Out of my Element

by TheLostwriter

Broken Minds and Broken Monuments

Out of my Element

Chapter 15: Broken Minds and Broken Monuments.

The sound of the door to the lab grinding open woke Twilight and she staggered down to see what Steel was doing this early in the morning. "What are you doing," she asked her voice still groggy from sleep.

"It's here," he shouted as he scrambled up the stairs in what looked like one of the ancient suits of plate mail the earth pony army would wear except this one covered his whole body. Potestatum gems were mounted in circular locks on each major joint and rotated with each step. "Can't you feel it," his question pulled her eyes away from the suit and to his face which was blocked by a helmet.

She shook her head and said, "I can't feel anything and my wards would let me know. Anyway you don't have to deal with this the Elements can take care of everything."

"This mess is my fault and I'm going to do my part to clean it up," he growled. His voice sounded menacing through the armor.

Suddenly Twilight felt a pulse of energy. It was a warning from one of her wards. "How..." She shook her head as her eyes narrowed and she said, "no. Go ahead I'll get everyone else." She then cast a quick spell on her hooves and teleported away.

She felt the rush of energy and wind as she reappeared in Rainbow Dash's house. She much preferred her teleportation spell to the one that Star Swirl programmed in the lab.

"Rainbow Dash," she yelled as she sprinted from room to room.

She heard a Rainbow's groggy voice ask, "what do you want Twilight." Her voice carried a note that made it seem like she was whining.

"The thing from the dreams is here," Twilight started to say before she was interrupted by a slamming door.

Rainbow flew down the stairs and over to Twilight, "Just tell me what to do."

"Get AJ and Fluttershy tell them to meet at the library then go see if you can help Steel until the rest of us get there."

"Got it," replied Dash as she darted out of her house.

Twilight cast her teleport spell again and appeared in Sugar Cube Corner. Pinkie always was up early helping the Cakes fix the fresh baked good. "Pinkie" she shouted as soon as her spell ended.

"Twilight, how did you get in here the doors locked," asked the pink mare as she appeared out of nowhere.

"Not now Pinkie it's here, go to the library everyone else will be there soon."

Pinkie's eye's widened and her mane deflated slightly. "Okee dokee lokie," she announced as her mane regained it's usual bounce. She headed towards the door with slightly more than her usual vigor, as Twilight once again cast the teleportation spell.

"Rarity," Twilight shouted as soon as she could, the boutique still spinning slightly in her eyes.

"Twilight," asked a young voice.

Turning around she saw that it was Sweetie Bell and asked, "Where is your sister?"

"Rarity," the little filly bellowed.

"Sweetie Bell," answered an exasperated Rarity as she came down the stairs still brushing her hair. "What have I told you about," she paused when she saw her friend, "Twilight?"

"It's here, Steels gone to slow it down. We need to go to the library and get the Elements." Twilight was getting a headache the rapid casting of spells was starting to affect her.

Rarity looked at her sister and said, "Sweetie Belle I want you to stay here." She looked up at Twilight and nodded then they both disappeared.

Once there hooves touched the ground Twilight ran to where she had hidden the physical part of the Elements. Celestia had suggested that they keep them nearby for this very reason. As she opened the safe and began to pull the jewelry out an explosion shook the town. She ran towards the window to see a tower of light piercing the sky along with a wave of dust and debris rolling across the ground towards the town. She couldn't look away as the dust wave boiled towards her, but she was able to force her eyes shut as it hit the window shattering the glass. She felt the shards dance across her face but she held her ground. The on rush of air brought with it a splash of heat and the warmth of unbound magic before all of it including the air was sucked from the room.

After she was able to breathe again Twilight opened her eyes and saw a massive being pushing open a lightning wrapped hole in the air. "No,no, no,no..." she began crying.

Rarity walked over and asked "what's wrong Twi..." she stopped her question when she saw what Twilight saw. “I'm going to get Sweetie Bell, are we going to the bunker plan?"

Twilight couldn't speak; her throat felt like it had been pinched shut. She nodded as her eyes began filling with tears. I've failed, was the one thought that filled her mind. In the distance she could hear someone calling her name but it didn't matter. She was finally snapped back to her body by a slap across her face, she blinked as she drew back from the impact. "Pinkie," she snapped.

"Good you're back," the pink mare said with a smile, "you were out there for a while, AJ has come by already and she's out rousting, I like that word rousting, everyone to come to the lab." We need you here and now Twilight. Until Celestia can get here with the guard here you're in charge."

She blinked, several times as she processed the information. "I'm in charge," she whispered before asking, "What about the Mayor?"

Applejack opened the door in time to hear the question and answered, "There's a bunch of ponies that are frozen in the streets the Mayor is one of them."

"They're frozen… how” asked Twilight as she turned around.

"They're frozen stiff like a stone," replied the farm pony as she entered the library.

Twilight groaned and put her hoof to her head before saying, "Get as many wagons together as you can then get some ponies to help you bring the frozen ones here." She paused for a moment before continuing, "Pinkie I need you to go down to the lab and see if there is any way we can mark ponies for teleportation." Pinkie wasn't looking at her she was looking over her shoulder. "Pinkie," she shouted. The pink mare grabbed Twilight's head and twisted it around so that she could look back out the window. "No," she repeated as she saw black shapes flying through the air. "Pinkie hurry, do what I told you to, we need to hurry," she said in a fast but flat voice.

As Pinkie disappeared into the lab the lavender librarian called for her assistant. "Spike," she said when he arrived ignoring the start of a mumbled question, "I need you to take this pendant and use it to let ponies through the shield."

The little dragon blinked the sleep from his eyes and looked at his guardian with confusion. "What shield? What was that explosion? What's going on Twilight?" he asked sleep still heavy on his words.

"The one I'm about to cast, the dream monster's here, we failed. Now we're on a contingency plan. I don't have time to explain more, just do what I asked."

Twilight had never really grasped how well the little dragon could read her and Spike could see the torrent of emotion that his oldest friend had hidden from everyone else. He silently walked up and took the pendant before wrapping her in a hug while saying, "don't worry you can do this."

Those simple words and the little hug did wonders for her weakening resolve. It felt like her heart and soul had been bundled in a warm blanket as she began to weave the tendrils of magical energy that were released from her horn. The warmth that coincided with magic use filled her welcoming her back to its familiar embrace. The shield began to form in her mind and she could feel the magic following suit, then she sent a tendril down into the lab while simultaneously incorporating the pendant Spike held into the mix. This was by far the most complex spell she had woven mostly due to the last step. As she finished the functional part of the spell the tendril that reached into the lab had found its target, the large Potestatum crystal.

The power hit her hard and she had only felt this level of energy while all the Elements were in sync but that always felt more like a peaceful dance with a warm summer breeze. This felt more like a tidal wave of power, destructive and infinite, but it felt good. It felt good to the point that the idea of being swept away with the power caused a smile to spread across her face. It was intoxicating and she was only just able to resist the allure and began to push the weave of spells away from her mind. When the flows from the pendant, shield and the one down to the power crystal were pushed far enough from her that she could no longer feel there pulse she cut her connection. Staggering back she gasped, shaking from the experience. She felt amazing, excess magic flowed freely from her horn. No wonder they're illegal, she thought still shaking, that feels good.

She looked down at Spike and said, "Let's go," and headed out of the library. Outside she found a sight that matched the horror of the rest of the morning. Ponies running aimlessly through the city streets calling for help begging for a family member locked, staring at the monstrous mountain lumbering in the distance. "Spike open a door I'm going out," she said to her assistant her voice truly void of emotion this time.

Spike swallowed, he knew that nothing he could say would change this now even though he wanted to say everything he could to keep Twilight inside the shield. Fighting back tears he held the pendant up and pointed it towards the translucent purple dome. A red beam shot out of the pendant striking it's target. The beam then split into three lines of energy which began to spin pushing the shield wall back to form a slowly growing hole. Spike watched in silence as Twilight walked through the hole knowing that nothing he could say would convince his closest friend not to walk into the oncoming danger.

Outside the defensive bubble Twilight paused and let her senses take in the surroundings. The tempest of wind struck her like an approaching squall line but from all directions. Her mane danced with the forceful breeze obscuring her vision and buffeting her face. The few clouds in the sky where calm puffy white and Celestia's sun shown down warming the populace. It was not how you would expect the world to end.

Glancing up she saw a bloody Rainbow returning face streaked with tears, other than the flesh wounds she looked physically fine. However she carried herself like a broken mare. When she landed she began to sob, "I was too late, I wasn't fast enough. I... When I got to Fluttershy's... It's a mess and... Twilight there was blood everywhere. Then I saw her but it was too late. Then she and Angel they were fighting... She lost." The pegasus looked at the ground mane falling flat and sobs wracked her body before continuing, "I figured without her the elements wouldn't work. So I went to help Steel like you said but he blew up right after I got there... We can't fight this thing; I can’t even look at it."

"Rainbow," Twilight whispered trying to calm her friend and herself. If the dream's were of the future I'm next, she thought as she tried to solidify Dash's mind as best she could. "Rainbow I need you, the town need's you. Remember you are a hero it took five other ponies to better you at saving the town."

The cyan pegasus drew back again before unleashing another torrent of sobs broken by a mumble of, "Fluttershy, why'd it have to be her?"

"Rainbow Dash," shouted Twilight slapping her friend across the muzzle and causing a little trickle of blood to flow from a nostril. She pulled herself from the dejected look Dash gave her and said, "I'm sorry RD but we don't have time for this, if we mourn now more ponies will die."

"Okay, what do I need to do," asked a very small Rainbow.

"I need you to do what you can to help direct ponies to the library, and help AJ with the stunned ones. Pinkies seeing if anything in the lab can help once she out help her however you can."

"I'm going to be too slow to help anyone, I wasn't fast enough," cried Rainbow in reply.
Twilight had reared a hoof back to try to slap her friend back to the here and now, the stress was getting to all of them. Out of the corner of her eye she saw a familiar delta formation of pegasi and she let her hoof slowly fall. "All right then, look it's the Wonderbolts why don't you go help them. You can hit those bird things before they do and for every minute you slow them down more ponies will be saved."

Dash looked at the cloud of approaching things with a suicidal gaze and nodded, taking off as fast as her wings would allow.

Twilight allowed herself the briefest of smiles as she thought, the dreams had better be accurate. I'm the last in our group to die today. She shook all idle and pointless thoughts from her mind and began to focus on her next spell. It was one she had never used before but had memorized for an emergency situation. First she sent out feelers using the natural magic of the planet to amplify her spell she located every grounded pony in town. Next the hardest part of this spell causing each pony found this way to hear her voice as she said, "Ponyville is under attack. Please head towards the library underneath there is a bunker where you will be safe. Get there as quickly as possible, help who you can along the way but move quickly!"

She inhaled deeply when she was done and let the wind cool her sweating brow. She didn't feel drained like she expected but the overflow of energy from the Potestatum gem was gone. "So now I'm back to being me," she muttered as the rustle of the torrential breeze was joined by the cacophony of the panicked populace. She focused her mind on where the frozen ponies that she had sensed were and found the one closest to the approaching cloud of Uglies.
Uglies, she thought as she cast the teleport spell, why does that term sound familiar and... Correct? This was the strongest sense of Déjà vu she had all morning, and this morning had been full of them some stronger than others. The rush of moving air told her she had arrived; glancing about her surroundings she saw Derpy or Dizzy. It didn't matter which name you used she would answer to either but, she preferred that only close friends use her middle name.
Dancing around her sister's hooves was Dinky and when the little filly saw Twilight she ran over crying. "Twilight, can you help big sis, something's wrong with her?"

"Stand by her I'm going to teleport you both to the library," replied Twilight absently as she watched the incoming cloud of flying creatures. A large group of them had broken off from the flock and were heading towards the approaching Wonderbolts. A sharp crack from above told her that Rainbow Dash had just gone supersonic and a small frown spread across her face as she teleported Dinky and her mother back to the tree house. There were so many of the Uglies that even the huge group engaging the Wonderbolts and Dash was but a small percentage of the whole. She was only at the treehouse for an instant before jumping to a new location. This time she arrived to find Cheerilee and Ruby Pinch trying to wake up Berry Punch who was frozen just like Dizzy.

The school mare looked over at the sound of Twilight's spell dissipating, moving between the noise and the foal, and her frozen mother. She sighed and a look of relief spread across her face as she asked, "Do you know why Berry's like this she can breathe and she has a pulse but its like nothings home?"

Twilight shook her head and began to speak but was interrupted by Berry Punch taking a rigid step forward. Cheerilee looked back at her sister, eyes wide and exclaimed, "Berry your back!" However Berry did not respond she just began to walk in a jerky stiff legged manner towards the source of the earlier explosion.

"Mamma," cried Ruby trying to get the entranced mare to look down at her, but her efforts didn't even slow her mother’s movements.

As both the school mare and her niece pushed against Berry trying to hold her in position, Twilight looked around to see the previously frozen ponies all in a slow shuffling march towards the explosions source. She closed her eyes, enveloped the nearby ponies in a teleportation bubble and they all were transported back to the library. Inside she found Pinkie and AJ along with several town ponies doing their best to subdue the transfixed ponies.

"Pinkie did the," she starts to ask but stops when the pink mare shakes her head. Twilight grimaces but then an idea hit her. She started to weave a second multilayer spell, first the search spell to find the stunned ponies. Next to touch the crystal down stairs and to now try a new spell she had never had the power to attempt before. She cast a modified version of the teleport spell on each of the transfixed ponies and released them inside the shield. She sighed and thought maybe the dreams were wrong almost everyone's here and the shields up. Her happy thoughts were cut short by the screams of ponies from outside the shield. Looking over the crowd she saw ponies running through the streets screaming and being chased by the uglies.

The flower sisters, Daisy, Lily, and Rose had reached the domes wall but Spike was on the far side of the protected area buried under the transfixed ponies and couldn't let them in. An ugly landed behind the sisters and grabbed Rose by the neck. Twilight teleported out and immediately upon reappearing blasted the ugly with a bolt from her horn. The bolt pierced the creature’s chest, leaving smoking hole behind.

It collapsed dousing the three mares in black blood, its body began to smoke and it erupted in black flames before swelling up and exploding.

Twilight had barely managed to cast a shield spell over the body containing the blast. When she let the shield spell disappear black blood flowed out stretching across the field, on top of the blood floated the oily black flames. Suddenly the three mares began to scream the blood stains on their coats were starting to grow, and the stained parts of their bodies were melting. Looking around at the pool of blood she noticed that all the stained organic material was melting. Large bubbles grew like the sludge was boiling. Twilight tried every spell she could think of but none would remove the oily blood that was melting the ponies. The boiling bubbles grew as the now enveloped bodies of the three sisters disappeared. Four columns of bubbles danced in front of the unicorns eyes. Then a wing pierced a sickly black orb, followed by a claw and a beak. Soon four full sized uglies stood where one and three earth ponies had been. The grass was gone leaving a naked patch of earth, and only the black flames remained.

She cast another bolt spell as the lead ugly stepped towards her but it did nothing this time not even the hair on its chest was smoking. Taking a step back Twilight tried another spell this time she tore the tongue off a nearby wagon and began to beat an ugly with it. Soon the wooden shaft broke and she stabbed the lead ugly in both eyes it began to scream broken words and collapsed onto the ground. The other three turned their attention to their fallen comrade. They ripped it apart flinging swelling bits of flesh out away from the main body. Twilight threw a shield up to protect herself and watched the creatures. They seemed to be immune to the melting effect of their blood however the tree nearby became sickly like the life was being drained from it. The leaves quickly turned brown and fell. Five more columns of bubbles rose out of the tar like pool.

Twilight could now clearly see the remains left by the first one she killed, there were three pony skeletons wrapped in loose skin and bleached hair and fur. Oh Celestia, she thought as the rest of her mind raced. Out of the corner of her eye she saw several small shapes dive out of the distant furball, each leaving a sonic pressure wave and vapor trail behind them. One of the five had a rainbow trail. The sight of the incoming reinforcements brought a smile to her face even though she knew there help wouldn't change this day's outcome.

The five began attacking the uglies on the ground striking them in the back of the head. With each strike the grin Rainbow wore grew. It widened and shortly became a teeth bared maniacal smile that reached ear to ear. The Wonderbolts attack had cleared a path for Twilight to retreat and she ran with Rainbow flying cover. As she did she noticed only some of the ugly bodies where bloating.

"Help, they've got Sweetie Bell," yelled Rarity's voice as it echoed across town.
While at the same time cries of help from the Cakes as they were attempting to leave their shop were heard. There building was surrounded and the creatures were quickly tearing through the wood shutters and door.

Suddenly Rainbow was back to her old self and she yelled, "I'll help Rarity you go get the Cakes."

Twilight nodded and took off towards the Cakes shop her horn glowing as she released blasts of magical energy. The entire group of uglies fell. Before she could react to clear their mess several columns of frothing blood and bile rose from their pool of entrails. Soon there were half again as many uglies as there were before, this time all were immune to her magic. However she did have their attention.

Backing away from the approaching mass of impending violence, her mind raced for ideas and her eyes searched for anything to be used as a weapon. Her mind latched on to a wind spell and she cast it at the approaching mob, it slowed them down but not enough. They began to walk forward using their arms, claws digging at the ground for traction. The clear sky prohibited any of her weather based spells a lightning strike would be nice about now. The mixtures of beaks and muzzles loosed an odd mixture of predatory sounds. The growling unnerved her and she thought about giving ground but where would she retreat to? The town was filling with these creatures, and she had to keep an eye out to not be surrounded.

I could head back to the shelter of the library, she thought but one glance past the approaching mob told her she was needed on the street. Her actions were drawing the uglies towards her in droves and they were ignoring the rest of the population. The Cakes had sneaked out the back of their store and were headed towards the library. Even the quick physical strikes of the Wonderbolts were being ignored. This led to more uglies falling and for some reason fewer of the bodies were detonating.

Twilight retreated further away from the library and the center of town pulling the invaders with her. She was able to keep a small sphere around her clear of the uglies. She had a mental line and once they crossed it she unleashed upon them any spell she could think of that could cause damage. Telekinetically flinging objects at her attackers was the most successful move she had found. They never adapted to the attacks, however if the flesh was pierced the bodies would begin to bloat. If only she could destroy the bodies before they burst or cleans the ground of their bile before more grew. Her most powerful fire spell was too weak and slow as was every other spell she knew that could be turned to destruction.

She heard screaming from behind her, in Rarity's voice, unintelligible for the most part except for a name, Sweetie Belle. Twilight glanced over her shoulder to see what had happened giving the uglies surrounding her there chance to pounce. Everything happened faster than Twilight could process, she felt a clawed hand grasp one of her front legs just as she felt something grab her mane and pull her head down. The shock made her lose control of the multitude of improvised clubs she had been using to keep the uglies back. She heard her bludgeoning tools clatter to the ground as she lost her balance and was drug to the ground in a roll. Then she was pinned by one massive six fingered hand as it held her neck to the ground.
What little she could see of the pack that had surrounded her was infighting.

She felt more than heard gruff low threatening growl as large dog faced ugly pushed its way through the crowed. All of the fighting around her stopped when it made its presence known. As Dog Face approached it snapped at any growl or movement into its personal sphere. It was immediately clear to Twilight that that Dog Face was the pack alpha. As it neared she began to squirm and fight the one that held her with increasing intensity. It responded by pushing down on her throat crushing her windpipe. Her mind was in full blown panic now she couldn't focus on anything other than Dog Face's approach, and trying to breathe everything else was a jumble of thoughts. Once the monstrous thing reached her she saw that it was taller than the princess and by far more massive. It leaned down to sniff at her body and she froze. Through the panicked jumble of her mind one thought resonated to her soul, What is going to happen to me?

To Twilight's perspective all that existed in the world was a disembodied hand holding her neck to the ground, a wall of uglies surrounding her blocking everything but the sun from view and Dog Face sniffing at her exposed belly. She was alone and no matter how hard she tried she couldn't get away from these beasts. She had no idea that the remaining Wonderbolts where fighting to close on her. The fact that if she could see through the wall of uglies all her bludgeoning weapons were just a few feet away wasn't registering. The idea that two of her closest friends were just a few yards away, Rainbow Dash torn between coming to her aid or protecting a distraught Rarity, was beyond her.

Dog Face stretched to his full height and let loose a chilling howl before swinging one arm down driving its jagged clawed hand into Twilight's gut.

Her eyes widened and she gasped, emotion was washed away by a tidal wave of pain. Then the pain disappeared like a switch being flipped leaving only her analytical mind behind. She knew enough about biology to be able to identify what organs were being ripped from her body. Blood flowing freely the first time the clawed hand returned from inside her gut a massive bundle of intestine came with it. It was an odd feeling to have a part of her removed, to feel the tug as it pulled the intestine, but no pain came. She began to shake from shock and she squirmed to avoid the second strike but failed. This time she could feel the thing searching inside her, she felt it make a fist inside her as it grabbed another organ and pulled. This time she felt pain, but it was distant, and when she saw the clawed hand pull out it had her liver with it. Dog Face howled again and dropped its bounty into its mouth. It paused looked into her eyes and gave a wicked smile before turning to leave.

The other uglies began to move now that the alpha had claimed its portion. The Ugly that had her by the neck picked her up as it stood to full height. As it did she felt the organs inside her readjust to the free space as well as some no longer being fully attached to her. In her fading peripheral vision she saw movement as the ugly that held her took flight. With two beats of its massive wings it was above every building in town two more beats and she was able to see the entire town. From what she could see most of the town had been successfully evacuated. Of the five Wonderbolts that had made it to town only three were visible. Below her she could see Rainbow and Rarity, the latter cradling something small and white in her arms. On the far side of town she saw Applejack, Pinkie and Big Mac heading towards the library with a wagon full of food. How could I have forgotten food for everypony, she thought. Then she began to laugh at herself the absurdity of that thought in this situation.

Suddenly the whole world began to spin around her, the ugly that had held her was falling as well. Looking around she saw Rarity a group of uglies swarming towards her. Then she saw Rainbow Dash flying towards her, she was lining up to try to catch her falling friend. Twilight knew it was too late for her, even if she was rescued from the fall she was going to die soon after. She was surprised she hadn't yet. With the last of her magic she enveloped both of her friends in a teleportation bubble. She felt the spell disperse just moments before she hit the ground.

The slam of the lab door being flung open woke Twilight and she staggered down to see what Steel was doing this early in the morning. "What are you doing," she asked her voice still groggy from sleep.

"It's here," he shouted as he scrambled up the stairs in what looked like one of the ancient suits of plate mail the guards would wear except this one covered his whole body. Potestatum gems were mounted in circular locks on each major joint and rotated with each step. "Can't you feel it," his question pulled her eyes away from the suit and to his face which was blocked by a helmet.

She couldn't but something told her he was right even if her wards hadn't detected anything.

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Rainbow Dash woke to the sound of Twilight calling her name and a headache. At first she tried to ignore her friend and hide her head beneath her pillow. She always had a headache when she woke early and this was no exception. However while comfortable the cloud based bedding was no match for the unicorn’s voice. Groggy and still half asleep the pegasus asked with a sleep dry voice, "what do you want Twilight."

"The thing from the..." Twilight began to say but interrupted.

As soon as the words were processed in Rainbows brain she knew. She slammed her door open, flew down the stairs and over to Twilight saying "Just tell me what to do."

"Get AJ and Fluttershy, tell them to meet at the library then go see if you can help Steel until the rest of us get there."

"Got it," Dash replied as she took off towards a window and dove out of her house. She put her nose towards the ground gaining speed as she went. Then she began to flap her wings accelerating down faster than she could fall. She flared her wings at the last possible moment and pulled up. She could see the pressure wave building in front of her and she barely noticed the way it played with the dirt road that lead to Sweet Apple Acres. She pulled up to survey the farm and didn't see anyone outside. Right then, the house, she thought after a brief pause. She then headed towards her new target.

Applejack was headed out the front door when Rainbow slid to a stop in front of her. "Whoa there Dash, what's the rush?"

Rainbow stood just like military officer giving a report, chest out voice loud as she announced, "Twilight said it's here, she wants you at the library asap."

Applejack nodded and shouted, "I'm on my way," as she broke into a run.

Rainbow turned, and headed towards Fluttershy's cottage as fast as she could fly. In the distance she could see an unnatural storm building over the Everfree. The dark clouds boiling out from nothing illuminated by brilliant flashes of purple lighting, it gave her the chills just watching. At the ground level she saw fiery flashes and the upper blossoms of explosions.
She needed to get there as soon as possible, but first Fluttershy's.

Rainbow froze when Fluttershy's yard came into view. The smell of gore was just now drifting across the field that Rainbow stood in. The predatory birds had attacked the yard animals which had nowhere to run. Rabbits, squirrels, chickens, they all fell victims to talons and razor sharp beaks. Rainbow ran closer her stomach churning. Where is Fluttershy, she thought to herself when another thought hit her. "Tank, she yelled, she had left him here so he could play with some of his old friends. She didn't see him anywhere nearby, maybe he's safe inside, as she walked up to a window and peaked in. It was a massacre all the injured animals that Fluttershy kept inside where unwrapped. The only movement came from a small white rabbit that was coated in gore. It was Angel and he slowly turned his head in the same creepy manner as Owlowiscious. Rainbow ducked as soon as she saw the flesh hanging from the bunny's mouth. Maybe he didn't see me, her heart was racing how could this have happened. She felt something bump her leg as she slid down against the building, it was Tank. His shell was scratched and scarred, "Oh Tank, you scared me," she said as she reached down to pick him up. As soon as she touched the shell a blood soaked parasprite drifted out of the neck hole, and that was when Rainbow lost her lunch.

She threw the shell away then half ran, half flew towards where Steel was fighting. She could feel the tears running down her cheeks as she ran the wind pushing them back and holding them up far longer than they should have. Without Fluttershy it's up to me and Steel to stop this thing. The Elements are useless without all of us, I don't have time to go back and tell... Her train of thought crashed as the poison joke field came into view.

Half of the field was enveloped in black ooze and bordered black flame. In the center of the sickly black was a mass of cords larger than three train carriages. Thousands of snake like muscles squirmed and Dash realized that the black substance was blood and the mass was an arm. However she couldn't see what had owned the arm. The clearing had grown as well; trees and stones had been ripped from the ground. Standing in the middle of this was a suit of earth pony full body armor, it was in the style that the tribes had used long ago. That must be Steel, she thought as she flew towards him. Surrounding him and floating around the clearing were what looked like firework rockets, except they were huge. Suddenly a ear splitting screech made her collapse from instinct and cover her ears but it was to no avail she could feel the sound in her bones.

When the screech died down she was able to override her instinct and look back towards the clearing. The sight overwhelmed her mind, it was huge beyond imagining and she couldn't focus on it for long. It was constantly shifting moving and it caused her eyes to hurt with just a few seconds. Almost immediately after her eyes began to ache her mind began to itch and burn. It hurt, it ached, the pain was beyond her capability to withstand and she curled up in the fetal position. How can Steel look at it, she asked herself. Her sinuses were running and stomach was churning, once she looked away the feelings began to fade but once she closed her eyes they came back.

Her heart rate was up and she was near hyperventilating but she looked back towards Steel. She only looked towards him. She saw movement at the edge of her vision and fought not to look but couldn't fight the impulse, just before she collapsed for a second time she saw part of the creature reach for the mass on the ground. Fibers of the snake like muscle shot out from the creature and into the arm then from the arm back to the creature, it pulled the amputated arm back to its body healing itself.

This time Rainbow emptied her stomach. Her body told her to run as did most of her mind; she shivered against the resolve she had left. She climbed to her hooves, glancing up she caught a glimpse of the rockets fly forward crashing into the beast and the following explosions blocking it from view. Shrapnel from the blast flew past and a large chunk imbedded itself into a tree nearby. She then felt what little strength she had was weakening and the trees around her were becoming a sickly green before being ripped from the ground and morphed into more rockets of varying designs. More explosions more blood, but the blood was starting to boil. Black fire raged and the columns of ooze began to form.

Steel shifted his feet to a more stable stance, and Rainbow felt her strength began to fail her again. She knew she would be of no use in this fight she couldn't even look at the thing she was fighting. She couldn't even cover Steel, the creature drew her eyes towards it and she would be unable to look away. If she stayed she would become a burden for Steel if he even noticed her. How was he able to look at it and stand his ground, was it the suit or because he's an alien like that monster, she thought as she staggered away.

The shadows of the clouds from above danced with the light from the sun, glancing up she froze a second time. Hundreds of winged creatures were flying above her blocking out Celestia's Jewel. "No," she whispered as she started to run her strength returning the further she got from the battlefield. Soon she took flight as she did a pressure wave from behind struck her knocking her from the sky. She tumbled across the ground and when the world stopped spinning she found herself on her back staring at skyward.

She couldn't hear anything noise had been too loud. Wait had there been a noise with the pressure wave, she asked herself, she couldn't remember, had to be why else would I be deaf? Looking up she saw a pillar of light pierce the sky, the dark clouds that had just been there had been destroyed.

The next thing Rainbow knew she woke up surrounded and buried by debris. She climbed to her feet checking her legs and wings as she did so, they hurt but nothing seemed broken. However nothing hurt as much as her head. Quick movements hurt everything hurt, her heart most of all. With every beat it seemed to say, we lost.

She glanced up to see a shallow crater where part of the Everfree had once been. The area around her was now full of the black blood, with scattered oily black flames. Looking up she saw that the sky was clear of the flying creatures. A smile spread across her face, Did we win, it can't be that easy, she thought. The ear splitting screech returned and the sound of lighting behind her removed all victorious thoughts from her mind. The area around her splashed with the now frothing blood began to worry her as she took flight, I have to warn Ponyville, and then the rest of Equestria.

As she flew she saw a familiar yellow pegasus headed towards her house and Dash's heart grew. We still have a chance, she thought as she flew towards Fluttershy. Oh no, her mind screamed as she realized where her friend was headed. She got to the house a few short moments after Fluttershy had closed the door.

Dash yanked the door open and blinked twice at what she saw. Fluttershy was down, pinned below shelves and cage stands. Angel was at her throat and blood was pooling on the floor. There was a vacant look in her friend’s unmoving eyes. She had been too late, she wasn't fast enough. Dash backed out of the house, away from the gore and the dead bodies. She took flight just as Angel noticed her. Looking back as she flew towards town she saw the demented rabbit slam the door.

Rainbow flew as fast as she could, initiating an instant sonic rainboom as soon as her hooves left the ground. She saw that the creatures had returned their numbers greater than before. She turned towards town and saw a purple bubble surrounding the library and headed that way.

As she approached she saw Twilight run out of the bubble. When she slowed down she saw her friend make eye contact and her expression hurt Dash more than any of her wounds thus far. She landed and began to report to Twilight, as she did the weight of the morning crashed down on her and she began to cry. "I was too late, I wasn't fast enough. I," she paused when her throat tightened. "When I got to Fluttershy's... It's a mess and," the memories of the house caused another wave of tears and sobs. "Twilight there was blood everywhere. Then I saw her but it was too late. Then she and Angel they were fighting... She lost." Rainbow swallowed and looked at the ground, It's all my fault, I'm not fast enough, she thought with a new wave of tears. "I figured without her the elements wouldn't work. So I went to help Steel like you said but he blew up right after I got there." She thought about the creature and her mind began to itch, "We can't fight this thing, I can’t even look at it."

"Rainbow," Twilight said in a whisper. It was odd but her words gave Dash warmth, and as she continued it made her heart stronger. "Rainbow I need you, the town need's you. Remember you are a hero it took five other ponies to better you at saving the town."
There it was the five of them, her closest friends. Well not five anymore, Fluttershy was gone Angle killed her. She began to cry again. "Fluttershy, why'd it have to be her," she asked in a mutter as she fought back the tears.

"Rainbow Dash," Twilight shouted as she slapped her across the muzzle. It caught Dash off guard and she froze as she felt a line of blood flow from her nose. How dare she, thought Dash, how dare she hit me she hasn't seen what I have. Maybe I was a little off but she has no right to hit me. "I'm sorry RD but we don't have time for this, if we mourn now more ponies will die," said Twilight her voice pleading. She looked sad as she spoke like she had too many regrets.

Dash swallowed the knot out of her throat and said in the only voice she could muster, "Okay, what do I need to do."

"I need you to what you can to help direct ponies to the library, and help AJ with the stunned ones. Pinkies seeing if anything in the lab can help once she out help her however you can." Twilight's reply was flat and monotone, it was like her mind was somewhere else.

"I'm going to be too slow to help anyone, I wasn't fast enough," Rainbow muttered her voice cracking as she spoke giving her comment more volume than she intended. Dash flinched when she saw her friend lift her hoof to give her another slap. Twilight wasn't herself anymore, she was different something was wrong and it scared her.

"All right then," said Twilight with a sigh as she lowered her foreleg to point, "look it's the Wonderbolts why don't you go help them. You can hit those bird things before they do and for every minute you slow them down more ponies will be saved."

Dash looked in the direction that Twilight had pointed, it was the Wonderbolts. Seven of them against an uncountable army it wasn't good odds. She nodded at her purple friend and took off towards the flock that was now targeting the Wonderbolts.

She focused on the flock ignoring everything else and hit supersonic speeds just as she hit the forward edge of the attacking force. She left a rainboom behind her its pressure wave buffeting the flock that was still headed towards Ponyville slowing them down. Dash felt her heart sink as she asked herself, where do my loyalties lie. With the town or civilization, do I save as many as I can, or do I do everything in my power to give the ones that survive a fighting chance at the future?

More tears flowed but she ignored them. Twilight had made the decision for her no matter how much she disagreed. Dash's loyalties were to Equestria as a whole now because if not, no one would survive. She was nearing the swarm and had to put her emotions away but no matter how hard she tried she couldn't get her friends faces out of her mind. Rose Luck, Derpy, heck even Thunderlane, and of course the other Elements, they all needed her to be fast. She couldn't save the town by herself; even the Wonderbolts won't do much they're a scout team after all.
She barreled into the mass of creatures using her momentum to strike at the wings of one and then bounce to the next. She needed to clear a path for the The Wonderbolts, they were tough but this swarm would defeat even the royal guards through attrition. The problem with large wings is they're easy to injure and you only have to lose one to leave you stranded in gravity's grasp. She tucked her wings in tight and dove through a pocket striking half a dozen wings at least. The things a mishmash of creatures, some she had never seen before were starting to notice her attack and the swarm was turning in on itself.

She saw them, the Wonderbolts had been surrounded and they were already down one member. Dash dove into the clearing finding Spitfire and pulling into formation beside her. "We need to get to Ponyville," shouted Dash over the noise of the battle and rushing air.

"We've got them pinned here," replied Spitfire as she clipped one creature’s wing with a hoof, sending it into a wild spin that took out two others.

"No you don't this isn't even a quarter of them," countered Rainbow as she planted a hoof into an uglies face. She felt the skull collapse under the strike and heard it howl as it fell from the sky.

Spitfire grumbled and said, "Stay on my wing," before shouting for all the Wonderbolts to form up.

Soarin' was the first to form up, followed by the white maned Fleet Foot then, Talaria, Maelstrom and finally Rapidfire. "Where's Blackbird," asked Spitfire.

"One of these ugly thing got a hold of him, took his wings clean off," answered Maelstrom. Her usually bounce gray and white mane streaked with gore. "He brought about seven down with him though."

The captain grumbled again before shouting, "alright I have just been informed that this bunch isn't even a big enough fraction for us to worry about. We are going to break out of here and head for the town. When you get there do what you can and try to stay with your wingmate. On three sonic break, copy."

From around her Rainbow heard confirmation of their orders, and she was quickly learning just how far beyond her the Wonderbolts were. The ability to multitask, flying information striking any ugly that came in range all while staying calm and processing orders. Flying fast was just part of what it meant to be in this team.

"Rainbow you’re with me," shouted Spitfire glancing back a Dash. "Soarin' you and Talaria team up. Alright one!... Two!...Three!" The six broke apart in three separate directions each one entering their sonic blast shortly after the separation. Spitfire and Rapidfire's shock wave were similar rings of fire that engulfed the surrounding creatures, Maelstrom and Rainbows shock wave intensifying the first. Both Soarin' and Talaria's sonic blasts were lightning based and it chained through the flock dropping more than the flames combined.

She had saved them, thought Rainbow with a smile, she had been fast enough she had saved the Wonderbolts. She looked past Spitfire at the town, and her smile fell. A small army of the ugly creatures was moving on Twilight as she tried to fight back. Dash returned to fighting as soon as she got in range.

Soarin' shouted, "Don’t break them open. They don't melt that way."

The smile returned to Dash's face they were going to win, she had been fast enough, it had mattered. She darted from beast to beast striking each with a single deft blow. She could feel the crunch of bone underneath her hoof and with each strike she felt her smile pull tighter. We might win , she kept thinking, these things are so easy to kill. After each strike she would scan the area looking for the next unsuspecting target. Occasionally her or one of the Wonderbolts would strike too hard and open the creatures up. The first time this had happened and the creature’s blood had splashed upon her face she had panicked. She didn't know why but it had some connection to the three emaciated corpses over by the library and that thought left her with a teeth bared grimace. She could feel the blood spots try to grow but at the same time she could feel some form of energy from inside her pushing the gore away. She continued to fight the internal eternal energy growing and eventually pushing the blood off her coat.
The way had been cleared, Twilight had a path to retreat down and Dash flew as close as she could to supply cover for her friend. Once they hit a clearing maintained by the Wonderbolts Dash started to land but the sound of Rarity's voice laden with despair caught her ear. Dash's smile fell and she glanced towards a second call for help this time from the cakes.

If Rarity was in trouble she would need more than a second unicorn, and Dash didn't have time to save both. It stabbed at her heart but she knew that Twilight who she had just saved would have to return to the frenzy. "I'll help Rarity you go get the Cakes," Dash said just a moment before heading out.

As soon as she was above the frenzy of uglies she saw Rarity ignoring the creatures around her and staring into the sky. Dash followed her gaze and saw the little white unicorn Sweetie Belle fall out of the foot talons of a flying ugly. Sweetie screamed and flailed her legs, Rarity screamed and her horn began to glow but the mare took a staggered step and the glow died. She was out of magic, Dash screamed and dove to catch the little filly but it was going to be close. No, she was going to make it. There was an impact on her right side and she was thrown to the ground instinct tucking her wings close to avoid injury. Dash looked up, it was too late. Every emotion tied to dread playing across her face as she struggled to her feet each step seemed to take longer than the last. Rarity was moving as well but at her staggering gate she wouldn't make it either. Dash shook her head she knew she had to move faster it was up to her to save the filly.

Out of the corner of her eye she saw movement and for a moment thought one of the Wonderbolts had made it in time. However it was one of the uglies, it reached up and cupped the Sweetie Belle. Then with one fluid motion, and a smiling glance at Dash, slammed her to the ground. It let out a low laugh that could have been a cough as easily dodged and countered Rainbows strike.

Dash caught the blow mid back the force sending her to the ground with the world spinning around in her vision. She tensed as the world stabilized waiting for the final strike, which never came. She looked forward at the still breathing body of Rarity's sister, her blood seeping out onto the ground. Sweetie Belle's green eyes darted around until they made contact with Dash's violet ones. Tears fell freely as she mouthed Dash's name but no sound left her lips.
Rarity arrived as soon as Dash got to her feet. "Sweetie Belle, oh Sweetie Belle can you hear me," she asked between sobs.

"Don't touch her Rarity. I don't think she can be moved," cautioned Dash as she placed a hoof on her friends shoulder. All the while she was keeping an eye out for an attack.
Rarity paused and shook her head, "She can't be moved, Rainbow Dash this is the middle of a war zone she can't stay here."

Dash swallowed, "I don't think she will be for long, she needs her her sister right now so be strong. I'll cover you both for as long as I can."

Rarity tried to respond but her voice failed her in the end she nodded and walked past Dash to her sister’s mangled body. She lay down in the bloody grass beside her sister and began talking softly.

Dash turned away from the two and surveyed the area, a nearby building created an interesting tactical situation. It meant that at any time an ugly could use its speed to attack from a blind spot. At the same time it eliminated other angles of approach because they were too steep to pull out.

The same ugly dog face one that slammed Sweetie to the ground was standing back eying Dash as she patrolled around the two unicorns. Dash watched it, desires clashed in her heart to stick with Rarity and to smash the ugly thing into paste.

It barked, growled and howled in innumerable tones and the surrounding uglies shifted their movement patterns. Dash blinked there was something interesting about the way they moved chaotic and random at first glance but there was something more to it. It seemed more like they were exploring, each one learning about the area around it. The ones that had been born from the bubbling columns of blood never crossed back over the areas the ones they were born from covered. Only at the command of the dog faced did this pattern change the flock shifted black wings blocked him from Dash's vision. When a clear line of sight returned he was gone.

"Aw, pony feathers," muttered Dash. She looked back towards where Twilight had gone, she could just make out the Cakes shop and in front of it a large group of uglies amassed in a circle. Several floating sticks and other objects surrounded in a magical aura dove into the group knocking them back.

She didn't have a chance to think about helping Twilight before she was attacked. The strike almost caught her by surprise and if it hadn't been for her pegasine abilities she wouldn't have dodged the blow. She rolled to her hooves and let the momentum continue as she spun around bucking her attacker in the chest. She felt bone crack and saw the thing stumble back. Her senses were on full alert now, she could hear the one behind her heading towards Rarity. Dash continued the spin of her body until she was facing the new comer and leapt at it shoulder first knocking it to the ground and letting it roll away. The next one landed and she turned on it with a menacing growl. To her surprise the creature backed away its head cocked at an angle examining the sight before it.

Time to take advantage of this, thought Dash as she took a step forward and snarled trying her best to emulate Winona in a bad mood. The ugly glanced about looking for others to give it a cue on what action to take but both it and Dash were being ignored. Out of the corner of her eye Dash saw the magically held objects that Twilight had been using fall. It also looked liked Dog Face was moving through the crowd surrounding her friend.

She glanced at Rarity it looked like Sweetie had passed on. At least Dash hoped the poor filly had because her sister was now holding her body in a tight embrace and sobbing into her coat. The uglys for the most part were ignoring them only focusing on the ones who fought or ran. She glanced up looking for the Wonderbolts, she saw Soarin', Maelstrom and the last one was so bloody from fighting that she couldn't tell if it was Rapidfire or Spitfire. They were fighting towards Twilight.

The ugly that she had stared down took advantage of her momentary distraction to attack. Rainbow dodged it easily and countered with a quick hoof strike to the creatures elbow. These things sure aren't that strong but they're getting stronger, she thought when this one’s joint dislocated instead of snapping.

She looked over at the group around Twilight, she needed help, but Rainbow knew she had to stay. Rarity was beyond even protecting herself. Then she saw Dog Face stand up and let loose a howl that sent shivers down her spine. It was like he enjoyed this. He disappeared from view for a moment only to return and drop something into his mouth before turning to walk away. The surrounding group went crazy trying to move towards the center of the mass. After much screeching, growling and other such noises one massive ugly took flight with Twilight hanging from a hand.

Dash took a step forward, and then looked back at the defenseless Rarity. She wanted to help, she needed to help but she couldn't trade one friend for another. She saw one of the Wonderbolts, it had been Spitfire that survived, heading towards the ugly that held her friend.
Another ugly tried to attack her but Dash sidestepped the blow. Maybe it was the same one from earlier but that was a detail she didn't care about. She watched as Spitfire struck the ugly from behind it began to fall, when it did it let go of Twilight and grabbed a hold of the Wonderbolts tail. All three were falling; Maelstrom struck at the uglys that once again were targeting Dash. As soon as Rainbow saw that her position had been reinforced she bolted, she was fast enough she could save Twilight and Spitfire. It wasn't that far, not like when she raced them to the ground from the Cloudosseum oh so long ago, but she didn't have to worry about uglies then. Still she could make it, just a little more speed. She couldn't hit Twilight with too much speed the change in G-force and her wound would be too much.

I'm going to make it, she thought as she neared, it was a sure thing. She saw Twilight's horn began to glow and she though, "Good girl Twi use your magic to keep yourself together." Then Dash felt magic surround her it had been a long time since this feeling, and she had always hated it. No, no, no, no, no, don't cast that I can... Dash saw the teleportation bubble surround her and then the world spun.

The bubble released inside the library dome, Dash tried to slow but couldn't and impacted the shield wall at near full speed. She collapsed the world dark now all she could think was I was almost fast enough.

She felt her body collapse to the ground and she could hear somepony's voice calling, "Rainbow Dash, wake up." It could have been anybody's voice she tried to stay awake but she couldn't and eventually she succumbed to the darkness.

"Rainbow Dash, wake up," she heard again this time she knew it was Twilight. She buried her head in the pillows of her bead, the unicorns voice making her head hurt worse. Unfortunately cloud pillows don't block the sound of a unicorns anxious voice. "what do you want Twilight," she finally yelled, her voice carried a sense of her exhaustion with it.

Comments

[TheLostwriter]

So to the ones that have read all of this, do you think I should change the tags any? I feel that I might need to add a gore tag. This is the worst chapter gore wise though and I tried not to be to descriptive. I don't think I've pushed it above the teen rating.

[TheLostwriter]

963849 Thanks I'm actively looking for a group that has prereaders that don't behave like pricks. Can you recommend one or an individual.

When/if you get around to reading the Broken series of chapters those are ones I feel need to be looked at but I haven't finished the last one yet.

[Lord Charles]

Ided help ya out but i spell so bad I'd be of no use