• Published 20th Jan 2013
  • 36,394 Views, 2,382 Comments

The Irony of Applejack - Mister Friendly

Applejack has never told a lie. Merely... omitted some details about herself...

  • ...

Chapter 13: On the Brink

Chapter 13: On the Brink

The world snapped back into being just as suddenly as it’d vanished. For all Applejack knew, she could’ve been blinded by a camera flash for as long as the spell seemed to last.

And yet, immediately she knew things were different. For one thing, icy rain wasn’t pelting her coat, soaking her and chilling her to the bone. For another, there weren’t grasping hooves grappling with her body any longer. But perhaps the biggest indicator of change was the simple fact that the air lacked the distinct sounds of battle.

Of course, Applejack had only a split second to peripherally recognize familiar landmarks; a horsehead bust lording over a round desk in the center of a room ringed by long alcoves carved from the wooden walls, creating horizontal rests for many, many books.

Her attention was, after all, less focused on the room at large, and more centered on the cyan blur currently flying mid-leap towards her.

Applejack only had enough time to brace instinctively before a mud-splattered, slightly singed Rainbow Dash crashed straight into her, sending them both toppling end over end across the library floor.

By the time the world stopped spinning, Applejack found herself flat on her back, her head banged up against a wall with Rainbow lying in a tangled heap on top of her.

“Ow,” Rainbow groaned into AJ’s chest.

“Ow,” Applejack agreed, rubbing the back of her head.

She felt Rainbow suddenly tense, going momentarily motionless before springing up onto all fours.

Just as Applejack cracked open an eye to see why, she felt something smack her across the face – something suspiciously in the shape of a hoof.

“Ow!” she complained, louder this time, opening her eyes to glare at Rainbow. “Now what the hay was that for?”

To her surprise, however, Rainbow threw the glare right back at her, looking furious. “That’s for almost getting caught again!”

Applejack paused, momentarily derailed from anything but lying on the ground and staring at her friend in surprise.

“And if you ever do something that stupid again,” Rainbow growled hotly, jabbing a hoof against the cowpony’s nose a couple times, “I… I’m going to punch you a lot harder. Like, a lot.”

Applejack blinked, crossed her eyes to inspect the muddy, quivering hoof pressed rather hard against her nose, then looked back at Rainbow’s angry expression.

“I can only save your tail so many times before it starts getting old,” Rainbow huffed, straightening up. “Keep that in mind the next time you decide to… do…”

Just as she was about to finish her threat, Rainbow rose completely upright and had been halfway through turning away – as one last angry punctuation – when she caught sight of something that drove her to silence, her gaze locking on something around Applejack’s hind hooves. Something that made her eyes go wide.

At the same time, Applejack heard every one of her friends gasp in unison in voices laced with shock.

After a puzzled moment, Applejack followed their gazes. What she saw temporarily made the dull throb on the back of her head seem rather insignificant.

The end of her tail was gone. Nearly six inches had failed to make the jump through space and time with her.

Instead, all she had was a blackened, jarringly shorn tail tip far shorter than it should’ve been. And if Applejack looked just hard enough, she could’ve sworn she could make out the outline of teeth…

“I’m sorry, Applejack,” she heard Twilight say, sounding anxious. “I tried my best, but…”

When Applejack tore her eyes off her shortened tail, she noticed Twilight struggling to stand. She looked dazed, and she was massaging the base of her horn, wincing every now and then.

“If I’d been closer, maybe I could’ve…,” Twilight said, ears flopping limply against her head.

Applejack once more regarded her shortened tail for just a moment. Then, she smiled at her friend. “Aw shucks, it ain't no big deal, sugarcube,” she reassured. “It’s just hair. It’ll grow back.”

Still, Twilight bit her lip, her eyes staying on the damage her spell had caused. She continued to remain quiet and observant as Applejack worked her way out from under Rainbow, rising and dusting herself off.

It was a vain effort, considering how dirty she was. It’d take more than a casual hoof to wipe herself clean.

But no sooner did she rise did she find herself struck yet again by a pony gone ballistic.

“Applejack!” cheered an overly exuberant voice in her ear. The owner of that hyperactive voice had her arms around Applejack, and was trying her darnedest to crush the life out of her.

“Pink…ie,” Applejack gasped, struggling to breathe around the herculean grip on her chest. “Air… air!”

It was a mercy when the jubilant pink pony finally dropped Applejack, letting her crumple once more to the ground in a heap, gasping for breath.

But she’d barely even sat up again when she was enveloped by another – much less life-threatening – embrace.

“I knew you and Rainbow were alright!” Pinkie cheered, snuggling cheek-to-cheek. But even as she professed her glee, Applejack still felt the barely perceptible tremble to her limbs that had nothing to do with her chilled coat. “I knew Vigil was lying about you guys!”

Applejack flinched, tensing for a moment. She was still for a beat, and then she raised one hoof to gingerly pat the party pony’s poofy mane.

Sometimes, it was so easy to forget that Pinkie wasn’t emotionally immune to everything not happy and funny; that she was just as capable of experiencing anxieties. It just took a whole heck of a lot more to get her to the point of showing it.

Seeing her normally happy-go-lucky friend on that verge made Applejack feel all the more guilty.

“Sorry, Pinkie,” she said earnestly, “’bout makin’ ya worry.”

Pinkie pulled away and beamed as wide as always, letting slip nothing. “It’s okay,” she said simply. “You and Dashie are okay, so I’m okay!”

All of a sudden, a look of groundbreaking realization seemed to dawn on Pinkie. Suddenly she dropped Applejack, whirled around, practically screamed “Dashie!” and vaulted through the air before her target could do more than cry “Oh bu—”.

Applejack couldn’t help but quirk an eyebrow at the eccentric pink mare as she tackled Rainbow right off her hooves. Maybe she’d been a bit hasty in her judgment.

While Rainbow fought a desperate battle to pry herself free of the pink pony’s clutches, Applejack once more worked her way upright, and without further interruptions, she finally took in her surroundings properly.

Sure enough, she found herself seated in one corner of a familiar tree library, her head only a few inches from the red painted front door.

Simple lamps hung from the ceiling, filling the space with warm, inviting light that completely contrasted the dark, gloomy shadows peeking in through the windows.

And of course, the light illuminated the rest of her friends, who were all standing on the other end of the room, their filthy visages conflicting quite spectacularly with the clean, carefully maintained room they were standing in.

Fluttershy’s bear friend was looking around warily, eying his surroundings with suspicion. He at least felt comfortable enough to place his charge back on her hooves, but he seemed in no mood to let his guard drop.

At the same time, Fluttershy seemed rather torn. She kept looking between Rainbow Dash, clearly distressed by the nasty black splotches covering her body, only to redirect to fretting over the numerous shallow cuts on the hulking bear’s forearms.

Rainbow herself was finding herself on the business end of Pinkie Pie’s boundless excitement. She’d managed to get free of Pinkie’s grip and was standing in one spot, enduring the party pony’s exuberance in silence while Pinkie whipped around her at dizzying, improbable speeds, babbling like a filly on the sugar rush of the century.

Meanwhile, Big Macintosh, clearly not used to being teleported, was looking around with a mix of wonder and confusion, like a foal shown some incredible magic trick.

It was something of a bitter relief for Applejack to see that her brother hadn’t incurred a great deal of new battle wounds. But even with numerous cuts and bruises, the big stallion barely even seemed affected in the slightest.

But as Applejack’s gaze wandered the room, taking in familiar, friendly faces, she became aware of something. Or rather, a lack of something.

“Uh… Where’s Rarity?”

Immediately the excitement in the room ground to a halt as everyone looked around. But Applejack wasn’t the only pony coming up one pearly white unicorn short.

“Rar—” Twilight started to call, worry filling her voice.

The sound of a distant door slamming shut beat her to the punch – that, and the sound of running water that had nothing to do with the rain bombarding the library.

In an instant, the entire atmosphere in the room changed – going from worried to sheer, unbridled disbelief in a heartbeat.

“She isn’t,” Applejack said, aghast.

“She is,” Twilight sighed, smacking herself in the face.

For a couple seconds, everypony just looked between each other, as if searching for some verification as to what had just happened. But the sound of a shower turned on full blast was verification enough.

“Somethin’ ain't right with that gal,” Applejack grumbled, sitting down to rub her temples. “She just… she just ain't right in the head.”

Several of her friends snickered at that, too relieved to be bothered by the fashionista’s eccentricities in the slightest.

After all, here they all were, together once more. Everypony was accounted for and safe, and the relief at that fact was almost palpable.

That fact was starting to sink into Applejack, too, and it was making her feel better than she had felt all night. Finally having so many familiar faces surrounding her eased the long-held tensions inside of her like a knot being pulled undone.

And it seemed like the same could be said about her other friends. There were smiles on each of her friend’s muddy faces and relief in their voices as they all converged, tensions falling away from their bodies.

All except one.

It took Applejack a moment, but she noticed that one of her friends was still subdued and quiet.

Twilight was still staring at the blackened and burnt end of Applejack’s tail. She looked upset, true, and AJ could almost transcribe the self-kicking that was going on in her head just by reading her expression.

But there was something else in her gaze. It was like she was waiting for something to happen, something she was clearly hoping beyond hope wouldn’t come to pass.

That look was making Applejack uncomfortable, and for reasons she’d rather not look into.

“Er… Everythin’ alright, sugarcube?” she asked Twilight carefully, trying to keep her composure even.

When she spoke, the room went quiet once more, all eyes redirecting towards the purple unicorn. That hadn’t entirely been Applejack’s intention, and now she was only feeling more uncomfortable as a consequence.

Twilight jumped slightly, distracted, and finally turned to meet her friend’s searching gaze, looking a little sheepish. “Uh, yes – I mean… what about you?”

Twilight’s expression turned into a frown as she refocused, confusion winning out over the myriad other emotions displayed on her face. “Last time I saw you guys, you were covered in bandages. But now you look fine.”

Applejack cursed internally, glancing down at her forelegs. Only then did she remember that they’d been wrapped in gauze not long ago – gauze that’d been reduced to ash when she’d changed last.

Now her legs were muddy, a little scuffed up, but more importantly, bare. And very much lacking any trace of burns.

For a moment, Applejack couldn’t help but stare at herself in surprise. Had her healing powers already run their course? Well, that sure was quick…

But as Applejack continued to inspect her forelegs, a creeping sense of unease started to overtake her. It was almost imperceptible, oozing stealthily into her insides. By the time she became aware of it, her nerves had already taken hold.

Because she knew what had to happen next.

“Twi’,” she started to say, forcing herself to speak, no matter how much she didn’t want to.

Applejack bit her lip, then glanced up, meeting the purple unicorn’s gaze. Twilight looked back at her, questioning. There was nothing in her eyes that should’ve scared Applejack. And yet, they were terrifying.

For a moment, Applejack’s nerves won out. She turned away, opening her mouth to proclaim something her brain hadn’t fully contemplated. It wouldn’t have been a lie, per se; she could simply bring something else up. After all, their situation had more than enough topics to escape to.

Her eyes, however, fell on another pair – a magenta pair. Rainbow just looked back at her, an expectant glint in her eye. When their eyes met, one corner of her mouth twisted up slightly.

She nodded just a little, her demeanor filled with nothing but pure confidence like always. Only this time, it seemed to make the room feel just a little bit less threatening. And that was all Applejack needed.

Applejack forced back her scowl, mentally kicking herself before turning back to Twilight.

“Twi’,” she started to say, speaking through a wall of reluctance. “The truth is…”


Everyone jumped and whipped around. Even the bear sitting unobtrusively in the corner sprang to his feet, on edge once more.

Twilight was the first to get her head around to look in the direction of the speaker, who’d just come to a halt at the foot of the stairs leading to the second floor.


The baby dragon halted mid-sprint, his eyes going wide when he noticed the muddy crowd occupying the ground floor of the library. He seemed bleary-eyed, like he’d literally just jolted out of bed in a panic.

He took several seconds to take in the crowded library, eyes going from one pony to the next, especially lingering on the grumpy bear slouching in the corner.

That was going to take some explaining.

“Uh… did I miss something?” he asked, shaking his head a couple times. But when he opened his eyes again the scene before him remained exactly the same; giant predator and all.

Twilight, however, frowned at the baby dragon, suspicion on her mind. “Spike… were you sleeping?”

Spike continued to blink, rubbing his forehead. “Sleep doesn’t usually come with a headache,” he grumbled.

Now Twilight’s frown was an irritated one. “Spike, how could you be sleeping at a time like this?”

“Hang on, Twilight,” Spike said defensively, “I don’t even know what happened. One minute I’m going to check up on Apple Bloom –”

Applejack blinked, taken by surprise. “Wait just a minute. Apple Bloom was here?”

Twilight nodded. “That’s why we were at the farm tonight. She came running over saying the farm was under attack and that you were hurt.”

Applejack turned towards Rainbow, who gave her the same look of confusion in return. “But, she’s…,” Applejack started to say, only to save herself at the last moment.

Twilight only barely glanced at her when Spike started to explain himself, gaining priority.

“Yeah,” Spike went on quickly, popping himself in the temple once or twice, “and after you left she said something weird, then ran upstairs. I went to see if she was alright, and the next thing I know, I’m getting woken up by her.”

Spike ended by jerking a thumb over his shoulder. Only then did the group notice that he wasn’t alone. There was a unicorn descending the stairs behind him. A lime green unicorn.

“Please pardon my intrusion,” said Hyacinth as politely as polite could be, “but we don’t have much time.”

Nearly everyone in the room gasped in shock, jumping back a step. Fluttershy took it a step further and disappeared entirely, vanishing seemingly into thin air.

Applejack and Rainbow Dash weren’t nearly as shocked as their friends, but even they were taken off guard by the changeling’s unexpected appearance.

However, they weren’t the ones to speak up first.

“Wait… I recognize you,” Twilight said in dawning realization. “You’re the one on the wanted poster Cloudkicker had. You’re the one Vigil’s after!”

Applejack and Rainbow blinked, once more sharing a look – this time, a truly bewildered one.

Even Hyacinth was pulled up short. “That’s… one way of looking at it, I suppose,” she said slowly. After all, she couldn’t necessarily dismiss it, not really.

When Twilight heard that, her eyes brightened in a way only a solved puzzle could cause them to gleam. She took a step closer, the cogs in her mind working of their own accord. “So that’s what’s going on! You got mixed up with Applejack, and because of that, Vigil and his goons have been turning Ponyville upside down looking for you! It all makes sense now!”

She never saw the dual facehoof that took place behind her.

Instead of answering right away, Hyacinth paused, then turned her gaze over to the only two ponies not giving her a nervous stare. “I take it you haven’t explained things yet,” she said to Applejack and Rainbow, quirking an eyebrow.

“Well we were about to,” Rainbow said testily, “until you two turned up.”

“I see,” Hyacinth said, her eyes settling on Applejack with a silent look of apology. Applejack gave an understanding smile in return, but said nothing.

Upon hearing their exchange, Twilight once more reverted to confusion. “You know her, too, Rainbow?”

The pegasus grimaced. “It’s kind of a long story, Believe me. But she’s cool.”

Twilight clearly wanted more than that, but she was interrupted when Hyacinth raised her voice.

“We don’t have time for the long version of things,” she said firmly. “Vigil’s forces will be here shortly, so let’s cut to the chase.”

She stepped passed Spike, who was still shaking the sleep from his head. Twilight maintained her distance, frowning warily.

Hyacinth took a few slow steps in the direction of her niece, keeping Twilight in the corner of her eye while doing her best not to spook her.

But for just a moment, Applejack saw her eyes flick over to her and quickly scan over her frame, registering every little nick and scuff in the time it took her niece to figure out what she was doing.

“Look, Twilight Sparkle,” Hyacinth said suddenly, intercepting the unicorn’s question before she could do more than open her mouth, “I’d be more than happy to answer your questions later, but right now we don’t have the time. There is an entire army out there intent on either capturing or killing all of us, and if we don’t stop it now, there is no telling how far Vigil will go.”

Twilight’s frown deepened. “I still don’t understand why,” she said. “Why is he after you?”

Hyacinth was silent for a moment, her eyes appraising the young unicorn in front of her.

But just when Twilight thought she wasn’t going to receive any kind of answer at all, Hyacinth proved her wrong.

“I understand that tonight is not a night to be trusting blindly,” she said. “After all, not everypony is who they appear to be, are they?”

Twilight’s eyes got huge, her pupils shrinking at her words. Her very familiar words.

…not everypony is who they appear to be…

“You’re…,” Twilight breathed, thunderstruck.

Hyacinth merely smiled slightly. “A guardian,” she said, and for half a second, her eyes flicked over to some point beside her, “trying to protect the one dearest to me.”

Twilight froze in place, turning as still as a statue. She was all-but petrified for a small, timeless eternity as her eyes got still wider. But on the inside, her mind was working faster than it had in a very, very long time.

Twilight didn’t turn towards her, but for just one moment, one of her ears twitched in the direction of the one standing closest to Hyacinth, as if denoting just where – or rather, with whom – her thoughts were.

Applejack glanced between the two, uneasiness in her heart. Twilight’s eyes were gleaming…


Everyone in the room did a double take, going from Twilight to Hyacinth and back.

Whatever reaction they’d been anticipating, that was not it. Not by a longshot.

“Uh, Twilight?” Spike interjected, joining the ranks of the confused. “Didn’t she just say…?”

“I know what she said, Spike,” Twilight said curtly. She never took her eyes off Hyacinth, but some of her composure came back, her features resetting into a demeanor of determination. “But if Rainbow vouches for her, then she can’t be so bad, right? Besides, we don’t exactly have time on our side.”

Hyacinth’s smile wilted, a serious edge glinting in her eyes. “That is correct. The more time we waste, the longer Vigil will have to come up with a new plan of action.”

“What more could he do?” Rainbow cut in sourly. “He’s already taken over Ponyville and made Applejack a criminal. What else is there?”

“And why take over Ponyville in the first place,” Twilight added, frowning. “It makes no sense.”

“I can’t be sure,” Hyacinth admitted. “Vigil is making him and his men far too visible. The risk he’s taking… It’s not like him. He must be up to something. I just wish I knew what.”

“So, what’re we supposed to do?” Rainbow said, rising into the air a little to fold her hooves across her chest. “Just how many bad guys are we supposed to beat down before he gets the message?”

“Too many,” Twilight said, thinking hard. “There was a whole guard division moved to Ponyville after the attack on Canterlot.”

Rainbow hesitated, her irritation slipping slightly. “Is… is that a lot?”

“Yeah. That’s a lot.”

Silence fell over the library for a few long seconds. No one knew what to say to that.

The light of reunion was gone by this point. All that was left was the uneasiness of everyone present, and the challenge that laid ahead – a challenge that only seemed to get bigger and bigger as it approached.

It took it a little while, but finally the question was asked that was on everypony’s mind.

“So what’re we supposed to do?” Rainbow asked the silent room.

At first, no one answered. No one had a good answer for how exactly a small group of unarmed ponies were supposed to take on an entire army and win.

Well… almost no one.

“There is a way.”

All eyes turned towards Hyacinth as she looked around the room. “When changelings embed themselves into a society, it can be almost impossible to get them out,” she explained. “Even a small group like the one here in Ponyville can turn the entire population against itself without ever risking exposing all of their operatives. But… there is a way to beat them.”

“And that is?” Twilight prompted, hopeful despite herself.

“We attack the source of their power,” Hyacinth said simply, tapping a hoof meaningfully. “We cut them from their sources of love. Without that, they won’t have the magic to keep control of their assets, and the whole problem will unravel itself.”

“And how do we do that?” Rainbow asked.

“Vigil will have a… cache of sorts hidden away somewhere,” Hyacinth explained.

No one resisted the urge to shiver at that. Even Hyacinth looked uncomfortable with her own choice of words.

“Once we find that,” Hyacinth went on, “we free the ponies. Without those ponies giving the changelings the love they need for their spells, Vigil will have no choice but to either surrender or retreat. He won’t have the power to fight.”

“And whatever plans he has for Ponyville come to an end,” Twilight said with a nod.


“Just one problem,” Rainbow pointed out, raising a hoof. “How are we supposed to find this cache?”

Hyacinth only gave her a knowing grin. “Because I know where it is.”


A blaze of emerald fire lit up the darkened room, flaring into existence for a moment as a magical hole ripped open on one of the bare stone walls.

Vigil cantered quickly through the gaping portal without breaking stride. He moved quickly and precisely, his goal already in mind.

But he wasn’t alone. Several more changeling portals bloomed into being on the floor, walls and ceiling, depositing half a dozen obsidian forms into the awaiting chamber.

The commotion didn’t go unnoticed however.

As Vigil strode forward, he noticed several blue eyes blinking open in the darkness, surveying the intruders from a safe distance.

No one approached the group; no one needed to. Vigil simply raised his voice, addressing not one but rather all present.

“Send the word,” he ordered. “We move now.”

An excited buzzing filled the chamber for a moment, hissing voices whispering excitedly amongst each other.

And just like that, the room emptied. The scuffling of hooves on the floor and walls receded, and quite abruptly Vigil and his entourage were alone.

Through it all, however, Vigil did not so much as miss a step. He continued right on walking at a brisk pace, cantering over to a heavy, studded door.

“No more mistakes,” he muttered to himself, lighting his horn as he telekinetically shoved open the door before him.

And beyond that door was a rain-drenched balcony; a balcony jutting from the side of a monolith of stone and timber rising far above the earth, lording over the cityscape of the small, waterlogged village at the bottom of its hill.


“The guard post?” Twilight repeated, astonished.

Hyacinth nodded gravely. “Yes. That is where he will be keeping the ponies whose love he and his men are feeding off of, now that he’s taken control of the division.”

“How are we supposed to even get in there,” Rainbow said exasperatedly. “The guard post is a fortress! No way they’ll let us just waltz in the front gate.”

“The post is still under construction,” Twilight pointed out, rubbing her chin thoughtfully. “With all the guards Princess Celestia had posted here, they had to do a lot of last-minute renovations to the layout. Most of them aren’t even close to being finished, either.”

She looked up at everyone present then, meeting each of their gazes. “Once we get past the guards, getting in should be easy.”

“Then what are we waiting for?” Rainbow asked impatiently, flicking her tail in agitation.

“Rainbow’s right,” Applejack agreed with a nod, scowling. “The sooner we get this over with, the better.”

“Yeah!” piped up Pinkie, taking a step forward. “Nopony messes with Ponyville but us!”

“Um…,” mumbled Fluttershy to no avail, “maybe we should… um… tell Princess Celestia…?”

“Yeah!” Rainbow said loudly, completely missing the yellow pegasus’ demure voice. “It’s time we bucked Vigil right out of town!”

“But… what about…?”

Hyacinth, however, pursed her lips. “Well, for one thing, I can’t be sure that Vigil won’t –”

She never finished her sentence.

Before she could voice her concerns in their entirety, the whole library gave a fitful tremble, rattling windows and fixtures in time with a distant, ominous boom that was too earthbound to be thunder.

And that was when the screaming began.

Every pony in the library stared at one another, wide eyed with rising terror. Then, as one, they all rushed to the nearest windows, piling together to get a good view.

What they saw brought a cold chill into their hearts.

Fireballs were raining from the sky. Green fireballs.

As they watched, several collided with houses and homes, tearing holes through walls and thatched roofs.

Windows blew out. Drywall and bits of roofing material joined the growing clouds of dust shooting into the air as changeling after changeling dropped from the cloud-ridden sky in envelopes of acidic fire.

That was all it took to throw the entire population into full-blown panic.

Doors were flying open all up and down the street from the library as countless ponies bolted from their damaged homes, screaming and shouting in fright.

The whole time they ran, changelings were coming down all around them, impacting the ground like cannonballs as they fell amongst the panicking masses.

Applejack could only stare in horror, her heart thudding painfully in her chest. “Vigil’s attackin’ Ponyville!”

“Ya think?!” Rainbow snapped back. “Come on! We gotta do something!”

That was all the direction her friends needed. Together, they all ran for the door, adrenaline already pumping.

Hyacinth, however, hesitated. There was an ominous feeling in her chest, one that was only escalating the more she thought on it.

“Wait!” she called, but it was too late; the ponies were already yanking open the front door and preparing to dash into the sheeting rain beyond.

She cursed under her breath, eyes flicking to the emerald flashes beyond the door that were quickly popping up city-wide.

Something’s not right… This isn’t like Vigil at all. What is he up to now?

But she didn’t have a good answer, and that was really worrying her.

At the last second, Twilight hesitated, and that was to throw a look over her shoulder towards the nervous baby dragon still standing at the foot of the stairs.

“Spike, send emergency letter thirty-nine B, then tell Rarity to get moving!”

Spike blinked, startled even further. “Rarity? She’s here?”

But Twilight ignored him. Instead, she chose to turn towards a nearby bookcase of all things. “Come on, Fluttershy! We gotta move!”

“You go,” came Fluttershy’s shrill, frightened voice. “I’ll just… wait for Rarity! I’ll just stay here and…,”

Twilight opened her mouth to argue, but another, much louder detonation decided the matter for her.

“Alright, just… be careful,” Twilight muttered before turning around and disappearing out the door, her form fading into the deluge that awaited her.

That left only four inhabitants standing in the nearly empty – yet rather muddy – main room.

It took only half a second for Spike to recover, spin on his heel and fly up the stairs as fast as his little legs could carry him.

Hyacinth watched him go for a moment before turning towards the still open door lolling in the low wind.

She could easily hear the sounds of explosions and panic over the rain and thunder.

It wasn’t the most inviting of exits; that was for sure.

But Hyacinth merely squared her shoulders and exhaled slowly. Well then… time to settle this once and for all.

She turned in the direction of Fluttershy, who – to her surprise – was looking back at her nervously.

“Lock and barricade the door, dear,” Hyacinth instructed. And with that, she, too, vanished out into the stormy morning and was gone.


Ponyville was in chaos, simply put.

Scared and panicked ponies took off in any direction that wasn’t currently blowing up.

Changelings swarmed through the darkened sky, illuminated only by their spectral blue eyes and vivid green magic.

Every now and then, one would dive-bomb the city, crashing with reckless abandon into whatever may be unfortunate enough to lie beneath it; park benches, lamp posts, even houses were being demolished, slowly but surely.

Applejack and company emerged onto this scene of total panic; the only stationary ponies in a street filled with a mob of panic-stricken mares and stallions all running in the opposite direction of the carnage.

It only got worse when Applejack noticed that it wasn’t just flashes of emerald magic that were raining destruction on the town. She found that out when an ocean blue spelled hissed passed her right ear, missing it by only a few inches before blowing a chunk out of one of the tree library’s many balconies.

“The Guard and the changelings are working together!” she heard someone shriek at the top of their lungs. “Everypony, RUN!”

A split second later, a bright flash of jade lit up the rainy street, and an entire house exploded off its foundations with an ear-shattering bang, sending debris the size of washing machines soaring high through the air on a plume of changeling fire.

“Look out!” Rainbow cried in Applejack’s ear, an instant before she tackled her to one side. A split second later, a shattered support strut struck the ground exactly where Applejack had been standing with enough force to carve a trench through the cobblestone street before falling flat on one side with a heavy thud.

Applejack blinked in astonishment, eyes locked on the thing that’d very nearly flattened her. “Thanks, RD.”

Rainbow just smiled. “What would you do without me?”

Before the deadly projectiles could find any more would-be victims to crush, the sky overhead seemed to change color.

Twilight grunted, forcing every bit of magic out of her horn that she could. One by one, she snatched up the chunks of falling rock and timber midair, and with a gasp, she forced them all to a standstill, some coming within arm’s reach of cowering ponies.

“Yay! Way to go, Twi’!” Pinkie cheered jumping up into the air.

Twilight, however, wasn’t quite so chipper. She groaned as she forced her head up, struggling against what felt like the weight of the world.

She could feel every object she was suspending in the air like they were crushing down on her.

There were few times in Twilight’s life where she found herself pushed to her limit magically. No one act had ever done it, and this instance was no exception.

And in that moment, she was feeling that rarely seen limit. A night filled with nothing but large, complex spells that pushed her own abilities every time were bound to take their toll on anypony.

This spell in particular was not beyond her abilities, but… the building exhaustion nearly was.

All Twilight could manage was to heave the bulky objects away from anyone they may hurt. She forced them through the air, eyes pinned shut tightly, visualizing her goal, focusing on it alone, until finally her horn sputtered out.

Every chunk of rock she’d been supporting midair dropped like so much dead weight, crashing together with thunderous impacts in one solid line nearly two ponies tall, spanning from one end of the street to the other just as the last pony darted passed.

She wobbled, staggered, but somehow managed to keep her hooves beneath her.

“There,” she gasped breathlessly, “that… that should buy us some –”


Another flash of magic, this time a golden one, and Twilight’s hastily created barricade was reduced to gravel and kindling.

Everyone shielded their eyes and faces from the pelting debris as it rained down on them, cringing back a step or two in the process.

As the ponies were just beginning to recover, however, a loud, bellowing voice rang out over the sounds of destruction, booming forth to meet everyone’s ears.

“Seize them all! Let none escape!”

Twilight and her friends stared in complete shock in the directions of the speaker, taken aback.

“Steel Shod? But… but I squashed him!” Rainbow cried, somewhere between shock, horror and indignation.

“Not hard enough, looks like,” Applejack said sourly.

“I can fix that,” Rainbow snarled, crouching low.

At the same time, the towering stallion’s eyes fell upon the mares and stallion standing in front of the iconic tree library.

Through the dust cloud, only the changeling magic burning in his eyes could be seen of the huge stallion, but it was enough to tell just where all of his attention was aimed at.

“There they are!” he bellowed, thrusting a hoof towards the group of ponies.

“Here we go again,” growled Applejack, baring her teeth in a snarl, just as a whole column of guards lowered their spears and rushed en masse with a fierce battle cry out of the dust cloud.

Applejack was just starting to think that maybe they’d made a mistake standing their ground against so many lethal spear tips when she heard another bellowing voice – this time coming from behind her.

“Everypony! Duck!”

No one even hesitated to think about it. Applejack and her friends hit the mud as fast as they could, and still without a moment to spare.

For at that moment, a huge shadow went flying over their heads, missing them by mere inches.

Even as addled as the guards were, they had enough sense left in them to understand that a flying piece of timber was not a good thing.

The entire front line ground to a halt, but not one of the guards had enough time to dodge the oncoming support strut before it collided with them hard enough to knock nearly two whole ranks right off their hooves.

Charging ranks of guards collided with the knocked over ones, and suddenly it turned into a giant pileup of flailing limbs and armor.

Applejack blinked in shock, then glanced over her shoulder.

Big Mac was wiping his hooves, frowning. “We ain't got time to sit ‘round,” he stated simply.

He was right. Already the guards were showing signs of recovering. Applejack and company had only a few seconds before they’d be up again.

So, together, all five mares sprung upright, turned around, and bolted without a moment’s hesitation.

“This way!” Twilight shouted over the din, and when Applejack looked, she saw her friend motioning down a seemingly random street free of guards and bombarding changelings. At least, for the moment it was.

Together with her friends, Applejack whipped around and bolted after the unicorn without hesitation, each working their legs as fast and hard as they could.

Most of them, anyway.

“Uh, why are we running away?” Rainbow asked rather heatedly, flying alongside Applejack.

“Cuz we got bigger fish ta fry,” Applejack pointed out. She turned to give her friend a hard look. “We get to the guard post, we free all the ponies, then we tan Vigil’s hide.”

Rainbow sighed grumpily, somehow managing to pout mid-flight. “Oh alright…”

Applejack just rolled her eyes and kept running.

At the same time, up ahead, another hasty conversation was taking place.

“Are you sure about this, Twilight Sparkle?” called Hyacinth, catching up with the unicorn.

“Positive,” Twilight said with absolute certainty, not taking her eyes off the road in front of her. “My brother made me memorize where the post was, in case of emergency. If we stick to the outskirts of Ponyville, we’ll get there in no time.”

Hyacinth couldn’t help but feel slightly impressed with the unicorn. Instead of charging straight through Ponyville – and likely the bulk of Vigil’s forces – she had the presence of mind to skirt around the worst of it.

She didn’t have much time to dwell on that, however.

She heard the changeling’s cackling long before she ever glanced up to see the little fiend, enveloped in a sheath of emerald flame, streaking straight towards them.

Hyacinth frowned in annoyance, then lit her horn.

“Watch out,” she barked, throwing one hoof roughly into the changeling’s intended target; Twilight.

She yelped as she staggered to one side, very nearly toppling to the ground as she struggled to keep her balance and momentum. But more importantly, she shifted just far enough to one side for Hyacinth to cast her spell.

Just a split second before the changeling could collide with the hard, wet earth, he suddenly found the ground notably less solid.

By the time he even know what was happening, he’d already sailed straight through the awaiting portal Hyacinth had ripped open in the street.

There was a beat, and then the changeling came screaming – literally screaming in panic – improbably out of a nearby building’s wall before crashing into the house next door with a nasty crunch.

Without missing a step in her gallop, Hyacinth glanced over to her side, politely meeting Twilight’s stunned gaze.




The group tore through city street after soggy city street, taking corners with as little speed lost as possible.

With each block they passed, the cluster of buildings seemed to get thinner and thinner. Little by little, the hills beyond Ponyville became more and more prevalent on the horizon as the fringes of the town drew ever closer.

But the longer they ran, the more the chaos caught up to them.

Again and again they heard the sounds of top-heavy guards skidding through the mud and slick cobblestone streets behind them with a helpless yelp, usually ending with a thud or bang as some inanimate object aided in stopping them cold.

Changelings continued to hail from the stormy sky, some crashing to earth only to immediately vault back into the air for another go. So far their targets seemed arbitrary and based on whim more than strategic importance, but over time their aim was getting more focused.

Spells struck all around them, blowing chunks out of buildings and streets. One came so close to Applejack’s leg that she felt pebbles pelt her legs.

“Come on,” Twilight shouted from the head of the group, “We’re almost…”

Her voice died when they rounded a corner at speed… only to come to a screeching halt.

They’d finally reached the outermost limits of the town. On one side and behind them stretched the familiar, inviting vista of Ponyville – now marred by fires and smoke and the occasional detonation of magic.

Everywhere else, however, was open, soggy countryside and rolling fields and brown grass.

And everywhere they looked, there were guards.

Every possible avenue – from the thoroughfares to the smallest of side-streets – was blocked off by brainwashed stallions and undisguised, cackling changelings.

The air buzzed with pegasi and changeling wings, giving Applejack and her friends absolutely no avenue for escape.

“Where you going, little ponies,” one of the changelings jeered, much to the amusement of his fellows. “You girls lost?”

“Nope!” replied Pinkie, still as incomprehensibly chipper as always, bouncing in place. “We’re just on our way to the guard post to –”

“Pinkie!” Twilight snapped, cutting her off, but she, too, fell quiet when she heard still more dark chuckling breaking out all around them.

“Funny,” came a disembodied changeling’s voice through the crowd, “We were just about to offer to take you there.”

Lightning crashed overhead, momentarily outlining every single adversary currently staring Applejack and her friends down.

As she looked around, sizing up her enemy, Applejack met Rainbow’s eye once more. “Forget everythin’ Ah said earlier,” Applejack stated in a private aside.

Rainbow grinned viciously, striking her hooves together. “Tanning hides in five…”


Vigil swept his eyes over the scarred and battered streets of Ponyville, ignorant of the screams and explosions all around him. In fact, the smell of burning rubble drifting along in the wind was almost pleasant to him at the moment. It was the sign of a plan going accordingly.

He continued to watch the mayhem unfolding in the town from the guard post’s highest balcony, partly overseeing, partly enjoying the show. After a night filled with nothing but frustration and failure, it was nice to finally see his labors bearing fruit.

A simple veil of changeling magic over his head kept the rain off him, but he hardly cared at the moment either way.

He cared about it even less when he noticed a changeling flying to a stop in midair in front of him before giving a crisp salute.

“Captain, we have Applejack and her friends cornered,” he reported without inflection. “They’re resisting, but we should have them under control shortly.”

Vigil’s eyes drifted off of the cadet for a moment, instead turning towards Ponyville once more. Or to be more specific, one particularly hectic spot on the outer-most reaches of the town.

“Good,” Vigil said, perfectly masking his smile. “See to it that they don’t slip away this time.”

For a moment, his expression hardened as he glanced over his shoulder, meeting the six pairs of icy blue eyes glowing in the darkness beyond the door behind him.

“No mistakes,” he stated.

They all nodded without question, and in six emerald gouts of flame, disappeared entirely.

The changeling in front of Vigil saluted again, turned, and flew off into the downpour once again, leaving the changeling captain alone on his balcony.

Only then did Vigil allow himself a small smile. Everything was finally going according to plan.


For the second time that morning, Applejack found herself in a desperate fight for her life against a seemingly never ending onslaught of adversaries.

No matter how many she knocked down, more just kept coming. The square was filled with alarming numbers of unconscious guards already, and with every buck and punch she threw, she added still more to that pile.

But right away, she knew something was different. The changelings, it seemed, had wised up.

Applejack could see them, lingering in the background, taking potshots at her and her friends with spells on occasion, safe behind an absolute crush of armored stallions.

So far none of their spells were connecting… so far. But that was only because of the guards between them. Still, there’d been some close calls already.

When Applejack bucked yet another guard into still more of his companions, she had to quickly dive to one side to avoid a jet of emerald light as it streaked through the newly created opening. It went wide regardless, reducing a nearby “Welcome to Ponyville!” sign to a pile of smoking ashes.

Not far off, Twilight was struggling against several unicorns at once. She blinked in and out of existence here and there, dodging strident blasts of magic before taking aim and firing her own spell in return.

But she, like every one of her friends, was wearing down.

At one point, she connected a transmogrify spell dead on a stallion’s chest, and yet he hardly spent ten seconds as a potted begonia before snapping back to a very disoriented stallion once more.

Twilight bit her lip when she saw that. There was a terrible ringing in her ears, and her hornache had developed into a full blown migraine at that point.

She was distracted, however, when Rainbow came skidding to a halt next to the purple unicorn with a yelp, sliding to a stop on her back. She was up just as quickly, but Twilight noticed she wasn’t putting very much weight on one of her hind legs.

“Rainbow, you’re –” Twilight started to gasp – both out of shock and out of a need for breath.

Rainbow ignored her pointedly, snarling. She had more important things to worry about.

The guards that’d thrown her off balance were already rushing to fill the gap between them, bellowing and waving their spears.

Rainbow bared her teeth, leaned back, then shot forward like a bullet, thrusting her forelegs out in front of her.

The first stallion only had a split second to register the incoming blue blur before a pair of hoofs collided with him so hard he was knocked to the ground.

Rainbow planted her hooves on the stallion, flattening him still further to the ground, as she went end over end. Propelled by her momentum, she sailed rear hooves first straight into the face of the guard behind the first, striking him with enough force to send him cartwheeling back the way he came.

But the impact sent a lance of pain up her injured leg, making her wince.

It was all it took for Rainbow to miss her footing, sending her crashing to the ground with a pained yelp.

Every nearby guard whipped their heads around, drawn to the agonized sound like sharks to blood.

“Get her!” she heard from some point behind her.

She just barely managed to turn her head just far enough to see the one who’d spoken; a muscular stallion, rushing straight towards her, spear aimed straight at her exposed side.

“Oh… crabapples…”

Rainbow winced, bracing…


Her eyes shot open again, just as she heard a loud clang of metal on metal. “App—”

But what she saw caught her completely off guard.

A green earth pony was standing over her on three legs. The fourth was clasping a spear in its crook, whose tip was jammed into the shaft of the oncoming stallion’s weapon, shoving it harmlessly into the cobblestone.

“Hyacinth,” Rainbow gasped.

The mare ignored her, keeping her focused gazed trained on the stunned stallion.

With a sharp twist, she yanked the spear free, spun on the spot, and struck the guard on the side of the head with the butt of her weapon, throwing him to the ground.

She went up on two legs, continuing to spin, and swung the spear across her shoulders, switching hooves, and swatted away another spear before introducing its owner to the other end of her weapon, knocking him out cold.

“Get up!” she barked, fluidly dodging another thrust.

But for a moment, Rainbow was transfixed. Hyacinth moved with ease, transitioning from three to two – even to a single leg when needed. At one point, it was as if the old changeling was dancing, except each step usually ended with a weapon flourish and another dropped stallion.

She only snapped out of it when Hyacinth grabbed her by the shoulders and shoved her upright.

“I’m not going to tell you again,” she snapped irritably.

“Er, right,” Rainbow said back sheepishly, jumping to all fours.

“Good,” Hyacinth said, though she sounded too focused to really be pleased, “Now, you need to get to Appleja—”

A frenzied cry cut her off. Both mares turned around, just in time to see no less than five stallions making another push, charging in unison.

Hyacinth and Rainbow had no choice but to give up still more ground by jumping out of the way before they could get skewered before once more returning to defending themselves.

For at that point, there was little else they could do; defend themselves. There were too many attackers coming at them at once to even consider taking the offensive.

Little by little, they were losing ground. Inch by inch, foot by foot, they were forced back.

With the entirety of Ponyville’s defensive force bearing down on just six ponies, it was a miracle that they hadn’t been overrun already.

But those same six ponies were tenacious. They fought with growing desperation and burning determination, refusing to give in even as they were pushed back into a corner.

Pinkie had somehow acquired a baseball bat – “in case of baseball emergency” – and was doing her level best to play the world’s largest scale game of Whack-a-Diamond-Dog, all the while crying out “Bonk!” with each successful hit.

Big Macintosh had a stallion by the ankle, and was using his own – slightly more alive – bludgeon to beat down everything in his general vicinity.

Yet, even as the body count rose to staggering numbers, the changelings kept driving the guard onward. As soon as any guards roused from unconsciousness, they rose and continued fighting.

After a while, even Rainbow started to realize how badly the odds were against them.

Hyacinth’s pilfered spear shattered across another’s. Pinkies bat disintegrated under a changeling’s spell. Big Macintosh lost his grip on his unwilling weapon.

Finally, exhausted, out of breath and beaten, Applejack and her friends put their backs to the one place the guards weren’t pouring out of; the open fields beyond Ponyville and a small, despairingly exposed platform affixed with a tiny, flimsy shack that sat between the ponies and the open countryside.

They backed up slowly as the seeming inexhaustible army menaced closer and closer, spears leveling towards them.

Lights popped in front of Twilight’s eyes, her horn sputtering and fizzing fitfully. She was leaning heavily on Pinkie’s side, but the sheer magical strain she’d put on her body was making it difficult to even stand.

Big Macintosh was breathing hard, exuding great plumes of hot steam with every breath he took. He’d incurred a shallow cut over one eye in an attempt to protect Twilight when she’d fallen to the ground, and now that eye was clamped shut to keep the blood out.

He’d placed himself in front of Pinkie Pie, who was taking the time to try to rouse her purple friend properly. But despite her forced cheer, everyone saw how flaccid her mane had become.

Rainbow limped backwards on only three good legs, putting herself stubbornly in front of Applejack and Hyacinth, who were both backpedaling at Big Mac’s side. She was hardly more than a few inches ahead of Big Mac, and yet to his sister, it felt like a mile.

Together, they all backed up the platform’s ramp, never giving the enemy a chance to strike at their backs.

But even as they radiated nothing but defiance, each and every one of them knew that they were running out of options.

They were tired, they were outnumbered… they were beaten.

Applejack cursed internally even as she struggled for breath.

“Alright… alright, they got a lot of them,” Rainbow wheezed begrudgingly. “I think… I think we’re… even now.”

Applejack bit her lip. She kept her eyes on the back of her friend’s head, her chest tightening.

Rainbow looked… terrible. And yet, even though she was covered in mud and burns, even though she was covered in dozens of cuts and bruises, and even though she was hobbling on only three good legs, she showed no sign of giving up. She would fight to the bitter end if she had to.

And Applejack knew who the responsible party would be if it ever came to that.

“Rainbow, Ah… Ah’m sor—”

“Don’t you start with me,” Rainbow snapped irritably, temper flaring without warning. “Cuz I don’t want to hear it.”

But after a moment, her fire started to gutter. Her wings deflated, falling horizontally outward. “But… you know… in the one in a million off chance we don’t make it… I just want you to know that… It’s seventy eight to seventy six.”

She glanced over for a second, catching Applejack’s eye and smirking weakly. “You owe me twenty bits.”

Applejack paused. For a moment, she couldn’t move. It was as if for one heartbeat, the world stopped in its tracks.

And in that small, infinitesimal timeframe, all Applejack heard were Rainbow’s words bouncing again and again in her head, echoing down inside her.

…in the one in a million off chance we don’t make it…

…Off chance we don’t make it…

…Don’t make it…

She’d heard Rainbow say those words, but… for a moment, she didn’t believe it. But slowly… slowly it began to dawn on her.

They weren’t going to make it.

And it was all because of her.

And with that, the world came back into crystal clear focus. Applejack didn’t care that she felt tired, or that her hooves were throbbing from kicking so much. She didn’t care that she was drenched to the bone with sweat, mud, blood and rain.

All she cared about was that her friends, her family, Rainbow… they were all in danger because of her.

And she was not going to stand for it any longer.

Applejack stopped backing up. She planted her hooves, and even though her eyes fell on the cruel, glinting spears as they inched closer and closer towards her, she no longer feared them.

In that moment, she didn’t fear anything.

“Ah promised myself Ah was through with runnin’…”

Rainbow hesitated before glancing back towards Applejack. Only then did she notice she’d come to a complete stop.

Even if only by a single step, now she was the one at the front of the group. And yet, she didn’t seem to care in the least, even as more and more spear tips starting to point towards her instead.


Applejack didn’t turn towards the sound of Rainbow’s nervous voice. She just kept staring down the closest guard.

“Nopony else is gettin’ hurt cuz of me today,” Applejack growled. “Ah ain't lettin’ that happen anymore.”

Suddenly, she raised her head, aiming a sharp glare further back through the amassed ranks – towards the icy blue orbs lurking in the shadows.

“You changelin’s want me, don’t ya? Well here Ah am!” she bellowed at the top of her lungs. “Stop playin’ games and come get me!”

“Applejack!” Rainbow gasped, horrorstruck, but Applejack ignored her.

If anything, she took a step forward. The nearest spear blade was well within arm’s reach; plenty close for a lethal thrust through the chest.

But Applejack merely glared, unfazed. Anger pulsed through her, annihilating any last vestiges of fear and cowardice like a tidal wave.

For a moment, her eyes pulsed amber in the gloom. A single tongue of emerald flame rolled off her cheek.

No one missed that. Absolutely no one. But Applejack was too focused and too furious to care.

Applejack opened her mouth once more, fury peaking. “COME GET –”

A loud, throaty howl rent the air, drowning out her bellow.

All heads turned as one in the direction of that howling sound, equal parts surprised and alarmed.

That was when everyone seemed to notice the glinting steel tracks laid in the ground right next to the platform the group of ponies were standing on. Only then did the masses start to understand just what that seemingly random platform was.

It was a train station.

Everyone present learned that for themselves when a train came barreling down the tracks with a full head of speed, gushing steam and smoke worse than an enraged dragon on the rampage.

And the moment it came in sight of the station, every single wheel locked up.

The air was filled with an ungodly shrieking of protesting metal on metal. Fountains of angry sparks poured from the tracks worse than a fireworks display as the whole thing ground to a halt, ton by ton, car by car.

Every eye was on the train at this point as it finally came to a standstill with a loud blast of pressurized steam.

Not a single light was on in the train. The windows were all dark and ominous, betraying nothing of the interior.

So when the doors on every car eased open in unison, Applejack was already bracing for the worst.

For a moment, nothing happened. Only the rain made any sound in the tense silence, pounding against the train’s metal roof and the scores of armored ponies waiting on the battle worn group’s other side.

But in a split second, all of that changed.

With a mighty roar, a crush of ponies surged from every single train car like a tidal wave. And each and every one of them was clad in gold.

Before the brainwashed mass of guards could even begin to react, an entire legion of Canterlot’s finest plowed straight into their ranks, shattering spears and bowling over entire platoons before they even knew what hit them.

Suddenly, it wasn’t the battered and weary group still huddled together on the train platform that was outnumbered.

Cries of panic mixed with war cries as the Canterlot Division washed over the Ponyville Division with the power and speed of a tidal wave, uncontested and unmatched, giving their adversaries little time to react at all.

Applejack could only stare in total, near-uncomprehending disbelief as guard after guard charged passed and around her and her friends. Already the Ponyville Division had been pushed back to the buildings on the edge of Ponyville. Only then did true sounds of battle begin.

It was Rainbow who managed to recover the use of her voice first. “Holy mother of Celestia, where’d these guys come from?!”

“Well, I couldn’t let you girls have all the fun.”

Only that voice could’ve caused everypony present to tear their eyes off the spectacle taking place before them and turn to the one pony standing behind them.

The white stallion smiled back at their stunned faces, thoroughly enjoying their reactions.

“Shiny,” Twilight breathed aloud, focus returning to her weary gaze.

Captain Shining Armor smiled more gently at his younger sister as he stepped forward. “Sorry I’m late, Twiley,” he said, giving her a one-armed hug.

“Then… then, you got the letter?” Twilight asked, peering up at her brother. Her head still rang like a church bell, and focusing on anything felt like torture. But for this… for this, she could bear it.

“I wouldn’t know anything about that,” Shining stated simply, stepping away once more, a smile still on his face. “All I know is that Princess Celestia ordered us mobilized and ready to fight.”

He glanced away from his weary sister for a moment, surveying first her friends and then the battle raging in the streets beyond the train platform.

Already the changeling-controlled division was rallying. Clanging spears and shouting filled the rainy morning air. Flashes of explosive magic were once more lighting up the gloom as unicorn platoons dueled throughout the streets.

“I have to say, though; I wasn’t expecting to be fighting Steel Shod’s men,” Shining added, frowning. “I almost didn’t give the signal to charge until I saw you guys on the platform.”

Twilight grimaced, rubbing her horn fitfully. “Yeah… changelings do that.”

That got Shining’s attention. “Did you say ‘changelings’?”

“Yeah,” Rainbow interjected, “And they’re using the guards as meat shields.”

Everyone winced at the bluntness in her choice of words.

“Not if we have anything to say about it,” Shining stated with certainty.

Rainbow couldn’t help but grin at that, already eager to get back into the fight. She could be tired later; there were butts to kick now.

“Aw yeah, and now we got our own army to back us up!” Rainbow cheered, her bravado coming back with a vengeance.

But Shining only gave her a rueful grin. “I hate to break it to you, but we’re not the cavalry. We’re just the entourage.”


“Ah, that’s so much better,” Rarity sighed, trotting happily out of a steam-filled bathroom, her mane and coat damp but presentable.

She hadn’t gone through her entire grooming routine, however; there was a state of emergency that needed dealing with. But the important thing was that she was once more comfortable in her own coat and thus decidedly less inclined to commit equicide on the next living thing she came across.

“Twilight, darling,” Rarity called through the library, “You really must tell me where you get such lovely mane conditioner!”

But when nopony answered, Rarity couldn’t help but pause. Usually her friend was quite punctual with her replies. She was considerate like that.

So, still magicking a brush through her mane as she walked, Rarity made her way to the ground level, feeling equal parts miffed and concerned.

But when she entered the main room of the library, she wasn’t met with the sight of all of her friends.

No, she only spotted two, plus one rather gargantuan bear.

Spike, Fluttershy and her bear friend were all leaning up against the front door to the library. And not just leaning casually either; the grizzly had his back pinned to the door, his clawed feet scrabbling against the ground as he forced his entire weight against it.

And a moment later, Rarity found out why.

The entire library shook with the force of a collision on the front door. It was hard enough to just barely shift the bear a fraction of an inch, the door bowing out in a way that couldn’t be structurally healthy.

And then she heard the voices. Quite angry voices, by the sounds of them.

“Open up right now!” someone was bellowing on the other side of the door as it was struck again.

“No one’s home!” Fluttershy squealed. She was pushing both hooves against her animal friend’s fuzzy belly, but with little to no effect. Every blow on the door nearly toppled her onto her backside every time.

“We can hear you, idiot!” bellowed the pony on the other side of the door, followed by another attempted breach.

“No you can’t!” Fluttershy squeaked in a tiny voice barely audible by even the ones in the same room as her.

Rarity could only blink in surprise, taken aback. “Fluttershy… what’s going on?”

The yellow pegasus snapped her head around to look at the unicorn. Nearly instantly she’d spun around completely and folded herself into a sitting postion, as if trying to cover up misbehaving.

“Oh, hello Rarity,” she said with a small smile. “Are you feeling better?”

Rarity blinked once more as she started to step closer, confusion and concern warring in her head. “Are you alright, dear?”

“Oh, yes,” Fluttershy said, then paused. “Well, kind of… okay, no, not really.”

“Don’t worry, Rarity!” chimed in Spike, using his best valiant voice, “Nothing’s getting through this—”


Another powerful blow landed on the door – this time one so powerful it punted the baby dragon halfway across the library like a soccer ball.

“Meant to do that!” Spike said loudly as he sprang to his feet and rushed back to the door.

“What is taking so long? Hurry up and break down that door!”

With another unified bellow, the door to the library trembled and groaned.

Outside, four burly guards backed up, then body-slammed the door to Golden Oaks Library with all of their combined weight.

And yet the door itself barely even budged. Its front was ruined by countless hoof imprints etched into the red-painted wood. Deep cracks and fractures spider-webbed across the door, and each impact of a guard added still more cracks.

It couldn’t last much longer, and yet the barrier refused to fall.

Behind the group of guards, a single changeling glowered. “Captain Vigil wants those ponies and that baby dragon now! Put your backs into it, maggots!”

An entire regiment of guards stood patiently at his back, waiting for the moment they would be called into action.

Another heavy impact, and the door buckled a little.

Just one more

But what he heard next wasn’t the satisfying sound of the door splintering.

No, it was the resounding boom as the sky overhead ripped itself open.

The storm clouds were blown wide apart, wide enough to cut the rain short over a whole block.

And through that rend in the sky came the blinding light of day far brighter than the hour should’ve warranted.

The regiment of guards spun around, hooves raised to protect their eyes from the blinding light as a beacon as bright as the sun fell from the sky, borne by huge, angelic wings.

Guards, changelings and cowering ponies alike could only stare in shock and awe as Princess Celestia herself set her hooves down on the beleaguered city streets.

The very air around her crackled and heated. Steam rose around her hooves as rain water vaporized.

There was no benevolent smile on her face, or matronly kindness. There was only a graceful scowl far belying the anger just barely kept in check.

“I am only going to say this once,” she stated, an edge to her tone. “Lay down your arms and surrender. You will not come to harm.”

The changeling hesitated, then cocked a chitinous eyebrow. “And what can the benevolent, peace-loving princess of Equestria threaten us with?”

His horn flared for a moment, and as one the regiment of guards spun on their heels to face their former monarch, lowering their spears mechanically.

But Celestia was unmoved. “It would be unwise for you to find out.”

The changeling only snickered. “Please. You were beaten by Queen Chrysalis. You don’t have a vicious bone in your body.”

Again his horn flared, exerting his control over the guards around him. “Kill her.”

But the guards didn’t move.

After a moment, the changeling’s smirk faltered as he looked around. “Did you lot not hear me? I said kill her!”

Nothing. The guards stayed motionless, muscles tensing but unresponsive.

With a snarl, the changeling flared his horn again. The guards’ eyes glowed like emerald coals, but they refused to move.

“What in the name of Phantasma is going on?! Why aren’t you listening to me?!”

“Perhaps,” offered Celestia calmly, drawing his attention, “You underestimate the convictions of my Guard.”

The changeling only stared in shock and dawning comprehension as Celestia’s long horn came to life.

And out of her horn burst an explosion of golden light as bright and resplendent as the day.

For a moment, all was lost to the light as it bathed over everything like an earthbound sun.

The changeling could only yelp and cover his eyes in fear as everything around him was whited out, the searing light burning like a midsummer’s day against his exposed chitin.

But just as suddenly as it started, the light faded again, until there was nothing but gloomy skies once more.

The changeling blinked, but after a cursory scan, he found himself to still be in one peace.

He peeked through his hooves – literally through them – and sure enough, he found Celestia still looking back at him, calm and unthreatened.

And after a moment, he saw why.

The guards were shaking their heads, some popping themselves in the temples as if trying to alleviate a headache.

They blinked, then opened their eyes. Their plain, un-enchanted eyes.

“H-how did you…,” squeaked the changeling, but all he achieved was garnering the attention of everyone around him.

“Changeling!” somepony shouted, and suddenly an entire regiment’s worth of weaponry was aimed at the little drone’s body, walling him in.

Celestia only looked down on the changeling, meeting the disbelieving look he was giving her with cool pity.

“Don’t make me repeat myself.”


Twilight could only stare at the column of warm, radiant sunlight beaming down over the heart of Ponyville.

She and her friends stood there, mouths agape. Of all the possibilities, she had not been expecting the princess of the sun herself to make an appearance, much less get involved in the conflict.

Her sentiments were not alone, either. Changelings all across the battlefield were pausing, real fear in their eyes now, giving their adversaries a chance to push them back still further.

“Princess Celestia,” Twilight said with a mixture of awe and shock. “She… she came?”

“She’s the one that mobilized the division,” Shining explained. “She didn’t explain why, but now I see she had good reason.”

But nopony else standing on the train platform was quite as mystified. Several pairs of eyes turned automatically, facing towards the distant tree line of the Everfree; towards the same spot that’d once been alight for all to see…

There was one pony, however, who didn’t look.

Applejack gazed out over the battlefield with a heavy expression. It wasn’t just physical weariness that was plaguing her. It was something else.

Her anger had subsided, tamped by the shock she’d just endured. But it wasn’t gone; it was merely in check once more.

Every now and then, she’d glance up towards the gaping hole in the cloud cover and up towards the bright sapphire sky peeking in on the drenched, war-torn city below.

That sight should’ve been a joyous one. Not only had the gloom been banished somewhat, but one of the royal pony sisters themselves had come to fix things. Things might finally, finally, be going their way.

But, to Applejack, it meant something else entirely.

She was almost out of time…

“Shining Armor…,” Applejack said grimly, catching the captain’s attention. For a moment, she kept her eyes on the unfolding battle, each clang of metal and pony cry falling on her heart like a lead weight.

But then she squared her shoulders. She forced herself to stand up taller.

She wasn’t beaten yet. She could fix this. She would fix this. One way or another…

Applejack turned then, meeting the guard captain’s questioning gaze. “We gotta get to the guard post,” she said. “It’s the only way we’re gonna stop the changelin’s attackin’ Ponyville.”

“She’s right,” Twilight added, stepping up beside her. “The changeling leader is keeping ponies captive there. If we can free them, the changelings will be crippled.”

The guard captain couldn’t help but give his sister a surprised look. By now Shining Armor should’ve been used to the seemingly limitless boundaries of Twilight’s knowledge, but every now and then she said something to catch him completely by surprise. This was no exception.

“Are you sure, Twilight?”

Twilight nodded with absolute certainty. “Trust me.”

That was all the reason her brother needed. After all, though he’d never ever admit it to his little sister, there was debt he owed her, one he had every intention of repaying someday. “Alright. Once we’ve met up with Princesses Celestia, I’ll rally some troops and we’ll push towards the guard post.”

Twilight started to nod in agreement, but ground to a halt halfway down when someone spoke nearby.

“That won’t work.”

That was when Shining noticed the lime green mare standing unobtrusively off to one side. The fact that he’d completely missed her up until that point sent warning bells through his head, instinctively tensing every muscle in his body.

Without thinking, he imposed himself between the unknown quantity and his weary, still slightly unsteady sister, frowning suspiciously at the stranger.

“Who are you?” he asked sharply, using his best authoritative voice.

What really took him by surprise, however, was when two of the nearest ponies leapt between the two of them, waving frantically.

“Wait!” Rainbow cried, hovering in the air in front of Shining’s face. “Time out, time out! She’s on our side.”

“Rainbow’s right,” Applejack agreed. “Hyacinth’s been helpin’ us out!”

Shining looked hardly convinced. He’d already heard the magic word – changelings – and was now plenty wary because of it.

But when Twilight tugged lightly on his armor – something she hadn’t done in a while, he noted, not since the hornache she got after getting her cutie mark – Shining felt himself waver ever so slightly.

“It’s alright, Shiney,” Twilight said, meeting her brother’s gaze. “She’s on our side.”

Shining Armor paused, suspicion still warring in his mind. But the word of his little sister was a hard thing to simply cast aside…

“Alright,” he said grudgingly, not relaxing in the slightest as he turned back to the unknown pony. He may have faith in Twilight, but that didn’t mean he wasn’t capable of his own assessments. “Then tell me; why won’t what work?”

Hyacinth’s frown deepened for a moment before she spoke. “We can’t afford to waste time going from one end of Ponyville to the other,” she stated. “I understand that Princess Celestia must be protected, but if we don’t push towards the post now, we will lose our only chance to resolve this before it’s too late.”

Shining frowned even more, still far from swayed. “In case you haven’t noticed, my men and the princess are resolving the situation right now. Whatever the changelings are up to, it won’t go any further than this.”

Hyacinth could tell that Shining had already made up his mind; nothing she said would’ve even dented his resolve. The stubborn look on his face attested to that, and it was not putting her in a better mood.

Quite the opposite; she was starting to lose her patience.

Hyacinth raised a hoof, thrusting it out towards the brawl taking place just beyond the train station.

“Tell me, captain, how many changelings do you see out there?” she asked pointedly.

Shining’s eyes narrowed further, but he humored her and cast an eye out over the battle.

Guards dueled with guards in a body-to-body skirmish of clashing steel and thunderous hooves.

Pegasi bobbed and weaved through the air, fighting an aerial battle like sparring birds of prey.

Unicorns exchanged fierce spells back and forth, alternating between barrages of magic and protective shields, supercharging the air with crackling arcane energies.

Earth ponies abandoned all pretenses altogether and were locked in a block-wide hoof fight, shattering spears and inflicting more than one concussion courtesy of flying bucks going this way and that.

It was a scene of absolute pandemonium, with friends and enemies being hardly distinguishable at all. Gold clad stallions warred with gold clad stallions, and it was getting increasingly difficult to tell who was who, and which side was actually winning.

But the more Shining looked, the more he saw the same thing; stallions, and stallions alone were locked in intense battle.

There wasn’t so much as an icy blue glint or flicker of emerald fire to be seen, nor the little black buzzing nightmares they belonged to.

Within only a few sparse seconds, Shining came to a very perplexing – and even more foreboding – conclusion; that there wasn’t a single changeling in sight.

He’d been certain he’d seen them when the train had first pulled up. There was no way he’d missed those telltale eyes in the crowd.

But now… they were gone. Completely and totally gone.

“You see, don’t you,” Hyacinth spoke up suddenly, snapping the guard captain’s attention back to her.

Hyacinth was still frowning at him, her eyes never once deviating from Shining. “Vigil is pulling out,” she stated. “He’s about to withdraw so he and his troops can regroup and bide their time, waiting for the perfect time to strike again.”

She pointed again to the pitched battle being waged by fraternal enemies. “Steel Shod’s men won’t stop fighting until the changelings either let them go or can’t maintain control any longer. All you and your men are accomplishing is exactly what Vigil wants!”

Shining paused, glancing out over the battle again. But this time, he didn’t seem quite so resolute as before.

“We need to get to the guard post now,” Hyacinth continued to stress, “or else we may never get the chance to end this for good!”

For a moment, Shining thought about it, long and hard. What she was saying made sense, but he stilled failed to see one important detail.

“Why?” he asked, refocusing his gaze on Hyacinth. “Why would this ‘Vigil’ do this?”

Hyacinth’s face spasmed for a brief second, her patience wearing dangerously thin. “We don’t have –”

“Cuz he’s after me.”

Both ponies fell silent, eyes turning to the side.

Applejack turned her head to meet their gazes, her ears wilted, her tone coming dangerously close to being pained. “All of this is my fault. The changelin’s are attackin’ Ponyville and hurtin’ innocent ponies cuz they’re after me.”

Shining’s eyebrows rose in surprise, but he didn’t say anything.

Applejack felt her other friend’s eyes on her – one pair in particular – but she ignored them and kept talking.

“But,” she went on, strength returning to her voice and features, “Ah promise ta set it right.”

She turned to fully face Shining, her demeanor completely free from doubts or reservations. “That’s why Ah’m goin’ to the guard post, one way or another.”

Shining was rather taken aback. Having a declaration such as that thrown in one's face was difficult to counter, that was for sure.

He was distracted, however, when Twilight spoke up, her tone reaching an almost panicked pitch.

“Wait a minute, Applejack. We should go to Princess Celestia first. Don’t you think she deserves an explanation?”

Applejack paused under the look Twilight was giving her. There was more to that question, more than she was saying.

Don’t you think we deserve an explanation?

Applejack bit her lip for a moment, but didn’t back down. “Ah know, Twi’. But ya have ta trust me, alright? If we wait, Ponyville ain't never gonna be safe as long as Vigil is out there, and he’s gonna stay out there until he gets what he wants, or Ah stop ‘em.”

Her expression hardened, her insides clenching at that notion. “Ah ain't gonna let that happen. Nopony else gets hurt cuz o’ me.”

“Then, we’re coming with you,” Twilight said firmly, but at this her brother interjected.

“No way, Twiley; you’re not leaving my sight,” he stated with finality. “Cadance would kill me if anything ever happened to you, not to mention mother.”

Twilight really looked panicked now. She kept looking between her friend and brother, warring with her desire to remain by her side and with her need to make sure the princess was still alright – as unlikely as it was that she’d actually be hurt.

She opened her mouth again, ready to argue to the death. But a soft nudge on her side brought the pointless, panicked ranting to an end.

Automatically, Twilight turned her head, only to find Pinkie smiling slightly at her.

“It’s okay, Twilight,” she said softly. That alone made Twilight pause and listen. “We’ll just have to be really, super-de-duper fast, right?”

“Pinkie, what are you saying?” Twilight asked nervously.

Pinkie merely glanced away from Twilight, a knowing smile on her face. “We’re not gonna stop her,” she said.

Twilight blinked, then turned around.

And in that gut-wrenching moment, she saw an orange farm pony bolting across the cratered, broken square in a dead gallop.

“Applejack!” Twilight cried, jolting forward automatically. But it wasn’t Shining that caught her first. It was Pinkie.

“Pinkie, what are you –” Twilight gasped.

But all she got was a sad smile in return.

“We can’t do anything for her now,” Shining said, though he sounded more than a little upset by that. “Come on! The sooner we rally with the princess, the quicker we can go find her!”

“But…,” Twilight mumbled desperately, fear clawing at her heart.

“It’s alright, Twilight.”

She turned once more to Pinkie, who was still smiling at her. When their eyes met, her smile only grew bigger and toothy. “Applejack said it, didn’t she? She’s gonna make everything better.”

“How can you say that?” Twilight said, somewhere between exasperation, frustration and fear.

“That’s easy,” Pinkie giggled. “She doesn’t lie. Remember?”

Twilight just stared at her, wide eyed. “Pinkie…”

The party pony looked away from her, still smiling almost serenely, eyes turning to follow their friend as she ran away.

Specifically, on the whole, unblemished tail that trailed behind her.

“Applejack never lies.”


Applejack tore as fast as she could through the chaos and mayhem, heedless to the voice calling her name behind her. Her eyes were pinned on the distant tower looming on the horizon.

Her jaw was set, her mind made up.

This was how it ended. One way or another.


Applejack very nearly fell on her face out of sheer surprise. She whipped her head around in shock, but sure enough, there was a cyan pegasus flying almost lazily on her back right beside her.

“Are we really gonna be running the whole way?” Rainbow asked.

“Rainbow,” Applejack sighed, turning her eyes to watch where she was going once more. “Ah suppose it was a bit of a stretch hopin’ ya’d stick with Twi’.”

“Wow, you really need to pick your bets better,” Rainbow remarked, soliciting a begrudging chuckle from her friend.

“You’re not doing this by yourself, AJ,” Rainbow added, her tone becoming serious.

“Ah know,” Applejack replied, smiling at her friend.

Rainbow smiled back cockily, then jerked her head over her shoulder. “Come on, cowpony. We got us a town to save.”

Applejack nodded. She hopped, crouched low, then sprang high into the air, legs splaying out wide.

But instead of the cold, unforgiving ground coming up to meet her, she found a soft, slightly muddy and burned pegasus there to break her fall.

She wrapped three of her legs around Rainbow’s shoulders and midriff tightly and clamped the fourth down hard on her Stetson, just as the pegasus shouted “Hang on!” tilted her nose up, and with a single, powerful flap of her wings, the two friends shot up into the sky.


Vigil watched from his balcony, his eyes locked on the prismatic comet tail arching through the smoke and dust clouds obscuring Ponyville.

He just stood there, watching the two mares closing in.

He did not panic. He did not run for cover or even show the faintest trace of anxiety.

No, all he felt was anticipation.

Everything was finally going according to plan.

Author's Note:

Finally, FINALLY this is done. Ugh, you people would not believe how frustrating it's been working on this.
And guess what? I cut it short again! Le sigh...
But, that means I can now devote a whole chapter to the final battle, so... there's that.

Thank you all for the continued patience, by the way. I know the updates have been getting slower and slower, but I appreciate the lack of 'MOAR' spamming in my inbox. Knocking on wood right now

Anyway, let me know what you think, as always, and I'll see you in the next one.

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