before for Miss Silk’s ponies?” At Rarity’s stunned look, he added, “She’s a familiar around here this time of year; we all knew that if you were here, it had to do with her show. And don’t worry, Miss Rarity,” Timely waved one hoof. “Nopony will be saying anything. The Manehattan Royal is very discreet.” The words were a statement of fact. From another pony it would have been a none-too-subtle way to try and pry a bigger tip out of her. But not from anypony here.

Which was why when Rarity dropped her tip into his hooves, it was twice what she thought she’d be giving. Timely looked both grateful and embarrassed at once.

“Now, Miss Rarity…”

“No buts,” she said in her most sophisticated Canterlot voice, smiling at him. “Your service has been above and beyond what anypony had a right to expect, Timely. And if you or anypony in your family ever wants for some personally crafted clothes, then please don’t hesitate to ask me.” She turned to leave but stopped when he spoke.

“I was trapped inside this elevator when Discord got free, running it up and down so fast all day long I was being squashed flat against the floor and ceiling. I was scared to death for my family and wondering what was happening to them. You and the other Five already did something wonderful for us, Miss Rarity.” He smiled at her with real warmth as several other ponies stepped into the lift, chattering excitedly about that “movie palace” as he closed the door. Apparently they’d been there and were delighted. It gladdened her. She’d seen a few movies over the years, but most of them seemed lowbrow to her. Even the filmed adaptations of classic Equestrian drama seemed to fall short in her opinion, but from everything she’d heard the new films were amazing. At least according to Rainbow Dash and Pinkie Pie.

Rarity trotted through the hotel’s ornate lobby, turning a few stallions’ heads; doorponies wearing far too much golden braid opened the front doors for her. Then she was outside, trotting down the sidewalk in the in the soft glow of gas streetlights and the remnants of the day’s warmth. Carriages and cabs, carts and wagons rattled past on 42nd Avenue; Manehattenite hooves clipped and clopped against brick sidewalk; newsponies, mostly young colts, loudly hawked their various papers on the corner.

“Getcha special edition heah!” One young pegasus in a cloth cap whinnied from a newsstand. He waved one of the bundle of papers in his hooves, calling “Big to-do in Canterlot! Fears of Changelings infiltrating Equestria! Princess Celestia calls in…” Rarity trotted past, reminding herself to read those stories when she got the evening edition back at the hotel. Thinking of that she hurried her hooves. She’d been warned that these movie palaces were no place to be fashionably late.

Alongside the soft glow of the streetlights came a sickly green glow, from occasional odd-looking brass lanterns set at street level. She fought down a wince as she passed by one and it turned her snowy coat and amethyst mane and tail the most horrid shades of emerald. Something about them seemed vaguely unsettling.

And there it was, the Moon’s Enchantment, all black stone veneer trimmed with silver chrome and Prussian blue, a constellation of glowgems sparkling on its marquee. Rarity assumed it must be in honor of Princess Luna – she’d heard that a lot of the places devoted to night life across Equestria had changed their decoration schemes around to flatter the Moon Princess after her return. Especially here, in the City That Never Sleeps. Judging by the garish look of this place, Rarity wondered if they might have tried flattering Luna just a little less ostentatiously.

A small herd of ponies was going in through the main door, held open by stallions in outfits obviously based on Night Guard barding. Rarity found herself analyzing their costumes, picking out every inaccuracy and flaw, coming up with ways she could improve on them.

“Fillies and gentlecolts, the main show will be starting soon. Those who wish to view ‘Secret Life of a Fashionista’ will please go to their seats.”

Rarity hurriedly got a ticket, checking the larger-than-life lobby poster for the movie. Under the main title and above the advertising copy, a fabulous silver-white unicorn with a very familiar mane-cut held either an oddly-shaped stone or piece of driftwood in her forehooves, eyes closed like Derpy “meditating upon the muffin” before digging in. The title – Secret Life of a Fashionista – was what had drawn her in, from the entertainment section of yesterday’s newspaper.

Other than that title, she knew nothing of what to expect. Except that the poster looked like yet another post-Day of Discord knockoff. Guess who she’s patterned after. The. Most. Obvious. Thing. And I’ll never see a bit of the gate. At least she has a green mane and eyeshadow – I wonder if they gave her three emeralds for a cutie mark? And a name like “Uncommon” or “Unique”?

She went to another imitation Night Guard pony at the turnstile and held out her ticket. He blinked when he saw her.

“You look just like…” He looked at the poster, and then at her, before adding “No, you are her. Lady Rarity, it’s such an honor. But, ahh…” Again he looked at the poster and back to her, “You might want to pass on this one. It’s not a glamor-romance, it’s a thriller. And it’s pretty… intense.”

“Why, nonsense, my good stallion,” she assured him. “If somepony in your city decided to make a movie featuring a mare something like me, it would be ungracious of me to refuse to see what they made.” She trotted past him. “Besides, how bad can it possibly be?” The door swung shut behind her, cutting off his response as Rarity trotted through the blackout curtain into the darkening theater.

Rarity had seen the interior of the Canterlot Opera House. This theater was just as elaborate, but without the elaborate boxes and balconies. And done in a Night Sky motif, the overhead chandelier sparkling like Luna’s stars.

The movie began; Rarity almost facehoofed at the opening scenes. As she’d guessed from the lobby poster, The. Most. Obvious. Thing. Even if her name was a bit more original than “Uncommon” or “Sparity”.

Unicorn Fashionista from a small town, check.

Trying to break into the Canterlot fashion scene, check.

Three emeralds for a cutie mark, check.

Blank-flank little sister who adores her, check.

And a second career abducting and gruesomely murdering pony after pony in a secret basement of her small-town Boutique.


* * *

Trying not to make a sound with the ponysuit’s hooves, Ardi eased himself across the dark room, to the pegasus snoring in the other four-poster pony bed. At least, he thought she was snoring. Even Fluttershy’s snores were quiet, almost a gentle squeak.

I’m sorry, Fluttershy. If you were only a she-wolf…

When they’d gone to the room after the briefing, ordered to rest as much as possible by Celestia, Fluttershy had told him this tower suite was one that Rarity stayed in the last time she visited the capital. “Her poor little kitty Opal was so sick when we visited for Twilight’s birthday! But she got better. Odd how she kept scratching Rarity for weeks afterwards.”

“Not that odd,” Ardi answered her, wincing at the memory of the little fiend’s claws and fangs sinking into him. “I’m surprised no one’s eaten that cat. But what about this room again?”

“Oh, it’s got a lovely view, and the Royal Gardens are right nearby.” Ardi pricked his ears up at her next words. “You could slip right out into the streets from them.”

Just like that scaly little blackmailer said. About that “postern” gate in the gardens he and some of the Palace staff used to sneak out for “late-night Pony Joe’s Runs.”

“And please don’t be afraid, Ardi. Tomorrow we’ll explain everything to Celestia and Twilight, and it’ll all be fine, you’ll see.”

Ardi had accepted her reassurances, laying plans all the while. Explain. To the Burning Queen. Fluttershy had been able to sleep; he hadn’t. Now, with the Nightmare’s moon sinking towards the horizon in the hours between midnight and dawn, he was making his move.

He looked down at the sleeping form under the silk sheets, her mane veiling her face, her “snoring” a series of rhythmic squeaks. For a moment he considered nuzzling her, but decided against it.

No. No more regrets. Time to get going. Unless you WANT to end up explaining why you can’t use “your” Element to the Burning Queen and Nightmare Moon. Goodbye, Fluttershy.

The sound of that waterfall filled the room as he eased the fancy glass door open, checking the outside balcony and stair landing. The silver-armored Night Guards who stood to either side of the door looked at “her.” Their batlike wings rustled; their eyes shined yellow like a wolf’s.

“Lady Rarity?”

“It’s fine,” Ardi said. “Just out for a bit of a walk. I’d like to see the garden by moonlight.” He set off and stopped at the clink of the guard’s barding. “Alone.”

“But Lady Rarity, we are under orders…”

“And I’ll be fine,” Ardi said, hoping fervently the bat-winged flier got the point. “This is the Royal Palace. How can I not be safe here?” The guard said nothing. Ardi didn’t even dare to breathe.

“Very well,” that soft and whispery voice behind him said as the guard went back to his post. Ardi turned, smiled and batted “Rarity’s” eyes in gratitude, and strolled casually down the stairs spiraling around the outside of the tower until he reached the level of the gardens. Another one of those lamps shone at the foot of the stairs; he shivered from the eldritch light, half-expecting it to reveal him as a wolf.

The hedges and mazes and flowerbeds and sculptures spread out before him, soft grey and almost as bright as day. He felt the night breeze through the ponysuit, bringing scents of flowers and fresh grass and spray. Nopony about, not even one of those bat-winged Nightmares. Wolves had better night vision than ponies, but with them he couldn’t be sure.

Then he felt soft grass through the suit’s hooves, and the hedges loomed over his head, the moonlight casting long black shadows he could hide in. Crouching down, he slipped into the shadows and headed through the garden like he was stalking prey. The hedges rose past him on all sides, cutting off his sight past more than a length or two, casting deep shadows over him.

So far, so good. Now to find that gate Spike talked about and slip out of the Palace. Through the city and into the mountains – keep heading south and don’t stop for anything.

For a moment, he thought of sweet Fluttershy, and how he’d left her to the wrath of her four friends and the Burning Queen. But, she was an Element, right? They’d forgive her, wouldn’t they? Wouldn’t they?

The hedge-shadows gave way to a slightly-more open area filled with statues, silver in the moonlight. No continuous hedges, but shrubbery spaced between the statuary. No ponies visible; raising his head, he tried to catch a scent of any that weren’t.

No fresh pony scent through the suit; just sweet flowers all around and faded traces – including one strong remnant that reminded him of summer days and roaring fires. He gulped to realize who that scent had to belong to. And, some strange smell like – a mare mixed with a hornet’s nest? Swiveling his ears, did he hear something? Somewolf slipping behind the shrubbery? Can’t tell with that noise…

He froze for what seemed like an hour, crouched down in the shadow. Only the distant roar of Epona’s Tears, of trees and shrubs in the night breeze. A guard patrol that came and went in the distance. In pairs, with something like a cock’s fighting spurs fixed along their fetlocks and spears in jousting harnesses like that crazy spa pony. Spears with points like an awl, to force their way through dragon scales or ponysuit and slide in deep. Again, that hornet-nest smell, coming and going. And the remnant of the Burning Queen’s sun-fire.

Now get out, now! Unless you want to smell another fire!

Then he was among the statues and sculptures. Even with his night vision, they seemed like ghosts and phantoms in the moonlight. He remembered an old story he’d heard from another pack about how the Burning Queen turned those who displeased her into statues, keeping them in her garden. They’d sworn that if you listened carefully, you could hear them crying and pleading for help. He shuddered, ears swiveling for the faint cries of the petrified. He’d been a puppy at the time, too young to wonder how the other wolfpack had gotten into Canterlot and out again. He looked along himself and snorted. Maybe they wore mare-suits, too?

More shrubbery, more statuary. More memories of The Burning Queen from that afternoon.

* * *

Fortunately she’d wanted nothing but to speak to the ponies, thanking them for coming so swiftly and telling them why she needed them. Ardi had fought down the urge to flee, shrink back, do anything but stand perfectly still like Rarity would have done while her gaze set him trembling inside.

“Has Twilight told you why I summoned you here?” Before he could even twitch, Fluttershy fluttered up beside him.

“Oh, Princess, she mentioned something about,” she gulped, “s-something about Changelings in Canterlot?”

“Yes,” Celestia said simply. “There is a new Changeling Queen in or near Canterlot, and she knows of our plans.” The Burning Queen swung her gaze over to the side. Ardi turned as did the rest of the ponies to see a white-coated spear-head stallion with a black eye shrinking back behind the throne room guards. She eyed him a moment longer before saying, “Never mind how she learned, but we must needs hurry our own plans.”

“An’ what are those, Your Highness?” Applejack said. “Do y’ want us ta try an’ do ta her what we didn’t get a chance ta do ta Chrysalis at the wedding?”

“No, Applejack,” Celestia said, shaking her head. “I only ask that all of you lend the power of your Elements to the spell we will be casting tomorrow. It is imperative that we cast this spell before either the Changelings hurt any more of my little ponies, or before ill-spoken words panic some into thinking that hidden Changelings are everywhere.” Once again, the spear-head stallion looked embarrassed. Celestia looked back at them, and when she spoke again, her voice seemed to fill the throne room. “Tomorrow, you will aid in the casting of a spell to remove the threat of the Changelings and all deceivers hiding with magic to my little ponies. Forever.”

Her final words still brought a shiver to Ardi’s heart. He didn’t know what the Burning Queen meant to do, but one thing he was quite sure of was that there was no way he could make Rarity’s Element work. And if that happened when they were standing before Her and trying to cast some sort of spell to get rid of all the Changelings? He remembered last night’s movie all too well. He felt utterly no desire to learn what those dragons experienced when Celestia incinerated them.

Then the Burning Queen and Nightmare had taken them into another hall, where two spear-head stallions worked over a pair of large circles scribed and chalked into the floor over the inlaid sunbursts, one circle within the other, both containing odd squiggly glyphs Ardi couldn’t read. One spear-head – the one with the short silvery mane and the star-studded capelet – stretched and snapped chalk lines, creating some sort of complex pattern within the two circles. The other – the one in the sweater with the bouffant mane – sat to one side, working both a scribble-filled chalkboard and a clacking abacus with his magic. At intervals, other spear-heads in livery and/or barding would float one of those strange lanterns over to where the chalk lines crossed each other; the two spear-heads would position the lantern just so at the intersection and the process would repeat.

Rainbow Dash had taken wing and hovered over the center of the diagram, her wingbeats blowing chalk dust as the spear-heads positioned another lantern. “Huh, this looks fancy,” she’d said in that raspy voice of hers, turning her head one way and then the other as she looked at it. Then she hovered there looking down at the others, “What are you going to do with all this – summon back Nightmare Moon or something?”

Pinkie laughed, Twilight gasped. Ears flattened, the Nightmare herself glared at the hovering pegasus; both Nightmare and Burning Queen snorted. Dash cringed, landed, and went on her belly before the two Alicorns Major.

Now they’ll kill Dash for that insult, Ardi thought, and to his surprise mainly felt relief. Which means they lose one Element. And I don’t have to try worry about tomorrow! He looked around and saw to his surprise neither fear nor satisfaction on the faces of the other ponies. Only annoyance.

“Rainbow Dash!” Twilight shot her a dirty look. “Watch your manners!” Dash rolled her eyes but she apologized to the Nightmare in a way that would have gotten Ardi’s ears torn for him if he’d been so flippant with his Alpha.

The Princesses didn’t kill or even hurt Dash for that insult. Maybe they’re not as cruel as they used to be? Or do they just need her for their working so much they’re waiting until afterwards?

Then came a long explanation from the spear-heads which Ardi couldn’t follow. Bored, he eased over to the outer circle – walk like a pony, not like a wolf – only to see the same three-gemstone pattern as the ponysuit’s flank scribed on the floor between the two circles. And at intervals around the patterns, the pink poisoner’s three balloons, the wolf-killer’s three apples, and the cutie marks of the others, chalked between the circles just like “his” three gemstones.

* * *

And when I get out of here, then what? I can’t go back to my pack. Even if they were convinced I’m a wolf, they’d still drive me away. And I can’t go back to Ponyville, or even stay in Equestria. The ponies would eventually either recognize me as ‘Rarity’ or guess I was a wolf and kill me. He leaned against the cool stone of another statue, head and tail hanging low, feeling almost sick as he pondered his lack of options. I can’t stay. I can’t go. I can’t hide with my folk. I can’t hide with the ponies.

Why did I have to do this to myself?!?

A voice seemed to answer inside his head. Don’t ask me, furball. I’m still wondering why I just didn’t get rid of the Elements when I had the chance.

Ardi gasped and looked around. Nothing. No wolf, no pony.

“Wh-who’s there?” he whispered. No verbal response, only the feel of smug amusement. Ardi bristled inside the ponysuit. “I s-said, who’s there? Show yourself!”

Heh. The voice came again. A chuckle of amusement without humor, crawling inside his mind. Look up, genius.

Slowly, much against his better judgment, Ardi raised his costumed muzzle towards the statue towering above him.

A ghost in the moonlight, rearing and twisting upright, many times his size. A long, impossibly skinny dragon-thing made of mismatched parts of other creatures. Limbs that didn’t match, one tiny wing like a bird and the other a bat, horns that didn’t belong on the same beast, a single stray fang, an expression of frozen shock on the draconic-equine face.

Th… The… The… The Twis… Twist… Twisting One!

Ardi worked his mouth, but no sound came out. He tried to back away, but his paws – hooves – whatever seemed nailed to the ground. Like he’d already been turned to stone. He heard somepony, or something, off among the shrubs, a sort of dry rustling against the distant falls’ roar.

Finally he could make a sound. “You… You’re it,” he whimpered in Rarity’s voice. “You’re him. The – the Twisting One!”

Figured that out, did you? Discord looked down on him, frozen in stone. Oh, if only I could watch the lovely Chaos when Celly finds out who and what you are! But don’t worry, I’m sure we’ll have all the time in Equestria to discuss it when she TURNS YOU TO STONE!

And the monster’s laughter filled his mind like the buzz of a hornets’ nest, only to cut off in mid-chuckle as the panic-stricken wolf finally leaped away from the stone, breaking contact as he fled shrieking in Rarity’s voice back into the startled-awake palace.

And while the Night Guards chased “Rarity” down, an only partly-equine form took wing from the garden and buzzed off into the Canterlot night.

* * *


Rarity galloped around her hotel room like a wild mustang in a corral, eyes wide, mane and tail losing their perfect coiffing, horn glowing like a torch. Her sleep mask shot off her nightstand, ricocheted off the steam radiator and into the room’s wastebasket like Rainbow Dash doing a sonic rainboom, followed by the shredded remains of yesterday’s entertainment section.

Can’t sleep – don’t dare sleep – never again – not after seeing THAT!

“No! Í will NOT think about it!” Rarity forced herself to stand still, panting from her exertion. She should have walked out then and there, gone right back to the box office and demanded her bits back. And if the box-office filly hadn’t given her satisfaction, demand to see the theater manager and drama-queen him or her until she got her bits back and registered a very vocal complaint.

But she didn’t. She’d just sat there in wide-eyed shock for the rest of the movie like a pony watching a train wreck, eeping like Fluttershy through graphic kill after graphic kill – fifteen before she lost count. Why did I keep count? And analyze her wardrobe the whole way?

Through the cameo appearance by that minotaur Iron Will as “her” last victim – the impulse murder on a visit to Canterlot where “she” slipped up and got caught.

All the way to the final harrowing End.

Can’t sleep – don’t dare sleep – not after that ending! Can’t ever wear a sleep mask again! Can’t ever sing that lullaby to Sweetie Belle again! Can’t even ever hear it again!

The shredded remains of yesterday’s Manehatten Times joined the enterainment section in the wastebasket. Rarity took a deep, cleansing breath such as Twilight had shown her how to do, then reached out with her horn for today’s evening edition waiting in her room when she’d finally gotten back. She was starting to tear it apart when the headline caught her twitching eye:


She stopped tearing, pulled the paper before her, and read the lead story beneath the headline.

National Heroes… Elements of Harmony… at the Sun Palace, greeted by Princess Luna and summoned for reasons as yet unknown at this time. Possibly in connection with the rumors of Changeling infiltration into the capital and Equestria’s cities and towns… Exclusive Source… planned magical response by Her Highness’ Spellguard and personal apprentice, Twilight Sparkle… That, however, held her attention less than the photo beneath it. She saw her friends there – Twilight, Applejack, Fluttershy, Rainbow Dash, Pinkie Pie – and little Spike. And Princess Luna, looking as dark and regal as she had last Nightmare Night.

And she saw HERSELF there. Eyes wide and glaring at the camera-pony, standing beside Fluttershy who had one wing set protectively over the impostor’s withers.

Rarity’s exhausted mind made the most obvious conclusion.

“The Changelings have replaced me and Fluttershy, and they mean to, to do something to stop Twilight from stopping them! This is The! Worst! Possible! Thing! I have to get to Canterlot now, I have to save my friends and, and everypony!” And her eyes hardened as she glared at the false her in the photo. “And I’ll turn you into a rug, you, you horrid bug!”

Even as she said it Rarity exploded into action. Her horn glowed like Celestia’s; a tornado of silk and brocade and jewelry and mane-brushes and cosmetics whirled around the room like books around Twilight, speed-packing her cartload of luggage like some griffin barbarian sacking ancient Unicornia. A railway schedule from a nearby table joined the whirlwind, hovered before the white unicorn’s eyes as she ran through the listed trains.

Canterlot Limited leaves in less than two hours! Grand Central is only five blocks away!

Suitcase and steamer-trunk lids slammed shut; with her horn she pulled the cork out of the voice-tube that led to the front desk.


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