The Nightmare Tree

by TopWanted

A Small Town

Author's Note:

For all those who haven't read Harry Potter. Thestrals are bat ponies, like Flutterbat.

It was a small town by a small farm, so pleasant the hummingbirds could rest on your arm. Here our story begins on a windy fall night. Where eight children meet and prepare for a fright. Dressed up in costumes both scary and mysterious, these young fillies and colts gathered by the flower shop’s wisterias.

---

“You’re late!” Sweetie Belle shouted as Apple Bloom ran to meet up with her friends. Already Sweetie Belle and Scootaloo were at their meeting place and looking raring to go. “What took you so long?”

Apple Bloom shrugged, her costume’s hood falling slightly and obscuring her eyes. “Babseed isn’t feelin’ too well so Ah was hopin’ she’d feel better and we could come together. Applejack scooted me out of the house after that sayin’ Babs needs her sleep.”

“As long as she makes it before the night is out,” Scootaloo said. “So what do you think of my costume?”

The other two looked on at her with raised eyebrows. The orange Pegasus was decked out in twigs and leaves and bits of mud, two of which pointed straight out of her head like antenna and two she had taped down around her muzzle. “You’re goin’ as a pile of leaves?”

“I’m a timberwolf, dummy!” Scootaloo insisted with a huff.

“And I’m a thestral!” Sweetie Belle proclaimed proudly. She flourished the silky bat wings strapped to her back and the plastic fangs in her mouth. “I made the wings myself.”

“Ah’ll bet Rarity helped a little.” The wings were way too well done and stylish to be done completely by the younger sister of Ponyville’s greatest fashion designer.

“Maybe…”

“Do we really have to wait for the others?” Scootaloo asked testily. “The suns already setting. If we don’t start going door to door soon we won’t get as much candy as the others.”

“Besides I’m pretty sure those two can get all the candy they want,” Sweetie Belle muttered under her breath.

“We at least have to wait for Dinky and the boys,” Apple Bloom insisted.

As she said this the sound of a pair of hooves approached followed by a quick halt. A pirate slid into their midst and fell on his face in the dirt followed closely by a walking pile of white. “You okay there?” the white mass asked.

“Just fine,” the pirate replied with a woozy head.

“Pipsqueak, you went as a pirate again this year?” Sweetie Belle asked.

Pipsqueak saluted with his toy sword. “Argh! That I did, Miss Belle! Me mum didn’t have time to make a new costume.”

Apple Bloom narrowed her eyes through her veil at the white mass. “Button? Is that you?”

“In the flesh,” he greeted. “Or should I say frost?” He obviously expected one of them to understand his joke but none reacted. “I’m a windigo!”

Scootaloo frowned and tilted her head. “I guess I see it? All that cotton is snow right?”

“That’s my icy trail.” He pointed behind him at the cotton balls glued to his tail.

Sweetie Belle chuckled at him making the colt blush. “Either way that’s two down, four more to go.”

“Sorry I’m late,” came a soft voice from behind them. The group turned to see a witch approach them with her head down.

“Dinky? That’s a really good costume!” Sweetie Belle cheered. The filly was dressed in a gray robe with tassles and a corded rope around the waist. On her head sat a pointed hat that seemed to fall over her eyes every time she moved.

“It’s a little big,” Apple Bloom added. “You sure you can walk around in that?”

Dinky nodded shyly. “I think so. Thanks for inviting me again.”

“No problem,” Scootaloo said as she wrapped a hoof around Dinky’s shoulder. “Besides if we have more ponies then we can get an even bigger haul than last year.”

“I got a ton of candy last year!” came a new voice. Several eyes lowered and some widened as two new fillies joined the group by the flower shop. Two fillies bedecked in sparkly gowns and crowns.

“Oh come on, Tiara,” Scootaloo shouted. “How is that anything different than how you usually look like?”

Diamond Tiara scoffed slightly. “For your information, I’m going as Princess Celestia.”

“And I’m going as Princess Luna,” Silver Spoon seconded.

Now that they really looked, there was a similarity. The gowns they wore were cheap and for children but they bore the same colors as the princesses. “The princesses aint scary,” Apple Bloom insisted. “You’re supposed to be a zombie or a goblin. Somethin’ like that.”

Diamond Tiara drew back. “And look all dirty? No thank you. If I want to look amazing I’ll look amazing.” She gave a sinister smile that made her companion nudge her in the chest and cough. Tiara pouted slightly. “Uh… sorry.”

“It takes some getting used to, this whole being nice thing, huh?” Sweetie Belle asked causing tiara to shoot her a frown.

“And what would you be?” Tiara asked Apple Bloom.

“Yeah, I’ve been wondering that myself,” Button asked.

Apple Bloom moved her hoof in a flourish to make her cape jump in the wind. It was long and black with a hood and a veil that covered her face in black, hiding most features. “Isn’t it obvious? I’m a shadow pony!”

“Like that thing that supposedly lives in the castle of the two sisters?” Dinky asked.

Pipsqueak backed away slightly, his plastic sword chattering on his belt. “That’s not funny. Shadow ponies are everywhere. My grandpa told me about them appearing on the moors in Trottingham.”

“BOO!” Diamond Tiara popped up behind Pip making the colt jump in surprise before running off behind Button. Tiara laughed at this until she noticed all the eyes upon her. “Sorry.”

“Is that everypony?” Button asked.

“No, where’s Babs?” Apple Bloom asked.

“You just said she wasn’t feeling good, right? Maybe we should just go start without her?” Scootaloo asked.

Apple Bloom shook her head. “But she came all the way here form Manehattan just for tonight. Ah’m gonna go home real quick and check on her. Babs wouldn’t miss a Nightmare Night for anythin’.”

She turned to dash off down the road, her friends following closely behind. “Hey, wait for us!” Dinky shouted.

“My dress better not get dirty,” Tiara grumbled as she and Spoon led up the rear.

---

Babseed, a friend from the coast on Equestria’s end. Once an enemy but now a beloved friend. Though she lived far away, for this night only did she come to stay. Though some of this group may not know her too well, they’d heard story and tale from Scoots, Bloom and Belle. Young Babseed was like them, a filly without purpose, until they met and her true self bubbled to the surface. They’ve still kept in touch, crusaders through and through, but tonight may yet test this for tonight something of Babseed’s is past due…

---

They arrived on the hill overlooking Sweet Apple Acres only to stop at the top. “What’s going on?” Button asked as he looked down at the house with Bloom and the others.

In front of the house, Big Mac and Granny Smith had been gathered with Big Mac pulling the cart for loading hay from the barn. They were too far to hear anything but murmurs from the two grownups.

“Look!” Pip shouted. “Is that your sister?”

From the front door, a frazzled looking mare came out carrying a small bundle of something in the crook of her arm. She jumped into the back of the cart and out of sight, but not before the fillies caught sight of a freckled face. “Babs?!” Sweetie Belle shouted. “Is she okay?”

Apple Bloom frowned beneath her veil. “Ah… don’t know.”

Before they could react, Big Mac took off running carrying the cart, Applejack and Babseed onto the road. “Wait!” Scootaloo shouted and ran after them. But they were already out of earshot. The stallion was fast when he wanted to be.

Dinky rubbed her hooves nervously. “W-Was that really Babseed?”

Apple Bloom’s frown deepened and she turned and ran. “Apple Bloom?” Scootaloo asked before following after her.

“Hey!” The rest followed suit, fleeing the hill as quickly as they could before anypony saw them.

Apple Bloom passed Tiara and Spoon as she ran, catching them off guard. “Wait! Where are we going now?” Tiara shouted. “Ugh!”

Apple Bloom stopped a little outside the farm, in a grassy plain between her home and the Everfree forest. She slumped to the ground and bit her lip to keep her emotions back. Sweetie Belle and Scootaloo were the first to reach her, the others following after.

Scootaloo wrapped an arm around her shoulder. “Hey, she could be okay.”

“I’m sure your brother and sister are doing all they can,” Dinky suggested.

Apple Bloom wasn’t listening, her head a swirling mess. The only thing she could do was tilt her head around lazily as her friends provided emotional support. That’s when it caught her eye. A small movement of something, just behind that tree. Apple Bloom stood and narrowed her eyes at the Everfree. “Babs?”

The others looked up at where she looked and noticed it as well. A figure so small and ethereal that it almost went overlooked. Hiding behind a tree the freckled face of their friend looked out at them and frowned waving them away before dashing into the forest.

Pipsqueak’s knees wobbled. “Um, what was-”

“Babs!” Apple Bloom shouted and hurried after her. She turned just briefly to wave her hoof at them. “Of course, that had to be some kind of prank! Come on, guys!”

“That did look a lot like Babs,” Sweetie Belle reasoned with herself before running off as well. Scootaloo, Button and Dinky soon followed. Tiara and Spoon arrived last once more only to find the others running off and Pip alone.

“We’re going into the forest?” Tiara complained.

“Oh, it might be fun,” Spoon smiled as she followed a little faster. Tiara gave a stare at the frozen Pip and grabbed him by the eyepatch pulling him along behind her as she followed reluctantly.

---

The Everfree, a forest rich in danger and black. The menacing eyes of monsters ready to attack. Shades of dark and dim and dusk, the only smell a beastly musk. To venture here on any day would be a dare, to course this forest tonight, all must beware. For here darkness dances and light dies, when the full moon is out and nightmares rise…

---

The children tumbled through a thicket into an unfamiliar clearing. Tiara complained about her dress but was unacknowledged as the other seven pairs of eyes were glued to the structure jutting from the earth before them. Spires of black stone and darkness pierced the stars with bricks of mortar and shadow layering the outside. It was a rather clear night but only here did the sky feel clouded, like all things dark and dreadful were drawn here like a magnet.

“Is that the Castle of the Two Sisters?” Dinky asked.

“I think so,” Scootaloo replied. “Look!”

Just across a rickety rope bridge they saw the quarry they’d been chasing. Babs ran to the other end, her hoofsteps not even rattling the ancient rope. She took one last second to turn to them and wave them away once more before running around the side of the towering building.

“Where you goin’, Babs?” Apple Bloom shouted after her. “We can help you!” But no response came. “Come on, lets follow her.”

“I don’t like where this is going,” Dinky said reluctantly.

“Finally, we share an opinion,” Tiara agreed. “Let’s get out of here and maybe we can catch some last minute candy.”

They all looked at the sky. It was getting later than they had expected. The sun had fully set and the moon was out in full. Apple Bloom sighed. “Fine, you guys go. But Ah’m stayin’. Babs is mah cousin and Ah’m not leavin’ her alone.” With that said she straightened her hood and rushed across the bridge with her eyes shut. When she reached the end alive she let out a shuddered breath and went on.

“Can’t believe I’m going through with this,” Scootaloo muttered before doing the same.

Sweetie Belle looked to Button and Pip who were quite happy with where they stood. “Fillies first,” Button said with a forced smile and his hoof out.

Sweetie rolled her eyes. “Colts,” she muttered as she and Dinky stepped hesitantly onto the bridge and followed.

Once more, Tiara, Spoon and Pip were left alone as the others crossed. “Fine! Go ahead! We’ll just be going back to town and having fun, right, guys?” she turned to the other two only to find that they were walking across the bridge. Tiara looked at them in bafflement before hearing a howl in the forest behind her. She shrunk slightly and hurried after them.

Apple Bloom and the others followed where Babs had gone all the way around the crumbling castle. Dinky pulled herself a little closer to the main three and shivered. “D-Do you think there’s really a shadow pony that lives here?”

“There’s no such thing,” Sweetie said defiantly looking up at the tall looming walls. “Right?”

“Shush!” Apple Bloom held a hoof to her mouth and all eight halted at her command. She peered her head around the corner carefully and let her mouth drop. “You might wanna see this.”

All eight poked their heads out around the corner and stared in stupefaction. Behind the castle, standing almost as tall, was a tree. No tree they had ever seen before. Bark as black as midnight. Branches that seemed to thin and dissolve into the sky itself. The only leaves on it were yellow and brown like aged treasures of rust and gold. And hanging from every inch were swirling orbs of blue that shown like moonlight. It all seemed to undulate in the windless night as if dancing to a song only it could hear.

Piles of leaves scattered the area around it and by one of them they spotted the indistinct image of their friend. Babseed was making her way closer to the tree, and the closer she became the more the tree began to sway.

Apple Bloom reacted without thinking. “Babs!” she shouted. Babseed grabbed the first branch and turned to her, vehemently waving her away before climbing higher. She passed multitudes of branches just for the chance to get a little higher.

Apple Bloom darted across the open lawn to catch her before she hurt herself only to fly back as one of the nearby leaf piles burst to life and grabbed her arm. Apple Bloom screamed and spun in place to look at her captor. Leaves cascaded off the figure like rain water revealing a tall but familiar striped face.

“Filly, what are you doing here? Do you not understand that the moon draws near?” Apple Bloom frowned in confusion.

“Zecora?” The zebra gripped her arm with a strength she didn’t identify with the mare. As Ponyville’s resident witch doctor, she had dressed oddly before but her outfit now was confusing to say the least. She dressed in a long black robe with two tails, a tiger eye stone tasseling the garment at her neck. Her hair was down, as like last Nightmare Night, but there was none of the festive spider ornaments adorning it. Trailing behind her was an enormous dark cloak that seemed to flap to the same imperceptible wind the tree felt. She did not seem dressed for Nightmare Night, though she did look frightening. It was in a different way. More solemn than scary.

“Young filly, did you hear my query? Or has the night already made you weak and weary?”

Apple Bloom shook herself out of her stupor and pointed to the tree. “Please, Zecora! Ah need to go get Babs before she hurts herself!”

The zebra finally looked up at the tree her eyes widening in shock at the small pale image scrambling up its branches. She let go of Apple Bloom and stomped toward the tree, both her cloak and the wooden limbs surging with the unseen winds of a storm. “You will descend, you foolish phantasm! Or you will surely fall into that chasm!”

Babs didn’t seem to notice her words as she crawled her way across a small limb to a small orb that glowed a faint pink with its blue. She snatched it from the tree and held it close as Apple Bloom ran to join Zecora. She saw the zebra’s eyes furrow into a frown that would scare away anypony.

Zecora spread her hooves and let her long cloak catch the wind making it swell and tumble behind her like great wings. “SO YOU TRY TO STEAL WHAT CAN NEVER BE YOURS? FINE! IF THAT IS WHAT SHE TRULY PREFERS!”

The rest ran to Apple Bloom’s side as they watched the clouds above twist and curl with the wind, diving down and spiraling into a funnel. Babs tried to hold on as tightly as she could but the massive amount of wind now threw her off the branch.

They all gasped in fright as Babs body went tumbling off but then seemed to be caught by the upward draft. The funnel of wind and clouds cocooned around her and carried her off into the distance.

Apple Bloom watched in amazement and shock until Zecora’s cloak fell and she let out a disgruntled huff. “Why’d you do that!?” she shouted to Zecora.

The zebra turned on her, her face without the normal joviality it showed around the children. “I did nothing to that spectral defector, it was forces from outside that came to collect her.”

“What’s that supposed to mean?” Sweetie Belle asked.

“Yeah, Zecora, what’s going on here?” Scootaloo added.

“I’d just like it on record that I don’t need to know what’s going on,” Tiara stated with a slightly pale face.

“Seconded,” Pipsqueak added.

Zecora stared into the curious and expectant eyes before her and narrowed her own as if to drive them off. Only Apple Bloom, Sweetie Belle and Scootaloo kept their eyes on her. Zecora sighed. “You obviously care deeply for your little friend, but her fate right now you cannot suspend. She has taken something very important, you see? And for that there must come a fee.” Clouds began to gather around the full moon, blotting out most light as Zecora lowered her head to the children’s level. The pale glow of the tree outlined every curve and edge of her face in terrifying detail. “But if this fate of hers you wish to forsake, then you should follow me on this journey we’ll take.”

Button raised an eyebrow curiously. “What kind of journey?”

Zecora smiled, in a way that she never had before. It was slow and wide with a hint of jocundity the fillies and colts found uncomfortable. She lifted her head and pointed to the moon as the clouds passed beneath it. “Past land and rock lies seas of brine, we go there first to pass through time. Twixt event and place your friend doth dwell, just pray she does not end in hell.” She looked back at them. “But one caveat must be assigned, when we find dear Babs that orb is mine.”

Pipsqueak shook in his boots, hiding between Tiara and Spoon who were just as terrified but tried to keep straight faces. Dinky moaned slightly and hid behind Scootaloo as Button held onto Sweetie Belle. Apple Bloom could equally feel the fear in the air as Zecora told them what needed to be done, but she also realized that if they didn’t act then Babs would be in danger. “Alright, Zecora. You got a deal.” Zecora smiled eerily again and turned fluttering her cloak.

“Hold on! I don’t want to go on a journey!” Tiara shouted. “It’s Nightmare Night! We’re supposed to be getting candy not… chasing a ghost!” Everypony looked at her with an expression of anguish except Apple Bloom, her head down. Tiara bit her lip as her words died in her throat. It was obvious what Babs was when they chased her but nopony wanted to say it. “Um… so how would we even get there? To the sea?”

Zecora paid no attention to their sad faces as she waved her hoof at a pile of leaves. A gust of wind blew and picked away the pile leaving a mass of tarp in its place. “Take the branches and canvas sheet, make a kite for all to seat.”

“A kite?” Dinky perked up slightly, a smile on her face. “I love making kites. My mom and I play in the park every week.”

“Well, I hope you know how to make one big enough for all of us,” Button muttered.

Dinky walked over to the tarp and eyed the strewn branches around her. “I don’t think it should be too hard.”

Apple Bloom gave her a salute. “Just tell us what you need, Captain Dinky.”

They went about their task collecting twigs and large branches to make a beam. Each child grabbed an edge of the tarp to spread it across the wooden beam as Dinky went around to each of them and helped to tie them down. They moved much faster than expected as a team and completed it in a hurry.

“Wow!” Button said enthusiastically as he admired the handiwork before him. “Proved me wrong.”

It was five times the size of any of them and the tarp gave it a dark green color. Pipsqueak looked at its head in fascination. “It’s like a dragon.”

Dinky blushed slightly at the compliments but frowned. “There’s still one problem. It needs a tail.”

Zecora stepped over to the children, a mirthful laugh echoing from her as she grinned. “Fear not, for this great beast needs no tail to fly.” She waved her hoof and the wind began to pick up making the kite lift off the ground.

“Woah! Wait!” Dinky grabbed the tail end of the kite and held tight as Button grabbed her followed by Sweetie, then Apple Bloom then Scootaloo, Pip, Spoon and Tiara. It rose into the air and Zecora grabbed the hem of Tiara’s dress as she joined last.

“It is you who will guide it through the sky!”

---

Past land familiar and land forgot, eight children go where no adult can spot. Leaving home and hearth behind so far, they travel westward toward sea and star. The winds pulse and whirl as they spin and swirl. Through darkest night high above the world. On a solemn journey to find a pal, these eight will arrive in exotic locale. Many stops we’ll make this night of nights, to save a friend or do what’s right.