• Published 19th Nov 2011
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Night of the Shy (Revamp) - Raefire



Fluttershy is possessed by the evil magic entity that transformed Princess Luna.

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Chap. 04: Solis Occasus, Kuun Lasku

Night of the Shy (Revamp)
by Raefire

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CHAPTER FOUR: SOLIS OCCASUS, KUUN LASKU

“Rarity! RARITY!” Pinkie Pie came charging into the Grand Pavilion, unapologetically knocking ponies aside as she barreled into the startled fashion pony. “We've got to stop the Celebration!”

“Pinkie, what are you–”

“I had a super, duper long series of every kind of Pinkie Sense twitch imaginable for like five minutes!”

“Pinkie–”

“I ran for six hours all the way back here! A really big, really bad doozy's gonna happen here!”

“Pinkie–”

“I just know it! We've got to stop the Celebration! We've got to–”

“PINKIE!” hollered Rarity, stopping the frantic, frazzled pink pony in the middle of her rant. She felt true worry at the state of her friend. Pinkie's mane was seriously unkempt, fraying all over the place, with clumps of ragged hairs sticking up everywhere. Bags were carved deep and dark under her eyes. “Goodness, Pinkie! You're an absolute mess! Look at your mane, darling! When was the last time you got some sleep, dear? You look like Twilight during that whole 'Magic Kindergarten' debacle of hers!”

“That doesn't matter right now!” Pinkie squealed. “What matters is we've got to stop–”

“What's going on here?” asked Trixie. “The kids are getting absolutely terrified!”

Pinkie's jaw dropped at the appearance of the magician pony. “AND WHAT IS SHE DOING HERE?”

“Hmmph! Right now Trixie is trying to calm a whole group of scared orphan foals! And she would find it much easier if some crazy pony would stop yelling at the top of her lungs about imminent doom!”

Rarity took Pinkie's hooves as her disheveled friend stared in shock. “It's true, Pinkie. Trixie's reformed herself, just like Blueblood. Twilight's mother helped her. She runs an orphanage in Hoofington now.”

The party pony slumped down onto her rump. “That - That's a big doozy, all right... But it isn't bad...”

“Pinkie...” Rarity hugged her friend, her voice laced with deep care and worry. “You're getting far too caught up in all this. You said you ran for six hours straight to get here? Good Luna, you must be dead tired now! You're already so worked up about Gummi... Please, take my advice: Skip the sun-raising tonight. You've seen it before. You need some rest right now. Please?” the white unicorn begged.

“I – I'm sorry, Rarity.” Pinkie felt genuine embarrassment as she looked up to face the Pavilion full of ponies. “I'm sorry for scaring everypony here. I guess I overreacted to my Pinkie Sense.” She took her mane in her hoof and looked at it, surprised at the horrible condition it was in. “Oh, wow...” Her eyes went back to the smiling Rarity. “I – I think I will take your suggestion, Rarity. I'm gonna go sleep.”

“We'll be here when you wake up, darling.” Rarity smiled. “You know we won't ever abandon you.”

Pinkie sniffed back a tear – and smiled, much to Rarity's relief. “Yeah, I know. See you tomorrow.”

“Goodnight, Pinkie. Sleep as long as you need to.” Rarity waved as her friend walked away. Truth be told, she wasn't all relieved at the moment. What Pinkie had described sounded far more serious than just surprise at seeing Trixie again. But, then again, the last time Pinkie's sense had gone all crazy, the “big doozy” had turned out to just be Twilight accepting that there was no rational reasoning for it. However, she wasn't about to let that go without doing something. She ran towards the Mayor. “Mayor? I think we might need to take Pinkie's concerns into consideration. Maybe just a little extra security?”

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A few minutes later, Pinkie arrived at SugarCube Corner. She walked in and sighed at the emptiness of the main showroom. “Oh... Maybe I am losing it again...” she muttered to herself, begrudgingly starting up the stairs to her room. None of her days had seemed to go well lately. Gummi was gone, now Fluttershy... She was tearing herself apart over things she knew she had little to no actual control over.

The saddened pony flopped on her bed. “Oh, Gummi... Could these last few days have gone any worse? It's so bad I'm even getting my Pinkie Sense wrong. No day will go right for me anytime soo–”

Her mouth seemed to careen to a halt. She slowly looked over her shoulder...

...where a small alligator was sitting on the bed.

“GUMMI!” Pinkie's mane exploded back into its normal curliness. “Oh, Gummi, Gummi, Gummi Gummi! You're back! You're back!” She swiftly picked up the gator and spun around the room in pure, unadulterated joy. “Oh, this is the best, most awesomest, most unexpectedly super duper biggest doozy of them all! I knew you didn't run away from me! I knew you'd be back! I just knew it, you silly gator!”

She stared at her pet for a moment. Something was off. It took a second for her to catch what it was: Gummi was bigger. Not much bigger than he had been before, but enough to be noticeably different. “Hey! Look at that! You had a growth spurt! Boy, you got big! You need to stop eating those sweets!”

Gummi growled.

Gummi never growled.

Immediately, the hair on the back of Pinkie's neck stood up as stiff as dragon scales. All of the fear she had just dismissed mere minutes ago in the Grand Pavilion slowly crept back into her mind, causing her to put the alligator down on the bed and back up towards the bedroom door as he continued to growl menacingly. She began to ponder that perhaps she hadn't misinterpreted her Pinkie Sense after all.

Something else was happening slowly, too. It took a moment for it to register, but all the remaining joy Pinkie had felt seconds ago was sucked completely out of her once she realized: Gummi wasn't just slightly bigger than he had been before. No, Gummi was actually growing larger as she watched. She slowly opened the door while he grew, soon reaching the same length as the bed he was standing on.

“Gummi?”

Still growling, the alligator looked straight at her.

With eyes the party pony just noticed were glowing red.

“...Gummi?”

Gummi opened his mouth – and Pinkie watched in horror as sharp, pointy teeth slowly slid into place.

“G-G-G-G-Gummi?”

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The citizens of the the town had stopped running around to all the rides and were now gathering in the Grand Pavilion. It was almost time for the big event. Rarity pulled herself back behind the curtain and paced the backstage area, sighing. She didn't have to worry about the decorations. All the decorations were set up – thanks in part to another reformed pony. It still hurt her brain knowing that Trixie was out there in the crowd watching over a bunch of orphans. The only things missing now were her friends. Fluttershy could not be found. Pinkie had her excuse to not be there. Rarity still didn't know if Twilight and the others had followed her back to Ponyville or not, seeing as they weren't back from Everfree yet.

“Hey Rarity!”

The unicorn jumped quite a height in surprise, much to Rainbow Dash's amusement. “Really?” the pegasus chuckled. “That scared you? You must be more nervous about this thing than I thought!”

“I'm not nervous about the Celebration!” retorted the unicorn. “How did you get in here, anyways?”

Rainbow pointed up. “Uh, duh. Skylight.”

“I see. Well, again – I'm not nervous about the Celebration – I mean, okay... I'm a little nervous about the celebration. But I'm more worried about our friends! Pinkie came flying in here a few minutes ago, screaming something about needing to stop the Celebration because her Pinkie Sense was telling her some kind of big, awful doozy was going to happen! Oh, her mane was a mess! Poor dear had run through Everfree for six hours to get back here! I told her to go rest after it turned out the big doozy she was so worried about was just her surprise at seeing Trixie and the orphans helping me with the deco–”

“Trixie?” Dash had heard rumours about the magician's reform, but hadn't believed them. They had just seemed too far-fetched to believe such a jerk could change so quickly. “So she really did change, eh?”

“With the help of Twilight's mother, no less. See for yourself.” Rarity drew open the curtain to show her Trixie. The blue pony was positioned at the front of the crowd, magically hoisting a sea-green filly onto her head, while the other orphans were either sitting down in front of her or sprawled out on her back. Next to her, a golden colt was sitting on Prince Blueblood's head, and Spike was sitting on the back of Twilight's mother. Sweetie Belle was sitting on the back of Twilight's father, and Apple Bloom was poised on the back of Big Macintosh, chatting away with Scootaloo – the pegasus filly that idolized her in the same way that she herself idolized the Wonderbolts – on the ground next to Big Mac. “Hunh. Well, I'll be. But – if Pinkie is here already, where the hay are Twilight and Applejack?”

“That's what I'm most nervous about!” Rarity wailed. “They didn't come back with Pinkie! I can only hope they've found Fluttershy, or just got outpaced by Pinkie and will get back here soon! Luna, they'll be so tired when they get back! I may have to apologize to Celestia for them sleeping it away, too!”

“HAS ANYPONY SEEN SOARIN'?” Spitfire's bellow interrupted the friends' conversation. The Wonderbolt, now in costume, barreled past the two in an absolute raging huff. “ANYPONY AT ALL?”

“He's sick, remember?” called out a voice around the corner. “That pie he ate in Trottingham earlier?”

“Oh, great! We've got five minutes! We can't do this routine with two Wonderbolts! Where the hay am I gonna find a replacement this la–” She stopped, her gaze falling on Rainbow Dash. “Hey, uh – Dash?”

Dash's breath froze. “Yeah?” She was answered by a Wonderbolt costume slapping onto her face.

“Congratulations. You're a Wonderbolt. Sorry to not have much fanfare, but we're seriously time compressed here. We're doing the Jackson Triangle routine, which I'm pretty sure you know by heart. Miss Rarity, slick her hair back to look like me. HURRY! DASH, GET THAT UNIFORM ON NOW!”

“Ohmigosh Ohmigosh Ohmigosh!” Dash rambled as she quickly complied, slipping into the uniform. She couldn't believe it. She was a Wonderbolt! Her biggest dream was a reality! And the uniform fit her like a glove! The moment she was snug into the costume, Rarity styled her hair back. “There! Done!”

“Great!” Spitfire threw Dash her flying goggles. “C'mon! We've got to get into the air now!” She raced away to the staging area outside the Pavilion, Dash beside her, landing next to the waiting Fleetfoot. “Dash, Fleetfoot. Fleetfoot, Dash. Soarin's sick. Jackson Triangle, remember, Dash? Got it? Good. 3...”

“The signal!” cried the Royal Guard watching Canterlot. “The signal is coming from Canterlot!”

“2...”

“Oh my! Princess Celestia's going to be here soon!” Quick, quick! Open the roof!” declared the Mayor.

“1! Launch!”

When the top of the Grand Pavilion spiraled open to reveal the sky to the crowd below, none of the wowed crowd below was the wiser to the fact there was a rookie Wonderbolt flying. All they saw was one of the most perfect executions of one of the more complicated of aerial stunt manoeuvres in Equestrian history. Dash, Fleetfoot, and Spitfire zigged and zagged at ninety-degree angles, stalling and flipping on a dime bit, forming constantly revolving triangles with their skytrails while all three pegasi continually rose higher into the air. At the height of their climb, the Wonderbolts spread out, then soared back towards each at blinding speed – their skytrails forming three interlocked triangles as they blazed past, missing each other by inches. Then the three aerial ponies spread out even further and flew back together once again, forming one more giant triangle over the interlocked three, perfectly regrouping at the top of the manoeuvre. Then the fireworks went off. And the crowd cheered.

“Fillies and Gentlecolts, the Wonderbolts!” The Mayor lauded, appearing on the high balcony. “Ponvyille-born Spitfire, Fleetfoot, and–” Rarity suddenly appeared appeared and whispered into her ear. “Really? You're sure? Well, then!” Rarity slipped out. “–and apparently on very short notice, thanks to a late vacancy caused by a bad pie – the newest Wonderbolt... Our very own Rainbow Dash!”

The crowd exploded. Rainbow was crying tears of joy as she waved to them. This was what she had always wanted. And she had pulled off her “audition” flawlessly. “Oh, this is SO AWESOME!”

Fleetfoot turned to her as they floated back down to the ground. “Kid, that was a passed audition in my eyes. I've never seen a rookie do that on the first try. You'll be a fine Wonderbolt. Maybe even leader.”

“Not as long as I'm around, she won't be leader,” jabbed Spitfire with a sly grin. “Still – awesome job.”

“Thanks.” Dash blushed – and then found herself promptly tackled by Scootaloo. “Ah...Hey, Scoots.”

“That was awesome, Dash! How did you keep this surprise from everyone? What a day to spring it!”

“It was a surprise to me, Scoots. I just–” Her face fell a bit. “–wish all my friends were here to see it.”

“Hey now – remember what we talked about earlier, Dash?” Spitfire smiled as she offered a hoof to Dash to help her get back up. “Fluttershy will show up here. If she's your friend, she'll be fine.”

“Yeah! Like you're always telling me, Dash: Keep your head up!” Scootaloo eagerly piped in.

Spitfire chuckled at the young filly. “Looks like you already have your number 1 fan there, Dash.”

“She was my #1 fan long before this...” Dash snickered, messing with Scootaloo's mane. “Yep, and as soon as she gets those wings to work, I guarantee you you'll have another Wonderbolt on your hooves!”

“Well, if she's got your attitude, you may be right. Spitfire leaned down to Scootaloo. “Okay, kid, the Wonderbolts gotta go backstage now. We'll come out for autographs later. We'll get you first, promise.”

“Okay!” said the excited young orange pegasus as they departed. “See you later, Dash!”

The moment the two joined Fleetfoot backstage, Royal Guards ran in front of them. “Stand back!”

There was a flash of light – and Princess Celestia appeared. Everypony instantly bowed to her.

“Welcome, your Highness,” greeted the Mayor. “It is an honour to have you grace our town again.”

Princess Celestia smiled. “No. Thank you, Mayor. Thank you. It is because of the ponies hailing from this town that Equestria is once again safe.” She looked around. “Now, where is Twilight Sparkle? I wish to speak with her about a private matter before I make my presence known to our waiting crowd.”

Rarity slumped. “She's... not here, your Highness. Um... To put a long story short...” She quickly told the Princess about the missing pets, Fluttershy, and the efforts of her friends to find them. “Pinkie just came out of Everfree, but she was so tired that she's sleeping now. Twilight and the others haven't come out of the forest yet. We tried to send you a letter, but you'd already settled into your sun raising rest.”

The Princess took a moment to digest Rarity's tirade, then nodded. “I see. Well, that is definitely a concern, but I do believe we need to get this big event started.” She smiled happily, her eyes falling on Rainbow. “Why don't we have our new Wonderbolt be their signal? Congratulations, Rainbow Dash.”

“Aw, thanks.” Dash blushed, and bowed again. “And I would be honoured to do it, your Highness.”

“Splendid. Well, let's get this show on the road!” cheered Celestia.

“Right!” The Mayor said as Dash pulled her mask and goggles back on. She signaled the rookie – and Dash took off, flying into the sky, captivating the crowd with the formation of a heart with her skytrail. The Mayor appeared on the balcony again. “And now, great citizens of Ponyville – Princess Celestia!”

The crowd bowed instantly as their ruler appeared before them. On her nod, they stood up. “Thank you, wonderful citizens of Ponyville. You may see it as an honour to have me here in your town once again – but I view it as being my honour to be in your town. If it had not been for a few residents hailing from here – who, unfortunately, cannot all join us tonight – Equestria would not have been saved from danger twice! I am so grateful at the atmosphere of friendship and harmony that permeates this place. The love and dedication you show each other is truly special. No. No, do not thank me. Thank you!”

The crowd cheered. Celestia nodded at the Mayor, who nodded at the buglers set up and ready to go. The Royal March began as Celestia's horn glowed, she flew into the air – and the sun began to rise.

“EEEEEEEAAAAUUUUGHHHH!”

The horrifying shriek stopped everypony in their tracks. Other screams were heard – and then the crowd parted in panic as Pinkie Pie came screaming into the Pavilion again – this time with a huge, red-eyed alligator chasing after, snarling and chomping at her. One particular close chomp tore out part of her tail. “I FOUND GUMMI – NOW GET HIM AWAY FROM ME! GET HIM AWAY FROM ME!”

She tripped, rolled to a skidding stop on her back – and froze, shivering in fear as the monster gator approached her, drooling and snarling. “SOMEPONY! ANYPONY! PLEASE HELP ME!!” The alligator lunged – but Prince Blueblood and Big Macintosh barreled out of the crowd and viciously headbutt the beast, sending it on a skidding and tumbling adventure of its own across the Pavilion floor. Everypony scattered as it thrashed on its back, roaring from a wound caused by Blueblood's horn. In seconds, Royal Guards were on top of the beast, wrapping its mouth and limbs up in thick chains.

Interrupted, Princess Celestia halted her sun raising and looked down at what was going on in the Pavilion below. A sudden flash of a horrific realization hit her face. “Oh no! EVERYPONY! RU–”

She never finished the sentence, because before she could teleport herself away, she disappeared into the snapping maw of a giant Quarray eel that exploded out of the ground like a shark breaching water. Before anypony could react, the beast was gone, diving back into the hole from whence it came.

“PRINCESS CELESTIA!” Rainbow Dash screamed high above – but there was no time to process what happened to her. Other ponies had been thrown into the air by the creature's arrival. Wasting no time, Dash sped into action, blasting down through the sky. Dodging and barrel rolling away from the massive chunks of debris raining down around her as well, she flashed through the air and caught as many falling ponies as she could. Bright flashes she saw out of the corner of her eyes told her the other Wonderbolts were doing the same thing she was doing. More streaks screaming past her signaled some of the town's other pegasi joining in to save their fellow citizens. Some were not fast enough, and the horrified screams as a few unfortunate ponies met their ends made the rookie Wonderbolt cringe. But she focused on the task ahead of her. A white pony was still spearing towards the ground. Summoning all her speed short of her sonic rainboom velocity, Dash tore through the air just inches off of the deck – and at the very, very last second, caught the screaming pony – recognizing her instantly. “Rarity!”

“Rainbow Dash!” Rarity hugged her friend as they touched down. “Oh, please tell me that didn't hap–”

“MOMMY! MOMMY! MOMMY!!!” Dash and Rarity turned their heads and gasped on seeing Dinky Doo screaming over the unmoving body of Ditzy Doo. “GET UP, MOMMY! PLEASE! GET UP!!”

But Ditzy didn't move. Dinky nuzzled her mother's head, trying to get it to move. “NO! NO MOMMY! YOU'RE ALL I HAVE LEFT! GET UP! SHOW ME YOUR FUNNY EYES AGAIN!” She pounded her hooves on the mare's chest in pleading, but to no avail. Trixie appeared with her orphan foals, and they all moved in to comfort the distraught filly as best they could as she burst into a river of tears.

Terrified ponies ran about in a mass chaos behind them. Some were looking for family members. Some were helping the Royal Guards look for any survivors amongst the rubble. Some raced around calling for doctors. Others were just running away from the whole entire scene, and nopony could blame them.

Trixie nodded to a few nearby Guards, who dragged the body away with a saddened look on their face.

Dash looked away, her own tears welling up. It felt as if fate just wanted to jump in and ruin every single one of the best days of her life. “It happened. As much as I don't want to believe it, it happened!”

“Then – Then – Princess Celestia really is–”

“MILADY!” Blueblood raced up to the fashion pony. “Thank goodness you're alright!”

“I got her,” said Dash. “What about Rarity's sister? Scootaloo? The Apple fam–”

“They're alright,” said Big Macintosh, dodging the chaos around them to form up with them. “Granny Smith and the fillies are hightailin' it back to Sweet Apple Acres quick as their hooves can take `em!”

“We shouldn't stay here much longer, either,” Blueblood noted. “That thing could come back.”

Trixie walked up, cradling the weeping Dinky in her mane. “I agree. These children need to be taken to safety. Mind if we join you? Some of the foals would feel far safer knowing Sir Blueblood is nearby.”

“Rarity!” screamed Spike, bounding up with Pinkie right behind him. “We're okay! They protected me.” He looked back at Twilight's parents, who nodded. “I've already sent a letter to Princess Luna!”

“Good boy, Spike. Surprised she isn't here already. I thought the Princesses sensed this kind of thing!”

Spike shivered. “Did that just–”

“YES!” Pinkie shouted. “GUMMI GOT TURNED INTO A MONSTER AND PRINCESS CELESTIA'S–” She couldn't finish the rest of the sentence, her voice choking up. “Celestia's–”

“But that – that can't be!”protested the baby dragon. “The Princesses are immortal!”

“Their memories are immortal,” Blueblood growled. “They most certainly are not.”

“But who would want to do such a thing? We stopped Discord, Nightmare Moon's no more...Who?”

“Oh, I can think of a few names...” snarled the Royal.

“EEK! WHAT'S THAT?” Pinkie pointed.

Smoke was beginning to billow from the hole the eel created. Instantly, Blueblood reflexed into a defensive stance that was still ingrained in his muscles even after almost a thousand years of living.

“Everypony... Back up. Slowly. Older ponies, circle up around the children.”

Dash, Rarity, Trixie, Pinkie, Twilight's parents, and Big Macintosh moved without asking, joining the Prince in forming a protective ring around the foals as they all cautiously backed away from the smoke.

The smoke pooled and wafted about in an extremely unnatural way. It seemed to act more like a thick, goopy liquid than smoke. Soon the eerie cloud had built up so much that the hole was no longer visible to anypony. At that very moment, a voice cut through the air – a voice that was chillingly recognizable.

“Hush now, quiet now,
It's time to slay your sleepy heads”

Rainbow gasped, tensing up more.

“Hush now, quiet now,
Princess Celestia's dead...”

“That can't...” Rarity protested in a shocked whisper.

“Hush now, quiet now,
It's time for all ponies to die”

Some of the few other ponies left at the scene – including some Guards – scattered away in fright.

“Hush now, quiet now,
You'll love your new friend NIGHTMARE SHY!”

Thousands of tendrils of blood-red hairs shot out from the cloud. Blueblood barely threw a shield up before the hairs slammed into it, pushing the entire ring of ponies backwards. The hairs screamed out in all directions, smashing through every window, door, and wall in Ponyville. Within mere seconds, every pony in the town had been sniffed out, and was being held metres in the air by the living mane.

The smoke cleared, revealing the mane's owner: Rearing up on her hind legs and cackling with sadistic glee – was a red-eyed yellow pegasus mare with a mouth full of fanged teeth and dressed in full battle armour, including full wing armour glistening with razor-sharp blades on the tip of every feather.

The mare's cutie mark was...

Three pink butterflies.

Rainbow Dash's eyes went wide. “NO!”

“FLUTTERSHY?!?” gasped the shocked Rarity.

Showing no effort in keeping all of Ponyville suspended high above, the mare turned her glowing red eyes towards the protected pony, sneering. “What's wrong, Rarity? Jealous that I look better than you?” She followed the unicorn's glance upwards. “Oh, I'm sorry. You're worried about them? Not you? I'm sure your little sister's up there somewhere. Hold on a moment – let me find her... Ah! Here we are!” She rippled her mane – and soon Sweetie Belle was dangling above the Pavilion, gripped by the neck.

“HEY! LEMME G-AGHK!” The young unicorn gasped as the mane suddenly started to choke her.

The nightmare pegasus just cackled as she tightened her mane's grip a bit more. “Aw... She's so frail...”

“Please! Please release her!” Rarity cried, shaking at the sight of her sister desperately pawing for air.

“What is wrong with you, Fluttershy?” barked Dash.

The mare ignored Rainbow's outburst. “Hrm... Tell you what, Rarity... I'll make you a deal. You step out of that shield your boyfriend is holding up and give yourself up over to me within... oh, the next 45 seconds – and you won't have to watch as Sweetie Belle dies of asphyxiation! Really, it's a win–win! Or no – wait! Or, you and your friends could attack me, save Sweetie Belle – but then not have not have enough time to save the rest of Ponyville from falling to their deaths like poor old Ditzy Doo!” She reared up and laughed some more. “So, what'll it be? You've only got 20 seconds left, Rarity...”

“I – I–” Rarity's eyes darted around, her mind racing to try and think of some other way out.

“15 seconds...”

A volley of magical energy blasts came out of nowhere and slammed into the mare, throwing her backwards into the hole – but not until one focused blast sliced through her mane. Before anypony fell, the sliced-off piece was wrapped in a purple magic aura – and pulled over to a defiant Twilight Sparkle as she walked up the path coming out of the Everfree Forest, flanked by Applejack and General Spur. Though struggling mightily, the purple unicorn managed to safely lower the slice of mane until every single citizen caught in it was safely touching the ground. When that was done, she incinerated the crimson locks with a quick fire spell. “I would prefer we just not make any deals at all. How's that?”

“Twilight!” Pinkie's eyes widened in joy. “You're back! Thank – ” Her eyes watered. “Celestia...”

With the mane gone, Blueblood lowered his shield, letting Sweetie Belle run to her sister. “RARITY!”

“Oh, Sweetie Belle!” Rarity tearfully hugged her sibling. “Oh, my sweet little sister!”

Trixie turned to her charges. “Children! With me! Run! All the way back to Hoofington!” The foals followed their guardian without question, running away as fast as their little legs could carry them.

Twilight ran to her parents. “Mom, Dad, get out of here. Take Spike! Go!” Her parents didn't blink, grabbing Spike and running. Twilight looked at her friends. “Who the hay was that? What happened?”

“Princess Celestia's dead!” wailed Rarity. “A Quarray eel just came out of the ground and ate her!”

“WHAT?!?” Twilight stumbled back in shock. Her mentor... Her second mother... Dead?!?!?

“Good job, Twilight!” Everypony looked to see Nightmare Shy hovering above the hole. “You saved everypony in Ponyville – well, except the ones that died thanks to my eel... AND THIS OTHER ONE YOU MISSED!” She flipped her tail up into view – revealing it was holding the battered, struggling–

“SPITFIRE!” Dash screamed.

The Wonderbolt was in horrible shape – outfit tattered, a black eye – but kept struggling. “Let me go!”

The mutated Gummi shattered his chains, righted himself, and bounded over to the nightmare pegasus. “Aw, Spitfire just wasn't as fast as Rainbow Dash, was she? She couldn't catch poor Ditzy in time. Anypony wanna know how Ditzy died? Well, two rocks thrown up by my eel did this to her wings:”

Spitfire let out the most ear-piercing, bloodcurdling scream of agonizing pain as the tail crushed her wings in multiple places. All the ponies tearfully winced at the near-constant CRACK of her bones.

“STOP IT! STOP IT!” shrieked Dash, barely able to take any more.

Dangling the now–flightless Wonderbolt leader directly over the jumbo gator's vicious jaws, the yellow mare's fangs glistened with glee. “You know – I think she's right, Gummi! We shouldn't play with our food!” She flipped the crumpled aerial pony into the air above the beast. “There you go! Din-Dins!”

“NO!” Unable to stand it, Dash suddenly shot forward, throwing everypony to the ground with the shockwave she created. “NOT LIKE SNOWFIRE! YOU'RE NOT TAKING HER AWAY, TOO!”

“RAINBOW, WAIT!” shrieked Pinkie. “STOP HER!” she screamed at all the unicorns. “STOP HER!”

Twilight tried to teleport the blue pegasus, but couldn't catch her. “I can't! She's going too fast!”

Dash reached her target, knocked Spitfire out of the way – and was caught in the snapping jaws of the mutant Gummi. Her eyes wide with shock, she gurgled for a moment – and then went completely limp.

RAINBOW DASH!!!!!!!!!!!!!!!!!!!!!!

Pinkie's mane went straight again. She slipped down helplessly onto her haunches. “Rainbow Dash...”

“No... No!” wept Applejack, crying against her brother's chest as Big Macintosh openly wept with her.

Rarity held the sobbing Sweetie Belle against her, the fashion pony unable to hide her own waterworks.

The mutant Gummi seemingly smiled in victory before slithering down the hole with Dash's body.

Nightmare Shy wiped a tear of laughter from her eyes. “My my... Oh, I wish you ponies could hear your friend's horrified screams in this head! Oh dear lord, Fluttershy is REALLY upset and angry with me! I would never expect such words from the Element of Kindness! Oh my, it's just simply delicious!”

Twilight glared, fighting back her tears. “I don't know how you escaped again, Discord – but this tim–”

“It's not him.” Prince Blueblood's lips curled in anger. “That... is Nightmare.”

“N – Nightmare?!?” stuttered Applejack. “Y–You mean as in–?”

“Yes. The entity that corrupted Princess Luna into Nightmare Moon... Has now taken over your friend.”

All the ponies gasped.

“Aw, the millenium–old born again remembers me!” Nightmare Shy grinned. “Or, more specifically, remembers the entire battalion his trusted Lieutenant Colonel Spur ordered right into an ambush on this very field – well, when it was a field, at least... I believe these two were the only survivors. Applejack, did Granny Smith ever tell you that your town was built on top of a bed of rotting, slaughtered pony corpses?”

Applejack and Big Macintosh lunged forward, snarling – but General Spur's wings held them back.

Nightmare Shy tilted her head tauntingly. “Oh, what? Don't tell me you really believed it was going to be as easy as the first time we met? I just wanted out the last time. Sorry, but listening to your beloved Princess Luna prattle on and on for a thousand years can drive one a little... Crazy.” The corrupted mare snorted. Her eyes fell on the fashion pony., “And I have to say, Rarity, the Diamond Dogs had a bit more respect for a very similar offer that I gave them. Shame... They really wanted to see you again.”

Sweetie Belle ran in front of Rarity. “You leave my sister alone, you monster!”

The evil mare laughed. “Thank you for the compliment, Sweetie Belle! You're right! I AM a monster! Though there's nothing much your sister can do to stop me now, seeing that I've corrupted one Element of Harmony and killed another... I must say, it was surprisingly easier to set off Rainbow Dash than I thought! I knew she was impulsive, but wow! I guess seeing idols, friends, and mentors all die will set off some ponies like that! And now, with that out of the way...” She picked up the broken Spitfire with her tail and hurled the Wonderbolt into Applejack's chest. “Here. You can have her. I was going to eat her for the first blood sacrifice of my new order, but I smell much... juicier ponies elsewhere. Since you all refused my attempt at a peaceful hostile takeover attempt – I'm sorry, Sweetie Belle, but your dead body would've ended all of this before it even began – I suppose I'll have to make do with some more... violent methods of persuasion. Ooh! And a surprise! I know you like surprises!” She whistled down into the hole. “Come out, come out, my pretties! Go on – show Mommy what happened to their pets!”

Applejack gulped. “Uh-oh. I don't like the sound of that.” Her fears were confirmed when giant claws slapped onto the ridge of the chasm – and the red-eyed werebunny jumped up into view. “Ohhh, hay....”

The werebunny was followed by some more Ursa Minor-sized creatures, all with glowing red eyes: A snarling dog, a snapping tortoise, a polar-white saber-tooth cat – and an owl with menacing talons.

“Au revoir!” The armoured pegasus cackled, flashing her wings and flying away.

“Well...” Rarity backed up. “Now I know what happened to my Opal...”

Twilight turned to General Spur and Blueblood, nodding at the creatures. “Can you take them?”

The soldiers answered almost simultaneously. “Easily.”

“Good. I'm going after her.” The unicorn teleported away.

“TWILIGHT, WHERE ARE YOU GOING?” yelled Pinkie. “We need to – WHOAH!” she jumped away from a gigantic cat paw that came slashing through the air at her. “Oh, you did NOT just do that!”

The General unfurled his wings. “Blueblood, Rarity! Blind `em, NOW!” Rarity and Blueblood blasted a blinding light from their horns at the beasts. The creatures roared in pain and staggered back – upon which General Spur launched himself at the closest creature, sending out a shockwave of his own. Letting loose a rage-filled war cry, he crashed into the giant tortoise with his head, his momentum driving the monster backwards. With a useless noise, the tortoise lost its footing and fell into the hole. Spur didn't gloat in victory for very long, however – for almost right after the tortoise disappeared, he ducked and flew away from the giant owl talons before they snapped shut on his face. “Unspoken rule of the military number two: You sleep when you're dead!” he roared to nopony in particular, flying higher into the air with the mutated Owloysius chasing after him, screeching in rage at at the pegasus.

Applejack stared down the approaching werebunny. “I ain't afraid of you this time, Angel – if you are Angel... I honestly don't care. All I know is our wonderful Princess and two of my best friends are gone! I'm so mad, I don't care if I bring every single Windigo that exists in this world down on my head FOR USIN' MY HATE TO TAKE YOU DOWN!” she yelled, charging straight at the beast full-speed. The creature lunged for her again, but instead of getting her chest clawed open this time, the freckled pony rolled away from the claws, making them dig up nothing but dirt. She came out of the roll with her lasso in her mouth, twirled it, and launched it into the air – landing it perfectly around the monster's neck. With an angry tug, she tightened the loop and ran back under the creature. The rope snagged – and with a startled cry, the werebunny fell to the ground – impacting so hard, it was knocked out cold. “Ooof...” The farm pony cringed. “Now why the hay didn't I try that the first time it attacked me?”

“Does Winona have any weaknesses?!?” cried Rarity, she and Blueblood dodging the swipes and stomps of the giant dog. Blueblood blasted a few magic energy beams at the canine, but nothing.

Big Macintosh, staying by Spitfire and Sweetie Belle, spoke up. “Tug on an ear and she'll go that way!”

“Right!” The fashion pony's horn glowed, and she locked onto the colossal canine's left ear, pulling it sharply. Just in time to redirect a nasty paw slash from its original target of her face, the dog yipped and started stumbling backwards. She dragged it towards the hole, straining – but then suddenly it felt much easier. She looked up to see Blueblood's horn was glowing, and he was helping. He smiled at her – and when the dog was on the edge of the crevice, he levitated himself with his magic and drove himself into the mutant dog's chest, spearing it with his horn. He grinned as the canine tumbled into the hole.

The unicorns barely had time to celebrate, too – a quick scan by Blueblood prompted him to jump away, shoving Rarity with him as the mutated Opalescence rumbled by, yowling and and screeching in sheer annoyance thanks to a very, very enraged Pinkie Pie leaping all over the giant feline. “Okay, you stupid big, mean kitty! I was kind of angry and pretty sad – but when you attacked me, you made me really, REALLY angry! And when Pinkie gets really, REALLY angry – SHE! CAN'T! COMPLETELY! CONTROL! HER ACTIONS!” she shrieked, viciously ripping out the cat's whiskers with her teeth. The cat howled and swatted at her – but the pink pony used her sense to dodge, causing the saber-tooth feline to miss her but slash open its own nose, to another screech of pain. Pinkie looked up to see General Spur flying back down, the giant Owloysius on his tail. The General saw her, nodded, and swung low. She jumped off the cat, landing perfectly on his back while the two beasts crashed into each other, rendering them unconscious. “And THAT is why you should NEVER make Pinkie Pie angry!”

“Big Mac, help me with this! Before it wakes up!” called Applejack, nodding at the werebunny.

Big Macintosh nodded. “Gladly.”

Blueblood, Rarity, Pinkie, and General Spur joined them, too – and in no time at all, all three of the remaining creatures were kicked down into the chasm. Rarity and the Prince gathered a massive pile of dirt from one of the nearby fields with their magic and ceremoniously dumped it to fill up the hole.

“Well!” huffed Rarity. “I never thought I would like dirt, but I just might be coming around after this.”

Blueblood chuckled. “You do need some combat training. You do have a good deal of defensive skill, I must say. And if I may be frank, milady – I'd say you look even more beautiful with a frazzled mane.”

Even as she freaked out and quickly repaired her mane with her magic, Rarity blushed. She was truly beginning to trust the Royal stallion now, even if his gentlecoltly side was a little raw around the edges.

“I don't know, y'all.” Big Macintosh scowled. “Anypony else get the feelin' that was a mite too easy?”

“Where's Twilight?” asked Pinkie – and almost immediately, a series of explosions answered her query.

Up ahead, on the road to Hoofington, Twilight teleported right next to the fleeing Nightmare Shy, tackling the mare to the ground. She tried to magically remove the armour from her corrupted friend's back – but before she could wrench it away, she was forced to jump away as the pegasus rolled and slashed her bladed wings at her. The unicorn landed on three hooves, spun around, planted her last hoof down and charged back into the fray, furiously hurling a volley of energy blasts at the evil mare. Nightmare Shy simply threw her protected wings up, deflecting or stopping the blasts. One of the deflected blasts ricocheted right back at Twilight, but she slid underneath it, never losing her momentum, and came up running. She teleported in front of the mare, catching her enemy off guard enough so that she was able to deliver a solid, crunching punch to her face. “I don't care how long it takes or what I have to do, Nightmare,” she growled, “But I will free my friend from your control!”

Nightmare Shy staggered backward, wiping the slight trickle of blood off her mouth. “Oh ho, poor Twilight – Pray tell, just how are you going to do that without your precious Elements of Harmony?”

Twilight had to admit, she didn't have an answer for that. But she didn't show it. “I will find a way.”

“HAH!” The nightmare pegasus chortled. “You know that without your dear Princess Celestia's help, or your wonderful friend Rainbow Dash – there's only one way left to get me to leave Fluttershy's body. But you don't want to think about that way, do you? Because it would mean you'd lose another friend!”

“I don't know what you're talking about.”

“Oh please. You just saw it happen to your blue winged friend – and it's something that's going to happen to the rest of your friends!” Nightmare Shy lunged – but instead of attacking where the purple unicorn was, she planted her hooves – and brutally kicked the guardian of the Element of Magic in the gut when Twilight teleported above her. Her hooves caught Twilight in the jaw and chest, hurling her back to her friends and jarring the pony so much, she couldn't stop her hard impact with the ground.

“TWILIGHT!” Sweetie Belle watched in horror as the unicorn crashed to the ground and went limp.

Remembering her sister was with them, Rarity wheeled. “Sweetie, go back to Sweet Apple Acres!”

“But-”

“NOW!” roared the older unicorn – but it wasn't so much anger in her bellow, but a tinge of worry. “Young lady, either you get to safety up there or I will try to teleport you there myself, do you hear?!?”

Sweetie Belle gulped. Rarity wasn't good at teleporting anything. “Okay, sis, okay...” She turned tail and bolted as fast as she could towards the barn at the top of the hill that marked Sweet Apple Acres.

Nightmare Shy grinned, pivoted – and with a burst of speed, caught up to Trixie and her orphans. The foals screamed to a terrified halt as the corrupted pegasus landed with artful precision right in front of them, sadistically licking her lips. “None of you would happen to be Lickety-Split III, would you?”

Trixie stepped out in front of them, unflinching, glaring with the eyes of a mother. Her horn glowed brightly, and a protective shield fell around her and the foals. “You will not harm these children.”

“Hmmph.” Nightmare Shy snorted. “You know, when I told the Diamond Dogs that any unicorn with a modicum of talent in magic could defeat my minor spells, I meant the modicum of talent like hers.” She nodded to Twilight, who was just beginning to emerge from her temporary unconsciousness – then turned her gaze back to the blue unicorn. “I certainly didn't mean an amateur magician like yourself...”

To Trixie and the foals' horror, the fanged mare stepped right through the shield, licking her lips again. “You just don't understand... I am Nightmare, birther of Chaos. I have lived for longer than ANY pony could ever dream of living!” The mare's lower jaw distended like a snake's and her mouth opened wide enough to swallow a small herd of horses, forming a hideous sight. The hijacked voice of Fluttershy grew deep, distorted. “My stupid ponies... I GUESS I'LL JUST HAVE TO EAT YOU ALL AT ONCE!”

ENOUGH!

A massive bolt of lightning screamed down from the heavens and plowed into Nightmare Shy, sending the mare rocketing away, smashing through building after building after building in Ponyville – until she carved a huge ditch in the ground as she violently skidded, slowing down before her momentum was eventually finally halted by crashing into Carousel Boutique. The impact was still so brutally fierce that the entire building collapsed, pouring a shower of rubble right on top of the corrupted mare's head.

“My store!” gasped Rarity.

In a flash of lightning and clouds, Princess Luna landed in front of the rubble so hard, the ground shook with a thunderous force. As she rose up from her knees, the furious Princess' body slowly morphed – the smaller form of Luna gave way to the taller, armoured and sleeker form that had once been known as Nightmare Moon. The enraged Royal's eyes crackled white with electricity. A sudden gust of wind whipped her mane and tail around – revealing the stars in them were sparking, too, such was her anger.

“This ends. NOW.”

Recovered enough to stand, Twilight was overjoyed. “Princess Luna!”

Her saddlebags suddenly teleported onto the ground in front of her. A familiar box was packed inside one bag. Twilight looked at the saddlebags, then back up to the Princess with worry. “Princess Luna?”

“Take them and get out of here, Twilight Sparkle!” the Princess snapped. “Get out of Ponyville!”

“NO!” Twilight stomped in frustration. “I will not leave the families of my friends here unprotected!”

GO! Lightning blasted from Luna's eyes and shot into the chests of all the ponies – including Trixie and her company, shoving them towards the train station. “Ponyville is in far more danger if you stay!”

Pinkie twitched.

The ground rumbled.

“Girls? WE'VE GOT BIGGER PROBLEMS COMING!”

Twilight gasped as the mutated monster pets exploded out the hole, sending the dirt used to 'seal' it high into the air. As the clumps rained down around them, the gazes of all the beasts locked onto Twilight.

And they were bigger than before.

Twilight bolted towards her friends, who were already boarding the train. “I think the Princess might be right, girls! Let's get out of here! They're focused on me, so we can draw them away from the town!”

“Everypony on the train! Move it!” bellowed General Spur.

“Children, I want to you get on the floor, lay low and stay out of sight. Do you hear me?” instructed Trixie upon boarding. The foals immediately obeyed, flattening themselves on the floor. A cursory glance by the caretaker caught Big Macintosh gently setting the injured Spitfire down. “Oh my! Miss Spitfire!” In an instant, she was at the mangled Wonderbolt's side. “Is there a medical kit anywhere?”

“Here ya go!” Pinkie appeared with a first-aid kit in her mouth.

Trixie smiled. “Thank you, dear.”

“We better hurry!” cried Applejack as the monsters lumbered nearer. “Get that engine started!”

Pinkie popped up in the locomotive window. “There is no engine!”

Rarity realized. “Wait! This is the old-fashioned train like the one we took to Appleloosa! It was on display for the Celebration!” She batted her eyes at the three stallions. “Boys, would you be so kind?”

“Not like we have a choice, milady!” Blueblood dashed up front, Big Mac and General Spur following.

Twilight hurled a few magical blasts to slow down the charging gargantuans. “They're getting closer!”

The stallions hooked themselves up and tore off down the track – just as the creatures reached them. The monster animals roared in annoyed fury and took off after the train as it sped away from Ponyville.

Princess Luna turned her attention back to the rubble, her eyes narrowing as it suddenly began to move.

Nightmare Shy emerged, shaking her head to remove the last of the debris that coated her mane. “Well, well, well...” The mare began to pace in a circle. “If it isn't the other daughter of Zeus and Mawu.”

Luna lowered her head threateningly. “You dare invoke the names of our parents?”

The yellow mare sneered. “No, I'd say I invoked them pretty well there, actually.”

The Princess snorted lightning, unamused.

“Aw, somepony's not talking... Well, let's see if I can turn that frown UPSIDE DOWN!”

The corrupted pegasus threw her wings back and shot forward, the shockwave in her wake hurling rubble metres back. She knifed down and spiraled, coming up with her wing blades poised to slice–

–but Princess Luna threw up a wing of her own and blocked the attack, not moving an inch – and almost seeming bored at having to undertake the defensive manoeuvre. Her opponent's blades cut nothing – and then she went on the offensive. Luna flashed her wing up, knocking her enemy's wings back – and before Nightmare Shy could fly away, the Princess countered with a roar of ancient words in the Royal Voice. The ancient words of enchantment were like a sonic shriek, and the quick boiling and explosion of air pressure they caused sent the yellow mare spinning away over another distance. Luna swept her wings back and blasted off to follow the trajectory she'd put her former possessor on.

Wings pinned to her side due to speed and centrifugal force, Nightmare Shy's eyes glowed. The living mane sprang forth and attacked the pursuing alicorn, but Luna swirled and dodged the deadly follicles. The Princess proceeded to blast faster towards her, and connected a forceful punch to the mare's chest. Landing in a violent tumble, the evil pegasus stood up wheezing as the younger Princess approached.

“You will fail, Nightmare.” Sparks jumped from Luna's mane to her tail. “As you always have before.”

Nightmare Shy staggered back to standing. “Ah, the ancient pony tongue. Only those who have faced the Flame can truly master it. What a pleasant surprise in your tactics, my liege. Just one problem...”

Princess Luna tilted her head, puzzled. But then it dawned on her.

“I'VE SEEN YOUR MIND!” The corrupted mare bellowed an ancient chant of her own at full volume. The ground rippled up and wrapped around the Princess, dragging her downwards as if swallowing her.

But Luna did not flinch. In fact, a grin curled around her lips as she descended. “So you know the tongue. Impressive. But like you said – only those who have faced the Flame can truly master it.” Her body flashed with electricity, and to the relative shock of her opponent, her soil cage disintegrated.

“You will never see the Flame.”

The comment enraged Nightmare Shy, who lunged at her again – but Luna whirled and stomped on the pegasus' neck, slamming the corrupted mare's face into the ground with such force that her head dug a crater. As Nightmare Shy struggled to get up, the Princess sighed, annoyed. “Give it up, Nightmare.”

The red-hair pegasus responded by grabbing the Royal's legs with her wings and flipping forward, spiraling Luna into the ground face-first and kicking off the stunned Princess' back to get into the air.

Shaking it off, Luna spread her wings and gave chase.

On the train, Twilight was using every magical attack she knew, but the giant pets were still closing the gap. “Rarity, you're the only other unicorn who's not preoccupied! Help me fend them off, please!”

“Twilight, what can I do? I don't even know half the spells you do! All I've been able to do is blind them, and you've already tried that six times! I'm good at close combat, but even then, only dodging!”

“Blueblood said you needed to learn – well, it's time for you to learn! What other spells do you know that you could use an offensive attack?” Twilight sent another wave of magical blasts at their pursuers.

“Really, Twilight!” huffed Rarity. “The only other spells I'm good at are gem-finding and levitation!”

“Those will do! Gems are just special minerals, right? Can your spell find normal minerals, as well?”

Rarity raised an eyebrow. “Twilight, how could that possibly work for a combat sit–” It suddenly clicked in her brain. “Right! Let me try...” Her horn glowed bright as she sensed for the most mundane of minerals, which was surprisingly a lot harder than looking for the most extravagant. But eventually, the ground shook slightly – and hundreds of regular minerals were floating in the air at her command. Rarity held them in the air – and then with a sharp forward flick of her nose, and the fashion pony blasted the minerals at the beasts. “Ha hah! Take that, you monstrosities!” she gloated as the pelted creatures stumbled back in pain. “And take this as well!” She declared, lifting and launching another round at the animals – only this time, she focused and aimed groups of the minerals at each beasts' eye.

The monster pets roared in agony and lost control of their forward motion as they swatted desperately to clear the agitating pellets that had invaded their ocular perimeter. The mutant Opalescence tripped over her own tail and crashed into the mutant Winona, whose flailing paw caught the giant Owloysius' talons, dragging the bird down on top on the mutated Tank – who fell over from the giant owl's weight. The tortoise tumbled into the giant Gummi, who roared in surprise as they both crashed to the ground.

“Holy hay!” Applejack gaped as the train left the fallen animals in the dust. “Nice work, Rarity!”

What looked like a very injured pony suddenly stumbled out of the Everfree Forest. “Friends! Help!”

As they flashed by, Twilight took a look at the stumbling pony, and noticed very distinct markings on the stranger Equestrian: Stripes. She whirled. “Stop the train! Stop the train! I think that's Zecora!”

“ Teleport her onto the train!” barked General Spur. “I'm not letting those beasts recover and catch up!”

“Oh, for, crying out... Hang on Zecora!” Twilight turned back and focused on her target, rapidly disappearing in the distance. “C'mon, Twilight...” she muttered to herself. “Any good Princess can teleport anything anywhere at speeds like this!” She grimaced in concentration – her whole horn lit up–

Then with a purple flash, Zecora was there in front of her. Except the zebra was in horrifying physical shape. Her front half was slashed, scarred – and her back half was nonexistent, save a stump of stone.

“Zecora!” Pinkie rushed to the zebra's side. “What happened to you, Zecora? What happened?”

“Saw...Fluttershy...possessed... Celestia... Danger...” mumbled their exhausted, beat up friend.

Twilight cringed. “Get her to Trixie! Maybe she can keep her alive!”

Pinkie did so, then twitched when she returned. “Twilight, I think they're coming back...”

Chilling howls pierced the air. Applejack's ears perked up. “That sounded like timberwolves.”

As if on cue, not only did the monster pets reappear, looking angrier than ever – but an entire pack of timberwolves burst out of the forest, snarling and snapping as they joined in on the great train chase.

“Oh, sure! Why not?” grumbled the incredulous farm pony. “Let's just throw one more thing at us!”

As Twilight and Rarity resumed defending the train, even they couldn't help but notice the lightning...

...the lightning that Princess Luna was raining down in blasts from every direction as she chased Nightmare Shy across Ponyville. The chasee and the chaser rocketed down through Ghastly Gorge, twisting, turning and ducking through the curves and choke points of the canyon. Luna's eyes crackled, and she sent down even more waves of lightning – but Nightmare Shy swatted any bolt that got near to her away with her armoured wings. Luna glared. Aside from Royal armour, she knew there was only one other kind of armour in Equestria that could deflect elemental magic that powerful: Diamond Dog armour. 'She' had helped devise it while under the control of the very demon she was chasing now. Seeing the armour again brought back the very unpleasant memories of Nightmare pillaging her mind to reveal the ancient forging secrets to the Dogs – and since the Dogs had pledged allegiance to her sister after the war a thousand years ago, Luna knew the evil entity had to be forcing the underground kingdom to make this new armour for it. Which only angered the moon-bearing Royal even further.

The Princess dove, rose and flipped through a mass of giant thorns, never losing sight of her target. Knowing her opponent wasn't going to be shocked into submission, she focused on blasting lightning down upon the rocks above, sending them crashing down in spectacular rock slides – but the possessed pony always managed to just barely squeak by getting crushed or pinned at the very, very last second.

Both combatants shot out of the Gorge completely unharmed, screaming at high velocity over the trees. For some reason, Nightmare Shy flipped upside-down, exposing her utterly unarmoured chest. It was the opening Luna needed. Her eyes crackled white, her whole body radiated with electricity – and she unleashed a mighty multi-forked blade of lightning as thick as four tree trunks, a truly awesome strike designed to do nothing more than overwhelm the magic-absorbing capacity of her enemy's armour.

The nightmare pegasus threw her wings up to block the attack – but the bolt's forks curled around and crashed into her. The possessed pony convulsed tremendously as the electricity coursed – and then fell.

“I am deeply sorry, Fluttershy,” Luna sighed to herself, diving after the plummeting, incapacitated mare. “You were truly a good friend for the short amount of time that I was able to know you.”

Only when she got close did Luna notice the gravity-defying position Nightmare Shy's wings were in...

“HAH!” Nightmare Shy burst forward, slashing at the Princess, catching Luna across the face with more than one bladed feather as Luna reacted and rolled away from the incoming corrupted pony. In the brief window while Luna realigned, Nightmare Shy reacquainted her own target – and sped away, leaving the Princess with a spectacular yellow-red shockwave and pained ears from the sonic boom.

Not to be outdone, Luna accelerated after her, leaving behind an even more spectacular shockwave of sparks. The supersonic ponies laced back and forth, Nightmare Shy trying to outrun the Princess.

Except this time, Luna was faster.

They collided and tumbled down through the sky, punching, dodging, biting – yet Luna managed to hold her grip on the yellow mare. The fight spiraled out over the clouds – but after taking another blade to the face, Luna had enough. The wind picked up and howled, her eyes, mane and tail lit up in violent sparks, and she called forth the most powerful blast of lightning she had ever created with her magic.

Only nothing happened. “What?!?”

“Welcome back to Everfree Forest, my liege!” spat Nightmare Shy. “The one place where Royal magic has no control over weather or animals! You're in Nightmare territory, my former apartment! NOW!”

A massive swarm of cockatrices sprang up from under the treetops, swarming the Princess. “Hey! Get off me!” she roared. Her magic not working, she decided to out-fly them, blasting herself straight up into the air. But before she could get very far, an equally massive number of thick, living bramble vines spiraled up from the forest floor after her. They wrapped around her wings, her hooves, her mane, her tail – anything they could get a grip on. The Princess couldn't break free. Soon, they dragged her down.

Back at the train, Twilight looked up to see her other mentor in peril. “Princess Luna!”

The vines brought her back within the limited vertical range of the cockatrices. They swarmed her. Luna slapped a few of the monsters away with her head, but soon they were too many. One grabbed her head with its talons and locked it forward, while another eventually managed to force her eyelids open.

And the last one stared.

“PRINCESS LUNA!!!” screamed Twilight, the ponies watching in stunned horror as their other savior turned to stone and fell from the sky – shattering into pieces upon impact with the ground. “NO!!!”

Anger flashed in the purple unicorn's eyes. Her eyes began to glow white and flicker. “Everypony, you might want to get inside and shield yourself... It's about to get very hot here,” she snarled, her voice so menacing that Rarity, Applejack and Pinkie Pie didn't think twice about following her recommendation.

Twilight turned back to their pursuers, her eyes sparking with pure rage. “Not anymore...”

Pinkie twitched violently. “Oh no...”

The ground rumbled, and Twilight could see the form of the giant Quarray eel that had killed Celestia rumbling towards her, throwing up the railway tracks in a fountain of debris as it also joined the chase.

“Twilight?” asked a nervous Rarity.

“Not...Anymore...”

The purple unicorn's entire horn glowed again.

“My friends...”

Rarity's voice became frantic. “Twilight...”

The eel and the creatures reached the back of the train.

“TWILIGHT!!!!”

YOU WILL NOT HURT MY FRIENDS ANYMORE!

The eel was magically pulled out of the ground – and right into an immense wall of fire that stretched to the top of the sky. Twilight spread the wall out in a huge circle, catching all their pursuing attackers in its grasp – but not harming her friends. The giant pets, the timberwolves, the eel – she grinned in revenge as she watched and listened to them burn. Then the flames died, and she fell down, wasted. The ashes of the incinerated beasts wafted down over them like snow with the sharp change in wind.

“Twi!” Applejack ran to her friend's side. “You okay, Twilight?”

“I'm fine... Just a little tired after that.”

“Twilight... That was amaz–”

“Miss Sparkle!” cried Trixie. “Something's happening to Miss Zecora!”

Racing down to the cabin, Twilight's jaw dropped as she saw Zecora floating up in the air, her eyes glowing white. She opened her mouth – and a familiar voice that was not the zebra's cried out.

“Twilight, my faithful student!”

“Princess Celestia? PRINCESS CELESTIA! I knew it! You're not dead!” cried the purple unicorn.

“Alas, I am, as is Luna. I am projecting to you from Limbo, inside the Flame – where the true souls of she and I currently reside. I do not have much time! The longer I do this, the weaker my soul gets! You have a chance to bring Luna and I back. Luna gave you the box with Elements of Harmony in it. Keep them safe! With Rainbow Dash dead and Fluttershy possessed, the Flame of Limbo has become highly unstable! It could extinguish at any time! If this happens, Equestria will be destroyed and Nightmare will be the victor! Twilight, above all else, you and your friends must prevent this from happening!”

“But – how?!?!?” Twilight asked. “How can we do this without Rainbow Dash or Fluttershy?!?”

“The Elements of Harmony are not permanently bound to anypony – or any creature, for that matter. The ones that have become unbound will choose a suitable replacement! Go! Make some new friends, find the Flame of Limbo – and you will be able to restore us and Fluttershy if you are not too late!”

“Where?!? Teacher! Where is the Flame? How do I even know where to start looking?”

“You are the Princess now! Do your Royal duty, my beloved student! I know you can!”

Zecora's eyes stopped glowing, and her stump of a body sank back to the ground, wheezing softly.

“CELESTIA! PLEASE!” Twilight reached forward as if to pull her mentor into the cabin – but nothing.

Rarity put a hoof on Twilight's shoulder as the pony cried. “I'm sorry, Twilight. We're on our own now.”

“All is not lost,” said a comforting, older voice. Twilight looked up to see General Spur's face. In the frantic communication with her fallen mentor, she hadn't even noticed the train had come to a stop.

Then she actually noticed the ashes of the animals she'd burned floating down outside. She looked at her hooves, trembling as her actions truly dawned on her. “General Spur – I just ki- Did I really just k–”

The General laid a knowing wing over her as Blueblood and Big Mac started the train moving again. He sighed while the train pulled away. “As I told you before, Twilight: Real combat is never truly fun.”

Twilight slumped over, the overwhelming horror of reality washing over her face. Rarity, Applejack and Pinkie Pie wordlessly hugged their shell-shocked friend as the train lumbered on down the tracks.

END CHAPTER FOUR