• Published 31st Dec 2015
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Second Chances, Many Changes - ASGeek2012



I used to be a human girl named Rachel. Now some self-appointed "Spirit of Chaos" (who surely has an ulterior motive) decided to "rescue" me from my fate and give me a second chance. Yeah, being a pastel pony in an insane world is SO much better.

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Chapter 1 - A Second Chance

Author's Note:

This takes place early in season five, soon after "Castle Sweet Castle".

My lungs burned as I ran past the impotent pale glow of the street lamps, struggling not to slip on the wet pavement and failing. I wiped blood from the deep scratch on my face as I stumbled back into a desperate run. My throat was parched despite the dampness, and my legs were lead.

I clutched my chest, my fingers curling as if to pierce my blouse and encircle the pendant between my breasts. My heart pounded in my ears, almost drowning out the determined footfalls behind me. I forced my hand to loosen, as nothing and no one from my past was going to help now.

I found a darkened lamppost and swung into an alley, the stench of decay and neglect wrinkling my nose despite the months I had been on the streets. My gasps for breath were interspersed with whimpers.

I crouched behind a dumpster trying to calm my breathing so it would not be heard. Instead, it heaved and stuttered, and I squeezed my eyes tight against tears. Despite my earlier attempt to break myself of the habit, my fingers were again searching for that stupid pendant. I refused to blame Michelle. I made my own bad decisions. I was the one who decided to run away from everything after her death.

I heard footsteps stop at the mouth of the alley. I felt sick. I forced my breathing to slow despite how my lungs ached. I saw my visions of adulthood shatter like delicate crystal. I was never really any older than my sixteen years. I had only been fooling myself.

I suppressed a gasp when a flashlight beam pierced the damp gloom. I swallowed hard and remained rock still, or at least I tried. It was hard to do when I was trembling hard enough that I could hear it.

For a moment, my hair rose, as if I had grabbed one of those static electric generators. It faded as quickly as it had come, but it made my skin crawl, and I felt like something had passed near me.

Footsteps sounded like lead blocks tramping against the detritus of the alley as the flashlight beam narrowed. I smelled old cigarettes and cheap booze. I held my breath. They were passing by me. They didn't see me. I was going to live another ...

I felt something like a mild electric shock against my hand, and my body jerked. The flashlight swung hard and blinded me.

I leapt from my hiding place and tried to push past the man holding the flashlight. Fingers like steel bands closed around my wrist, and I was flung into some garbage cans. My head rang from the impact, and I nearly let loose my meager dinner on the pavement.

I was still half-retching when I was lifted to my feet, only to be backhanded across the face and sent plowing into the cans again. I was pulled to my unsteady feet, my back hurtled against the wall to the cry, "Get up, you fucking bitch."

Two men had assaulted me, and now a third stepped into the alley. He didn't run, just meandered along. My heart lurched when he pulled out the gun and pointed it at me.

He waited. He wanted me to plead. He wanted me to beg for my life. So I did, because I was a coward.

"I didn't do it!" I screamed. "I didn't rat you out to the cops!"

"Uh-huh," said the man in the white suit in a mocking voice. "Sure you didn't."

I clenched my teeth. I had wanted to. So help me, I wanted to. Less of his scum on the streets, the better. But I wasn't dumb. Well, not that dumb.

"I saw you myself," said the man. "I saw you walk into that police station."

"It wasn't me!" I cried.

"You even gloated to one of my men afterward."

"It wasn't me!" I shrieked.

One of his henchmen punched me in the stomach. I sunk to my knees, gasping for breath. Someone set me up. That was the only explanation. It didn't matter. I was going to die. I burst into tears.

"Look up."

I whimpered and ducked my head.

"Look up, you stupid bitch."

My hair was grabbed, and my head forced up.

It wasn't like in the movies. The bad guy doesn't say some badass line. He just pulled the trigger.

My eyes slammed shut. The explosion momentarily deafened me, and every muscle in my body tensed. I braced for the impact of the bullet, the only sound that of my own ragged breathing.

I waited.

And waited.

I swallowed hard and cracked open an eye. He was still standing there, still holding the gun, still as confident as before. Had his gun misfired? Why didn't he shoot again?

I finally opened my eyes fully. "Wh-what the hell ...?"

He and his henchmen were frozen. So was his gun. So was his bullet. It hung in mid-air, halfway between the gun barrel and my left breast.

"Well, you appear to be in a bit of a quandary, don't you?"

I gasped and flinched at the sound of the disembodied male voice that echoed through the alley. Everything around me was fading to darkness, save for a single circle of brightening light centered around me.

"You seem to be at the end of your proverbial rope," said the voice with a bit of a chuckle. "Though I imagine that bullet is not quite as proverbial, is it?"

The voice was followed by a soft crunching sound.

I closed my eyes, paused, and opened them again, believing that would somehow dispel the illusion. "Who are you?" I demanded, my voice quavering as I wiped my eyes with my sleeve.

I heard something shuffle in a darkness so absolute that I could no longer see the alley or my assailants. All that shared the spotlight was that bullet. His footsteps sounded odd. Every other step sounded like the clop of a hoof.

"Lucky for you, I've learned how to stop time," said the voice in a tone that was both amused and smug. "Though it lasts only for a short while, so we ought to get down to business."

My heart hammered even harder than it had when I stared down the barrel of the gun. "You still haven't answered my question! Who are you?"

"Does it matter?"

"It does matter!" I shouted. "How do I know I'm not already d-dead?"

"I suppose you might as well be," said the entity in a casual, almost bored voice, followed by that crunching sound again. "In which case, what do you have to lose, hmm?"

"You're not making any sense."

"I could say the same for your life, my dear."

I clenched my teeth and choked down my initial retort. "What would you know about it?" I finally said in a low, tense voice.

"Oh, more than you could possibly know," said the entity with a chuckle. "But I am intrigued. What if you are dead? What would you be thinking about all this?"

I was not particularly religious. My mother used to drag me to church on Sundays, but even she was never serious about it, and I didn't remember what denomination it was. "I don't know. Maybe this is some sort of judgment?"

The entity's voice swelled, reverberating from every direction in the void. "YES, RACHEL DARROW, THIS IS INDEED THE MOMENT OF THY JUDGMENT. THOU HAST SINNED BEFORE US. WHAT DOST THOU HATH TO SAY FOR THYSELF?!"

My heart leapt into my throat, not so much out of a need to kneel before a God I had never really worshiped as the simple fear of the unknown. My moment of terror dissolved into confusion when the entity burst out laughing.

"Oh, my ... oh, dear ... the look on your face just now ... I simply do not understand how dear Luna never drove her subjects insane with that voice, but I suppose it does have its uses."

And there was that damn crunching noise again.

My hands clenched into fists. "Look, what is this all about?!"

"You're about to die."

I shivered as I glanced at the bullet. "Yeah, tell me something I don't know."

"I once planted a seed that did not truly flourish for over one thousand years."

"What??"

"You said tell you something you didn't know," said the entity. "Bet you didn't know that!"

"Stop playing games!" I cried. "How are you even doing this?"

"Magic, of course."

"I said--!"

"Oh, yes, that's right," said the entity with a tired sigh. "You don't have that sort of thing in your world. Well, at least until I showed up. See? You get the possibility of a second chance and get to see some real magic. You lucky girl!"

I closed my eyes and curled my fingers around the pendant, trying to calm myself. My eyes widened when I finally realized what he had said. "Wait, what? Second chance?"

"Oh, did I forget to mention that?"

My heart thumped. "What did you mean by second chance?"

"Exactly as it sounds, my dear."

I let out a ragged sigh. What would have happened if I had gotten to Michelle in time before she OD'ed? What if I had known she was doing it in the first place? What if I had learned from what had happened to my mother?

"You can ... y-you can give me a chance to do this over again?" I said in a small voice as I trembled. "And fix what I did wrong?"

"Oh, heavens, no."

My head jerked up. "Huh? But I thought you said--"

"What I mean, little girl, is that you get a chance at a fresh start. A complete wiping of the slate, a change of scenery, a new life. Oh, and most importantly, you get to not die."

Was he serious? Was any of this even real? Or had that bullet already impacted with my heart, and I was lying in a pool of blood having this strange dream as my life ebbed away?

"Be honest with yourself, Rachel," said the entity as I sensed it drawing closer to me. "You didn't really want a chance to repeat your same sorry existence again, did you?"

I closed my eyes and turned my head away. "How the hell would you know?"

"Because I've been watching you these past few months. I know you've been running away from how terrible you feel your life has become."

I opened my eyes and narrowed them in the direction of the voice. "Did you cause any of that?!"

"Me? Not at all! Your life was already so wonderfully chaotic when I arrived."

I could not tell whether he was being sarcastic or not. It didn't matter. He was right. I was running. It was all I knew how to do anymore. Now he was offering exactly what I thought I wanted: an escape. "I don't want to start life again as a baby. I don't want to have to grow up again."

"Oh, I would not dream of sending you back to such a drab human existence."

One word.

One damn word.

It had slipped by unnoticed in my emotionally charged state, and he had been counting on it.

"I just don't want something worse than what I had, and what the hell is that crunching noise?!"

"Popcorn," said the entity, and a colorful cardboard box was thrust into the light. "Want some?"

My eyes widened as I stared, not at the buttery contents of the box, but at what held it. It was a claw, like that of a large bird. Breathing hard, I pushed the box away with a shaking hand.

"I suppose you require some conditions," said the entity, sounding bored. "Very well. You will keep your current age. You will keep your personality. You will keep your gender. Satisfied?"

I was trembling. I still saw that claw in my mind's eye and remembered the sound of his footsteps. I had said I was not religious, but certain imagery was inescapable. "A-are you the devil?"

The entity paused, snorted, and let out a gale of laughter. Popcorn suddenly showered me.

"Oh, g-gracious, me," the entity gasped between peals of mirth. "Oh, my word ... y-you think I'm the devil ... th-that I'm your Satan ... oh, you really should have gone into stand up comedy!"

"That's what you led me to believe!" I cried, my cheeks growing warm.

"Now, don't let a certain yellow pegasus hear you say that about me. She just might scold you, and that's a fate worse than death."

Yellow pegasus? What the hell was he talking about now? "Then what are you?"

"Merely a Spirit of Chaos, my dear."

"And what's so chaotic about this?"

The entity gasped. "What's not chaotic about it? Plucking you from one life and dropping you in another where no one knows you and you know no one? Having you stumble about trying to figure out which end is up?"

"Then how is it going to be any better than--?"

"Than being dead approximately two seconds after time resumes?"

"You're not giving me any choice."

"Nonsense. There are always choices."

"Then ... then I choose take the pendant with me."

I expected the entity to refuse, but Michelle had me make that promise to her: don't let myself be parted from the pendant. I had been such a lousy friend towards her that I owed her that much, despite how it reminded me of my failure.

Instead, the entity chuckled. "Now, why would I ever want to part you from it?"

I could not tell whether his tone was amused or sinister. Or both.

"So what will it be, Rachel?" the entity asked. "Death? Or a new life?"

There were so many questions I should have asked and insisted he answer. Ultimately, I was a coward. I didn't want to die. I still doubted this was really happening, and it didn't matter what I chose.

"I choose a new life," I said.

"Wonderful!" said the entity in a joyous voice. "Oh, but I need to read you the fine print."

"Huh? What fine--?"

"This offer is presented as-is, with no warranties explicit or implied. No guarantee is made that offer will be suitable for any particular purpose, color, party, or fashion statement. Offer may not be sold, redistributed, transferred, relicensed, lent, thrown out, spindled, mutilated, repainted, regifted, reversed, or revised. Offer not valid in Utah, Alaska, or Tartarus. The Spirit of Chaos is not responsible for any damage, injury, embarrassment, mayhem, ruckus, fracas, or hilarity that may ensue with your transformation."

My eyes widened. "Wait, what did you mean by transformation?"

"Too late now, Rachel. Have a nice life!"

I heard a snap, and everything went black.


My spiral back to consciousness was like trying to swim through cotton candy which clung to the recesses of my mind. My senses started to return before I was fully lucid. Strangely, smell came back first. Fresh air, grass, flowers, and ... apples? I never had discerned odors like that so precisely in my life. I thought maybe I was dreaming, something to comfort me while I died.

Then sound returned, a flapping noise like that of a big bird. A slightly raspy female voice, speaking a foreign language ... but, no ... I understood it. I was being asked if I was okay. I tried to respond but couldn't move.

Something hard nudged me in the shoulder. I was on the ground on my stomach. My arms and legs felt weird. My mind was still fuzzy. Did that bird fly off? Where was the person who was talking to me?

More sound up ahead. I felt the strangest damn sensation on my head, like something had moved of its own accord, and the sound became clearer. The noise was a harsh, irregular beat, too heavy for footfalls.

My strength was starting to return. I tried to move. Why couldn't I feel my hands and feet?

"Look, she's getting up!" said the voice from earlier. A persistent flapping noise accompanied it.

"Oh, thank goodness!" came a whispery voice.

"Maybe she was just asleep after all," came a high-pitched bubbly voice.

"I dunno, she looks kinda outta it," said a voice with a distinct southern twang. "You okay there?"

I rose on all fours. I tried to stand, but it was like I simply could not flex the right muscles to pull myself up. All that happened was my numb hands rose in the air a few inches and fell back down with an odd clopping noise.

"What is she doing?" said the first voice.

I opened my eyes. My mouth fell open as I stared.

Four horse-like creatures stood before me, all staring at me. Well, three stood, one hovered. The cyan-furred rainbow-maned one had wings. So did the yellow creature with pink hair, but she was standing on the ground with the rest. At the front was an orange, wingless equine with blond hair and wearing a stetson. Another wingless one stood just behind her who was ... pink. Just pink with poofy hair.

"She looks scared," the yellow equine said.

The pink one stepped forward, smiling. "It's okay, we're not going to harm you."

"You all right?" asked the orange one. "Are ya hurt?"

My heart hammered. I tried to back up a step to put some space between us and nearly stumbled. I glanced down at myself.

Oh, dear God.

No, he couldn't have. He didn't.

I wasn't human anymore. I was like them. I was some sort of weird periwinkle blue equine creature. I picked up a ... foreleg. It ended in a hoof. I swallowed hard and looked behind me. I had a tail, colored a ridiculously bright cherry red streaked with equally ludicrous signal-flare orange.

I felt something move on my head. I lifted a hoof. My ears were on top of my head. This was surreal. I ... what? I had something sticking up from the middle of my forehead, like solid bone. Like ...

"Something wrong with yer horn?" said the orange creature.

My eyes widened. Horn? I was a unicorn? None of them were. Did I have wings, too? I looked at myself again. No wings. Thank God for small favors.

I looked back at them. They wore faces that were a mix of concern and confusion, save for the hovering cyan pegasus. She was frowning at me, her forelegs folded across her chest.

I lowered my hoof. "No, I'm not hurt."

What did I just speak? It wasn't English. It must have been their language. I guess I should have been grateful for being given that knowledge, but it was jarring nonetheless.

The cyan pegasus suddenly flew up to me, almost nose to ... I mean, muzzle to muzzle, causing me to flinch. "What were you doing in that apple grove?" she demanded.

"Rainbow, you're scaring her!" the yellow pegasus chided softly.

"What? It's just a simple question." The one called "Rainbow" frowned at me. "It oughta have a simple answer unless she's got something to hide!"

"Are you new to Ponyville?" the pink one asked.

I blinked. "Huh? P-Ponyville?"

"Uh-huh! I don't remember seeing you in town, and I know everypony!"

Unlike Rainbow, the pink ... pony ... seemed to be simply curious, even friendly. My mind was reeling too much for me to answer. Rainbow thrust a fore-hoof at me. "See, I knew it! So tell us, now! What were you doing in that apple grove?! You spying on us or something?"

I frowned and tensed. "Spying? I wasn't spying!"

"And what's that gold thing around your neck, huh?"

"It's just a piece of costume jewelry!"

"Then why does it have that, um, swirly-beard-star whatever-his-name-is on it?"

"What are you talking about ..." I trailed off when I glanced down at the pendant.

This was not the pendant I remembered. It was shaped the same, but it gleamed far more brightly, as if the faded fake gold plating had transmuted to real gold. Where it had been blank before, it now had a figure inscribed on it, a stylistic rendering of a unicorn with a beard and a star-filled cloak and pointed hat.

"I don't ... it's just ..." my mind stuttered.

"Yeah, I thought so! So tell us what you -- hey, let go!"

The orange mare had grabbed Rainbow's tail in her teeth and pulled her back. "I'd like a little word with ya."

Rainbow whirled around to face the orange mare."Well, go ahead."

"In private."

"But--!"

"Now!"

Rainbow clenched her teeth as the orange mare walked off. She flew after her friend until both drifted out of earshot, whereupon it appeared they had a rather animated discussion.

I took a deep breath and placed a hoof over my pendant as if feeling the need to protect it.

The yellow pony stepped closer to me. I felt a little more relaxed in her presence. Her timidity was a welcome contrast to Rainbow's brashness. "Please don't be upset with my friend Rainbow Dash," she said with a small smile. "She means well."

I slowly lowered my hoof. "Um, okay."

"Yeah, Dashie is really a sweetheart," said the pink pony. "Oh, and I'm Pinkie Pie!"

"And I'm Fluttershy," said the yellow pony.

"The earth pony with Dashie is Applejack. What's your name?"

"My name?" I said. "I'm ... uh ... I ..."

I swallowed hard. My heart thumped. I knew my name. Rachel Darrow. It had no translation into their language. I tried to sound it out in my old language, but nothing came out when I opened my mouth. It was like my brain had been rewired for the new language at the expense of the old.

I had not just had my humanity taken away from me, but my identity as well.

"Do you remember your name?" Fluttershy prompted in a concerned voice.

"Um ... no, I guess I don't," I said.

Both ponies gasped. "Oh, you poor thing," said Fluttershy.

"Are you sure you didn't hit your head?" Pinkie asked.

"I don't know," I said. "I don't think so, but ... I don't remember much of what happened."

I hated lying, especially just to garner their sympathy, but it was better than refusing to answer and letting Rainbow's suspicions spill over to the others. I needed time to understand where I was and how to fit in.

"Do you remember your parents?" Pinkie asked. "Are they around somewhere?"

"No, my parents ... are not around anymore. My mother passed on a few years ago and my father ... um ..." Did they even have concepts like marriage and divorce here? "He ... he's really far away, and I haven't seen him in a very long time."

"You've been living on your own?" said Pinkie.

"Yeah, pretty much."

"Oh, no! Who did your birthday parties then?"

I stared. Was she serious? "Er ... no one?"

"That's horrible! Nopony should have to go that long without a birthday party!"

She was serious.

Pinkie smiled. "At least you didn't miss your party for gaining your cutie mark."

"My what? Um ... uh ... I mean ... yes, of course."

Cutie mark?

Fluttershy scraped the ground with a fore-hoof. "Um, I better tell the others about her amnesia," she said before she turned away. Had I made her suspicious of me, too, somehow?

I watched her go. Only then did I notice the tattoo on her butt, that of three butterflies. Pinkie had one that was three balloons. Applejack had three apples. Rainbow had a cloud-and-lightning-bolt.

I glanced at myself. I had no such mark at all.

This was almost too insane to be believed. All that prevented me from thinking this was just a dream was that I would never come up with something as ludicrous as becoming a pastel pony with day-glo hair.

"Can I ask how old you are?" Pinkie asked.

I considered lying and stating I was older, but I had already pushed their credulity to the limit. "I'm sixteen."

"Oo, I thought so!"

"Is ... is that bad?"

"Not at all. In fact, it's wonderful! It means if you don't have any relatives who can take you in, you'll be fostered to a pony who won't miss celebrating your birthdays, and you won't have to live out on your own anymore with nopony to love and cuddle you." She wrapped her forelegs around herself as if hugging herself. "Isn't that great?"

I forced a smile. "Um, yeah, great."

Maybe someone else would have jumped at that chance, but that sort of arrangement was something I felt had passed me by a long time ago. If I couldn't have my mother or my best friend back, I wanted to be on my own. It was better for everyone that way.

I wanted to head off any more questions I couldn't answer yet. "Hey, um, Pinkie, can you tell me a little about Ponyville? Is it a large place?"

"Oh, no, it's a pretty small town," said Pinkie. "Not like the big cities of Manehattan or Baltimare."

Did she say ...? Good grief. Welcome to my puntastic pony adventure.

"I like it that way. It makes it so much easier to know everypony."

That's exactly what I did not want. I liked big cities because they were (usually) easier to lose oneself in. Or in this case, stay hidden from nosy ponies. Maybe if the big cities were not too far away, I could hitch a ride there.

If this world even had cars. If hitchhiking were not punishable by death.

"I'll bet you're from a big city!" Pinkie said.

"Why is that?"

"Because you got an eeeensie bit of a Manehattan accent."

What I had was a slight New York accent. I had lived there all my life until my mother died when I was thirteen.

"Does that ring any bells?" Pinkie asked.

"It might."

"Which bells?"

"Huh? I don't follow."

"There's this big clock tower in one part of Manehattan that has this really deep gong-like sound when it goes off. Then there's the tiny high-pitched bells of the little ice cream carts that zip down the main avenue at lunchtime. Then there's the big, brassy bells they use at the street festivals near the park."

"Um, what does that have to do with anything?" I asked.

"I thought if you could remember what bells you heard you'd know what part of Manehattan you came from!" Pinkie said, her smile widening.

That was ... almost logical, in a weird sort of way.

I caught motion out of the corner of my eye. First Rainbow then Fluttershy flew off before Applejack turned and trotted back over. "We're gonna get ya some help. We'll get ya to the hospital and have the doctors there look ya over and see if they can get yer memory back."

Having doctors poke and prod me was the last thing I wanted, but I had little choice. I smiled and nodded. "Thank you."

Dear God, what did I get myself into?

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