• Published 12th Aug 2013
  • 13,698 Views, 217 Comments

Warring Dusk - AlphatheGriffin17

A happy day soon descends into a war between two peoples. Canterlot is under siege, the princesses are captured and Dusk must take up arms or watch his home fall.

  • ...

Breaking The News

Silence hung heavy in the train car. He had expected some jokes to be bandied around, some words of encouragement or just making sure they were okay. But nopony was saying a word. Even though they were safe and had made it out relatively unscathed, nopony seemed willing to say anything. The only sound came from the train speeding along the tracks, taking them further away from the fighting.

Perhaps because there was nothing really to say or they were too scared to. It was like they could pretend that if they didn't talk about it, what they just lived through would be some sort of bad dream they could all wake up from. That would be preferable than facing this, because even though they had escaped the battle, Dusk couldn't shake the feeling they were headed straight for another. Surviving the battle only to fight the next one.

It seemed the old moniker he'd once read was true: war never changes.

Dusk remained at Twilight's side, where she lay across a row of seats. He sat on the floor, his hoof on her hoof, waiting for some kind of sign that she would wake up. It looked like she'd received a few blows and scratches from her frantic exit, but she would be fine. That was what he kept telling himself anyway. She just needed to rest.

At least he had her back. The same couldn't be said for Cadence. She sat not too far away, staring out of the window back at Canterlot whilst silently sobbing. The Crusaders had gathered around her and looked like they were doing their best to comfort her. They were probably too young to really understand what she was going through, but nopony really did anything to sway them. The princess needed what support she could get.

He understood how she felt, having to leave Shining behind again. When he thought about everypony else who had been left in Canterlot… Celestia, Luna, his parents, Twilight's parents and who knows how many others, it made him wonder if they could have done anything. Hold off the changelings at the station, start some kind of evacuation, just save a few more.

But they couldn't. There hadn't been time and the changelings were too many in number to stand up against. They'd had to leave when they had the chance, to keep the path of saving the city open. Again, that was what he kept telling himself.

"So… we made it," Ray said, finally ending the spell of silence. "Whole city swarming with changelings but we manage to escape. That's pretty good, right?"

"Not for those who didn't," murmured Rarity.

"Yeah…" He rubbed his head again. "Look, I know this must be hard to hear, but there was nothing we could have done."

"Ray's right," piped up Fluttershy quickly. "Like Princess Luna said, we had to leave while we had the chance."

"And how do you know?!" snapped Rainbow, slamming a hoof down. "What in the hay gave you an idea that we couldn't have done something?!"

Applejack looked at her. "Like what?"

"We were doing just fine against the changelings, you saw it! We could have stayed, gotten a few more ponies on the train while we held them off or even go out and rescue more ponies. Get some guards, free them, take the fight to them!" she suggested angrily.

"And then we woulda been tired out and taken hogtied back ta her royal highness again, leavin' the rest-a the city without us ta defend it," she countered practically.

"And their hired help, of course," added Ray, earning a glare from the mares. "Yeah, I'll just shut up now."

Rainbow snorted. "Some protectors we were when we couldn't even spare the time to do any protecting!"

"Luna told us that we had ta carry on ta fight the next battle and that's what we did."

"So? Shining didn't, Twilight almost didn't. He stayed behind and kept it up, maybe we should have joined him."

"And look what happened ta him. He ended up getting captured again, poor Twah'light's had her light's knocked out and the same could have happened to us if we had stayed."

"You don't know that!" Everypony else watched while they continued to argue. "Maybe he got away with some guards, went underground to fight them or something."

"You don't know that neither!" argued the farm pony. "We jus' gotta be glad that we made it out in one piece!"

"Too bad nopony else did!" They were right in each other's faces now. "You know, I didn't peg you for a wimp, Applejack."

"Well, ah pegged you fer a dumb hothead, Rainbow Dash," she countered.

"Oh yeah? You wanna see how dumb I can really be?" she challenged.

Applejack didn't waver. "Believe me, ya don't wanna go there."

"Oh, I think I do."

"And I think you don't." They both yelled when Pinkie suddenly appeared directly between them and they jumped apart. "It's full of bruises, ouchies and all sorts of nasty things. Nopony wants to go there, believe me."

"What the… Pinkie… how did you…?" Rainbow stopped stammering when she realised something. "Wait, who's driving the train?!"

"Don't worry, it's fine for now," she assured them. "Just came here to make sure you don't go there. You should go to Candy Mountain instead, much more fun. If you don't mind being short one kidney that is."

"Pinkie, what are ya even doin' here?!" exclaimed Applejack.

"Like I said, making sure you don't go there," she repeated. "We already got out of one big fight and I don't want two of my best friends getting into another one, not when we have bigger meanies to hit instead."

They were both starting to look ashamed of themselves, but the party pony wasn't finished yet.

"For what it's worth, I agree with you both. We had to get outta there, but we could have saved more ponies too. I know I would have liked to, but we couldn't. But that's no reason to be sad and it's even more silly if we're gonna start snapping away at each other like this." She suddenly giggled. "Wow, first with Doom and now this, I'm on a roll with this 'stop the fighting' game. Maybe I should go into politics. I'd certainly help them to smile a little bit more."

The car fell into silence again in the wake of this. Pinkie looked from Applejack to Rainbow Dash for a reaction. In the end, it was the latter who sighed in resignation.

"You're right." She glanced up. "Sorry, AJ. Guess I just got in over my head."

"Wouldn't be the first time," she chuckled. "Ah'm sorry too and… ah know where yer comin' from. Ah wanted ta see if we could help some others out too. Ah jus'… didn't wanna think about it too much, ah guess."

"I know, but we can't let that give us all an excuse to start baking frownies. You might all think we've failed or we could have done more or we could have snuck some of the cake back with us, I know something that'll keep us strong. Something that all of us have, here and now. I look around at you all and you know what I see?" Everypony leaned forward expectantly for her revelation. "Eyes and faces, everypony. Eyes and faces."

Dusk thought he'd gotten used to Pinkie's random behaviour. But now, he found himself just as confused as everypony else by this.

Ray tried to comprehend that and completely failed. "… I'm sorry, what?"

"Eyes and faces that are here and not there," she said simply, pointing out of the window before smiling brightly again. "Well, gotta head back to the front. That fire isn't gonna stoke itself. Not yet, anyway. Bye and remember, faaaaaces!"

With one last smile, she darted off back to the front. Silence followed in her wake, but it was a different kind of silence. Less awkward, more trying to prevent themselves from laughing. Even Cadence seemed to have perked up a little.

"Well… she's certainly unique," she giggled, wiping away her tears.

"That she is," agreed Rarity, tittering a little. "And, in her own way, she is right. We could have all easily been recaptured by Chrysalis, but here we are, still together and willing to carry on."

"With hired help, am I right?" echoed Vinyl, chuckling. "So, we made it outta that disaster of a concert, but we need to know the next venue. Where are the bugs gonna buzz to next?"

Octavia spoke up. "I would say that's fairly obvious. Ponyville is the closest settlement from here, so it wouldn't be farfetched to assume that the changelings will strike there next."

"You know something, I came to Ponyville because I heard it was quiet, peaceful, a place where you could forget your troubles." Ray shook his head and laughed. "Could that advertising be any more false?"

"Y'all regret movin' in then?" asked Applejack.

He grinned. "Not in the slightest."

"You're not the only one," Rainbow laughed. "So, now that we know where they're gonna go, what do we do from there?"

"Eager to get back into the action?" noted Ray.

"What can I say?" she shrugged. "Since we weren't able to do anything back in Canterlot, I'd like to have a chance to make up for it."

"The first thing we should do," Cadence said, looking like she'd managed to calm down, "is warn everypony about what's coming. I can do that as a royal representative, but I'm not really sure of how to break it to them."

Ray gave a small shrug. "Considering what they've had to put up with in the way of deadly danger, that shouldn't be too hard."

"But it's figuring out what to tell them," she murmured. "How much should they know and how much would they be better off not knowing?"

Nopony really knew how to answer that. The situation did look grim enough as it was. Then the answer came from an unlikely source.

"They should be told the truth." They all looked towards Sweetie Belle. "If we tell them that Canterlot's gone but not mention the princesses, they might think that they just ran away. But they didn't. They stayed behind so that we could all get away."

"Exactly," agreed Apple Bloom. "Even if they got caught and they were beaten, the princesses are heroes for what they did. Everypony needs to know that there's still gonna be heroes ta help them when they need it or they're jus' gonna get scared too."

"And you guys are those heroes," finished Scootaloo. "You guys have done this before and you can do it again. We might have had to hoof it today, but it was just so we could get more help to kick their flanks tomorrow!"

"Now that's what I'm talking about!" Rainbow offered a hoof to bump, which Scootaloo did while grinning from ear to ear. "When we get back, we'll tell 'em the only reason we ran was so we could turn back around and hit 'em harder when they chase after us! Just like you said, squirt."

"Very well said, Sweetie, very well indeed," praised Rarity.

"That's the family spirit showin' through right there," said Applejack proudly. "A real Apple if ah ever saw one."

Cadence smiled at the Crusaders. "With brains like that, I'm surprised you three didn't get your cutie marks long ago."

The three fillies flushed with pride from all the praise. Amazing how the youngest of them had managed to rekindle their hope.

"Um, excuse me?" Fluttershy raised a tentative hoof. "Um, not meaning to interrupt or anything but um… is Twilight going to be okay?"

All eyes now turned to the lavender mare, still lying on the two seats with Dusk holding her hoof, watching intently for any sign of movement at all other than the slow rise and fall of her chest.

"Is she any better then?" asked Spike, joining Dusk.

"No different really," he replied. "It could have been a lot worse but… she still took a beating."

"We saw." Rarity managed a look of encouragement. "She'll be fine, Dusk. With you looking after her, I'm certain of nothing else."

"We're here for you an' her too, so don't even think about tryin' ta handle this one on yer own," warned Applejack.

"I wasn't planning too," he said earnestly. "I appreciate it. I'm sure she does too."

"She means a lot to us too," said Fluttershy. "I mean, not as much as she means to you, big brother, but still a lot."

"Not only that, but she's one of our strongest fighters with her magic," added Ray. "We need all the help we can get if we're gonna stand up to the changelings."

"For what it's worth, we might not know her as well as you do, but we hope the best for her too," put in Frequency, gesturing to his fellow musicians.

"Yeah, anything we can do, we'll do it," agreed Vinyl. "Maybe I should play her a few tunes on the speakers. Let the power of music heal her."

"I think anything that you might play for her will only serve to worsen her condition," remarked Octavia.

"At least a little rock and roll might wake her up. You try playing to her with some classic and that might just put her in an even deeper sleep," she countered.

"I thought the speakers had overloaded from before," noted Frequency before Octavia could respond. "You wouldn't have any way to play them."

Vinyl laughed. "Oh believe me, Quency, there's always a way, right Pinkie?"

"Yes indeedly!" she agreed, hoofbumping her. "I'm done, bye again!" And back to the engine she went.

Dusk felt a tug at the corners of his mouth from the display, grateful of their efforts.

"I know Twilight and she's not easily put down in any sense," said Cadence comfortingly. "I'm sure she'll be up and about soon."

"Sooner than you think…" a weak voice close to his ear said.

Relief swept through him when he looked to see Twilight's eyes were beginning to open. They soon found him and a smile managed to work its way onto her face.

"Twilight!" He embraced her gently, careful not to hurt her in the state she was in. "You're okay!"

"Of course I am," she said soothingly. "Like Cadence said… it'll take a lot more than some changelings to keep me down…"

"Pretty tough, for an egghead," remarked Rainbow, gathering around along with the others.

"I'll take that as a compliment," she replied. She started to get up slowly, wincing a little. "Ow… I must say, I've felt better…"

Dusk was at her side in an instant. "It's okay, take it slowly. As always, Miss Sparkle, I'm here for you."

Her features creased into a frown. "Dusk… there's no need to be so formal."

He returned it. "What do you mean?"

"I mean… there's no need to call me Miss Sparkle," she said. "You're my coltfriend, I'd say that entitles you to it."

"If you insist but… you always like it when I call you that." He helped her off the chair and onto her hooves. "It's my pet name for you."

"Yeah, something that a school filly might call their teacher, but I don't judge," commented Ray, watching her intently.

"Oh… right, yes, of course," she said, shaking her head a little. "Sorry. I guess those changelings hit me harder than I thought."

"Not too hard, I hope," he smiled. "Your mind is one of your most attractive qualities."

"Oh really?" She gave him a half-lidded look. "Any others that you'd care to mention?"

"Perhaps, but I wouldn't want you to be overwhelmed after the trauma you've suffered."

"It's not that bad and it might help my recovery."

"Only in small doses."

"You tease," she giggled, lightly kissing him. "I think I feel a little better already."

"Glad to hear it," he returned. He thought he saw something spark in her eyes, but knew it was just what he always saw when he gazed at them.

If not more so this time… he found himself lost in her shimmering violet pools for a moment. They were so perfect, so deep he felt as if he were drowning in them. He never wanted to look away, not for anything.

"Nice to see that you two haven't been disheartened by any of this," noted Cadence. "I'm still amazed even now by how good you look together."

Dusk shook his head, a little amazed himself how out of it he'd felt there. He thought he saw a flicker of annoyance on Twilight's face, but it passed a second later. He wasn't even sure if he'd really seen it.

"It's good to see you safe too, Cadence," she said. "I'm glad you're here with us."

"Me too." Her smile faltered. "I'm sorry to ask about this but… what happened, with you and Shining? Did he manage to get away?"

Twilight hesitated for a moment, bowing her head. "We… we held off the changelings for as long as we could after you'd gone. But th-there were just too many of them… so many. He ordered me, told me to run. I-I didn't want to, but he p-put a shield between us. I… I couldn't get through it. So… I ran…"

"What about Shining?" Cadence looked desperate. "Did he escape?"

The look on Twilight's face said it all. "I'm sorry, Cadence. There… there was just so many. I tried to help him, I really did, I did but he…"

Cadence mirrored his marefriend, her hair draping over her face and obscuring it. "It's fine, I understand. At least you… you're safe…"

A tear fell like a pearl, splashing against the floor and followed by a few more. Twilight moved forward and embraced her, endlessly repeating how sorry she was. The others all watched on for the moment while the two mares comforted each other before moving in to do their bit.

Dusk found himself embracing Twilight once more, gently stroking her mane while she shook in his forelegs. He would have noted how very few tears seemed to fall to his shoulder, but every time she looked into his eyes, he could think of nothing but wiping away those tears, no matter how infrequent they may be.

In very brief moments, he thought he could feel something scratching away at his mind whenever he cast his mind to Twilight. It was so small however and Twilight was so distraught, that he was able to easily ignore it. Even if it didn't seem to go away.

They arrived back in Ponyville a few minutes later, which certainly didn't go unnoticed. The explosions and the breaking of the shield must have been clearly visible from here because it looked like the whole town had gathered to watch it. Now, they all flocked to the station as soon as they saw their train pulling in like how frightened children would gather to their mother.

Dusk could see it, the fear in their faces, the loss in their eyes while they tried to understand what was happening and the sadness for those who already had. Even so, the questions tumbled over each other as much as they all did. What's going on? What happened? Is Canterlot under attack? Is my cousin here with you? Is this all of you?

"Everypony, please," Cadence called. "I can explain, but you have to listen." There were some distinct murmurings, but they fell silent. "I'm sure most of you have figured this out already, but as you can see, Canterlot is under attack by the changelings of Queen Chrysalis. But don't worry, we recover from this."

"What about the princesses?" somepony called, ignoring the last part. "What have they done?"

Cadence hesitated a moment. "I'm afraid that both Princess Celestia and Luna have been defeated by the queen. The guards have been overwhelmed. Canterlot… is under control of the changelings and… there are strong indicators that they'll be coming here next."

The whole crowd gasped and a few ponies listening began to panic again.

"Very well then, your highness," said Mayor Mare, who was making a very visible effort to remain calm. "What… is our best course of action?"

"But… I don't understand, aren't you the mayor?" she asked.

"Princess, please," she hissed, Dusk being close enough to hear, "I'm only an elected official here, I can't make decisions by myself!"

"Well… we need to start an evacuation," answered Cadence, keeping her head and speaking a little louder to make herself heard. "I don't know when the changelings will get here, but it would be good to get out while you can. Make for Hoofdale, warn them about what's happening."

"What if we want to fight?" came the voice of Thunderlane.

"The Elements and a few others will be helping to mount a defence," she told them. "If any of you do wish to stay and fight, speak to them."

"But what chance do we have?!" shrieked a mare. "If they managed to defeat both princesses, how are we meant to fight them?"

"She's right!" another put in. "We're not an army, we can't fight! What are we supposed to do?!"

"We're practically sitting ducks! We're doomed!"

Cadence tried to bring the crowd back under control and keep them calm, but they just descended into panic once more, a few of them screaming and muttering. There was no hope, they were done for, I knew I should have moved to Manehattan.

A few of the others exchanged looks too. They weren't going to be able to fight a battle if they couldn't even keep down a panicking crowd. Somepony had to calm them down and reassure them. Sympathise with them.

Dusk wasn't sure what possessed him to do it, but he found himself walking up next to Cadence and letting off a light flare in the air, accompanied with a loud bang. The shock of this bought the crowd to order again and he took his chance before it was gone. Or before he remembered himself and start to panic too.

"My apologies for that, but I'm afraid it was necessary to ensure a little calm," he began evenly. "Now, I suppose it would be… customary to tell you that I'm not scared, that if I can stand before this threat without wavering, then… you should too. But that would be a lie and I was never good at deception. To be honest… I'm scared too. Terrified even, just as you are now."

"Your motivational speech sucks!" somepony yelled.

"If you please," he replied patiently. "Now, I might be scared, but there is one fact that allows me to forget that and give me some strength and that is this. This town has seen and faced so many dangers. It just a few years, we've come under attack from Nightmare Moon, Discord and his Paraserpents, his minion Blackhole Doom, gremlin mischief, the guardian of the underworld on a rampage, even an attack from a dragon. All of those times, I was there with you and I was just as scared as you all were, as you are now. I can understand.

"But despite all of that, this wondrous town, this brilliant town has remained standing, in defiance of all that stood to topple it. I would say that it's because of us, because my friends and even I have lent a hoof in helping to protect it. But we would be nothing without you because you are our reason for doing so. Without this town and the ponies that bring its streets to life, we would have nothing to protect. The only reason we've stood strong is because this town and more importantly its ponies have always stood strong, no matter what the threat.

"Now, I still can't stand fighting and I still have my fear. But if this town is in danger and my friends are behind me, then I am willing to battle on no matter what it is that threatens us if it means that my town… my home can carry on. As it has done and as it always will."

"Right on!" Rainbow was at his side now. "If you're not gonna get behind that, you might as well run off right now."

"Ah ain't goin' nowhere," put in Applejack.

"I never have and never will, no matter what the state my hooves will be in afterward," vowed Rarity.

Pinkie bounced up. "If that's an invitation, you can bet I'll be there at that party!"

"I… I might be scared b-but if you're gonna fight… I will too," said Fluttershy as bravely as she could.

"No way you're gonna leave me out, buddy," said Ray. "After a speech like that, I'd feel guilty walking out on you."

"It may not be my home, but if you can spare the time to save mine, I'd appreciate it," put in Vinyl. "I'll buy you a drink next time you're in Canterlot."

"I'll always stand with you," promised Twilight. "Always."

A different kind of atmosphere descended on the crowd. There were a few more brave faces, all of them looking towards Dusk and his friends.

"So, like I said," Cadence began again, "if you do want to stay and fight, let us know."

Though he couldn't be entirely sure, Dusk felt that he had got them a few more volunteers. He wondered whether or not that was truly a good thing, considering what was coming.

The crowd has dispersed not long after. Some would be preparing to evacuate their homes, others would be reporting to the girls and Dusk to begin organising some kind of defence. It would be difficult, considering the townsfolk weren't exactly soldiers and Ponyville was pretty exposed out in the open plain, but it was clear they weren't prepared to stand by and do nothing.

Ray Strike allowed himself a smile while he made his way through town, to find somewhere quiet to think. He never would have expected his friend to come out with a speech like that, even he felt a little more inspired by it. Even with his observational skills at reading ponies, they could still surprise him sometimes and not just Pinkie.

He ended up under a tree on the fringes of the outskirts and set himself down. He found his gaze wondering towards Canterlot. The explosions had died down now, but he could still make out some ruined parts of buildings and the tiny black swarms that buzzed around it. They would be coming for them soon. He just hoped they would be ready for when they did.

Realistically, it looked like they didn't have much of a chance. The changelings were greater in number, better trained, they had a hoofhold in a fairly secure location and that wasn't even counting their unique abilities. Then again, they weren't the only ones with unique abilities and at least now they knew they were coming and had the time to prepare, organize a resistance.

Whether or not they would win, he had no idea. He was just going to do what he'd always done before this: wander along and hope he wound up somewhere good. As long as he could still help his friends…

"This is a nice spot," remarked a voice. "I can see why you, Twilight and her friends like living here."

He looked to see Princess Cadence standing close by. She must have followed him out of town. He couldn't help but watch her warily, considering all that had happened.

She didn't miss this and smiled easily. "Don't worry, I am the real Cadence, not some changeling in disguise."

"I know but, you know, can't be too careful," he reasoned. "I just find it weird having to reassess my opinion of somepony I thought I'd already met."

"Even though that somepony wasn't actually me?" she asked, smirking.

"I didn't know that," he argued. "You can't blame me for it."

"That's a fair point. Then let's be formally introduced. I am Princess Mi Amore Cadenza, but I prefer Cadence. It's a pleasure to meet you," she said, holding out a hoof.

"I suppose it is nice to meet me," he joked. "I'm Ray Le Grande Strike, but I prefer Ray."

She raised an eyebrow. "You just added in the Le Grande part to sound better, didn't you?"


"Are you making fun of me?"

"No! Maybe. A little bit. Please don't kill me," he said quickly.

She laughed. "Since you asked nicely, I'll spare you. This time."

Ray returned her smile. He could tell that she was pleasantly surprised at how informal he was being. He never really did abide much by titles and authority, something that had gotten him into trouble more than a few times. He'd made sure to be cautious with the princesses, but he figured that Cadence wouldn't really mind too much.

Good to see that he was right. He usually was about this kind of thing, but still, always good to affirm it properly.

He cringed and pressed a hoof to his head. He gritted his teeth, hissed through them until the burning sensation ceased. Not as bad as some others, that was something.

"Getting a headache?" she asked. "I can do something about it and don't worry, I'm not going to take control of your mind."

"Nice to know I have that," he replied with a grin. "Don't worry about it, I'm fine. Nothing I can't handle."

"Oh, I see." She set herself down next to him. "You're one of those tough guys, who keeps all their pain deep down to appear aloof and mysterious because you think the ladies love it."

"Yep, you got me," he laughed. "But hey, can't deny it doesn't work. I've got six girls following me and here you are, so I must be doing something right."

Cadence giggled. "You know, I am engaged to be married."

"Oh, so that was your wedding we were attending?" he asked jokingly. "You know, I honestly had no idea, I didn't get the hint it was meant to be a royal wedding."

"And I tried so hard to be subtle," she despaired. "Besides, I think we both know that your interest doesn't lie with me."

Ray felt his face flush. "What… what do you mean?"

"I think you know," she sais slyly. "I couldn't help notice that you and Fluttershy seem rather… close. Would you agree?"

"I um… I guess…" he muttered.

"That's what I suspected. Unless you're sure it's anything otherwise?"

Ray didn't even really know himself. It was true that he found himself to be happier with Fluttershy more than any of the others. She was a… a beautiful mare, there was no denying that. He liked her rather shy nature, her kind heart, the way she cared not only for her animals, but for her friends too. Her quiet voice, the way she liked to hover above the ground but never really take to the sky, her big, round blue eyes that literally radiated compassion…

But, as far as what Cadence was implying… he really wasn't sure. He suspected there might be something. He knew better than most how flustered he became whenever the subject was brought up. But he was mostly confused. In all his time, he'd never felt about anypony the way he felt about her. He didn't really know if he should pursue his interest, if that interest even existed.

It wasn't just that though. He had his own reasons for being cautious… or reason, rather.

"I um… well… you know…" He just ended up rubbing the back of his head in his usual nervous habit.

"Oh, I see." She gave him a sympathetic look. "Well, when you figure it out, you let me know, okay?"

"Okay. Thanks," he said sincerely. "Hey and um… I'm sorry. About what happened to Shining. This must be hard for you."

"It… it is, yes," she admitted, her voice breaking a little. "But he did what he had to do. I need to stay strong. It's… what he'd want."

"I guess that's one way of looking at it," he said with admiration. "It's good you're not letting this get to you."

"Of course I'm not." She looked off at Canterlot. "I'm going to get him back. I don't know how, but I will. Just you watch me."

"I will be," he said, noting the sheer conviction in her voice.

"But it's not just me. Twilight's probably taking this as badly as me, the poor dear," she sighed. "She's just lucky she's got Dusk and friends like you to watch out for her."

Normally, Ray would have agreed with her on that, probably with some kind of witty response or quip. He even wanted to. But in a moment when everypony had been looking away, while Cadence was being comforted, Ray remembered seeing a different kind of reaction on Twilight's face. The kind of reaction he wouldn't have expected to see.

Very briefly, she'd smirked.

There had been nothing pleasant about it either. It had given him a feeling of unease to see it. When Rarity had turned to face her, she'd instantaneously switched back to looking distraught, but he could tell which one of those had been more genuine. He'd had a suspicion from the moment she woke up and it only continued to grow.

But he didn't want to say anything yet, so he replied, "Yeah, it is. Don't worry, I'll be sure to keep watch of her."

"I'm sure you will." She looked at him. "They're lucky to have you in their group. You might not be an Element, but I've rarely seen anypony fight as hard as you did back there."

"Well, you know what they say about when push comes to shove and those changelings were doing a lot of shoving," he shrugged.

"Another fair point," she agreed. "But I heard tell that you're not overly fond of Canterlot. Is that true?"

He turned to her. "You really wanna know?"

"That's why I asked," she countered.

"Okay then." He turned back to the city. "I have no ties to Canterlot, in fact I kinda dislike the whole place. I don't have any real motivation to save it. I don't have any great duty to Equestria, like my friends, or any real relationship with either ruler. Really, I'm just an average, run-of-the-pony who hangs out with the Elements. Not much else to it."

"But I saw you, during our escape. You were practically throwing yourself into the line of fire. Quite determined for somepony with practically no motivation," she noted. "You know how dangerous it is to involve yourself in an affair like this?"

"More than you know."

"But you still do it. You still leap right into the fray with the others. So, I'm curious… why?" she asked simply. "I'm not challenging your ideals, I just want to hear your reasons from you."

Ray gave this question a little bit of thought. After a while, he answered with the same conviction Cadence had before.

"...They're my friends. I just...want to protect them...no matter how much pain it causes me."

The princess nodded, smiling all the more. "I'd say that's definitely reason enough."

Ray certainly hoped it was. He returned the smile, all the while trying to ignore the mild burning that had started again in his head.

It was starting to look like Canterlot already. Quite fitting, really.

Ponies were running this way and that in the wake of the news that the changelings would soon be upon them. Tenants hurried out of their homes, would-be fighters gathered up the closest things that resembled weapons. Foals and fillies either wept or stayed silent while their parents argued about choices to fight or run away.

In the midst of it all, one figure was surprisingly still. She didn't panic or run or prepare. She just stood and thought, watching it all. Quite appropriate really, considering…

It was with some contempt that she watched all these ponies, running around, losing their heads, clinging to the possibility that they actually stood a chance. If only they could really see what was coming for them, none of them would be staying to fight. They would all be running away.

And they would be, once she was done getting rid of a few things that kept them clinging on. Once she was done, they would all let go. And what a fall it would be.

"Time to go to work," she murmured, finally setting off to do her duty.

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