• Published 20th Jun 2014
  • 2,939 Views, 85 Comments

The Umbra Queen - Car Cloth



All is well until, one by one, the inhabitants of Ponyville begin acting… strangely. Shaken by a terrible feeling of dread, Rarity believes she may be the only one left to save everypony from the rising darkness.

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Attack on Canterlot

“And that’s how I got my cutie mark!”

“Really? That’s totally awesome!” Scootaloo shouted.

Apple Bloom nodded along. “I can’t believe you guys all got your cutie mark before me! I’m so super jealous!”

“Don’t worry,” Babs said, throwing an arm around her cousin. “We’re all still Cutie Mark Crusaders at heart. We’ll be with ya no matter how long it takes to get yer cutie mark.”

Sweetie Belle smiled as her friends gathered for a group hug. She had missed them so much… They hadn’t been separated long, but it felt like forever since she had seen them last. “You guys are the greatest,” she sniffled.

“Don’t go givin’ us the water-works! You’re gonna have me doing it too!” Babs laughed, wiping at her eyes.

Scootaloo joined in the laughing. Her cutie mark was a dark purple tire with a red streak behind it, kicking up dust. Sweetie Belle admired it for a moment. They were all growing up so fast! They would no longer need to go out and try so many new things because… they already found their special talent. A sudden feeling of listlessness came over her. I guess maybe I should have enjoyed the journey more…

Crash!

The Cutie Mark Crusaders turned their attention to the front door. What was going on outside? Scootaloo was first out, jumping into the street with a reckless leap. Apple Bloom and Babs also rushed out with steely determination. Sweetie Belle took a step back and glanced over to where the twins were sleeping. They had been fed, changed and played with… she could leave them alone for just a moment…

The instant Sweetie Belle stepped out into the street she knew what was wrong. The citizens of Ponyville had disregarded Twilight’s instructions and were now harassing the changelings. With brooms and boxes they waved the changelings from the town proper and began pushing them out to the Everfree Forest.

“C’mon, Cutie Mark Crusaders! We have to stop them!” Sweetie Belle took off running but she slowed to a halt when she realized Apple Bloom, Scootaloo and Babs weren’t following. “What’s wrong? We have to go help them!”

“I dunno, Sweetie Belle,” Babs said, puffing out air enough to move her bangs aside. “We’re so… young… compared to the ponies that want them outta town. And the changelings did attack us…”

Scootaloo nodded. “Yeah. They weren’t going to stop. Maybe we should just let them go.”

Apple Bloom suddenly held her head up. “No, you guys! If we’re going to be Cutie Mark Crusaders to the end then we need to act like it! If this means a lot to Sweetie Belle, we should help her!”

“Thanks, Apple Bloom,” Sweetie Belle responded. With her friend by her side, Sweetie Belle ran to stand between the townsfolk and the changelings. She didn’t know what she was going to say to sway their minds, but she was going to give it her all.

Much to Sweetie Belle’s surprise, some of the warrior changelings had woken. The townsfolk were moving the unconscious ones by dragging them and the workers had already fled to a safe distance.

“Wait!” Sweetie Belle shouted. “Leave them alone!”

The ponies dropped the unconscious warrior changelings and glared at her. “What’re you doing? This doesn’t concern you. Let the adults handle this.”

“We’re old enough,” Scootaloo hissed. “And we heard what Twilight said! Leave those changelings alone!”

“The fillies are right, you mustn’t shout! Twilight’s instructions were clear, there can be no doubt.”

Everypony turned to Zecora the zebra. She walked from the streets of Ponyville and took a place next to Sweetie Belle.

“Y-yeah! What Zecora said!” Apple Bloom added.

“Besides, these changelings weren’t the ones that decided to attack us!” Sweetie Belle tried to reason. “It was Queen Chrysalis! And it’s because they’re starving to death! Don’t you all understand? They’ll die! We have to help them!”

Filthy Rich stood up and pointed. “If I have to choose between them living or me living, I choose me!”

“It doesn’t need to be like that! If you force them away they will keep attacking us! Please, just be patient!”

Big Mac walked from the crowd and took his place by his sister’s side. He hesitantly nodded to them and took a firm stance. Zecora stepped forward, again trying to get their attention.

“Nothing good comes from being rash. The flames of war turn all to ash.”

Granny Smith and the rest of the apple family also crossed the metaphorical dividing line. The changelings they were protecting looked at them in wide-eyed shock. Sweetie Bell turned nodded. “Don’t worry. We’ll make sure nothing happens to you.”

“She really is our savior!” one changeling gasped.

“So wonderful!” another commented.

“We must protect her, not the other way around!”

“We shall stand by her side!”

The changelings too up positions with Sweetie Bell and her growing group. Although she was glad they were no longer afraid, Sweetie Belle was worried by how things were panning out. Everypony on either side was agitated and on the verge of fighting. The slightest of triggers could cause this to all go astray…

---

“We’re almost there, girls! Try to keep up!”

Rarity galloped as fast as she could. The darkness of her surroundings made it difficult for her to gauge her speed but she suspected she was traveling at a decent pace. Nopony could keep up with Rainbow Dash, however. She was way out in front, passed Twilight, Cootie and Fluttershy, practically breaking the sound barrier in her attempt to make it to the castle.

The ground beneath Rarity’s hooves began to rumble and shake. “Twilight!” she called out to the sky. “Something’s happening!”

Twilight glanced ahead and her eyes widened. “The castle…” she breathed.

Pushing herself to the limits, Rarity ran out from the cover of the trees and looked to the mountain face where Canterlot was mounted. To her horror she saw what Twilight had seen: the Ruin Worm, Queen Chrysalis, Discord and the changelings ruthlessly attacking the city.

The massive Ruin Worm, the size of a castle itself, was stretching from the ground level up to where Canterlot was perched. It had broken through the balconies and was making its way further up to the walls of the castle. Shadows were answering its command, breaking things and growing black crystals over everything they touched. Rarity could hear the screams of ponies even from her distance. Sombra!

Before Twilight even gave the word to attack, Rainbow Dash flew straight for the conflict and arched overhead. She was no alicorn, nor did she even have unicorn magic, but she did have one secret weapon unique to her. The Sonic Rainboom.

BOOM!

Breaking the barrier of light and color sent a wave of rainbow across the night, forcing the changelings in the air to the ground and the Ruin Worm to halt its ascent for fear of falling from the mountain face. With a rainbow still trailing behind her, Rainbow Dash curved back up in order to do it a second time.

Suddenly, Discord appeared, his gaze still vacant. He snapped his fingers and a pair of heavy lead weights materialized around Rainbow Dash’s legs, dragging her down to the city proper of Canterlot.

“Rainbow!” Twilight called out. In the blink of an eye she teleported herself inside Canterlot.

“C’mon, Rarity! We’ve no more time for lollygaggin’!” Apple Jack sped forward, leaving Rarity behind as though she always had the option to do so. Spike followed quickly behind her. Even Pinkie Pie bounded ahead, jumping instead of galloping like any normal earth pony. Rarity held her head low and clenched her teeth. She was tired but she wasn’t going to let that stop her.

Another tremor through the ground caught her attention. Rarity looked up and saw the Ruin Worm was bashing its way through the walls of the castle. With each strike more shadows came into existence. Rarity knew that the very sight of the worm destroying the castle was enough to send fear and panic through the citizens of Canterlot. Their mass hysteria was fueling the Nightmare Gem and giving it even more power than before…

Rarity finally made it to the bridge entrance of the city, her breath gone and her legs weak. Changelings were fighting off the castle guard and Discord was actively engaged in a duel with Twilight. Rarity stumbled forward. She needed to get to Queen Chrysalis and Sombra. If she could just show Sombra there was a possibility he was being manipulated… perhaps that would be enough to rip him out of his partial trance.

It was hard to avoid the changelings and the city guard, but she weaved through the fighting and actively kept to the shadows so as not to be seen from above. Running up the many stairways in the market district, Rarity found herself needing to rest, despite being in the midst of a battle. Apple Jack wasn’t far off. She bucked a changeling in the face, knocking it unconscious before running back to Rarity.

“What’re you doin’? Ya gotta get up!” Apple Jack offered her shoulder to Rarity. “Where we goin’?”

“Thank you…” Rarity huffed, taking Apple Jack’s shoulder. “To the castle.” They continued forward when Fluttershy swooped from the sky.

“Look out!” she said in a hushed tone. “There are changelings up ahead! This way! I know a path to the castle from the gardens!”

Apple Jack nodded and quickly began chasing after Fluttershy. They rounded the corner, avoiding a fallen castle guard who plummeted from a story up, and came to a destroyed section of the garden. The Ruin Worm had crashed through this area, completely taking a section of the balcony and leaving a river of water washing over the edge. Fluttershy led them through the wreckage, all the way to the broken edge and then pointed.

“Look up there! The door!”

Apple Jack turned to see what she was pointing out, but it was dark. She squinted and stared when, without warning, Fluttershy swooped from the sky and knocked Apple Jack over the edge, almost sending Rarity along with her.

“Ah!” Apple Jack hit a shattered ledge of the mountain with a groan. Rarity was left half hanging off the garden ledge staring down at her friend. Apple Jack must have fallen a good three stories!

“Apple Jack!” Rarity called down. “Apple Jack, are you okay!?”

Fluttershy smiled. “Maybe you should join her.” She swooped again, this time intent on knocking Rarity off when Rarity’s shadow suddenly flared to life. It slashed at Fluttershy, cutting her across the face. The yellow pegasus lost control from the sudden pain and slid across the ground, nearly tumbling off the edge herself.

Rarity pulled herself away from the edge and got her footing. “General Ecdysis,” she said knowingly.

Fluttershy shook her head and wiped away the blood on her muzzle. “I have orders to make sure you never get to Sombra. Even if it means my life.” The moment he was done speaking he charged forward, colliding straight into Rarity’s chest, winding her. They rolled on the ground, struggling, when Rarity’s shadow picked up Fluttershy and set her sailing into a nearby tree.

Cornered and confused, Rarity tried to use her magic to defend herself. She knew no shield spells or very powerful attacks… With her telekinesis she picked up a spear from a fallen guard and wielded it poorly.

Still disguised as Fluttershy, Ecdysis charged forward with a confident smile. Rarity thrust the spear but Fluttershy quickly parried and took it from her, literally ripping it from her magic and tossing it to the ground in one fluid motion. Fluttershy bucked Rarity against a wall of the castle, causing Rarity’s vision to momentarily go black. While she was on the ground her shadow lashed out again, cutting Fluttershy across one wing.

Fluttershy jumped back, picked up the spear and threw it. Rarity moved just in time to avoid being impaled. The spear hit the wall and sunk in into the stone. Fluttershy flew over to another spear while Rarity struggled to stand. There was no way she was going to be able to dodge these forever! Just one spear could end this once and for all!

As Fluttershy hefted the spear, a second Rarity entered the scene from a balcony above. “Ecdysis!” the second Rarity hissed. “Fool! Where have you been!? My moment of triumph awaits!”

Dropping the spear, Ecdysis took a step back. “M-my queen? Isn’t this… isn’t this what you asked of me?”

“And now I am telling you to do something differently! You will rejoin Discord and fight by his side! I don’t want to lose him!”

“But-”

“Those are my orders, Ecdysis!” the second Rarity yelled.

Wrecked by indecision, the fake Fluttershy hesitantly took a step back and bowed. Through clenched teeth Fluttershy replied, “Yes, my queen.” Jumping into the night sky, the yellow pegasus disappeared into the fighting that was happening above. Another rumble and tremor sent the hair on Rarity’s spine standing on end. This whole place was going to collapse and slide down the mountain if they didn’t do something. And fast.

“Chrysalis,” Rarity muttered as she got to her feet. This wasn’t how she wanted to confront the queen… she needed to show Sombra there were two of her. She had to show him something was wrong.

The second Rarity choked back a snort and then began uncontrollably laughing. “The look on your face! Priceless!” The green illusion vanished, revealing Cootie, the changeling warrior.

Rarity perked up, practically flooded by overwhelming happiness. “Cootie! You… You saved me! That was ingenious, my darling! Simply ingenious!” She hugged the changeling and then pulled him to the edge of the shattered garden area. “Please, fly down and save Apple Jack! She needs your help!”

Cootie nodded and then transformed into the form of Twilight. Flying down to the ledge, he was about to rescue the injured Apple Jack when General Ecdysis suddenly flew down from overhead, surprising them all.

He crashed into Apple Jack and Cootie, breaking Cootie’s illusion and nearly sending Apple Jack plummeting to the valley floor. “You think I would be fooled that easily!?” Fluttershy hissed in a voice not her own. “You’re as good as dead, traitor!”

Ecdysis turned to finish Rarity before handling Cootie, but Apple Jack wasted no time. She got up, ran over and bucked the general, sending him into the mountain and cracking it. She was strong. Far stronger than any changeling.

“Run!” Apple Jack called up to Rarity. “Do what you gotta do!”

Rarity hesitated. Leaving her friends… she hated doing it… But at the same time she had a duty to do. She knew she could turn the tidies of this war if only Sombra would see. “Don’t die!” she yelled down to them. She turned on her hoof and ran for the castle, determined to do this as quickly as possible.

The sky above her was filled with the stars and the moon and alight with magic from four different powerful sources. Yellow, green, dark blue and purple beams of magic were sailing upward with the speed and intensity to make it a proper rave party. The rumbling and chaotic noises were getting louder. Rarity knew she was close!

Once inside the castle, Rarity made a run for the throne room. It was one of the highest points in the castle and it had several stained glass windows. Rarity was sure to see everything from there and perhaps even get the Ruin Worm’s attention.

The castle was empty. The guards were outside, busy fighting the threat. It looked as though they had prepared for the battle; the armory was empty and fortifications had been built around the smaller doorways. When Rarity finally made it to the throne room she was gasping for breath and her legs were on fire. Just… have… to keep… going…

She ran to the furthest window and used her magic to shatter it open. It was a shame because she had liked that window… It had been the picture of the world with the sun’s rays touching down upon the surface. Beautiful in its simplicity. No time for that now, Rarity! she scolded herself. Focus!

To her relief, she saw the Ruin Worm and Queen Chrysalis. They were so very close to the throne room… Rarity could spit on them. Shaken with fear and uncertainty, Rarity pulled herself up onto the window sill and held onto the wall. Her legs were shaking and when she glanced down she saw the window hung out past the city. If she were to fall, it was a drop all the way to the valley floor. Fifty stories down, at least.

The Ruin Worm was in the city now, having climbed up the mountain. It was destroying everything and eating anything that came within its mouth’s range. Queen Chrysalis, still disguised as Rarity, watched from her black crystal throne on the back of the beast, smiling. When Luna came in to continue fighting, shadows from the ground stretched up and wrapped around her, covering her body in tiny black crystals. She fell from the sky, crashing into a small house, unceremoniously breaking through the walls.

“Sombra!” Rarity called out into the night, her voice being taken by wind. “Sombra! I came back! I’m here!”

At first she didn’t think anypony could hear her… but then the Ruin Worm stopped its assault. Very slowly it turned its head toward the castle, the Nightmare Gem acting as its “eye”. The creature stared up at the window, seeing Rarity.

And for a brief second it seemed as though all was silent.

“Sombra,” Rarity whispered to him. “I’m here.”