Fear Within

by VirtualCipher

Chapter 8 - Manehatten

Celestia's sun sank lower, sinking the light of day as it was drained into darkness, giving away into the beauty of the night that was soon to make its arrival. The air felt damp and cool while giving a faint breeze that had been accompanied with the beginning of the night. It now dawned and the sun continued to descend, the heavenly light began to extinguish through the wispy clouds, marking that the day was almost coming to an end. Twilight and her friends along with her brother/BBBFF found themselves at Canterlot's train station. Quickly and while they were unaware, Celestia approached Twilight unexpected. Despite the sudden appearance, this made Twilight feel at ease.

"All of you. What you're doing here is a very noble and brave. Please you must be careful," Princess Celestia said, placing her hoof on Twilight's shoulder. "I will make sure you are all commended after this night."

"ALL ABOARD!"

The train had finally arrived, their ticket to the Manehatten. Twilight looked back at her mentor. "Princess. If anything happens..."

Princess Celestia lifted her hoof, gently placing it below Twilight's chin. "Twilight, I have complete faith in you that you will succeed. Fright may be intimidating, but after what I've seen, the things you and your friends have accomplished. He's nothing compared to you."

Twilight was surprised to hear this, the tone of her voice was nothing but honesty and seriousness. This gave Twilight the motivation she needed, she became more confident too. "I won't let you down, princess."

Celestia smiled. "Good luck my little ponies."

Twilight turned to her friends who were behind her, smiling. Whenever she needed hope, guidance of help, Twilight could always rely on her friends. "Are we ready?"

"Heck yeah!" Came from a very excited Rainbow dash.

"Maybe," Fluttershy whimpered.

"Yee-haw!" Applejack hollered.

"Let's go and teach that ruffian a lesson," Rarity shouted.

"LET'S PARTY!" Pinkie Pie cheered.

Twilight and her bother proceeded to enter the train with Rarity, Pinkie Pie and Applejack following right behind them. Slightly irritated, Rainbow Dash dragged Fluttershy as she trembled in trepidation. The train slowly began to start, sounding like an old dragon waking from its slumber. It was time to save Manehatten.

---

Manehatten

"Is it ready?" Fright asked the two twins who were preparing their contraption.

The two twins were now racing against time, quickly fixing the bugs of their contraption that would be Manehatten's demise. The contraption had the appearance of an engine for their Super Speedy Cider Squeezy 6000, it contained keypads, and buttons along with wires tangled around the back and an over the top looking light bulb.

"No, no, no!" Flam shouted at his brother with anger as his pupils decreased in size due to frustration. "The red wire connects to the blue port, not the yellow port!"

"You told me it connected to the yellow port!" Flim argued back.

Fright watched endlessly as the two egotistical brothers bickered, instead of finding it amusing like he did before, it was just getting annoying now. I guess nothing gold can stay.

"And there!" The twins exclaimed in delight.

"Our contraption is finished," Flim presented.

"We give you... the Super-" Both brothers were cut off, not finishing their title of the latest invention.

"Excellent," Fright commended the twins effort.

"Um... Don't you want to hear the name?" Flam questioned.

"What does it matter? Manehatten is now on it's way to becoming Celestia's greatest failure. Your work here is finished, I need you both back at the tomb. Carry on with our bigger project," Fright approached the contraption, pulling out the four canister and gently placing them into the machine.

Fright turned around to face his two geniuses that made this possible. "Fear will bring this city to an end, filling up every building, every alley and road with horror. The precious Princess of the Sun will stare at her loss and she will only see nightmares, nightmares that her mind cannot even comprehend. Manehatten is coming to an end and I would recommend you both leave immediately."

Both brothers turned to each other and smiled nervously, taking off faster than a speeding bullet. As Fright observed the streets, he could only see Diamond Dogs along with hundreds of their guards causing havoc. He analysed the sky to see Chrysalis's changelings hovering above. Everything was going as planned.

---

Any sort of light produced by the golden and blazing sun had now been obliterated by the night with the sun now laying itself to rest as the moon takes over the sky, sharpening its glow with such glamour and grace. Remnants of shadows were now swallowed by the intruding darkness. As the moon slowly rose, it began to gather the dotted stars for a unique introduction. When the time comes and night approaches, even light is seen to remind us that the whole world isn't dark. Without any expectation, the train came to halt as it reached its destination, to the outskirts of Manehatten. Twilight and her brother stepped off first where they could see camp with multiple tents set up. Everywhere they looked, unicorns, earth ponies and pegasus were seen either patrolling, guarding, fitting on armour or testing out their weapons along with their strength and agility.

Not a single moment was spared when they arrived. An earth pony approached them but stopped directly in front of Twilight, taking a bow before her presence. Even though she was a princess and she enjoyed the title of being one, it still made her a little uncomfortable having ponies bow before her.

"Princess Twilight." The earth pony addressed as he took a bow before the Princess of Friendship. "Forgive me for any interruptions, but it is most imperative that you see Princess Luna immediately. She wishes to brief you and your friends on Manehatten's current state. Please, come with me and I will direct you to the princess."

They obeyed the earth pony's request without question and followed him as he directed them to a large looking tent. They could see Princess Luna just behind a table with five of her captains, planning their approach. As they continued their approach, the feeling of dirt covering their hooves continued as there was no flooring within the shelter they were now in.

"Princess Luna," Shining Armor announced his presence towards the Princess of the Night, taking a bow.

The conversation between Luna and her five captains stopped as she dispatched herself away from the table and turning her full attention to Shining Armour and Twilight along with the others, waiting for what she was going to say to them.

"Shining Armour." She greeted back as her focus turned to Twilight and the others with Shining Armour backing up a little. "I am truly grateful that you have arrived, Twilight Sparkle and I can same about you all." She said, her focus now turning to Twilight's friends.

"Any more news on what the heck is happen'," Applejack asked.

Princess Luna presented the ponies with a corkboard behind her. There displayed on the board were photographs of Manehatten's current state. The photographs taken by scouts showed Diamond Dogs swarming the streets while damaging the city itself. Changelings could be seen on the rooftops as well, hovering over the city as they help the Diamond Dogs vandalise the city. Furthermore, buildings were broken into, shops were damaged and Rarity's lovely boutique was barely recognisable. This left the poor unicorn in dread.

Luna started. "Fright has the city on lockdown, by now you should know that you all know that you're taking the sewers. Further information: Fright has been seen in Times Square with the contraption Flim and Flam built. The changelings are positioned on the rooftops and the Diamond Dogs are sweeping the streets."

Luna levitated a map towards Shining Armor. "My guards have made a map for you, follow the directions correctly and you will be directly below Manehatten's theatre. There you will find a ladder that will lead up into one of the alleys and positioned left you will see the theatre. Once you're all in, take down Fright before he activates that contraption of his."

"And what about you?" Rainbow Dash questioned.

"Once you stop Fright, my guards and I will move in and drive out those vicious creatures and take back Manehatten. I wish you all good luck, I have complete faith that you will succeed."

Just before anypony could leave, they were stopped with Luna warning them.

"And remember, Fright wants you afraid. Show no fear and it will prevent his satisfaction."

They all took in Luna's warning, preparing themselves to enter Manehatten. Not a minute passed since they left the camp to reach their destination. What lied ahead was the sewage tunnel, filled with disgust and the filthy smell had contaminated the air.

"Must we really do this?" Rarity complained. The innocence in her eyes showed that she did not want to do this at all. "A lady should not go to such-" she was cut off.

"Rarity, I know you care for your natural beauty and you don't like filth, but a psycho is on the verge of destroying a city." Rainbow Dash argued.

After a minute, they all entered the sewage tunnel, coughing and gasping for fresh air. None of them could stand it down there. Rarity was mainly looking out for herself, watching in case anything dropped from the ceiling or anything splashing out of the repellent water. They all huddled together as Shining Armour led the way, following the map's route.

"How much longer?" Pinkie Pie questioned Shining Armor.

Shining Armour was focused on the map. "A couple more turns and we should be there..."

Continuing, Twilight was falling behind from the group. A voice called to her, an eerie whisper causing her ear drums to melt in fear. She shivered as she heard the whisper call out to her, it felt like something was creeping over her.

"Twilight..."

Twilight turned her head to see another route that was dark, there was nothing there but black and disgust, after all, she was in the sewers. However, she knew what she had heard and that was a faint voice calling her name and it didn't sound familiar, but it did sound ghastly and sad. Twilight felt the sewer's corrupted air turning cold, shivering down her spine. She was feeling a little melancholy. This feeling was soon intruded by a familiar voice that called out to Twilight.

"Twilight, c'mon you slowcoach!" Rainbow Dash called out.

Twilight shook her head and the feeling of trepidation creeping over her was now cured of focus. Pretty sure her mind was just playing tricks on her, right? She immediately trotted back to the group.

"Did anypony hear that?" Twilight questioned her friends.

"Hear what?" Applejack spoke.

"You didn't hear that? A voice called my name."

"Yeah, that was me," Rainbow Dash commented.

"No, there's something else down here, it was calling my name and it sounded sad and eerie." Twilight forced her mouth shut and gave sigh in defeat.

"We didn't hear anything, Twilight," Fluttershy added.

"Maybe it was just your imagination, it can run wild like mine," Pinkie Pie said.

Again, Twilight let out a sign and as she was about to speak, Shining Armour cut her off as he notified the six of them that they have reached there destination.

"Here!" Shining Armor stopped dead in his tracks and looked up. Besides him was a ladder that would lead them to the theatre. "You girls stay down here. I'll check to see if the coast is clear." He climbed the rusted ladder, ascending to the surface. As he opened the sewage drain, he appeared outside in the back of the theatre. It seemed clear due to the isolation. Quickly, Shining Armor signalled her sister and the others to ascend up the ladder.

Without a time to think, the six of them ascended up the ladder where they reached an alleyway and to their left was the theatre with the back door unlocked which was just their luck. As the six climbed out of the revolting underground of Manehatten, their eyes bestowed on a crumbled city with buildings broken, windows shattered and paths swarming with Diamond Dogs laughing as they break into buildings and stealing possessions that didn't belong to them. Up above, changelings could be seen flying, analysing the city's routes, carefully inspecting for intruders.

"About time." Rainbow Dash coughed, breathing for air. "I couldn't stand another second in there."

Unexpectedly, two voices could be heard. They sounded like the Diamond Dog's guards.

"Hey, did you hear something?" One guard dog spoke.

"Hear what?" The other guard dog interrogated.

Applejack snarled at Rainbow Dash while she replied back with a growl. The others all looked at each other, internally panicking as Shining Armour remained calm, but frantically looking around for a place to seek refuge.

"I'm telling you I heard something coming from back there." The two dogs went to investigate where they heard the sound of coughing, however, there was nothing there.

"Idiot." He said, smacking his paw over his head.

He replied with a growl and continued to sweep the streets. Luckily, before the guards arrived, the mane six and Shining Armor managed to sneak through the back door of the theatre. They were undetected and relieved that they weren't caught.

"That was a close one," Pinkie Pie said in relief.

"Just look at this place!" Rarity exclaimed. "This is just a filthy as outside."

The atmosphere of the theatre room was filled with horror. The sewage somehow seemed to be better in appearance compared to this room. The stage lights had been shattered, the seats had been destroyed, every little innocence this cheery and amusing building had was stripped away due to the violent actions of fear. Again, three voices could be heard but this time, it was the Diamond Dogs.

"Do y'all hear that?" Applejack asked.

"Quick hide!" Shining Armour alerted the others quietly.

Rainbow Dash and Fluttershy hid on the platform above the stage that was used to operate the stage lights. Twilight and Pinkie concealed themselves under the stage's floorboards. Shining Armor, Rarity, and Applejack found themselves behind the stage's curtains.

Rover busted through the door laughing in joy along with Spot and Fido. They were carrying a huge amount of gems, diamonds, and rubies.

"Look at all this loot!" Rover exclaimed in delight. "We've pretty much emptied the city of all its proud possessions." He said, sinking the gems into a duffel bag.

"So boss?" Fido said while scratching his head. "What's going to happen to the place again?"

Spot sulked and let out a sigh in anger. "Not this again!"

"Alright listen here, you idiot. This is the fifth time I've had to explain this to you, so listen to me with every scrap of brain cell you have left in that thick skull of yours." Rover took a deep breath and began to explain. "The contraption is going to detonate Fright's fear spell causing the city to be destroyed so it won't be inhabitable for any being in this land."

Fido scratched his head. "But why is he doing this again?"

"It's obvious. The more cities and kingdoms we vandalise, the more ponies will feel frightened and they will begin to realise they are not safe and when they aren't safe they will begin to doubt their princesses. We're making an example of our power, we're showing those pathetic ponies who's superior. US!"

"How did Fright create the bomb, though?" Fido questioned.

"He didn't," Rover spat. "Those two nerdy twins: Flim and Flam did."

"Oh, those two," Fido growled. "They ripped me off, they gave me a brush and it said it could give my fur the natural smell of beauty, but-"

"But instead, it was just a regular comb," Spot slapped his face with his paw due to the idiocy behaviour of his friend.

Before the conversation could carry on, Fright's voice was heard throughout the city's speakers spread across the city buildings. He spoke.

"To my fellow enablers: Changelings and Diamond Dogs, tonight couldn't have been possible without you all working as one, you have proven to be worthy of intimidation and success. Now that we have the inhabitants of Manehatten fleeing like cowards, we have the city on lockdown. Tonight we will show every being in this land that nowhere is safe. Manehatten will fall all because of a few threats, something Celestia was not prepared for. Tonight will be her greatest failure. Once my spell is released into the atmosphere, Manehatten will crumble away into the darkest pits of hell which will forever taunt those who oppose me. Who oppose us! I would advise you all to leave immediately as I am preparing the countdown."

Rover, Fido and Spot took a glance at each other and rapidly threw every gem, ruby and diamond in their bags and quickly taking off, leaving the theatre room empty, relieving the mane six and Shining Armour to come out of hiding. Rainbow Dash was the first to come out of hiding and then the others followed.

"Did you all hear that?!" Twilight exclaimed.

"Yeah, Twilight, it was kinda hard to not hear it," Rainbow Dash said arrogantly.

"I can't believe those three ruffians have stolen Manehatten's finest resources for beauty," Rarity gasped in horror.

"Um... girls..." Fluttershy spoke.

All their attention turned to Fluttershy who was peering out of the theatre's dusty window. Beyond the glass were changelings flying away from the city, they could also see the dogs running on all fours. It was like a stampede of dogs feeling and a hive of changelings flying away.

"They appear to be fleeing which can only mean..." Twilight's voice perished as her eyes marked Fright who could be seen just outside in Times Square guarded by five changelings. He was placing the final canister into Flim and Flam's contraption.

"He's activating the machine!" Shining Armor pointed out. "We can't let him turn it on!"

"What do we do?" Pinkie Pie asked with sheer panic.

"We stop him!" Shining Amour said with confidence.

The moment the coast was clear, the theatre's double doors ruptured open like a volcano's eruption. He charged with the six behind him. However, the diegetic sound caught Fright's attention and he could see the seven approaching him. The changelings were already taking off from Manehatten's buildings and the Diamond Dogs were running from Manehatten's inevitability.

"Don't let them interfere." Fright ordered the five changelings guarding him. They acknowledged his command and charged towards them with spears.

Shining Armor quickly took out the first guard, striking him with his magic, forcing him towards Twilight who teleported the guard outside of Manehatten. Applejack proceed to lasso two of the changelings together, while Rainbow Dash used her speed to confuse the other two, growing dizzy and nauseas. With his guards gone, Fright was alone, but it didn't stop him from initiating the countdown.

"It's over Fright!" Shining Armor confronted.

"Stop what you're doing and turn yourself in," Twilight ordered.

Fright's hands dropped from the contraption's keypad and began to speak in a fearsome tone. "If it isn't the Princess of Friendship." He turned around to face those who opposed him. His face was even more horrific up close, sickening and repulsive. "I've been looking forward to meeting the newest Ali- Oof" Fright was quickly shut up with Shining Armor landing a punch to his face causing him to fall to the side of his machine.

"HA!" Rainbow Dash laughed.

Shining Armor held down Fright, preventing him from getting up, but it didn't seem like he was resisting.

Pinkie Pie proceeded towards the bomb but was shocked to see that the countdown had already begun. "Umm, we may have a bit of a problem."

Rainbow dash zoomed towards Pinkie and already she knew what she was talking about. There were exactly three minutes left before detonation. "Oh no! He's activated it! We only have three minutes!"

The faces of accomplishment quickly sank to worriment. Shining Armor included, however, he resulted in action. Using his magic, he held up Fright by his throat, interrogating him.

Shining Armour roared. "How do I disarm the bomb, Fright. ANSWER ME OR I'M GOING TO RIP THAT NEW FACE OF YOURS OFF!"

Twilight and the others were a little stunned by Shining's sudden change of attitude. Guess he was a little mad for having to crawl through the sewers.

"Do you think you scare me?" Fright questioned. "Do you think that your threats are going to drain me until I become impotent? I am the one that's authoritative here, Armour." His head turned towards Twilight and an eerie smile came across his discomfort face. "Now tell him to let me go or I assure you he will go through the same pain as your precious friend Spike."

Twilight's ear drum burst on hearing the name of her assistant, her eyes widened as did everypony else. Fright's focus turned to Twilight as he grinned through his stitches.

"That's right. Spike the Dragon, I have him. Your devoted assistant, your forgotten friend has been with me all this time and I have to say; what did you do to hurt him? Such fear I sensed within him all because you forgot about his existence. You clearly showed that by giving up your search when he was missing."

Everypony's eyes widened. Twilight couldn't believe what she had just heard. This entire time, these past four months, Spike wasn't living the life he chose like Twilight thought. He had been taken. Shining Armor noticed the look on Twilight, she was afraid and that's what Fright wanted. Shining used his magic and threw Fright to the ground, quickly turning his aid towards his sister.

"Twily, he's trying to prevent us from disarming the bomb, he's trying to distract you!"

"But he has Spike! This entire time he was in harm's way and I gave up searching for him."

The others were too busy trying to search for an off switch of the contraption.

Shining rested both hooves on Twilight's shoulders. "Will find him after we save Manehatten, will make him talk okay." Shining Armor quickly turned around to face Fright. "And as for you!" But to his surprise, he was standing up and behind him was the queen of all changelings: Chrysalis.

"Surprise!" She grinned while showing the venom in her teeth. Her horn glowed bright as she forced Shining Armour back.

Twilight quickly flew towards the two but was stopped by a barrier that was being supported by Chrysalis. She continued to bang on the barrier as Fright approached her.

"Frightening, isn't it? Knowing that friendship can't save you."

And with that they teleported, leaving Manehatten to become a wasteland. With those exact words, Twilight became paralysed with fear.

"TWO MINUTES UNTIL BOOM!" Pinkie Pie screamed.

"Twilight, we need ya help!" Applejack called out.

"Twily, come on! If we don't destroy this thing then the whole city is going to become a fog of nightmares with us in it." Shining Armor persuaded.

"Please..."

All eyes were on Twilight. She wasn't moving, she wasn't even facing them. Her horn began to glow.

"Find him."

"Twily?"

Everypony but Twilight disappeared, vanishing from thin air. She had teleported them outside the city where they were safe. The pressure was on her, less than two minutes were left and the whole fate of Manhatten was pushing down on her, however, she couldn't focus, those words fizzing in her mind. 'Friendship can't save you.' She tried to focus on the matter at hand, but they kept creeping into the roots of her mind, taunting her along with Fright laughing in his victory.

---

The others were teleported back at the camp. Princess Luna and her medics quickly came to their aid.

"What happened? Did thou succeed?" She asked.

The others looked around, looking for Twilight. By now, Shining knew what Twilight had done. To prevent her BBBFF and her friends from getting hurt, she had teleported them away to safety.

A tear slowly produced from Shining Armor's tear ducts. "TWILIGHT!" He shouted in rage, but also panic and care.

---

Twilight was in shambles, sweating due to the pressure and the countdown displayed on the screen wasn't helping. There was exactly one minute left and she had to act fast. 'Think! Think! Think!' She pushed herself. There was no off switch and there was no way to reverse the countdown, there was only one thing that Twilight could do which was risky. Twilight turned herself to the lower deck of Flim and Flam's contraption and there displayed was Fright's canister's of his fear spell. If she removed them, this would mean that she would have to expose herself to the deadliest and worst nightmares buried deep within her mind. She let out a sigh and hoped for the best.

She knelt down using her magic and slowly removed the first canister. Instantly, the first canister opened and Twilight couldn't help but inhale causing her to cough like mad. Her mind was beginning to deteriorate, however, she continued with her noble sacrifice with one minute left.

She slowly removed the second canister, repeating the same method, continuing to cough up her sanity. This time, her surroundings were changing, her vision was beginning to blur and the sky was red as blood. The ground she was standing on began to crumble away with the sound of screams being heard, but it didn't stop her. Twilight became paranoid when she used her magic to remove the third canister, the voices she began to hear were doubting her. She could only hear:

STUPID!

ANNOYING!

PATHETIC!

WORTHLESS!

FAILURE!

SCARED!

When she removed the third canister, her world was starting to get darker, despite the fact how hard she tried to fight the fears. Shadows of ponies that represented the deceased began to rise and slowly walked to her, walking ever so frightfully. Determined, desperate and overcome with fear, Twilight fell onto her knees but dragging her body and forcing her magic to remove the last canister, which she did, smashing towards the ground and the countdown stopped at exactly two seconds left. She did it, but risking herself to Fright's spell. Still on her knees, enthralled in the hands of horror, the shadows began to walk closer to her, the voices of doubt getting louder, her sight getting darker, she collapsed and her sight became black, overcome with fear.

---

The city was now abandoned, it was nothing but a ghost town. Shining Armor and Princess Luna ran towards Manehatten, on the verge of tears, hoping that Twilight is okay.

"Over there!" Fluttershy pointed out.

Smoke was emerging from the broken down bomb made by Flim and Flam. There laid before the destruction of Fright's failed scheme was Twilight, she was out cold. Shining Armor ran up to her little sister and checked her pulse.

"GET HELP!" He ordered.

"No. No. NO!" Rainbow Dash shouted in anger.

"Is she alright?" Applejack said, concerned for Twilight as well as the rest of her friends.

Shining Armor was kneeling down with Twilight resting on his hooves. Everypony around them were praying, begging that life must be merciful and give her another chance for her act of bravery. Pinkie Pie's hair started to deflate, Applejack took off her hat in sadness, Rainbow was fueled by anger, Fluttershy was in tears and Rarity couldn't bare to watch Twilight's lifeless corpse as her brother mourned.

"Please don't go, Twily..."

Comments

[Eonflare]

There were exactly three minutes left before detonation. "Oh no! He's activated it! We only have five minutes!"

Try to keep things consistent would you? Even Rainbow's reading isn't that bad.

Now, there's the question of how that stuff will affect Twilight. If it can somehow interfere with Luna's dreamwalking, that would be pretty crippling considering that it seems like quite an important duty.

[pinkfloydpig]

Fright's hands dropped from the contraption's keypad

A Unicorn with hands? Don't tell Lyra.

[DemonKingAurora]

Of course they beat him. This crap has lost ALL of what it should've been and therefore is no longer worth reading.

[Fallen Black Soul]

? this has Arkhangelsk knight written all over it.
Now what next twi becomes Midnight Sparkle or the Mane-iac?!

[Blade Dancer]

why didn't she teleport it away?

[eternal nothingness]

7724559 the same reason for all stupid decisions...plot

[Estella Star]

772455
If she did she only would have move the danger from Manhattan to whatever other place she teleportred it to