• Published 27th Dec 2013
  • 3,246 Views, 301 Comments

A Ray of Dusk - AlphatheGriffin17



The changelings are gone, Canterlot is safe and the fighting is finished. Little do Dusk and his friends know that the battle is far from over and the war is just beginning.

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Defying Convention

“Yo Dusk, you almost ready?” Rainbow Dash asked from outside his hotel room. “Come on, the doors are gonna be open in fifteen minutes and we still need to get there!”

“Nearly done!” came his muffled voice. “Just putting on the last touch.”

Rainbow stepped back, tapping her hoof impatiently. It was almost funny that, a few months ago, she would have dismissed things like the event they were about to attend as ‘egghead stuff’. That was before she’d shown how awesome books could actually be. Not all books, of course, a lot of them were real snorefests. But certain books like Daring Do, they really spoke to her.

But the wait between instalments was torturous, so she’d gone to Dusk about any he might recommend. He referenced stuff from them all the time, so she figured at least one of them had to be good. He’d suggested a series which depicted two groups of alien robots that could disguise themselves as advanced machines and who’d brought their war to more futuristic version their world. Needless to say, she’d been hooked and when she learned of a convention in Baltimare dedicated to all things fantasy, including Daring Do and this series, there was no way she was missing out.

She invited the librarians along too, though Twilight and Spike wouldn’t be able to make until later tonight for the following Sunday. The convention had already been going on since Friday and while weather stuff in Ponyville meant she couldn’t make the first day, she was going to make the most of what was left. The sooner they got there, the better.

The handle to Dusk’s room clicked and it opened. She was about to ask what took him so long, until she got a look at his costume.

His face was completely obscured by a square-shaped helmet with a visor and a single, red slit for his eyes. His body was covered with similar looking blocky armour coloured dark blue around the chest and light grey on the legs. The chest was especially prominent, fitted to look like a music speaker with the pointy symbol of the villainous faction of robots on the front. When he spoke, his voice was distorted by electronic whirring, making him sound exactly a robot too.

“Soundwave reporting, Commander Starscream,” he intoned.

This was in reference to Rainbow’s own costume. It was a toss-up between this and Daring Do, which she’d already worn for Nightmare Night. That and she knew they’d be way cooler if they matched. She’d opted for a more streamlined version of the character so she could still use her wings, with his colours placed onto a military flight suit, complete with a fancy captain’s hat. She’d tied her mane back in a bun and hidden it underneath.

She grinned and decided to get into character too.

“About time, Soundwave!” she said in a high voice, adding a rasp to it in her throat. “Lord Megatron will be most displeased when he learns you delayed our meeting.”

“Statement: the quality of the outcome is always preferable to the speed at which it was completed. In this aspect, Soundwave is superior.”

“Enjoy the smugness while you can, you overbearing bucket of bolts or you may find yourself in a much lower position when I take charge!” She dropped the voice and cackled. “Okay, seriously, that is so cool! How’d you get the voice?”

“Vinyl Scratch assisted in her expertise with microphones and speakers,” said Dusk, taking off the helmet. “It’s fitted just behind the faceplate here, see? Ray helped me out with bit of it too, given his Slendermane outfit for Nightmare Night.”

“Oh yeah, I see. What about this thing?” She rapped his blocky chest. “Don’t tell me it actually plays music.”

In answer, Dusk pressed a button on it and gestured with his hoof like a showpony. A moment later, a distinctive power ballad started to play.

You got the touch!
You got the power!

“That. Is. AWESOME!” cried Rainbow. “I just got chills, like when it plays in the movie!”

Dusk nodded. “I have to admit, I was pleasantly surprised by how well they adapted the material for the big screen. Most book-to-movie adaptations don’t land well.”

“Please, that was never gonna be a problem. Oh, you have got to play that when we get there. We’re gonna blow every other costume away!”

“We’ll definitely be making an impression. On that note,” he said, turning off the music, “we should get going if we want to get a good spot in the queue.”

“Way ahead of you.” They set off for the lobby and into the city proper, Rainbow buzzing with excitement. “You think anypony else will be there as Screamer?”

“Oh without a doubt, he’s quite popular,” said Dusk. “I’m surprised you picked him, though. I would have pegged you for Autobot material.”

“Eh, the ‘Bots are okay but the ‘Cons are just more fun. Bad guys always are, plus they’re the only ones with the flyers and I can’t say no to that.”

“I can understand that, but I didn’t think you’d pick Starscream.”

She shrugged. “He’s the only one with any major personality. Sure, he’s a whiner and a coward, but he’s hilarious! Like the guy seriously thinks he can take over from Megatron and lead the ‘Cons? In his dreams, maybe.”

“I’m not sure, Rainbow. Major ego, a proud flyer, competitive, ambitious.” He threw her a teasing smirk. “Maybe you relate to Starscream more than you think.”

“Hey, don’t make me use my null ray on you,” she replied, giving him a nudge in the ribs. “Besides, I can back it up when I brag. ‘Scream’s just full of hot air. I bet I could take him.”

“Really? You against a giant, transforming alien robot? Now, that’s a fight I’d want to see.”

“And you’d better put your money on me, because I’d take him apart in ten seconds flat.” She paused to check a street sign. “Shouldn’t be much further now. This is gonna be great!”

“I agree. This whole thing is definitely outside what I’d expect from you, Rainbow. Aren’t you worried you’ll be recognised and forever branded an egghead?” teased Dusk.

“Please, I don’t even know anypony in Baltimare. Besides, I’m not Rainbow Dash.” She thrust a hoof skyward. “I am Starscream, Leader of the Energon Seekers and second-in-command to Megatron himself, poised to one day take my rightful place as leader of the Decepticons!”

Dusk put his helmet back on. “Shut up, Starscream.”

“Screw you, you overblown tape deck!” She guffawed at herself. “Man, I really am far gone, huh?”

“Not really. You’re passionate as you always, just this time it’s not about flying.” He looked up as they turned the corner and pointed. “Looks like we’re here.”

It was quite a sight. The convention centre was full of ponies who had been there yesterday and who were just arriving that day. Everywhere Rainbow looked, there were all kinds of different costumes being worn. Ponies dressed like they played that table top game, Ogres and Oubliettes. She recognised a few from the Power Ponies comic series and from those detective books Rarity read. She grinned when she saw a few Daring Dos, along with her villains and allies.

In other words, it was a gathering of eggheads and geeks. And she was one of them. Just for once though, she wasn’t embarrassed to admit that. She cleared her throat and got into character again.

“An excellent staging ground for a Decepticon invasion of this world. Soundwave, begin reconnaissance of this arena at once!”

“Yes, Commander.” Dusk pressed a button on his chest. “Ravage, Laserbeak, eject. Operation: Observation.”

Using his magic, he made colour puppets of the smaller robots pop out of the open lid and land in front of him. Laserbeak, who looked like a robotic falcon, soared off into the air whilst Ravage, the dog-like one, started sniffing at the ground.

“So cool!” she whispered.

“I know!” he replied, matching her grin. “I’ve always wanted to do that!”

“Decepticons!” A pony affecting a deep voice got their attention further ahead. “I sincerely hope there’ll be no trouble today.”

A Pegasus pony approached them, his face covered by a grey visor and a blue helmet with two points emerging around the ears like horns. The colour red flared prominently on his forelegs, whilst blue and grey made up the rear pieces, with black wheels on the legs. Blue feathered wings flared from his back and he held himself with a proud bearing. Fitting, given the character he was meant to be and Rainbow had to admit, his impression was spot on.

“Ah, at last! Optimus Prime!” Rainbow thrust her hoof at him, not one to be outdone. “Now, I can accomplish what Megatron never could and destroy you, cementing my place as supreme leader of the Decepticons!”

“You are a fool, Starscream, in thinking you can supplant either myself or Megatron.” An orange blade sprang from his foreleg. “You have one chance, both of you, to stand down and be spared.”

“Soundwave: superior. Autobots: inferior,” intoned Dusk.

“Very well.” ‘Optimus’ raised his foreleg. “Autobots, roll out!”

Two more ponies galloped up behind him. The larger one was dressed in red and grey colours, whilst a smaller one was a bright speck of yellow. Together, they surged forward towards their ‘enemies’.

“Agh! Ironhide and Bumblebee!” cried Rainbow. “We are outnumbered! Tactical withdrawal, at once!”

Dusk nodded. “Decepticons: retreat!”

The two started to run, halting when they heard the sound of laughter from the ‘Autobots’. They turned back and joined in, stepping out of character as ‘Optimus’ removed his helmet. It revealed he matched the colours of his costume, with a red mane and blue fur.

“Oh, you both look amazing!” he said, speaking in what Rainbow assumed was his normal voice. “I’m Singer. Always great to meet some fellow fans.”

“Yeah, you guys look amazing too,” Rainbow replied. “Dude, how did you do that with your voice? You sounded just like how I imagined Prime would sound!”

“What can I say? I have a gift for voices. Oh, speaking of!” He looked at Dusk. “Can you do the eject thing again? Please?”

“Affirmative.” Even with Soundwave’s monotone, the smile in Dusk’s voice was evident. “Rumble, Ratbat, Laserbeak, Ravage, eject. Operation: Devastation.”

The four mini-cons popped out of his chest, taking up battle stances. The two new additions were Rumble, who looked more like a smaller robot pony with pistons on his forehooves whilst Ratbat looked pretty much as his name described, just robotic.

“First we crack the shell,” said Dusk’s puppet of Rumble, “then we crack the nuts inside!”

“That’s just… I mean just, wow!” cried ‘Ironhide’. “How do you even do that?”

“Classified Decepticon information,” answered Dusk. “Unauthorised access will result in immediate termination.”

“Alright, fair enough,” he chuckled. “Anyway, Singer, we should probably get going if we want to make that panel?”

“Oh yeah! Thanks Brawn. Sorry, we’ve gotta head. Comet, stop staring at the mare.”

“Huh?” Their ‘Bumblebee’ blushed. “I-I wasn’t staring!”

Singer smirked. “Sure you weren’t. Anyway, great meeting you both. See you around! Let’s roll out, guys!”

With that, the trio hurried back to the convention hall. Dusk and Rainbow exchanged a look, along with barely suppressed excitement at the reaction, before they headed for the queue. Since they’d prepaid, it didn’t take them long to get in. Inside the arena was even better. Stalls, filled with everything from official merchandise to fan art and food. Pop up stands with stills of characters for photos. Desks set up for autographs and photos with famous ponies.

“This is… so cool!” Rainbow cried. “Just look at all of this! I mean, where do we even start?”

“How about we pick a direction and go in it?” suggested Dusk.

“Sounds good! Let’s see, uh…” Rainbow turned on the spot and pointed. “That way!”

“That way it is!”

The random direction didn’t disappoint. They ended up sampling and buying some delicious fudge that almost put Pinkie’s to shame. There was a stand selling some really nice hoofmade jewellery, inspired by various different books, movies and video games. Another had a bunch of old action figures that Rainbow hadn’t seen since she was a filly, everything from the Ra-Ra Rangers to Precious Little Princess dolls (not that she ever had any of those).

And everywhere she looked, there were even more ponies in costume. Little fillies and colts getting photos with their favourite superheroes. Two guys, one with spiky blonde hair and another with a long silver mane, with ridiculously huge swords having a play fight with them while also being very careful not to accidentally break them. But one pony really caught hers and Dusk’s attention, along with a few others.

She had a shimmering, flowing red mane and fur the colour of a fresh peach. Her wings were like a butterfly, sparkling in the light and she wore an elegant, emerald gown that reached to her hooves upon which she wore simple sandals.

“Whoa!” Rainbow shot up to the mare. “Is that Etheria, from Daring Do and the Enchanted Everglade?!”

“Why, naturally,” she purred. “Do you find yourself captivated by my enchantments, little pony?”

“Yeah… I-I mean, no! No way!” Rainbow said quickly, ignoring how much her cheeks heated up. “That’s how she almost tricked Daring Do into becoming part of the forest forever! You can’t pull that on me.”

“Apparently not,” she said with a tinkling laugh.

“I wouldn’t be so certain of that,” remarked Dusk. “But I echo her view, miss. Your costume is just brilliant. You’re the image of Etheria.”

“You’re too kind, both of you.” She inclined her head. “Well, thank you very much for your appreciation but I must be going.”

“I’m telling you, Dusk,” said Rainbow sighed. “It doesn’t get much better than this.”

He nodded. “I find it hard to argue. Do you want to make sure you picked up your jaw from the floor, back there?”

“H-Hey! I just thought she looked cool, is all!”

“Outta the way, nerds!”

Before they could react, they were shoved aside by something large and furry. Rainbow turned to yell at them for being rude, when the words caught in her throat. The something was a griffin. A very familiar griffin, who was approaching the mare dressed as Etheria.

“Gilda?”

They both looked at each other when they spoke at the same time, though Rainbow out of surprise.

“You know her?” she asked.

“In passing. I bumped into her during a visit to Canterlot and we got talking.”

“How come you never mentioned?”

“Well… she asked me not to say anything about it,” he said quietly. “Between you and I, she doesn’t seem like someone you want to get on the bad side of.”

“Yeah that sounds like her,” said Rainbow bitterly. “Not that it’s hard to get on her bad side, apparently. She was a total jerk to everypony I knew when she came to see me. Bet that’s what she was doing in Canterlot too.”

Had she kept her eyes on Dusk and not turned to glare at Gilda, she would have seen his expression change to one of uncertainty. Like he knew more than he was letting on, but decided not to bring it up.

Right now though, the griffin demanded her attention. She was speaking to the mare with some urgency and looked like she was leading her away. What was she doing here and how did she know this pony? Or did she not know her at all and was just looking to make trouble for her? If so, no way Rainbow was going to let her get away with it.

“Come on, let’s see where they go,” she said to Dusk.

“Rainbow, is this really any of our business?”

“It is where Gilda and some poor pony she’s pushing around are concerned. I’m going anyway.”

Not waiting to see if he’d follow, Rainbow began to thread through the crowd. She followed close enough to keep Gilda in sight, but not enough to draw suspicion. Her ears picked up hurried hooves which suggested Dusk had indeed joined her.

It was difficult to remain completely unnoticed though. Gilda seemed to be on edge. Every few seconds, she’d glance over her shoulder, eyes narrowed and wings poised to take off at any second. If she was trying not to get spotted, she must be into something really shifty with this pony.

Rainbow did her utmost to blend with the crowd. Though they didn’t stand out as much as anypony else did, she had a feeling that Gilda might take notice eventually.

She looked around again. Her eyes locked with Rainbow’s. Though she looked away, she knew at once that she’d rumbled them. She suddenly grasped the mare closer and quickened her pace towards one of the fire exits.

“After her!” she ordered and jumped to fly above the crowd.

The door closed when she reached it, but she landed and kicked it open. Gilda and the mare were running down the corridor, one that looked like it was used for maintenance.

Something zipped past Rainbow’s head and shot ahead past their quarry. It was Dusk’s puppets of Laserbeak and Ravage. They barred the way ahead, making the pair skid to a halt.

“Hold it right there!” Rainbow barked, crouching low with her muscles tensed. “You’re not going anywhere, Gilda!”

“The hay I… wait, Dash?” She squinted closely. “Is that you?”

“Damn right it is.” She whipped off her hat and shook her mane loose. “I don’t know what funny business you’re putting her through, but you’d better let her go! Right now! Nice work, Dusk.”

“Of course,” he said as he caught up and cut off their escape from behind. He removed his helmet. “I’m not sure if it’s fair to say that it’s good to see you again, Gilda.”

“What? You?! Of all the ponies to run into…!” She growled through a gritted beak. “I don’t have time for this! You’d better get out of the way, right now or this is gonna get ugly!”

“If you’re gonna start making threats, you’d better be ready to put your bits where your beak is. You let her go, right now and maybe I’ll let you off the hook.”

Gilda flexed her claws. “That’s not gonna happen, Dash. You don’t know what you’re getting into.”

“Believe me, I think I’m getting a pretty good idea,” retorted Rainbow. “Either let her go or we do this the hard way. Your choice, Gilda.”

“Or there is a third option,” a new voice called from the other end. “You hand her over to us and perhaps we’ll leave you relatively intact.”

They all looked towards the speaker. Two stallions stood at the far end of the corridor. One, a unicorn, wore a cloak over his light brown fur, though his hood was down to expose his rose-coloured mane, watching them with a detached amusement. He levitated a large case next to him. The other was an earth pony of very muscular build, though his brown fur bordered on grey and contrasted with a bone-white mane. His eyes were roaming between each of them, like he was studying them closely.

“And who are you?” asked Rainbow. “I’m warning you, you’ve got no idea who you’re threatening here.”

“What a coincidence. Neither do you,” said the unicorn, a smirk playing on his lips. “Does that mean we’ll have to follow through on it? How unfortunate.”

“Alright, I’ve had it!” Rainbow charged towards them, banking on her sudden attack to throw them off.

What she didn’t expect was the earth pony to stand right in the path of it. She hit him before she could veer away and it was like she’d hit a wall. She suddenly stopped and was sent flying back when his hoof smacked her in the face. Spots danced in her vision and she shook her head to clear it.

“An obvious attack,” remarked the earth pony in a clipped voice. “Though your speed is impressive.”

“Rainbow, get back!”

Dusk deployed puppets of Soundwave’s minicons, clearly going with his first thought. Rumble and Ravage charged at the earth pony, while Laserbeak and Ratbat took off for the unicorn. While the former started swinging at the puppets like they were annoying bugs, the latter laughed in surprise.

“Goodness! A fellow puppeteer!” He leapt back and opened his case. “Well, since you’ve shown yours…”

A collection of carved wood rattled out onto the floor. The unicorn’s horn glowed, a faint blue line emerging from it towards the pile. It twitched and shook. Bit by bit, the pieces started to form together and rise up. In seconds, two ponies stood next to the unicorn.

No, not ponies. There was nothing connecting their limbs, only strands of magical energy. But the way they were carved, the colours and shapes of their manes… from a distance, you’d think they were the real deal. Until you got closer, saw their lifeless eyes and their perpetually blank faces.

With a flick of the unicorn’s hoof, they started battling the puppets. Laserbeak swooped at the unicorn’s puppet and knocked its head back. But it zoomed back to the ‘neck’ and struck Laserbeak, causing it to flicker. A glance at Dusk showed Rainbow that he looked to be having trouble keeping his concentration and magic between four sources and multiple opponents.

The earth pony had already knocked aside Rumble and crushed Ravage, looking ready for another round. She got to her hooves and was about to oblige as he went straight for her. Before she could act, something grabbed her flanks and pulled her back. His hoof slammed into the spot where she’d been, leaving cracks.

“What the…?” She looked back at Gilda. “Hey, what gives?!”

“Sure, don’t thank me!” she shot back.

“We can’t stay here!” cried the mare. “There’s not enough space!”

“I agree,” said Dusk. “Back into the convention hall, quick!”

Rainbow bit back an argument. Though her pride demanded she stand her ground, common sense won out especially with some innocent mare in danger. Hopefully, these guys wouldn’t follow them where it was full of ponies.

He formed his puppets into four orbs and left them lingering as they turned tail. Even with her back turned, Rainbow could see how bright they were when they exploded in bursts of light. She heard the two stallions yell in confusion as they burst through, back into the convention proper. They ignored the exclamations of surprise from those gathered and kept going until they were deeper in the crowd.

Rainbow looked back over her shoulder. Their hunch had been correct. No sign of their pursuers. They slowed and leaned against a nearby wall to catch their breaths.

“Alright,” said Dusk, “perhaps you could explain what just happened there?”

“Not here!” hissed Gilda. “We need to go somewhere quiet, make sure we’re not gonna come across those two again.”

Rainbow nodded. “Fine. We’ve got a place not far from here. Dusk, you stay with… sorry, what was your name?” she asked the mare.

“It’s… it’s Janus,” she said reluctantly. “And why should I go with some stallion, after you accosted us no less?”

“Because we can help you, Janus,” answered Dusk. “My name is Dusk Noir and this is Rainbow Dash. We’re two of the Elements of Harmony and closely associated with the Princesses of Canterlot. If you’re in some kind of danger, we’ll do what we can for you.”

“Really?” She looked to Gilda. “Is this true?”

“Yeah, I guess they’re heroes or whatever,” she muttered.

“I see.” Janus considered for a moment. “Very well, I shall go along with this for the moment.”

“Well that’s a relief,” remarked Rainbow. “Dusk, you’re with her and I’ll go with Gilda. We’ll need to ditch our costumes, less chance of us being recognised.”

“It seems a shame, but very well.” He reached into his chest cavity and pulled out a large bag. “We can put them in here. I brought it in case we wanted to change out of them afterward.”

“Good call. Alright, let’s get going!”


They took a few looping routes back to the hotel, to make sure they weren’t followed. Rainbow stayed in the skies with Gilda while Dusk and Janus remained in the shadows. When they got back to the hotel, they sequestered away into Dusk’s room.

“Okay, does somepony wanna tell me what the hay just happened?!” demanded Rainbow the moment the door was shut and the curtains were closed. “Who were those guys and what do they want with this mare?”

“You could ask me, you know,” said Janus haughtily.

“Then by all means, explain,” said Dusk.

She pursed her lips. “It’s… difficult to do so.”

“Oh, that’s helpful!” Rainbow slapped her hoof to her forehead. “I just wanted to enjoy this convention, can’t believe we have to deal with this.”

“Hey, nopony asked you to follow us!” snapped Gilda. “We were doing just fine until you butted in!”

“Didn’t look like it to me!” returned Rainbow. “What was with that earth pony? I hit him and it was like I punched a mountain.”

“And that unicorn… those puppets he had with him. They were so lifelike and yet…” Dusk shuddered. “I’ve not seen anything like it before and he seemed to have no trouble exerting control over them either.”

“Great, so we have two weirdos we don’t know anything about, have freaky powers and are out to get our mystery mare. What I don’t get is how you fit into this, Gilda,” she said. “You know those guys?”

She shook her head. “Never saw them before in my life. Janus told me that some pretty bad types were coming after her, but I didn’t expect something like that.”

“Fair enough, but that still doesn’t answer my original question.”

“Not to mention that when I last met you,” said Dusk, “you were hardly the biggest fan of most ponies. What makes Janus different?”

“It’s not that difficult to work out, is it?” said Janus. “Gilda has a noble heart and brave countenance. Surely that is enough.”

Rainbow raised an eyebrow. “Uh, you mispronounced ‘aggressive, bullying jerk’.”

“Hey, screw you, Dash!” she snarled. “You don’t know everything about me!”

“I know you were treated my friends like dirt and didn’t even apologise! What else is there?”

“How about I show you, you-!”

“Alright, enough,” said Dusk firmly. “While I understand you two have some history, we’re still missing the point which has so far been avoided by the individual it concerns. Janus, who are those ponies and what do they want with you?”

She huffed. “I fail to see why I should have to explain myself to you.”

“Then allow me to elaborate. Whether you like it or not, we are involved. We fought those stallions and have done our best to protect you. They’ll be after us now as well. However, if you didn’t already know, both Rainbow and I are two of the Elements of Harmony. I myself am a student to Princess Luna and am very close to the student of Princess Celestia. I’m sure they’d be happy to assist you but we can’t do that until you tell us why.”

“You are?” Janus’s demeanour changed, suddenly looking apprehensive. “I… I see. Then it seems I’m fortunate. I had hoped to speak to ones such as you.”

“Well lucky you, here we are.” Rainbow held her hooves out. “So talk and we’ll see what we can do.”

Janus looked to Gilda. She glanced at Rainbow and nodded to the mare. Far from reassuring her, this seemed to make her even more nervous. But she seemed to come to some kind of resolution and nodded back to the griffin.

“Okay, do you promise not to freak out?” asked Gilda.

Rainbow raised an eyebrow. “Why would we do that?”

“Just promise, okay?!”

“Alright, alright, we promise! Geez, cool your jets.”

Gilda looked at Janus. The mare took a moment, then closed her eyes. Her body suddenly flashed with a green aura and it was no longer a mare who stood there. A black, hardened shell. Wings you could see through. Legs with holes in the feet. Sharp, pointed fangs.

“Changeling!”

Both Dusk and Rainbow tensed for a fight, but the changeling immediately withdrew as Gilda stood between her and them.

“You promised you wouldn’t freak out!”

“That was before I knew you were protecting one of them!” retorted Rainbow. “What are you doing, getting mixed up with her?!”

“Griffins and changelings have better relations than ponies do,” said Dusk. “Perhaps that has something to do with it.”

“Even so, you know what these things can do.” Rainbow’s glared intensified. “She’s probably controlling Gilda, like they did with Shining and Twilight and you! This was all a trap!”

“Hey, you’re the one who followed us, Dash!” argued Gilda. “We didn’t ask you to be involved in this!”

“If you could all stop talking about me like I’m not here,” remarked the changeling. “It’s very rude, you know.”

“What do you care?” Rainbow sneered. “You’re only using Gilda for a little snack. We know what you bugs are like!”

“You’ll find there’s a little more to ‘we bugs’ than what you may think and regardless, this bug has a name.” She held her head high. “I am Samore, Princess of the Changeling Swarm.”

Rainbow took a moment to notice that she did look different from the changelings she’d seen. For one, she had a mane of a rich green with a few streaks of purple. Her eyes, rather than an icy blue, were the colour of orange, like a sunset. There was something about them… so deep and enticing…

She blinked and shook her head. Where had that come from?

“Chrysalis’s daughter?” murmured Dusk.

Rainbow snorted. “Oh of course, that makes it all better! You’re only related to the monster who invaded our homes and attacked our friends, no big deal.”

“For your information, I had nothing to do with the attack on your home. In fact, my own mother used me as a bargaining chip so she could make her ridiculous bid for power and look where it got her.” Regret flashed across her face. “Not that she can do anything about it now.”

“Yeah and how do we know that’s true? I haven’t met a changeling I could trust.”

“Have you met many changelings?”

“Plenty and then I hit them. I’d say that’s all I need.”

Dusk stepped in. “She is telling the truth, Rainbow. At least in regards to what happened to the changeling princess. We know Fallen was behind the attack on Canterlot and the Swarm has been in chaos without a clear line of succession due to the absence of both her and Chrysalis. Gilda told me and I looked into it myself. My apologies, I know you said not to mention our conversation, Gilda but given the circumstances…”

“Yeah, whatever.”

“What were you doing in Canterlot anyway?” asked Rainbow. “It’s not exactly your scene.”

“What would you know? Anyway, it’s none of your business,” she muttered.

“Don’t tell me what isn’t-!”

“Rainbow, please focus,” said Dusk. “Now, based on all of that we can conclude who those stallions were or at least who they associate with. They’re lackeys of Fallen Soul, aren’t they, princess?”

She nodded after a moment. “The unicorn, I believe he is called Ligne Grace. I don’t know the name of the other, he must have been brought on after my escape.”

“The fact that you did is noteworthy, not to mention invaluable,” said Dusk. “With your help, we could find out more about what Soul is up to, perhaps even where he’s hidden.”

“That was my intention in travelling to find the Princesses of Equestria. I happened across Gilda by chance and when she told me she knew one of the Elements of Harmony, she became my escort. But we have been travelling for some time and… I became hungry,” she admitted.

“Is that what you were doing at the convention?” asked Rainbow bitterly. “Turning into cool characters and feeding off pony’s love for them?”

She glared at Rainbow. “You may not agree with my methods of sustenance, but it was necessary. Regardless, my task is almost at its end. I shall deliver my information to the Princesses and in turn, they can protect me.”

“That’s if you’re telling the truth,” said Dusk. “Another potential alternative is that this is an elaborate ruse, intended to get you within striking distance of royalty.”

Her glare turned to him now. “You were the one who said I was speaking the truth!”

“About events that you could already have knowledge of and is known also to Gilda, at least about the princess and her going missing. It doesn’t necessarily mean that you are that princess and that you’re not simply posing as her for your own purposes.”

“You dare doubt the word of a princess?”

“As Rainbow said, I find it difficult to completely trust the word of a changeling,” said Dusk. “It’s almost too good to be true, that you happen upon us here with information we need. Not to mention that the changeling princess herself is a closely guarded secret, known only to those within the Loveless Lands themselves and it all becomes rather convenient that very few even know what she looks like in her standard form.”

“I thought I told you already that not all changelings wanted the invasion!” argued Gilda. “Don’t let that stuff give you excuses to be prejudiced mules!”

“Uh, hey pot, name’s kettle!” retorted Rainbow.

“Shut up! If you’re just gonna be like this, why did you even bother helping us? Why are we still talking about this?!” She pointed her claw at both of them. “We don’t need you, we can get to Canterlot and avoid those freaks ourselves!”

“Are you sure that’s altogether wise?” asked Dusk. “Now that we know of your intentions and since we don’t know we can completely trust them, do you honestly think we can readily let you go?”

“Are you threatening us, Dusk Noir?” hissed Samore.

“Merely making an observation, your highness.”

“Ugh, this is stupid!” Rainbow groaned. “Look, we need time to talk about this. Dusk and I are going into my room. You two, stay here.”

“And what makes you think we’ll do what you say?”

“Because, Gilda, you can either deal with us in here or those two out there,” she answered, jerking her head to the window. “Your choice. Come on, dude.”

As they left, Dusk cast a seal of shadows on the door. He’d know if they were disturbed by either of them trying to leave. When he reached Rainbow’s room, he did the same for the room’s window by sticking his head out of Rainbow’s.

“Good call,” she said. “So you don’t think we can trust them?”

“I didn’t say that. I said it was difficult for us to trust their word.”

“What’s the difference?”

“Because there’s also the chance, however slight, that they’re being truthful. Even if it’s the slightest chance, we can’t afford to dismiss it completely, not with the weight of information it could hold.”

“Which could be exactly what they want.”

“Exactly. If this is a deception, it’s a very well-played one.” He pressed his hooves together. “You know Gilda. Is this in character for her?”

“Sort of. We stuck up for each other in Junior Flyers, but then you know what happened.” She scowled in the direction of their room. “You think you know someone, then it turns out everything you thought you knew is all wrong after some big secret comes out and you wonder if you ever really did know them.”

Dusk frowned. “Are we still talking about Gilda or…?”

“I’m not getting into it, Dusk. But fine, say she is telling the truth. What do we do with that?” she asked.

“Well, we wait,” he replied. “Spike and Twilight will be here soon. In fact, they’re checking in later tonight. We can have him send a message to the Princess, explain the situation and she can take appropriate measures. If this is some kind of trick, they can at least be ready for it.”

“So I guess, in the meantime, we keep an eye on them here and bunk up together.” She flopped onto the bed. “So much for a fun weekend…”

“Me too, Rainbow,” he said. “But look at it this way. Once we send the message to Celestia, she can take it from there and we can still enjoy the Sunday. Make the best of it?”

“I guess we’ll have to.” She laughed reluctantly. “For the record though, the time we were spending today before all this stuff? Was pretty great.”

“You’ll get no argument from me. Not so bad being a geek, is it?”

“Yeah, not so bad at all.” She winked at him. “I’m still the coolest Pegasus in Ponyville though.”

He chuckled. “I never doubted that.”


Dusk looked cautiously up and down the street outside the hotel. There didn’t seem to be any sign of Grace or the other stallion. Just in case, he would stick to the main streets where others were bound to see him. He just needed a moment to clear his head. Rainbow had offered to stay in the room with Gilda and Samore after they’d explained what they’d be doing with them. In a way, it was what Samore wanted and while Gilda obviously wasn’t happy, she hadn’t objected. Once he got back, he’d do the same and give her a break.

Poor Rainbow. She’d had a rough time of it, recently. The Pegasus had already been through a great deal and she had taken the confession of Ray the worst of them all. He had really hoped the two of them could just enjoy this weekend, then another betrayal from her past her surfaced. Two if you counted the presence of the princess. Not exactly a betrayal in that case, but a reminder of a time of treachery and conflict none of them were keen to relive.

Gilda’s accusation of prejudice echoed in his mind. Perhaps he was. It was a changeling that had helped end the invasion, after all. Even so, her relation to Chrysalis had placed Dusk on edge about her intentions. Even when she was losing ground, her goal remained to hurt Dusk using his love for Twilight. He hadn’t wished her dead, but it was also hard for him to feel sorry for her. Samore didn’t seem as bad as her mother, but even so…

The presence of Grace and the other stallion concerned him. He knew Fallen had allies in Test Tube and Hard Edge, though perhaps not anymore in the case of the latter. He hadn’t been seen since the battle in Cloudsdale. But if these two were working for him, it meant he was recruiting. How many others had joined his cause? He had tried Trixie and Doom, two individuals with a grudge against him and his friends. What of others or even new ponies he’d never seen, like the ones lurking somewhere in this city? And to what purpose?

His conversation with Sombra drifted into his mind. The possibility of more than just Wrath as a Demon Beast…

He was brought out of his thoughts by the sound of crying. It sounded like a foal. He looked around, trying to determine its source.

“Help… help me.”

Without thinking, Dusk moved into the alley where the crying came from. He shone a light from his horn, seeing a small form lying not too far off.

“It’s alright, don’t be afraid,” he said. “I’m here to…”

He trailed off, stopping in his approach. The form was lying very still. Too still. Realising his mistake, he turned to go back into the main street. Grace was right behind him, smirking.

“Help me, please.”

His voice was so much like a young foal’s. It made Dusk step back in shock, right into the iron grip of the other stallion. He grabbed Dusk’s neck, forcing him to his knees.

“Struggle or cry out and I will break your neck,” he breathed.

Dusk considered his options. Even in the darkness of the alley, there was no guarantee a shadow attack would be unnoticed and even then, he’d witnessed how resilient this stallion was. A call out would put an innocent pony in danger, they’d be caught unawares. Reluctantly, he remained quiet and didn’t move.

“Good work, Osteo. I know, pretty good, right?” said Grace in his normal voice. “Sometimes, the simplest things are the best. Don’t you think?”

“It seems so,” rasped Dusk.

“Do you like him? He was one of my first.” He danced his puppet over to Dusk’s field of vision. “The poor thing was scared and alone, nopony in all the world. Now, I’ve immortalised him, forever.”

Dusk struggled to speak in Osteo’s grip. “Made… in his image?”

“Something like that,” said Grace with an unpleasant smile. “I have to say, your magic is really something special. Those shapes you weave, such detail and solidity! Nothing like mine of course, but even so. Have you ever considered a career in show business? I think you’d fit right in with my little sideshow. Yes… yes, you’d be a perfect fit.”

“We have a task,” Osteo said sharply. “This talking is not productive towards it.”

“Fine, take all the joy out of it, why don’t you?” He knelt to look into Dusk’s face. “Now, my young friend, you’ve caused us a bit of bother. See, we’ve been tasked with recovering the young mare you and your multi-coloured friend acted so valiantly to rescue.”

“By… Fallen Soul.”

“Ah, so you’re familiar with our benefactor then.”

“Grace…” Osteo hissed.

He waved his hoof. “Oh come now, Osteo. If he already knows, what’s the harm in it? Yes, a rather peculiar sort of stallion. Then again, who am I to judge? He has a vision I’m rather keen to see fulfilled and it starts with the sweet little thing you have hidden away.”

“You…” Dusk coughed as Osteo tightened his grip. “You… won’t get her.”

“In a manner of speaking, you’re right.” He placed his hoof under Dusk’s chin, making him look up. The texture of it was… wrong. It didn’t feel like fur on his leg and it was oddly cold. “See, we did some asking around. It didn’t take long to determine where you and your friend had travelled from to the convention. While we could potentially scour the place until we found you inside, I had a much better idea: why should we come to you when you could come to us?”

“No… it won’t… won’t…”

“You are wrong,” said Osteo. “You and your friend acted to save a stranger. She will do the same for you.”

“All we need to do,” said Grace, taking off Dusk’s hat, “is send her a little message…”


Rainbow and Gilda silently glared at each other. Neither of them had spoken for the past… she wasn’t even sure how long they’d been in this room for. Samore had grown tired of the hostility between them and had drifted off to sleep. The only sounds in the room were her gentle breathing and Rainbow’s hoof, tapping impatiently.

She’d never expected to see the griffin again and would have been happy if she never had. It was hard to remember a time she liked Gilda anymore. Ever since she’d shown a true colours in Ponyville, even the positive memories of their time together were ruined. She’d seemed so scared and shy when Rainbow had first met her, back when she was still a filly. Guess the way she’d gotten over that timidity was to be a big bully to everypony else. It was the first time a friend had let her down and it certainly wasn’t the last.

A familiar anger flared in her, along with the memory of her grabbing the stallion it had been directed towards and yelling at him. She wouldn’t say it outloud, but maybe her thoughts on Ray were having an effect. But that was something to deal with later.

She groaned internally. Normally, she’d relish the chance to save the day for somepony but not this time. For one thing, she just wasn’t in the mood for heroics, just having fun with a friend and she had been as well. And she’d gone and landed them in this. Not exactly the way she’d wanted it to go down.

She glanced at Samore. So far, she hadn’t tried anything. That wasn’t to say she wouldn’t. She’d witnessed the kind of trickery changelings were capable of. She wouldn’t be letting anything get by her, not again. No matter how tired she felt, she’d not be letting Samore out of her sight. Still, the sooner Dusk got back, the better.

“She’s not controlling me, you know.” Gilda’s voice brought her back from her thoughts. “If that’s what you’re thinking, I mean.”

Rainbow snorted. “Yeah, that’s just what you would say if you were being controlled.”

“I’m telling the truth! But whatever, believe what you want. If it makes it easier to see me as just a big jerk of a griffin, then fine.”

“Good, because that’s exactly what you are. You know what you did and you better not try turning it around on me when it was your own fault.”

Gilda didn’t say anything to this and Rainbow took a grim kind of satisfaction. She turned her attention back to Samore when something very unexpected happened.

“I’m sorry.”

Those two words made Rainbow stare at Gilda. She was shifting about, not looking at her except in brief moments and fiddling with her claws. Before Rainbow could even think of a response, she continued.

“You wanna know what I was doing in Canterlot? I… I was coming to see you. Or trying to. I chickened out in the end, but before I did, I ran into your friend.”

“He has a name.”

“I know, just lemme…!” She put a lid on her annoyance and went on. “We… we got to talking. He said that, even if I did apologise that… that there wasn’t a guarantee we’d be friends again. But that if I didn’t show that I was willing to… to try, nothing would change. So I get it. You don’t want to see me again? Fine. But… I just wanted to say it, so… so there. I’m… I’m sorry. For being a jerk.”

She stopped trying to look at Rainbow at all now, her eyes fixed on her fidgeting claws while her tail swayed anxiously. Rainbow took a few minutes to process what Gilda had said. It would be easy to say that she wasn’t being sincere or she was faking it. But she just couldn’t.

A few different questions tumbled over each other in Rainbow’s head. In the end, she settled on one.

“Why are you helping her?”

“Huh?” Gilda frowned. “What does that matter?”

“It does. You wanna try, show me you’re not being controlled? Answer my question.”

“Alright, fine. Just gimme a sec.” She thought for a few moments. “When I found her, it was when I was doing my deliveries in the market. She was in disguise, as a griffin. Already pretty weird, given us and changelings are pretty good with each other. She must have already been pretty weak because all it took was me barging past to get her to drop it. I started to yell and she just… she looked so scared. When I saw that, I…” She looked away. “Sounds dumb…”

“Try me,” said Rainbow.

Gilda didn’t reply at once. “You remember the first day of Junior Flyers? The day we met? I saw her and I thought… what would you do? Pretty much a no-brainer. There. You happy?”

Rainbow could remember, clear as day. Three foals, teasing a frightened griffin cub. She’d stepped in, shown them who was boss and introduced herself. They’d flown together, Rainbow had said how good she was and when she started chanting the Junior Flyer’s Chant, she just had to join in. Anypony, or griffin, with that kind of skill and passion was worth knowing.

Now, sat before her, Rainbow didn’t see a yelling, pushy jerk. She saw that little cub, looking so afraid and alone.

She found herself standing up and approaching Gilda. She went to place a hoof on her, but decided not to. Her eyes flickered up for a moment, then back down. She was hunched over and faintly shivering, but the room wasn’t cold.

“Gilda… look, what you did to my friends wasn’t cool. You’re gonna have to give me some time to get over that. But…” She held out a hoof. “I’m willing to start over, if you are.”

Gilda stared at Rainbow’s hoof. Very slowly, she looked up. Her eyes were faintly shimmering and the lower part of her beak was wobbling.

“Okay,” she whispered. She gripped Rainbow’s hoof tightly. “Thanks…”

“Sure thing.” Despite the situation, Rainbow snickered. “Never would have figured you to be a softie though.”

“Shut up,” Gilda muttered, though she laughed a bit too. “That’s just what you ponies do, I guess.”

“Maybe. It’s not a bad thing though, right?”

“Guess not.” A genuine smile came to her now. “You looked good. Your costume, I mean. Pretty good Starscream.”

“Wait, you read those too?” Rainbow cackled again. “A softie and an egghead, Gilda? Wow, I never knew.”

Her face flushed. “Hey, they’re good books, okay? I just never talked about it because, you know…”

“Yeah, I didn’t think much of reading back then. Hey, when we get Samore to the Princess, maybe you could hang with us tomorrow. If Dusk is cool with it, I mean. We could whip something up for you, like one of the Seekers!”

“Sounds like a pretty dweebish thing, but maybe it might be a little fun,” she shrugged. “But no way am I being Thundercracker! It’s Skywarp or nothing!”

“Whatever you want, Gilda.” Something she said made Rainbow pause. “Actually, now you mention it, Dusk should have been back by now.”

“Maybe he’s already on his way back or something?”

“Not sure. Stay here a sec, I’ll be right back.”

She left the room and headed for the lobby. His shadow spell was still holding, but he didn’t need to control it from what he explained. It just did what it did. So where was he? Just as an unpleasant feeling started brewing in her gut, a voice got her attention.

“Excuse me, are you Rainbow Dash?” It was the receptionist, a young stallion. “Somepony came by just now and dropped something off. Said to give it to you when we had the chance. I was just about to send somepony…”

Whatever he was saying, Rainbow wasn’t listening. He had just shown her the thing in question. A black trilby hat. Her blood ran cold at the sight of it. She snatched it from the receptionist and sped outside. No sign of anypony nearby who could have dropped it off.

There was something tucked between the ribbon of the hat. A note with an address, a time and nothing else. She shot back inside, slamming it on the desk and demanding to know where this location was.

“I-It’s an old theatre, out on the edge of town,” he stammered. “B-Been abandoned for years, due to be knocked down soon. Is there-?”

“No time, thanks!” She hurried back upstairs, showing Gilda the hat and note. “They took him.”

“What?!” She swiped it from her and read it over. “Spineless jerks! They want her for him.”

“I figured that too.”

“Well, we obviously can’t concede to their demands.” Samore had woken up and was regarding Rainbow with aloofness. “I’m sorry about your friend, truly but we can’t simply-“

“Do I look like a changeling to you, princess?!” she interrupted. “You can’t order me around and there is no way we are leaving him with them!”

Samore blanched at her yelling. “But what are we to do? This is evidently a trap and we’d be foolish to walk straight into it. Perhaps if we had additional aid, waited until your friend arrived and then-“

“Look at the time here!” Rainbow pointed at it. “We have to be there by the time she arrives at the hotel and we’ve only got half an hour now! Plus, if we show up with anypony other than us, they’ll do something bad to him, I know it. If we’re gonna do something, it has to be now and it has to be us.” She looked to Gilda. “You in?”

The changeling scoffed. “Gilda, please. You can’t really be considering pursuing this ludicrous course of action. We don’t even have a plan.”

Gilda looked between her and Rainbow. Her eyes lingered on the hat.

“I think you’re crazy. But then, that’s just you anyway,” she said, smirking. “Besides, that little twig helped me out before. Be a pretty crappy thing to back out on him.”

“I can’t believe…” Samore sighed. “Well, if you insist on this hare-brained path, we need to at least conceive some kind of plan.”

“Don’t worry, princess. We’ve done this kind of thing before,” said Rainbow. “First thing I’m gonna do is leave a message with the front desk. Then I’ll tell you what I’ve got in mind…”


The theatre was quiet. Nopony was present, apart from them. Yet Dusk couldn’t stop imagining the seats and stands being filled with ponies, looking down where he was restrained on the stage. He could almost see them, watching with anticipation for the spectacle to unfold, though the seats had long been torn out.

He shifted against the ropes that bound his legs together. The rope was thick and the knots were tied tightly. No chance of wriggling free. They’d placed a magic inhibitor ring on his horn, so no chance of that. Osteo was somewhere behind him, while Grace paced up and down the stage. There was no sign of his puppets, but Dusk knew they’d be somewhere here. Though he didn’t want to admit it, the best thing he could do was wait.

“You know, it’s a shame we couldn’t have met under different circumstances, Dusk,” Grace said. “I really think you’d enjoy my show, I do. There’s no real appreciation these days for traditional arts and you look like a pony who enjoys true showponyship.”

“I like a good show as much as the next pony,” replied Dusk. “Though you’ve chosen to associate with a very particular crowd, Grace.”

“To say the least,” he said with a chuckle. “Would you believe I’ve known stranger beings? I mean, when you’ve been around as long as I have, it happens.”

“You don’t look that old.”

“You’re kind to say so. Why don’t you have a guess at my age? I can promise you, it’s nowhere near what you think it is.”

“The time is getting close,” interrupted Osteo. “We must be ready.”

“You know, you really do have no sense of courtesy,” Grace sighed. He perked up at the sound of the door opening. “And it seems our audience has arrived. Showtime!”

Dusk looked to make out two shapes moving towards them. Rainbow was at the head and Gilda followed behind, a large sack hauled across her back.

“Good evening, ladies!” called Grace. “So pleased you could make it at such short notice.”

“We didn’t have much of a choice. You okay there, Dusk?” asked Rainbow.

“As well as can be expected,” he replied. “I’m sorry about this.”

“Don’t sweat it. Good thing you’ve got me help pull your flank out of the fire.” She looked back at Grace. “We doing this or what?”

“Where is Samore?” asked Osteo

“Where do you think?” Gilda hefted the sack onto the floor. “She wasn’t happy about being traded, so we had to use this to bring her.”

Muffled yells came from inside the sack and something inside was noticeably struggling.

“Shut up!” Rainbow kicked the bag and the noises stopped. “We tried not to rough her up too much.”

Grace smirked. “Just so long as she’s still in one piece. So sorry to have interrupted your weekend, but we’ll be out of your manes soon enough.”

“Best thing I’ve heard all day. What does this Fallen guy even want with her anyway?” asked Rainbow.

“That’s a mystery even to me, I’m afraid,” he shrugged. “But apparently, she’s quite important and he’s not the sort of fellow you want to question too much.”

“So you’re working for somepony and don’t even know what their endgame is? Seems pretty dumb.”

“Now, I didn’t say that, did I?”

“Grace, you are wasting time,” said Osteo.

“And there you go again, no sense of dramatic flair,” sighed Grace. “We have them where we want them. What harm is there in indulging ourselves a little?”

“The greatest losses are often when victory seems the most apparent.”

Grace rolled his eyes. “Sorry about him. I’m thinking of putting him in one of those fortune teller boxes and bringing him along for my shows.”

“Yeah, I’ll bet,” said Gilda. “How come you’re hanging with such a dweeb if he bugs you so much?”

He shrugged again. “The necessity of mutual partnership, my good griffin. Sometimes you just have to work with what you’ve got. I’m sure you both understand. I did sense a little animosity between you when we first met.”

“What’s it to you?” snapped Gilda.

“Merely a small point of interest, nothing more. Still, we both have that in common: working with those we’d ideally not be to achieve something better.” He tilted his head suddenly. “Isn’t that what we all want, at the end of the day?”

“Not if it means working for some crazy pony,” Rainbow scoffed.

“Crazy is relative. Yes, Fallen may be a peculiar sort but he’s one with a vision and I would like to see it fulfilled. Surprising as it may be to learn, not everypony is happy with a world of friendship and harmony and whatever other high ideals the princesses preach.”

“If that’s so, then what exactly do you want?” asked Rainbow. “You haven’t actually said.”

“The kind of things that ponies like you would call crazy.”

Rainbow snickered. “What, puppets? That might be a little weird for some ponies but if you can’t take some criticism…”

“Oh, my dear, sweet filly…” His smile widened. “If only you knew.”

“Enough!” Osteo forced Dusk to his hooves. “We have spent too long here. Your showtime is over.”

“Overbearing… fine, fine,” muttered Grace. “Let’s get on with it.”

“At last. Griffin, bring forth the sack. I will bring the stallion. Any sudden moves and I shall kill him. Is that understood?”

“Loud and clear.”

Gilda and Rainbow exchanged a quick look and a nod. She heaved the sack back up, shaking it to stop the renewed struggles. Dusk was forcibly shoved to the stairs leading off the stage and onto the theatre floor.

As they walked, Dusk looked between the two. Much as he knew Rainbow would come for him, he couldn’t imagine either her or Gilda willing to hand over Samore so easily. They had to have some kind of plan in place. He watched them for any indication, a hand gesture or facial expression, something.

But there was nothing, at least from what he could see. He resolved to trust them, despite his mounting apprehension.

He had almost reached Gilda. Even though they weren’t exactly friends, her presence was still a comfort to him. She caught his eye and nodded. Did that mean something or was she just trying to make him feel better? He returned it and they started to move past each other.

Then, they stopped. Osteo had placed a hoof on Gilda’s shoulder.

“Open the sack,” he ordered.

“You can’t order me around, pony,” she growled. “Open it yourself.”

“I do not like repeating myself.” His limb started to creak audibly and Gilda winced. Was it Dusk’s imagination or was his hoof getting a little bigger? “Open the sack. Now.”

“Alright, alright!” Gilda yanked herself away and rubbed her shoulder. “Geez, what’s your problem?”

“My time, being wasted.” He forced his hoof on Dusk’s back. “Open it.”

“I’m doing it, look!” Gilda was undoing the string that tied it closed. “After everything else I’ve dealt with today, I can’t believe I’m being ordered around by some pushy egghead! When I get my claws on you-!”

She suddenly stopped yelling when a flash of purple filled Dusk’s peripheral vision. When it faded, he was suddenly back by the entrance and a familiar face filled his vision.

“You’re okay!” Twilight threw her hooves around him, removing the inhibitor from his horn. “Oh thank goodness you’re okay!”

“Twilight? But when did you-?”

He cut himself off at the sight unfolding back in the seating area. Rainbow Dash had come bursting out of the sack. She and Gilda were engaging Osteo, who had a notable slash across his chest from sharp claws. Even so, he wasn’t deterred and fought fiercely, matching the pair blow for blow.

But there was movement up in the viewing boxes. Six of Grace’s puppets, one in each box, had jumped into the fray as well. Their master was watching with an amused expression and applauding.

“Oh very good, very good!” he crowed. “Any other little surprises?”

As if on cue, something crashed through the ceiling. Spike rose from the rubble and roared. A couple of puppets moved to intercept. He backed off a little and quickly realised he wasn’t dealing with normal ponies.

He drew in breath and sent a torrent of flame at the nearest puppet. It didn’t catch fire like Dusk expected, but it was noticeably singed.

“No!” Grace didn’t look so amused anymore. “I will not have you tarnish years of work, dragon!”

“Oh yeah? Just try and stop me!” Spike snarled and unleashed more flames.

“Dusk, what is going on?!” Twilight asked. “We got Rainbow’s message at the hotel and got Spike to send another to Celestia but what is all this? Who are these ponies and how is Rainbow Dash over there, but also right here?”

“Yes, well,” said the other ‘Rainbow’ as she approached. “This may be somewhat shocking.”

“What do you-? Agh!” Twilight screamed when Samore resumed her normal form. “A-A changeling?! But-!”

“Twilight, there’s no time now. We need to get this under control and we’ve got incoming!”

Three of Grace’s puppets were charging for them. One of them halted, raising its foreleg and a crossbow sprang out. The bolt twanged off Twilight’s shield, but another was loaded into place, firing in a steady barrage. The other two darted forward, one sprouting circular blades out of its legs which started to spin rapidly.

“Princess, hide!” Dusk shouted as he ran to engage.

He formed his own colour puppet, taking the form of Applejack. It bucked the bladed puppet, halting its advance. He went to intercept the other one but it flew apart like it had been swept up in a powerful wind. Its disconnected limbs zoomed past his head, making straight for Samore. She backed away and ran through a side door at the back of the theatre. The puppet went after her.

“Spike, need backup here!” called Dusk. “Will the Princesses’s forces be here soon?”

“I marked it as urgent, they shouldn’t be long!” Twilight replied. She was blasting bolts of magic at the crossbow puppet, levitating the bladed one and forcing it back. “You’d better explain everything to me when this is over!”

“I will, but I need to get after her!”

He saw Spike coming over, flying backwards away from another puppet. The other two were barely holding themselves up from his fire. Assured that Twilight wouldn’t be left by herself, Dusk galloped after his quarries.

He burst through the doors, listening for the clatter of wood and Samore’s panicked cries. He ran until he found her, at the theatre’s rundown lounge. The door there was chained up and the puppet was closing on her. Its legs opened up and fired razor-thin wires at her. One looped around her leg, tightening painfully.

“No! No, get it off me! Get it off me!” she shrieked.

Dusk started towards her, when something struck him in the back of his head. It was the head of the puppet, moving of its own accord like a bizarre haunted house attraction. It opened its mouth and fired another wire. He jumped back as it embedded in the ground, stepped on it and yanked the head towards him. He punched it with an orange hoof.

He turned back to the body, when a white hot pain seared his leg. One of the puppet’s rear legs had landed a hit with its wire. It pulled and yanked him down. The head floated back up, firing again and securing his other leg. The wires were digging into his leg, enough that to cut into the skin. He gritted his teeth, tried to use his magic but it was just too much.

The wires were coiling around Samore like snakes. She struggled and pulled, but it was no use. Tears were forming in her eyes.

No, those weren’t tears. Tears didn’t take on a gaseous quality like mist and they certainly weren’t purple. More of it was gathering, building from the corners until their sunset orange turned the colour of a violet night. Dusk felt like he couldn’t look away, literally. He couldn’t pull his eyes away from the sight. Despite how unpleasant, how horrible it was, it was also so… captivating.

“No…” Samore whimpered. “No, please, no…!”

Something else flashed across her body. The poisonous green of changeling magic. But she didn’t change shape. It flashed again, more powerful this time. Something was happening to her and she needed help.

With a cry, Dusk called upon the darkness. Sharpened tendrils sliced through the bonds that were holding him and Samore, though the wires themselves remained. He used yellow shields to encase the pieces of the puppets, but it wouldn’t hold them long. Samore didn’t seem to have noticed and was still writhing in anguish. Green mingled with purple, though the former appeared with more frequency.

“Samore, hold on!” he yelled. “I won’t let them-!”

Then green exploded across his vision, sending him flying backwards. It broke his shields and caused the puppet’s body parts to fly everywhere. His head slammed against the wall and he slid to the ground.

He could just make out Samore slumping over encased in something glowing, somepony faintly calling his name before everything went black.


“… he is coming around. Dusk? Dusk, can you hear me?”

His vision was blurry, but it was starting to clear up. The voices were faint, but they became louder. He vaguely recognised the face before him, but it took a few moments to put a face to it. By the time he did, they had him in a hug.

“Oh, my student! Thank the stars you’re safe!”

“Luna…?” he murmured. “But I… Twilight sent a message to…”

“To my sister, yes. However, have you forgotten how late it is?” she said with a teasing smile. “It was I who received it and I arrived post-haste with a contingent of my Shadow Guard. They’re just wrapping things up. Sombra is here as well.”

“So… so quickly?”

“Twilight and Ray may be skilled in teleportation, but an alicorn’s power in that area is far greater,” she said.

“That’s good…” His memories of what had happened rushed back to him. “The others, are they alright? W-Where’s the princess? Samore, I mean? Where are those two stallions? We have to-!”

“Calm yourself, my student. Our friends are perfectly fine. Some bruises and cuts, but nothing they won’t recover from and the changeling has been secured. As for those two stallions…” She scowled. “They had already fled. Rainbow Dash told us that the puppets the unicorn fought with all at once emitted a torrent of obscuring smoke. By the time it lifted, they had gone. My guards are searching the immediate area, but no sign of them as of yet.”

“I see…” Dusk sighed in annoyance and steadily pushed himself up, with Luna’s help. “Samore… the changeling, that’s her name. Is she…?”

“She is well, though that depends on your perspective. Come, perhaps it is best if you see for yourself.”

She led him out of the lounge and back to the theatre proper. He only had a moment to acknowledge everypony hurrying towards him before they enveloped him in a collective hug.

“There you are, bro! Wow, you’ve been put through the ringer, huh?”

“Dude, what were you thinking?! Running off like that alone!”

“Dusk, I had just managed to rescue you and then you go throwing yourself into…!” Twilight hugged him closely. “I know you had to, but…”

“I know, I know, I’m sorry. I couldn’t let them get her.” They broke away and he managed a smile. “You’re all looking better than I thought.”

“Like some pony is gonna get the best of me,” boasted Gilda, though she was holding her left wing in an awkward way. “Looks like I was right about you being gutsy though.”

“High praise, coming from a griffin,” he replied. “How was your first time using teenaged dragon fire, Spike?”

“Feels a lot different than when I was still a baby. I mean, I’d practiced a little before but nothing like that.” He nodded proudly. “That jerk’s gonna think twice before he tries that again.”

“You did great, Spike. But a lot of your ‘plan’ was left up to chance, Rainbow,” she added.

She waved a hoof. “Eh, not when you think about it. I knew you’d be right on time at the hotel by the time we got here and that you’d be over here in a flash. Still, I told Samore and Gilda to stall the double act as much as they could so they could get into position. Once they were, it was just a matter of somepony giving the code word.”

“All you said in the note was ‘you’ll know it when you hear it’,” Twilight groaned. “If I’d known it was going to be ‘egghead’…”

“Worked, didn’t it?” shrugged Gilda. “Hey uh, quick work on the teleport thing, Sparkle. You… you did good.”

“Oh. Well, thank you, Gilda,” she said, bemused but not unappreciative. Her eyes focused on something behind Dusk. “And this is who they were after?”

Dusk followed her gaze. Between a contingent of Luna’s guard and encased in a magic bubble lay Samore. The cuts in her chitin looked like they were already healing and she floated above the ground in the bubble’s centre, her expression peaceful and calm.

“She was like this when I found her,” said Luna. “My magic cannot cancel out the barrier and I am unwilling to risk pushing its limits further.”

“It seemed to activate when she was becoming frightened about capture.” Dusk explained what happened when he’d gone after her. “Do you have any idea what it might be, Twilight? Luna?”

“Hmm. Sounds to me like some kind of warding spell,” said Twilight. “They can be more of a last resort measure. If the being it’s cast upon feels like they’re in danger, it can activate to protect them. They can be powerful, but it basically knocks out them out while it’s in use.”

“It would be more accurate to say they are induced into coma,” said Luna. “And this is an exceptionally strong barrier, one that only a being with very strong magic would be able to cast. There is little we can do until the spell runs its course.”

“How long would that be?” asked Twilight.

“That is another curious thing. These spells last long enough until the danger can be reasonably considered passed, but this remains as strong as ever. Most curious indeed.” She frowned at the changeling. “Regardless, I shall return to Canterlot with her and have her sequestered away there. From what Rainbow and Gilda have told me, Samore could have valuable information for us.”

“All we have to do is wait for her to wake up from her power nap,” said Rainbow.

“You let me worry about that,” said Luna. Her eyes flickered up as somepony approached. “Ah, Sombra. Any luck?”

“No sign, Luna,” he reported. “This city is large and there are many places to hide. Unless you intend to bring the entire Royal Guard in force, we won’t be finding them with the soldiers we have.”

“Unfortunate, but not unexpected. Regardless, I doubt they will return again,” she said. “Their quarry will soon be beyond their reach and they would be fools to attempt anything at Canterlot.”

He nodded. “Even so, I will go with a couple of guards and accompany our friends back to their hotel. They’ve been through a great deal and I’m sure they’d appreciate some rest.”

“I agree. Go with Sombra, my friends. My guards and I will handle the rest.”

They all started to move out of the theatre. Just before he left, Dusk looked back at Luna. A number of questions came into his mind, but his body reminded him of just how tired he was. Perhaps it would be best to save them for another time. Or at least until he and the others made it back to the hotel.

With one last smile to his teacher, he left with the others into the bustling city.

Author's Note:

There will be a shorter chapter posted this Sunday to wrap things up. See you then!