• Published 3rd Feb 2018
  • 2,075 Views, 85 Comments

Queen Scootaloo - officialmjsmith

Why can't Scootaloo actually fly? And what is with the sudden pain and scratches in her back? And why does Rainbow Dash have the same?

  • ...


Scootaloo stared at Rainbow Dash in disbelief. She looked like Rainbow Dash, complete with the rainbow colored mane and tail. Along with the eye color, coat, and cutie mark. But here eyes were purple slits, she had small fangs jutting out from her mouth, and her wings were much bigger and longer. Not to mention more dragon-y.

"I'm....your sister, Amaryllis," Rainbow Dash explained.

"But I look nothing like....ugghhh." Scootaloo hunkered down, feeling movement in her back. Something began to push out and rip her skin open, making her yell out.

"It's okay," Rainbow cooed, getting down with her. "Just let it happen. Just let it happen."

Scootaloo stopped trying to resist and let her wings slide out. Blood begain trailing down her sides before her small pegasus wings fell off. Her eyes started feeling funny, forcing her to close them for a moment. Her teeth began morphing, reshaping themselves into something else before she reopened her newly slitted magenta eyes. "What...what just happened?"

"Take a look," Rainbow replied, motioning towards the filly's back. Scootaloo sat up and turned her head, seeing the large wings. "You can fly now."

"What?" She turned her head around to face Rainbow with her purple slitted eyes. "I can really fly with these? Wait....I'M A THESTRAL?!"

Rainbow sat up and sighed. With sad eyes, she answered. "Yes, and your name is really Amaryllis. We might be the only two left."

"What?" Scootaloo took a few hesitant steps forward. "What happened to the others?"

Rainbow shook her head. "Gone. All of them. We didn't actually live in Ponyville before. We lived in a system of caves outside of the Badlands. Where Queen Chrysalis lives with her hive. A little while back, approximately nine years ago, we were attacked...by Princess Celestia and the Royal Guard."

"WHAT?!" Scootaloo accidently flapped her wings, propelling herself into the air and getting her head stuck in the ceiling of clouds. Rainbow chuckled before using the magic in her hooves to pull her out and set her down in front of her.

"No flying just yet, history lesson first. Anyway it was your first birthday. Mom, Dad, and I were celebrating. As well as my friends and other family members, giving you gifts in the Atrium when there was an explosion that sounded off. Our mother...was the queen and our father the king. So they went out to investigate while we hid. I kept you close to me, making sure you were okay. Dad came back and helped us get out. Along the way, I saw nothing...but death. Dead Thestrals everywhere. Dad said mom went off to fight the Princess to buy us time. It took us awhile to get out of those caves. We had to keep hiding in the shadows.

"Eventually we made it to the entrance and flew off. But the Princess spotted us. So dad kept her at bay and distracted her, giving me the opportunity to get us out. Soon, we arrived in Ponyville...where I had to abandon you." Rainbow stopped and sobbed lightly, finding it difficult to let out.

"That was the hardest night of my life," she whimpered. "I didn't want you to live in fear like we did. So I placed a spell that made you retract your wings and forget how to pull them out until your tenth birthday. I technically changed you into a foal, which is why your pegasus wings wouldn't let you fly."

"Wait a second," Scootaloo said, holding up a hoof. "You know I only made up today as my birthday."

"Actually, you were pretty much spot on," Rainbow sniffled and chuckled. "Today is really your birthday, you little genius." She took her hoof and rubbed it through Scootaloo's magenta mane. "By the way...my name isn't really Rainbow Dash. Just like yours isn't Scootaloo. It's......Anemone."

"A flower?" Scootaloo teased. "You're named after a flower?"

"You are too, Squirt, don't forget. Now come on, we have to clean your back." Rainbow led Scootaloo up the stairs and into the bathroom where she washed her wings and back, getting the dried blood off in the tub of water. Kind of ironic since they were on a cloud. "Like I said, you'll have to stay here until we come up with a game plan. Because once your wings come out it takes a long time to go back in. So we're stuck like this."

Scootaloo gasped. Then asked loudly, "I can't go back down there?!"

Rainbow shook her head solemnly. "We both can't. It's too dangerous. WAYYY too dangerous. I was down there because you were. Who knows how many of those ponies down there wanted to have us killed. Hunted and destroyed. We are officially on the run now. I'm sorry, sister."

The filly looked at the ground in sadness. "So......I won't be able to see my friends anymore?"

"In the future, squirt. I promise." Rainbow leaned down and nuzzled Scootaloo. Then used her magic to lift her out of the tub. Quickly adding, "By the way we don't sleep much."


It has been five days since Scootaloo's transformation, and nobody has seen her or Rainbow Dash. Having not been down to the ground for days would raise suspicions for her, and Scootaloo not being seen causing trouble with the other Crusaders is usually a red flag in Ponyville...well, all over Equestria.

"So no sign? Anything?" Twilight asked her remaining friends all sitting around the cutie map in her castle. "Pinkie didn't even see anything?!"

"Nada, zip, nothin'!" Pinkie exclaimed. She threw her hooves out and yelled, "It's like they disappeared off the face of Equestria!"

"Did you go up to her home?" Applejack asked.

"Yep! Twice!"

"How? You're an Earth Pony."

Twilight sighed and rubbed her forehead. She was going to get a headache. "Okay, so this is...this is major. I sent out my magic, looking for anything that could've been a trail of a rainbow, but I still haven't received anything back yet. So I'm going to send out my magic again. But this time I'm going to see if I can find any cold trails." The group nodded in agreement before Twilight lit her horn, building up the magic for a minute or two before sending out a pulse that went all over Equestria, rustling their coats.

"Okay," Twilight hummed. She closed her eyes and focused on the images forming in her mind. "......so I see Rainbow and Scootaloo's hoofprints on her home......and more at.....Ghastly Gorge?!"

"Alright, so you've got the gliding down!" Rainbow, or Anemone, yelled down to Scootaloo gliding below her. Soaring through the valley of rock. "Try flapping your wings." Scootaloo, or Amaryllis, nodded before giving her wings a push and raced forward a bit through the gorge, turning right to follow the trail.

"There you go, squirt!" Rainbow cheered, watching as her sister banked left and right, and rose up and down. "You're doing good!"

Scootaloo laughed happily as she rose up and did a loop, coming down behind her sister. "Thanks....Anemone, right?"

"Yep! Just call me sis!" Scootaloo smiled before rising and coming to a stop on the ledge, followed by her sibling. Once they touched down and got comfortable, Anemone said proudly, "So now that we got your flying down, we're gonna work on your...." Anemone trailed off, spotting something in the distance behind her sister. Amaryllis raised an eyebrow and looked behind her as well. Rainbow gasped, recognizing the large purple balloon immediately. "It's Twilight! We have to hide!" She picked up her sister before taking off into the air, going back down into the gorge and soaring through the rocks, wind blowing back their manes.

"Why are they here?" Scootaloo asked. "Shouldn't they be doing something else? Like...reading or something?"

"They must've been looking for us. We have been AWOL for five days, makes since for somepony to notice. We'll hide in this cave." Rainbow Dash banked right before landing on the lower ledge, in front of a cave that possibly served some usage in the past. She let Amaryllis out of her hold to run inside before looking behind herself. The balloon touched down on the ledge yards away before Anemone ran inside after her sister.


"Are you sure they're here?" Rarity asked while hopping out of the basket with everyone else. Onto the rocky ledge. "It seems too boring for Rainbow or Scootaloo."

"My magic has never proven me wrong," Twilight answered. She walked towards the edge and peered down into the gorge. Everyone else looked down with her, hoping to see something. "There's hoofprints.......right there in front of that opening." Everyone looked towards where Twilight was pointing to see a cave that was set deep into the side of the rock. "We'll have to walk over there." The group nodded before they followed Twilight down the steep side and into the gorge, making their way towards the cave.

"Horseapples, they're coming this way," Anemone whispered. "If they see us, we'll have to move.....far away. Like, Crystal Empire far."

"What?" Amaryllis whispered sadly from underneath her. "Why?"

Anemone sighed and draped a wing over her back, pulling her close. "Because if Twilight sees something unrecognizable about us, she'll tell Celestia. And then she'll come after us...probably to destroy us. Shhhh, they're almost here. Close your eyes, they glow." The two of them shuffled farther back into the cave, trying to make themselves seem more invisible as the group took a few more steps towards their place of hiding.

"Rainbow? You in there?" Applejack called inside. "Why you in a cave?" They stopped and listened for any movement. Nothing. "Rainbow?"

"I'm going in," Twilight said, lighting her horn. "Rainbow? If you're in here, say something!"

"What do we do?" Amaryllis whispered quietly.

"I'll chase them off," Anemone whispered. She lit her hooves slowly before pointing them forward, sending a blast towards Twilight.

She yelped and put up a shield just in time to block it. "Twilight!" Rarity shrieked.

"Come out here now, you coward!" Twilight yelled. Then lit her horn and fired it towards the glowing light before the unseen object grabbed something and dove to the side. The blast hit the wall beside them instead.

"We'll have to rush it," Anemone whispered. "Hop on my back and hold onto my neck. We're about to blow this cave." Amaryllis jumped on her neck and kicked down a rock, making a sound.

"Hey!" Twilight said, lighting her horn for light just when a blur flew right past them. They all covered their faces from the wind that was kicked up before looking back to the sky to see a blue dot, flying away. "Oh no you don't!" Twilight flapped her wings and flew directly behind it.

"She's trying to follow us!" Amaryllis yelled.

"Hold on!" Anemone flipped over, igniting her hooves before firing it towards the gaining purple dot coming fast up on them. "It's like a direct copy of Celestia! When she tried to follow us!" She fired her hooves towards the purple dot.

Twilight gasped and flipped out of the way from the magic blasts that were coming at her before she fired a beam of her own, hitting the opponent in the left rear hoof.

Anemone yelped before another one hit her wing, making her go down. "Amaryllis! Fly back to the house as fast as you can! I'll try to hold them off! GO!" Amaryllis shot off of Rainbow's neck and flew back towards Ponyville, catching Twilight's attention.

"Two of them?" She muttered. She flew down low, heading towards the crash site where part of the trees had snapped branches. Soon she landed, looking around the dense forestry until spotting a groove in the ground heading into the bushes.

"There you are!" She followed the groove qui kly, pushing the bushes aside to reveal her opponent. "Now who...RAINBOW DASH?!!" There, laying on the ground, licking her hoof, was a cerulean Pegasus with bat wings and a rainbow thunderbolt for a cutie mark. With fangs and slit eyes. "What....what happened to you?!"

Rainbow turned her head to look at the Princess, her eyes narrowed. "Don't tell Celestia."

"Rainbow, you're a Thestral! We have to tel—-"

"Don't you dare tell her Twilight! She'll kill me and my sister!" Twilight looked at her in shock before some ruffling behind her caught her attention.

"Twilight!" Rarity yelled, coming through the shrubbery with the others. "Did you get.......what in Equestria?"

"Rainbow?" Applejack asked. Her face turned into a scowl. "You can't be Rainbow! Where's Rainbow Dash?! The real one?!"

"I am the real one, Applejack," Rainbow said, looking at her bruised wing. "But that isn't my name."

"Then who are you?!" Twilight asked.

"There was no Rainbow Dash to begin with," she continued, standing up and facing them. "I am Princess Anemone. One of the last two Thestrals left in Equestria. Courtesy of your despicable Princess of the Sun, who slaughtered all the Thestrals."

"That is a lie!" Applejack yelled, trying to buck the Princess. Anemone dodged to the side and grabbed Applejack's hooves before swinging her around into a tree. On impact, Applejack yelped and slid to the ground.

"This is why I cannot trust you ponies," Anemone snarled. "You try to destroy us Thestrals every chance you get! Leave us alone! My whole family and everyone else is dead, yet you still try to attack!"

Twilight helped Applejack get up before turning back towards the Thestral. "Celestia couldn't have killed the Thestrals," Twilight denied. "They just went extinct."

"Explain that to my mother's body! I was there! It was Amaryllis' birthday when she came in and killed them all. Father let Celestia follow him while I arrived in Ponyville. I had to leave my sister there for nine more years until she turned ten, where she undergoes the transformation. I left, but I stood by and watched over her."

"Wait a second," Pinkie said, stepping forward tentatively. "Scootaloo turned ten right before you went missing."

"Yes, she is my sister. You cannot tell anypony about this! At ALL! Celestia will make sure we're really extinct. And I will fight her before she lays a hoof on my sister!" After that moment, Anemone flapped her wings, sending her into the air and flying back towards her home. They all stared at her form in stunned silence until she was out of sight.

"Do you really think....Rainbow was really a...Thestral this whole time?" Rarity asked aloud, looking around at her friends.

"I don't know," Twilight responded. "But I'm doing research. A LOT of research. Nopony tell Celestia. If you see...Anemone or Scootaloo, don't approach. And if anybody asks where they are, they're on a trip." Everybody nodded before heading back towards the gorge.

"Amaryllis!" Anemone yelled, walking into the home. "I'm back!"

There was a scuffle in a cabinet before it swung open. Scootaloo fell out on her face. "What happened?!" She asked into the floor. Anemone closed the door behind her. Then walked over to straighten up her sister.

"I crashed in the forest and Twilight saw me. We'll have to move."

"Awwww," Amaryllis whined, obviously disheartened. "Do we have to?"

"I'm afraid so," she replied quietly. "They saw me and they know you, so...we'll have to move to the Crystal Empire." Amaryllis sighed before nodding her head. "I'm sorry, squirt. But it's for our safety." Anemone softly ran a hoof through Amaryllis' mane. "If we don't disappear, we'll end up hurt. And I don't want you getting hurt. I just got you back, I don't want to lose you ever again."

"I know, I know," Amaryllis groaned while Anemone nuzzled her. "When are we leaving?"

"Tonight. We'll be flying in the dark. Your new eyes will let you see. Comes from living in the dim caves all the time." Anemone trotted up the stairs of her home, leaving Amaryllis downstairs. She watched her go then slowly and depressingly made her way over to the couch, taking a seat while her sister was packing. Hoping that everything would be alright.

"I found some more books!" Twilight yelled, walking back into the cutie map room. "They're history and legendary creatures on ponies."

"I've found a little something about creatures here," Rarity announced, holding up another book about legendary ponies. "It's about flying ponies that aren't Pegasi."

That piqued Twilight's curiosity. She looked over and asked, "What does it say?"

Rarity set the book down and read it aloud. "'A group of ponies, known only as Terrestrial Pegasi, lived in the caves of the Badlands.....they had eyes that helped them see in the dark and wings of a bat. They are now extinct due to a lack of food source.'"

"That sounds like the description of.....Anemone," Applejack commented, looking through another one. "In this book it said they lived in cave systems underground."

"You found one too?" Fluttershy asked.

"Yep. I'll read it. 'The Terrestrial Pegasi were heard to have been....in battle with Equestria, much like the Changelings. Reason unknown.'"

"When was that inputted in the book?" Twilight asked, jumping out of her seat and walking over.

The farmer looked at the citing of the book, spotting the date. "WHOA! Last week?! When ya' get this, Twi?"

"Ummmm....probably at the same time it came out." She put her hoof to her chin, thinking deeply. "Rarity, when did that excerpt you read get published?"

The designer flipped back to the page, locating the date. "Two.....days ago."

Everyone gasped, looking at each other in shock.

"Okay, one of these ain't telling the truth then," Applejack concluded. "We need a group of historians, adventurers, and eggheads to put in what they heard and seen. And I know just who."


That night, on top of a cloud over Ponyville, two ponies could be seen peering over the edge, looking down at the ground below. Both of them were fiercely nervous about this, having been already attacked and their home destroyed caused that emotion. From what Anemone could see, the sky held no motion. Clear.

"When do we leave?" Amaryllis asked, looking over to her sister.

"Right now, let's go," she responded, flying off the cloud and heading northeast towards Canterlot. They had to pass the mountain to get to the Crystal Empire. Amaryllis looked down at Ponyville one last time and sighed before flying after her sister, leaving the town behind.

They flew over the plains, their eyes helping them see in the dark as they navigated their way towards the center of Equestria. It was going to be a long flight. According to Anemone.

After a few more minutes of wing flapping and blowing wind, Amaryllis whispered, "Rainbow?"

"Anemone," she corrected above her.

"Can I call you Rainbow? Please?"

The older sibling looked down at her before smiling gently. "If it makes you feel better, I guess it's alright."

"Ok. What are we going to do once we get there? Do we have some place to stay?" She shifted her wings a little, regaining balance.

"That's a question that we both need answered. Ascend." The two thestrals rose up, coming above the approaching capital of Equestria. "We'll find somewhere to go and stay when we land there." They glided over the top of the city, keeping themselves hidden as they passed over. Soon they came out on the other side, going back to the height of the ground, flying over the train tracks.

"This is a pretty long flight," Amaryllis inputted, looking towards her right at her sister.

"Yeah," Anemone responded. "But we're almost there. Hopefully they'll have some flowers, soup, daisies, something we can eat. You hungry?"


"Then we need food. Fast." Soon, after twenty more minutes, the tall spire of the crystal castle came into view of the area, the large city that Twilight's previous foal-sitter and brother rule over. Ready to start a new life.

Author's Note:

How did I do? It's not my best, but I'm working on it. CHS coming up in the future chapters as well as explanations.