• Published 14th Sep 2014
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The Lords of Harmony - Whinifree



When Luna goes missing during the Nightmare Night festival, a mysterious enemy emerges, wielding a terrible power that nopony knows anything about.

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Act 2 - Shadow of Malice; Terror of Ages, part 1

There was no light in the void, but Sombra didn't need it. There was nothing to see anyway—only total darkness. The alicorn grinned, ignited his horn, and a rift like the one he had just passed into opened up in front of him. The rift flashed white repeatedly—like flashes of lightning—before darkening, then lighting up again, and low rumbling came through the rift endlessly like rolling thunder.

Sombra spread his wings and rushed through the rift, which closed after him. He stopped as soon as he was through. Hovering in place, he glanced around the dark, billowy clouds, the swift bolts of lightning that struck violently, and the jagged chunks of earth of all shapes and sizes that drifted through the air. Far below, Sombra saw a spider web-like pattern of cracked roads and countless pony houses. In the center of it all was a large palace.

“The Crystal Empire,” he said with a sneer. “Just as Chrysalis prepared it for me.”

Still hovering without flapping his wings, Sombra closed his eyes. For a quick moment, he simply took in the sounds, and then, with a mighty yell, he spread his limbs apart as if he were sprawled out on his back. His horn started to glow, and he became engulfed in a field of ghostly-white light.

Dozens of little beams shot out from the magic field all over the Crystal Empire. Each one struck the largest midnium crystals that were scattered across the sundered lands.

“Hello, Equestria. Daddy is home.”


Immediately after Sombra had vanished into the rift and the rift had disappeared, the giant Dreadkin phoenix dove at the ponies with blinding speed, leaving a trail of ghostly-white flame and dark smoke in its wake.

Celestia didn't even have time to conjure a magical barrier. Like Twilight and the others, she leaped to the side just as the dark creature's massive claws swooped through the spot the ponies had been standing. With the terrible shriek of the phoenix and the startled cries of her friends ringing in her ears, the princess stumbled slightly as she landed a couple yards away.

“Everypony okay?” shouted Twilight as she rose to her hooves. She grabbed the Element of Magic—which had tumbled away from the sudden motion—and placed it back on her head. “I need to find a way to anchor that thing so that doesn't keep happening when I have to make a sudden move.”

After recovering from their own quick jumps, the others all glanced at Twilight and nodded.

“I think so,” said Cadance. “I—” She paused. “Wait a second... Where's Rarity and Fluttershy?!”

Celestia's heart sank.

Fluttershy and Rarity were nowhere to be seen. Everypony began to look around frantically, but not for long.

“There!” cried Shining Armor.

The ponies whipped around to the direction Shining Armor was pointing and gasped.

Hovering high in the sky not too far away, the phoenix stared down at them. It had Rarity and Fluttershy in its claws, both of whom were struggling with all their might to escape its grasp. Not a sound could be heard from either of them. Briefly, the image of Luna and the dark claw from her dream flashed in Celestia's mind again. She shook her head and glared at the beast, kicking off the ground and launching herself straight at it. “Release my little ponies at once!” Her horn glowed and she shot a magic beam at the phoenix.

Rainbow Dash flew past Celestia like a rocket. “Let go of my friends, you monster!”

The phoenix opened its beak and a gout of white fire burst forth from it.

The flames easily overpowered Celestia's beam. She rolled to the side and the flames passed by her harmlessly. She heard Twilight and the others cry out once more as they dodged the fire, but their voices quickly faded from Celestia's mind as she kept her gaze firmly upon the captured Rarity and Fluttershy. The princess prepared to fire another laser.

The phoenix clamped its claws down fully upon Rarity and Fluttershy. The two of them suddenly stopped moving completely, and they became enveloped in a white aura. The Dreadkin let go of them, but instead of plummeting to the earth, the limp unicorn and pegasus disappeared into the creature's very body.

The color drained from Celestia's face and the magic beam she was about to fire fizzled at the tip of her horn.

Rainbow stopped mid-flight, and she and the other ponies still on the ground stared with their mouths agape.

“Wh-what in tarnation just happened?” said Applejack.

Twilight's eyes began to water and her lips trembled. “Rarity... Fluttershy... are they...?”

“They can't be gone!” shrieked Pinkie. She, too, teared up. “They just can't be!”

The phoenix dove again with the same speed as before, extending its claws out at Celestia and Rainbow.

Before the creature got too close, Celestia dodged it again by flying higher up. Unfortunately, she was suddenly struck on her side by the phoenix's massive wing as it rolled underneath her. The impact sent her spinning away through the air. She flapped her wings to stabilize herself just in time to see Rainbow fly straight down and slam into the phoenix's back.

“Whatever you did to Rarity and Fluttershy!” Rainbow yelled at the top of her lungs. “You will pay!” The next words that came out of her were each accompanied by a hard punch by her hooves to the Dreadkin's back. “Let... them... go... now!”

Taking a quick second to assess the situation, Celestia flew closer to the creature and got up alongside its head, following it as it moved about above the city while Rainbow continued to strike it. “Cadance! Twilight! Shining Armor!” she called. “Try to hit it with your magic! Rainbow Dash and I will keep it occupied in the air! And if it dives, whatever you do, don't let it grab you with its claws!” Now at close range and flying to mimic the Dreadkin's path, the princess fired another laser which struck it square on the cheek, causing a small cloud of black smoke to burst forth.

Down on the ground, Twilight, Cadance, Shining Armor, Pinkie and Applejack stared in awe at the arial spectacle.

“I don't know, y'all,” said Applejack, eyes watering and looking slightly down. “Can we really even hope to beat this thing without the Elements? Without Rarity and Fluttershy...” She sniffled and wiped her eyes. “And even if we can, it might take so long that we'll never get back to Equestria in time to stop Sombra. It ain't like me to be feelin' like this but what... what if this really is the end?”

“Don't talk like that!” Pinkie turned to face the others with wide eyes. “There's got to be a way! Right... Twilight?”

Twilight frowned and her ears flattened. “I....”

Everypony went silent and looked down.

“We still have to try,” stated Cadance after a couple moments, looking back up. “Even if we truly can't win... at least we'll go down together and fighting... to the bitter end.” She raised her foreleg and held it aloft in the center of their little circle. “Now who's with me?”

Slowly, one by one, Twilight, Shining Armor, Pinkie and Applejack raised their forelegs and added them to the pile.

“To the bitter end,” they said in unison.

“Hey!” Rainbow cried as she rolled out of the way of the phoenix's claws again. “Didn't you all hear the princess? She and I can't take this thing all by our twosie you know! Get your flanks over here now!”

Twilight, Cadance and Shining Armor gave each other a firm nod and sprinted closer to the action. Pinkie and Applejack, however, stayed where they were and glanced at one another.

Applejack let out a deep sigh. “No wings; no magic; we lost our spears; Elements don't work here... Durn lot of good we earth ponies are in this pickle aren't we... other than bein' cheerleaders I mean.”

“Yeah...” droned Pinkie. “But hey, didn't Sombra say an earth pony created the Alicorn Amulet? I'm sure we could still help the others somehow.”

“Oh, come off it, Pink. There ain't no way an earth pony could make somethin' like that. Sombra was either lyin' through his teeth or that earth pony had help. Besides that ain't got nothin' to do that...”

Applejack pointed at the battle ensuing in front of them, witnessing a magic beam from Cadance and Twilight strike the Dreadkin simultaneously. “I know y'all are always tryin' to lighten the mood to keep everypony's spirits up, Pinkie. But, the sad truth is without wings, magic, weapons and no Elements, you and me are about as useful in this battle as a bucket of oil in an inferno.”

Pinkie sighed and maintained her frown. “Guess you're right. Cheerleaders it is... Go, all of you. Woohoo...” There was no enthusiasm in her voice at all and she mimicked waving a flag.

Meanwhile, Celestia grunted as a burst of flame from the giant Dreadkin's beak came rocketing toward her. She rolled to the side in the air, and the fire singed a small bit of her mane. The princess took heavy breaths, wiping the sweat from her brow. We can't keep this up, she thought. And I thought that overgrown rock was—

The princess's train of thought was interrupted by a sudden cry from Twilight and the others.

“Princess, look out!”

Celestia let out a gasp as the phoenix's large talons closed around her. Thinking quickly, her horn lit up for a teleportion spell. Unfortunately, the Dreadkin was faster, and squeezed down with its claw.

In an instant, all energy seemed to leave Celestia. Her entire body went numb, her limbs went limp and her magic fizzled out. Wide-eyed, she stared into the creature's ghostly eyes—the imagery burning into the princess's psyche. Whatever calls or other sounds Celestia's friends made were incomprehensible—garbled in her ears. The Dreadkin's claws unwrapped from around her, but like Rarity and Fluttershy, she did not fall to the ground. Through the last slivers of clarity in her rapidly blurring vision, she saw Twilight and the others. Then, she felt herself get yanked back, darkness rushed in all around her, and consciousness left her.


Celestia's eyes inched open. She did not know how long she was out for. Her entire body was still numb, and the only motion she could make was slow turns of her head. Her vision remained partially blurry, but all around her, she beheld the unconscious forms of Twilight, Rainbow, Rarity, Fluttershy and all of them. Like the princess, each of them was just hovering in the dark void with their limbs dangling. Through means that were presently unknown to Celestia, the Element of Magic was sticking firmly to Twilight's head, and the other Elements were all still in place around their respective owners' necks. The ponies and the Elements appeared to be unharmed, and a wave of relief passed through Celestia. It lasted only a moment, though, once the seriousness of their predicament had re-entered the princess's mind.

Every few seconds, the sound of a large rush of wind hit Celestia's ears rhythmically like the flapping of wings.

Is this just another trick of Sombra's? pondered Celestia. Or are we really inside the beast's body? If the latter... is it taking us back to Equestria to make an example of us? Or... is it taking us to this 'other dimension'... to this 'Nightmare Moon'... to be imprisoned like I assume has happened to Luna?

Celestia glanced to the blurry, unconscious forms of the others again, and tears welled up in her eyes. I've utterly failed them. Luna... Twilight and her friends... Everypony back home... I've failed them all. A new Element was born and given to Cadance, but that still wasn't enough.

The princess clenched her eyes shut and simply wept—her tears falling and vanishing into the dark void around her. She wept like she hadn't since the day she'd had to banish her own fallen sister. All of those memories assaulted her like it was yesterday, starting with the sudden rise of the moon and the eclipse, Luna's terrible dark laughter, then her cry of defeat as the rainbow-colored beam from the Elements of Harmony sent her away. Those memories faded, and Celestia forced no others to surface. All she wanted to do in that moment was weep. She continued to weep for a time that she did not know exactly how long.

After a while, the all-encompassing, rhythmic sound of flapping wings in the void space faltered for a moment, and the dreadkin let out a small, pained cry.

A strange warmth suddenly tickled Celestia's body, and an image of the Tree of Harmony briefly flashed in the princess's mind.

Celestia's tear-filled eyes shot open.

The image appeared in her mind again. This time it lingered.

Celestia's tears paused and her sorrowful gasps softened, returning to a steady pace.

The image continued to linger. After a few moments, the crystalline Tree within it changed into a four-pronged claw—an avian claw; a phoenix's claw. Except this one wasn't dark and imposing like the feet of the dreadkin which had captured her, or the one she had seen in her dream the morning of Nightmare Night. This one was orange, and reminded the princess of the foot of her own beloved pet phoenix Philomena. The sight of it gave her a sense of relaxation—a warmth like she were back home curled up under her blanket in bed with a roaring blaze in her chamber's fireplace and a gentle snowfall outside her window.

Rhythmic thumping like the beating of a heart began to play in Celestia's ears. It started out soft, then slowly grew until it was the only thing she could hear, overpowering even the flapping of the dreadkin's wings.

The image of the phoenix claw changed form again, becoming a pure, blazing inferno. Seven smaller flames appeared and swirled around the larger one.

The dreadkin let out another pained cry. Celestia felt herself get whisked away, but she had a strong feeling as to where.


The image of the large fire and seven smaller flames remained dominant in Celestia's mind. All sensation returned to her body. The princess felt so rested she felt as if she could move mountains with her bare hooves, as well as feeling solid ground beneath herself again.

“Princess!”

The sound was clear as crystal. Celestia's vision returned to normal. Standing in front of her in a semicircle with concern clear upon their demeanors was Twilight and all the others, each of whom appeared to be unharmed, as did the Elements of Harmony. The princess blinked a few times, shook her head, then rubbed her forehead. She glanced around and saw they were in the cavern below the ruins of the old castle. There, behind Twilight and her friends was the Tree of Harmony, glowing and shimmering as strong as ever.

“How did we get here?” asked Celestia.

“Your guess is as good as ours, Princess,” replied Applejack. “Probably the same as the first time. That is to say... ain't got a darn clue.”

“Is everypony okay? Were you trying to wake me up for long?”

Twilight shook her head. “Couldn't have been more than a few minutes. We all just woke up here but you were in some kind of trance. And actually I feel great—just like how somepony feels after the best night's rest they've had in a while.”

“We all do!” said Pinkie, gleefully bouncing around in her normal fashion. “As Applejack would say, 'I'm feelin' as fit as a fiddle!'”

“Why does everypony always want to quote me?” inquired Applejack.

“Because you've always got the most clever...” Rarity paused for a moment. “Oh what's the word...? Quips? Somepony correct me if I'm wrong. You've always got the most clever quips, darling.”

Twilight turned and stared up at the Tree. “So... the last time we just got teleported here, a completely new Element of Harmony was born.” She glanced at Cadance's crown, then levitated her Element of Magic off her head and held it aloft in front of herself. “I have a feeling that's why we've been brought here once again. I think the theories about the Tree being sentient in its own way may be true. A new Element still wasn't enough. I think the Tree can sense the overwhelming danger we're facing and brought us back here to give us another boost. But the only pony here who doesn't have an Element is...”

Everypony turned and stared at Celestia.

“Is you, Princess,” concluded Twilight.

Pinkie beamed. “Ooh! Does this mean you're going to get a new Element like Cadance did?”

“Remember, Luna and I used to have a connection to the Elements,” said Celestia. “But that connection was lost after I had to use them to save Equestria from Luna's madness. Without Luna here, I don't know if that connection can be restored as she and I are two sides of the same coin.”

“Not to mention we don't have any midnium,” stated Shining Armor. “That's what the Tree used to even create a new Element and to empower all the previously existing ones.”

“So then what do we do?” Rainbow asked.

“Every second we stand around here is one more second Sombra and those creatures threaten Equestria and everypony,” said Fluttershy. “And if we lose then what's going to stop them from spreading across the whole world? We didn't already lose this war a thousand years ago when Sombra tricked Luna did we?”

Celestia stared at the Tree. “Give me a moment to consider things...”

Everypony went quiet and kept their eyes on the princess. The resulting silence within the cavern hung heavy in the air, but simultaneously could be popped with a sewing needle.

Like a record set on replay, Celestia once again went over everything in her mind. The last things she thought about were her dream the morning of Hearth's Warming Eve—the ponies lighting her way with their eyes full of life and hope shining in their hearts—then the large fire and seven smaller flames she saw while being held captive by the dreadkin phoenix. All the while, her gaze never strayed from the Tree of Harmony.

“I have an idea...” said Celestia.

“Yes, Princess?” asked Twilight.

Still staring at the Tree, Celestia paused before responding. “All of you focus your energy... and use the Elements on the Tree itself.”

The ponies all stared at her with blank faces.

“I have a strong feeling about this. Just trust me.”

The others exchanged quiet glances then gave Celestia a nod.

“Okay,” replied Twilight. “Let's do this everypony.”

Celestia and Shining Armor stepped back a little and watched.

Twilight and the other Element bearers formed a semi-circle several yards in front of the Tree. A minute later, their Elements began to glow.

Celestia's heartbeat and breaths quickened slightly.

The glow coming from the Elements grew brighter. A magic field of multi-colored light appeared around the bearers. After a moment, seven beams—each one the color of one of the Elements—burst forth from the brilliant aura, striking the Tree dead center.

The Tree of Harmony's crystalline surface immediately turned the same multi-colored sheen as the aura around the ponies.

Celestia's heartbeat grew even harder and her breathing even deeper.

For a couple minutes nothing else happened, but then the Tree suddenly turned gold. It remained as such for a few seconds, then changed to silver.

“Pretty!” said Pinkie.

“But what is it doing?” inquired Rarity.

Celestia's eyes widened. Yet again, she saw the ponies from her dream the morning of Hearth's Warming Eve in her mind with the orbs of gold and silver light shining in their chests where their hearts would be.

The Tree of Harmony turned back to gold. Like it was mimicking the image the princess was thinking of, it started to shift from gold to silver to gold then back to silver again in rapid succession. This went on for several more minutes. Finally, the shifting colors stopped, leaving the Tree half gold and half silver.

The Elements of Loyalty, Laughter, Generosity, Honesty and Kindness suddenly detached themselves from their owners' necks, while Magic and Love floated off Twilight and Cadance's heads.

“What the hay?” cried Applejack, while Twilight and the others made similar, startled noises.

Celestia simply continued to watch, her steely gaze unfaltering.

Hovering in the air, all seven Elements moved slowly toward the Tree. The closer they got to it, the more transparent they became. Upon reaching the Tree, the Elements vanished completely, and the entire cavern became awash in a blinding light.

Everypony shielded their eyes, but the flash lasted only a couple moments.

Once the light had faded, everypony gasped upon opening their eyes.

The Tree of Harmony was back to its normal color, and nothing else in the cavern seemed to be altered in any way, as if nothing had happened. However, something was missing: the Elements. The Elements were gone from Twilight and the others; there were no crowns upon Twilight and Cadance's heads, nor were the other Elements sitting around the others' necks.

“Where did the Elements go?!” shrieked Rarity, feeling up her neck like she had just lost the most valuable necklace in her vintage collection.

Rainbow streaked around the cavern, examining every nook, corner and cranny. “They’re not anywhere in here.”

“I thought I saw them fly into the Tree!” stated Applejack.

“You didn't take the Elements away from us, did you?!” Pinkie growled and pounced forward, landing just inches from the Tree. She stared up at it and stomped her hooves. “Give them back! We need those!”

Twilight, Cadance and Shining Armor whipped around and stared at Celestia with a look of terror the princess had never witnessed before.

“Princess!” shouted Twilight, her eyes watering. “What did we just—?!” She paused.

While Pinkie continued to shout at the Tree.... While Rainbow, Fluttershy, Applejack and Rarity frantically chatted amongst themselves.... While Twilight, Cadance and Shining Armor just gawked at her, the princess stood still, her demeanor unchanged. She imagined the large and the seven small flames from her little vision just earlier in her mind, while the real Tree dominated her waking eyes.

“I SAID, GIVE THEM BACK!” Pinkie reared up on her hindlegs, and brought her front hooves down on the base of the Tree hard enough that it made a loud bang that echoed within the cave.

“Pinkie Pie!” cried Applejack, rushing forward and pulling Pinkie back as the earth pony prepared to strike a second time. “Don't br—!”

There was a sudden, quick flash of light, and another clattering sound rang out as if something had just fallen to the ground.

Twilight and the others all startled and turned around. Celestia was not startled, but the noise did make her finally pull her gaze away from the Tree. Everypony went perfectly silent.

There, laying on the cavern floor, was what appeared to be a giant, turquoise bird feather that was about the same length and width of an average grown pony's body. At the base of the feather, engraved upon the shaft above the tip of the quill but before the parallel barbs started, was the image of a single turquoise balloon. The balloon had a golden borderline around it, distinguishing it from the rest of the object.

Everypony stared down at the object with their mouths agape and eyes wide.

“Where did this thing come from?” asked Fluttershy. “And what even is it?”

“Looks like something that would come out of my wings,” Rainbow said. “A very big something out of my wings I mean.”

“On the base, that's the symbol of the Element of Laughter,” stated Twilight. She levitated the feather off the ground, and rotated it in place as she examined it from top to bottom. Once she was done, she looked back to Celestia, as did all the others. “Princess Celestia, is this...?”

Celestia nodded. “The new and improved Element of Laughter.”

Several moments passed by in complete silence.

“But,” uttered Twilight, “how...?”

“I'm dyin' to hear this one,” said Applejack. “And I don't mean that in the sarcastic way. I really, like really want to know.”

“I think we all do,” said Shining Armor.

“While we were being held prisoner by Sombra's beast, I had another little vision wherein I saw the Tree of Harmony turn into a phoenix claw, but it wasn't dark and frightening like the one we've seen up to this point. This one was bright and soothing. Seeing it reminded me of Philomena.”

“I think I remember seeing something similar,” stated Twilight, “back when we were here the last time and Cadance's Element was made. I'm certain I saw the Tree change to that exact same form. If it was all in my head then it was pretty convincing.”

“Then... the Tree burst into flame and exactly seven little flames circled around it. Also I could hear a heart beating.”

“Mystical,” said Applejack. “But I ain't seein' how that helped you think to use the Elements on the Tree.

Celestia gave Applejack a sheepish grin. “Intuition?”

“If this is really the Element of Laughter then I'd like to hold it please,” requested Pinkie. “Come back to me, my precious!” She reached out to take the turquoise feather-like object.

Without warning, the Element disappeared from Twilight's magic aura in a flash of light, then immediately reappeared in the same manner, floating next to Pinkie.

Everypony stared at it silently.

“Uhh... good precious?”

“How are you doin' that?” asked Applejack.

“Doing what? All I was thinking about was for my Element to return to me. I honestly don't know how it's hovering on its own.”

“This sounds strangely familiar...” Rarity put her hoof to her chin then her eyes widened. “Aha!”

The others jumped a little and glanced at Rarity, looking bewildered. “What?” they said in unison.

“This sounds just like that one superhero from that comic book Spike loves! Oh, what was her name again? The one with the magic lasso that did whatever she wanted with a mere thought?”

Twilight tilted her head slightly. “The Power Ponies? The Elements are magical artifacts but none of us have super powers, Rarity.”

Rarity pondered a little more. “Pinkie... think about your Element flying up and touching the ceiling. Don't say anything, just think it.”

“Okie dokie lokie.” Pinkie nodded, went quiet then looked up.

The turquoise feather floated up and tapped the ceiling.

Everypony gasped, except for Celestia who watched Pinkie and the feather nearly without blinking.

“I stand corrected...?” muttered Twilight.

“So it's true!” beamed Rarity.

Pinkie bounced up and down, wearing a triumphant grin. “I did exactly what you said, Rarity! I thought, 'hey, Element! Fly up and touch the ceiling,' and it did!”

Celestia pulled her gaze away from the turquoise feather and planted it on the others. “That seals it.”

The others all looked back at the princess.

“Only Pinkie Pie's Element has reappeared since vanishing. It returned when she seemed to be really wanting it to. All of you do the same.”

Twilight, Cadance, Rainbow, Rarity, Fluttershy and Applejack stared at Celestia for a second then each of them closed their eyes.

The cavern lit up for a quick moment then the light faded. Now instead of one large, feather-like object, there were a total of seven. Each one hovered in the air next to one of the Element bearers, looked just like a bird feather, and bore the symbol of one of the Elements of Harmony at the base near the tip of the quill, and was the same color as its symbol.

“There they all are!” cried Pinkie as her Element drifted back down to her side.

“Amazin'!” exclaimed Applejack, examining the changed Element of Honesty. The orange feather with the orange apple symbol twirled around at a high speed. “Yes. I thought it, and this thing did it. It is just like that power pony from Spike's comic.”

“The new and improved Elements of Harmony,” said Celestia firmly.

Everypony stopped admiring the rainbow of feathers and turned their attention to Celestia.

“It is my assertion that using the Elements on the very thing they came from has made them evolve—transcend—into a whole new form.”

“Goes without sayin',” stated Applejack. “But exactly how do the Elements work in this new form?”

“So far we know that you no longer have to wear them on your person, and that they will appear before you and move around according to your will. They look pretty sturdy, so they could possibly act just like swords or spears.”

“I'm liking what I'm hearing!” Rainbow grinned.

“Too bad we didn't know this before,” said Twilight. “Things would have turned out differently.”

Celestia took a deep breath. “We don't know everything the Elements can do in their new forms, and we don't really have any time to sit around and find out. Sombra and his minions are on Equestria's doorstep ready to launch their final assault.”

“Rushin' in unprepared all the time is one of the reasons we keep gettin' our patooties kicked,” said Applejack. “I think we can spare at least a little bit to get familiar with these new fandangled things.”

Celestia paused for a moment then nodded. “Okay. Thirty minutes then we're off to Ponyville since it's closest.”

Twilight and the others gave a nod in return then set about practicing with the new Elements.

Celestia merely observed, occasionally glancing at the Tree.

Author's Note:

Thanks for reading! This is the final ch of Act 2, split into two parts at the recommendation of my editor.