World of Chaos

by ugugg93

Chapter 26: Secrets and Dogfights

“Ok, now stand right there, and shoot anything you can at that target right there.”

As she stood in the center of the main hall, Twilight looked on at the rather curious scene before her. Sarlaka had his head lowered next to Rarity, a close position that he seemed to be taking more and more with her lately. Rarity, on the other hand, had a face of sheer determination as she stared at the soon to be victim of her magical assault. The target itself was the mannequin of a pony, not the one that still had Twilight's element on it, situated about fifty hooves away. The objective was for Rarity to hit it with anything, from her sword, a chair, or a bolt of raw magical power, as long as the white mare used magic to do it. For almost any fully grown adult unicorn, the task was a simple one, and for Twilight, she probably wouldn't even have to think about it to complete the task.

Of course, Twilight didn't have the risk of exploding upon trying to attempt it.

Rarity's new horn was, for lack of a better word, absolutely beautiful. The fusion, ascetically at least, was a complete success, the connection point between the diamond horn and what was left of Rarity's old one perfectly melded until it was as if her horn was always made of the gemstone. If Twilight were to get up close and carefully inspect the horn, she might be able to find the connection, but the connection was so seamless, that the lavender mare would be hard pressed to fit even a single one of her finest hairs into it. The diamond horn always appeared to find the perfect angle in relation to the lights of the room, the prosthetic always dazzling in an elegant light show, the wide range of colors and sparkles never failing to draw Twilight's eye.

None of the beauty really mattered, though, when it came to if the surgery was a success in respect to whether it allowed the proper flow of magic from Rarity's body to the outside world or not. Like Sarlaka said, if the connection wasn't perfect, and instead of focusing the flow of her magic to her horn, it blocked and rebounded the magic... well... Twilight just hoped that that wouldn't happen. Trying to prevent an accident like this, immediately upon Rarity insisting that she had recovered from the surgery, Twilight had insisted on analyzing the flow of Rarity's magic, hoping to come up with the answer to their terrible question by a less risky method. Alas, all of the tests and magical probing she had performed on the alabaster unicorn had resulted in inconclusive results, so with all of their options exhausted, they were forced into drastic action.

Of course, that 'drastic action' was Sarlaka's idea.

Twilight was forced out of her thoughts by said dragon walking right towards her, a small grin on his large and scaled face. As he approached, he must have sensed her worries, for he decided to speak in a hushed voice, “Don't worry so much, Magic. I am certain that everything will be fine.”

Twilight looked back at him, “How can you be so sure?”

Sarlaka turned around, and looked towards Rarity as she faced off against the inanimate pony in front of her. Twilight turned her own eyes towards the unfolding scene in front of the two as the dragon continued, “Because the fusion went so perfectly and nothing bad has appeared yet, so I am confident that there won't be a single problem.”

The two gazed on as Rarity stared at the mannequin for a few seconds more, determination in her eye. Spreading her legs slightly, the mare braced herself against the upcoming force the magic would bring. The alabaster mare scrunched her face and the muscles throughout her body tensed as she willed the magic within her to do her will. For the first few moments, nothing happened, and Twilight's confusion started to grow as a result.

“Though... it might be a good idea if you put a shield or something in front of yourself...”

Before Twilight could question the statement, the alabaster unicorn in front of them yelled, the magic inside of her summoned to the forefront of her mind. The lavender pony watched as Rarity's muscles tensed even further, the pressure within her growing harder and harder to contain. Fear started to fill Twilight as she watched, for any other unicorn would've launched whatever spell Rarity was trying to pull off long ago, yet the spell refused to go off, merely building inside of the mare. Finally, after several seconds of tension, Rarity screamed as the pressure was released.

From the tip of her horn, a small shower of sparks spilled out onto the floor.

The room was silent save for the tired pants of the overexerted mare in front of Twilight, said mare's eyes closed as she tried to get her breath back after what was apparently an exhausting ordeal. It broke the lavender unicorn's heart as she saw Rarity's large blue eyes open, and dismay fall across her face as she saw the pathetic results of the ill performed spell, the small twinkles of the magical sparks slowly fading as the spell dissipated into nothingness. The white unicorn's head sagged as her eyes became glued to the floor, shame and despair obviously filling her being. Twilight wished she knew what to say to fix the situation, but her mind turned to how much harm she did the past few days when she was traveling with Rarity when he tried to 'comfort her'.

Fortunately, if somewhat surprisingly, it was Sarlaka that broke the tension in the whole situation as he sundered forward, “That was absolutely amazing! I'm impressed!”

After a second, Rarity huffed, and turned her head away with a flip of her mane, “Don't patronize me. That was nothing short of pathetic; an adult mare like myself doing that? Why, even a filly could create more magic than that!”

Twilight quickly trotted up besides Sarlaka as he chuckled a deep rumble, “Are you kidding? A few hours after fusing that horn to you, and you are already casting magic at all? Please! The fact that you are walking is astounding!”

Rarity kept her head facing away, “You're just saying that.”

Twilight smiled as she trotted up next to the white mare, “Rarity, think about it! I mean, if I went through what you did, I'd be sleeping in bed resting, not trying to use magic!” The lavender mare's smile faltered slightly as she looked up in thought, “I mean, sure, that spell was pretty bad; I mean, I was casting spells like that before I even had my cutie mark, but that doesn't mean... I mean...”

“Point is,” Sarlaka interrupted, “not only did you NOT explode as we had feared, but you are able to cast magic, even if it is simple ones like this, which is very impressive.”

The alabaster unicorn looked back at the pair, a small smile on her face, “Well... if you really think that... then I guess-”

“Shh,” Sarlaka held up a claw and looked behind him, peering towards the entrance. After a few seconds, he turned back towards the two mares, and started to push the two, “Quick, get in the storeroom behind you, close the door, and be quiet. I'll be with you shortly.”

“What do you mean? What's going on?” Twilight questioned as the massive dragon gently shoved Rarity and her towards the doorway in the wall behind them.

“I'll explain later,” the dragon quickly spoke. Finally, the pair of ponies was ushered into the open door, and with various foods and other supplies on all sides of them, Sarlaka smiled, “It's nothing to worry about. Trust me.” Without another word, their purple host gently closed the comparatively miniscule door, leaving the two ponies shut in the storeroom.

Twilight stood at the very entrance of the storeroom, her confused mind sending her eyes to stare off into the distance. In front of her, Rarity was mumbling something, Twilight swearing she heard something about Prince Blueblood or something, though the lavender mare couldn't make out any real coherent thoughts. Instead, the lavender mare just blankly stood there, her mind in a fog from the stunning turn of events for a fair amount of time. In that time, many thoughts went through her mind: Why the secrecy? What was so important to him that he would risk being rude to Rarity of all ponies? Was it a visitor? Who was the visitor?

She had to know.

Ten seconds after Sarlaka shut the pair into the storeroom, Twilight swiftly turned around, and with a hardened and determined face, approached the offending door that blocked both sight and sound. Summoning a quick spell, Twilight covertly created a miniscule scrying lens on the other side of the door, too small for anyone but the most astute of unicorns to notice. Sure, a spell like this was taxing, the powerful unicorn being forced to keep her magic constantly in use, but some things were worth the extra “juice”. Quite quickly, a hoof wide portal began to appear on the door in front of her, giving her a window to view the room adjacent to them.

Inside, their draconian host walked over to in front of his hoard, the dull sheen of his purple scales contrasting perfectly with the glittering gemstones. His walk was slow, as if reluctant to participate in whatever event was about to unfold before him and his cunning spectator. After moving in between a pair of the largest mounds of precious stones, he lowered his massive form down so that he lay on his belly, and after he got himself comfortable, he began to wait. While Twilight couldn't be certain, but from the way he walked and the way that his movements were less lively as they were just a minute ago, when the three were watching Rarity try to use her magic; confirming her assumption that Sarlaka did not want to be here. Unfortunately, with the lack of information given to her, the motives behind his apparent disinterest were unknown to the unicorn.

“What's that?” Twilight heard Rarity whisper behind her.

“Scrying portal,” the lavender mare responded, her voice monotonous as she focused on the subject inside. While she tried to figure out what he was thinking from his body language, his mannerisms hard to discern from the distance, he being a different species, the fact that she couldn't see his face, plus the lack of sound all served to handicap her analysis. Looking around the room, she quickly determined a better angle for her scrying spell, and with a slight adjustment, along with an increase in magical output, she relocated her scrying portal so that it was in corner of the room, close to where the dining room door was. From the upper corner of the room, not only did it give her a much better birds-eye view of the entire area, but it was much less likely that the window would be discovered.

It was only a few seconds after the relocating of the portal until she saw two ponies walk in. Both were obviously male, and while the large amount of metal armor both were wearing hid their actual physical features somewhat, she could tell that the two muscular stallions were exceptionally built. That said, other than their muscles, their frames were average size for fully grown stallions, neither coming quite to her brother's size. One of them, the stallion jet black with a gray and white striped mane, looked somehow eerily familiar, though Twilight couldn't put a hoof on why this was the case. The other stallion though, his coat light brown with a fire-like red mane, was completely foreign to the lavender mare. Both had immensely polished shining silver armor on, though the black colored stallion had a golden trim to his armor, possibly signifying his superiority toward the second, though Twilight was unsure. The two bowed as soon as they got close to Sarlaka, and with what was obviously a simple greeting, started addressing the dragon.

Twilight suddenly felt herself get slightly pushed to the side as Rarity pressed herself close against her side. “Twilight,” she whispered, “that stallion right there, with the onyx coat. That was the pony that Sarlaka refereed to as 'Captain' in Conflound!”

“And what about the other one? The one with the red mane?” Twilight whispered back, trying, and failing, to remember the small details of that morning.

Rarity shook her head, “I don't know, dear.” The two looked on a for a few seconds longer, watching their lips move as they started to discuss something, though whatever it was, was lost to Twilight. Again, the white unicorn whispered to her, “Is there any way you could turn up the sound on this thing?”

Twilight nodded, “Yeah... one second.” She closed her eyes, and willed even more of her magic into the tip of her horn, the colored appendage brightening as a result. After only a second, Twilight heard a small sound coming from the portal, as if it was an actual opening to the room. A minor tweak, and another spell, later, and the volume was raised so that while both mares could easily hear what was going on inside, while the sound dampening spell she just cast made sure that the noise didn't pass through the door into the main hall. The lavender unicorn noted that they entered into a conversation half started, her mind trying to fill in the gaps that she missed.

“-and that is the situation with the militia of Counflound and the surrounding townships, as well as the potential conscriptable population supply,” the captain spoke as he addressed Sarlaka, apparently telling the information off of the top of his head.

“I see...” Sarlaka turned slightly towards the red maned stallion, “and can you confirm these numbers, Lieutenant Wilks?”

“My numbers come out to be slightly lower than Captain Jonathan's, but well within the estimated margin of error,” the Lieutenant nodded.

“Very well. Captain, how about we cut right to the chase then.”

The captain shifted his weight slightly, pulled out a sheet of parchment from a slot on his armor, and laid it on the ground. He cleared his throat, then started, “Very well, Lord Sarlaka. As soon as you sent out the command about a week ago, we sent runners to each of the armies with your orders. As such, First, Second, and Fifth Army are en route to the foot of the mountain as requested. They have pretty much a straight shot here, so they should be here by next week if they travel at a forced march, though they won't be ready for a few days.

“Third Army is still busy engaging the main armies of Lord Delio to the southeast. Normally, they would be clear to withdraw, but considering that they are currently outnumbered about... umm...” Captain Jonathan looked at his notes for a few extra seconds before turning towards his lieutenant, “Lieutenant Wilks, I seem to be missing the numbers. Do you remember what it was?”

The lieutenant took a second to think before giving his answer, “I want to say close to five to one.”

“That sounds correct yes; they are outnumbered about five to one down there, so its going to be near impossible for them to withdraw without heavy losses.”

Lord Sarlaka cleared his throat, drawing attention to himself, “How did we let them get that strong against us, and why weren't they ever sent support?”

“This happened quite recently actually. They must have either drew a lot of green solders from their more peaceful borders or conscripted a lot of ponies in order to swell their numbers, because even with that huge difference of number, we are still easily holding our own. As for your second question, we were in the middle of sending Sixth Army to secure Third's gains, then support them when you sent out the order last week. We weren't sure what you would want to do with Sixth, so to be safe, we had them continue with their current orders to support.

“I see,” the ancient dragon scratched his chin with a foreclaw. After a moment of thinking, he waved the same foreclaw in the air, “Continue.”

Captain Jonathan nodded, and after taking a moment to review the slip of parchment, he continued, “Fourth Army is still fairly far to the north, and are busy with their campaign in the Griffin Territories. Unfortunately, they are too far from our lands to get here in time to be of much use. Still, a bit of good news is that the campaign is going surprisingly better than anticipated, considering the terrain and the fact that their military can fly. In fact, as a real fighting force, they should be dealt with relatively quickly, with the other phases of the Griffin Cleansing scheduled to commence soon afterward.”

“Twilight.”

The lavender mare jumped with her name suddenly being spoken, nearly crying out as she did so. Quickly coming to her senses, she turned towards the white mare who was next to her, a mix of terror and disbelief in Rarity's eyes, and replied, “Yeah?”

Rarity fidgeted slightly, “What does he mean by... umm...” the mare paused for a second, a forehoof pawing at the ground in front of her, before continuing, “... you know...”

Twilight continued to look at the mare's blue eyes for only a second, before turning back towards the scrying portal, “I think... I think its best that we don't think about it right now...”

Thankfully, the alabaster silently agreed with Twilight, even if she did seem to scoot a little bit closer to her. Their sides pressed against each other for comfort, they listened to the conversation again. It seemed that in the small time that they were talking to each other, they didn't miss that much of the conversation, Sarlaka still in the middle of his response, “-if we could prevent further uprising or any signs of significant resistance by keeping the Fourth where they are.”

“I was thinking the same thing my lord, however,” Lieutenant Wilks shifted his weight on his hooves slightly, “if the populace as a whole figures out that we aren't just there merely to take their territory, and they find out we are there to exterminate them, then we could get tied up in a guerrilla war we can't afford for the sort of time that would ensue from that.”

Sarlaka waved his claw dismissively, “By the time they figure out what we are doing, there won't be enough to concern ourselves with anyways. Besides, it won't be too long after we start that they will be beyond their recovery point anyways. I see no point concerning ourselves too much with the major details. Now, what of the Seventh Army and the purging of the Zebra Tribes?”

“My Lord, they have missed their last three scheduled check-ins and reports. In fact, we haven't had communications with the Seventh in about two months. I... I'm going to be frank with you Lord Sarlaka, I'm not entirely certain if the Seventh exists as a fighting force anymore. There might be stragglers here and there, but as a whole, if they haven't broken or deserted by now, I'd honestly be surprised.”

Sarlaka lowered his head slightly and narrowed his eyes, “How sure are you of this?”

Before the captain could reply, Lieutenant Wilks decided to interject, “There is no other explanation that makes sense. The only other possibility is that the general is the worst at communication of any stallion I have ever heard of before, which is not likely.”

“Ugh, this is NOT what I need right now. Are there any other reports?”

Captain Jonathan looked a the piece of parchment on the floor in front of him, double checking the words on the sheet before looking back up, “That's everything, my lord.”

“I see.” Sarlaka rested his head on his claw in thought, and allowed silence rule over the chamber for nearly a minute, before finally looking up, “Alright, here are the new orders. A new Seventh Army needs to be created. Find suitable candidates from the returning armies, and I'll pick from a few of them to be their commanding officers. Until then, conscript as many able-bodied ponies that you can. Untrained ponies are better than no ponies.

“Have the Fourth continued as ordered, and continue with their campaign in the Griffin Territories. While yes, they are our most veteran forces, it would be unfortunate if, after achieving so much, we would give it up so readily. However, as soon as General Leodia is confident that the griffins have been taken care of, have them double time it back to Conflound. From there, I will issue new orders for them. Hopefully they will be here in time for the endgame.

“Have Third Army keep the pressure on the Delio forces, but advise that they need to be cautious. That said, I am giving General Belina free reign on how she thinks she can keep the gains that she made, whether it is removing the populace or going through with a scorched earth policy. On that note, I want Sixth Army to turn around, and head back to the mountain. Make sure General Manda is aware of this as soon as possible, so she can order her troops back here, and also make sure that General Belina is aware that she is not getting the support she probably needs. It could end rather... poorly otherwise.

“As for First, Second, and Fifth, tell them to proceed back to the base of the mountain with all due haste. Things are going by faster than I expected, and I fear that at their present speed, the armies will not be ready for when they are all gathered. I need all speed I can get out of those armies, so they can at least have a day's rest before they are forced to engage. That said, hopefully those three armies combined will present enough numbers to force them to surrender without a fight, though I highly doubt that will occur; stubbornness and shortsightedness is rather rampant within them.”

“Very well, my lord. I will relay those orders immediately. May the grace of our god Discord be with us.”

Sarlaka and the lieutenant replied in unison, “Discord be with us all.”

Both of the stallions gave the purple dragon a deep bow, before turning around and making their way down the long corridor to exit the complex. When both were just a few hooves away from the entrance, Sarlaka called out to the two, “Lieutenant Wilks, can you wait one moment? I have a favor to ask you before you leave.”

Looking at each other, the pair shrugged, and while Captain Jonathan continued out of the cave, Lieutenant Wilks trotted back up to Sarlaka, who had now lowered his head so that it nearly lay on the ground. As soon as the stallion was close to the dragon's head, he spoke with a slightly hushed voice, though loud enough for the scrying portal to pick up on, “Yes, my lord?”

Sarlaka glanced at the entrance of the cave, before turning back towards the comparatively tiny pony before him, “I need you to implement Operation Chaos; quietly.”

“Are you sure? It seems early to do so.”

The dragon's scarred head slowly nodded, “Like I said, things are moving much faster than I anticipated. If we wait any longer, I doubt we will have enough time to properly prepare.”

The last image that the stunned Twilight saw was that of the red maned stallion giving a final quick bow and galloping out of the cave. Deciding it was time to drop the taxing series of spells, Twilight dropped the scrying portal, along with the audio passing through it, leaving only the noise canceling aura around the door. The lavender mare, her eyes wide with shock, turned her head towards Rarity, who was still pressed up against Twilight as she sought comfort, “Rarity... what...”

Shaking her head, the alabaster mare softly replied, “I... I don't know. I mean, what was that we just heard? I mean, I was sure, especially after my horn thing, that we could trust him of all po-... dragons, but now? What are all those armies coming here about? What is this 'Operation Chaos' thing that he whispered to him? And... and what the buck is this... this horror against the Zebras and Griffins all about? Purge!? Cleansing!? That sounds... I don't even know how to think about such awful things. Twilight, how can we trust him now?”

The lavender mare, her head spinning from the complete change of the image she had for the dragon, stammered, “I... I... I don't... I mean...”

Both mares squeaked as the door suddenly opened, revealing the massive face of their draconian host, a large smile on his face. Pressing up against Rarity herself now, Twilight's heart began to race as Sarlaka spoke, “So, my little ponies. Where were we?”

__________________________________________________________________________________

Fluttershy grunted as she quickly adjusted the angle of her wings and darted quickly to the left, leaving the basilisk's whip-like tail to barely miss her small body. She dared to not look back and see how close the strike really came to hitting her, the thought of what would happen if she locked eyes with the massive serpent, especially while flying, flashed through her mind. Instead, she focused on the agile banks and turns that she was forcing herself into, her wings burning at the constant accelerations, plunging dives, sharp climbs, u-turns, barrel rolls, inverted flamingos, and some other moves that she didn't know the name to. Of course, while she did pull off the myriad of maneuvers, gracefulness was not a word that she would use to describe any of them; words like "clumsy", "chaotic", and probably "desperate" were ones that would much better describe what the yellow pegasus was doing.

Taking a split second to take a breather, Fluttershy rounded the massive stone column in the middle of the room, and stopped to use the large structure as cover. Frantically looking around, she finally spotted Rainbow's signature chromatic contrail as her cyan friend darted around the small space, easily using her agility to her advantage as she easily dodged all of the basilisk's lumbering attacks. Again and again, the speedy mare orbited the room, and every time she went around, she would do the same sequence of events: dodge an attack, strike the serpent, and speed away before it could react to her. It was a simple strategy, and yet, it was the most effective one that the timid mare herself could think of.

Though effective, the yellow mare was starting to get worried. Tracking Rainbow's form, she noticed that every time that the cyan mare went around, she turned her eyes towards the serpent, making sure to look at the body of the monster rather than its head. True, this was a suitable tactic for making sure she could strike it, but one slip up...

"Rainbow Dash!" Fluttershy yelled, "Make sure not to look into its eyes! Otherwise, you'll turn to stone!"

Over deafening roars, the smashing of rock, and thrashing of the crazed creature, Fluttershy heard Rainbow respond, "Ya think!?"

Internally nodding to herself, Fluttershy decided that she had been hovering in one spot long enough, and started to climb close to the ceiling on the far side of the basilisk. The yellow mare was no fool; she was well aware that she was avoiding the battle entirely, but what could she do? This wasn't even close to like the situation with the manticore a year ago, the creature back then was only mean because of the thorn in its paw. In fact, it wasn't even like the situation with the dragon, for while ferocious, at least it was intelligent. No, this something much worse than both of those combined, and she had no idea what to do.

Out of the corner of her eyes, she saw the basilisk's tail come at her for a second time, but she once again veered to the left, narrowly dodging yet another attack against her. Sure, maybe she was useless in attacking the thing, but as long as she could keep it-

Fluttershy squeaked as the tail slammed into her side, and sent her tumbling through the air. The entire world became a blur as she rapidly spun around, and she had to fight back a swelling nausea in her stomach in addition to the ringing in her ears. Extending her wings, she attempted to flap them in any way to help her get out of her fall, though because of her panic and disorientation, she was met with nothing but failure. The yellow pegasus, even if she didn't know much about flying, knew that at the speed she was falling at, plus the uncontrolled tumble, she was going to hit the ground hard, and she would be lucky to get out with just a few broken bones.

She wasn't sure how close to the ground she was when another force slammed into her harshly, though not as painfully as the previous, and this force seemed to completely envelop her. She found her tumble suddenly stop from of the new object holding her, though her complete disorientation persisted. Her fall quickly turned upward, and the dazed mare found herself moving up and down, left and right, with the entire outside world entirely tuned out.

And just as quickly as it started, it stopped when she was carefully set onto the ground.

Looking around, she finally got some of her bearings back, though her mind was still in a daze. Rainbow was in front of her, saying something, though the high pitched noise in her head denied her any sounds from the world. Looking past her protector, she noticed that they were apparently behind some kind of large boulder, maybe something that had fallen just recently from the battle. Past that, she every so often caught glimpses of the large creature that they were fighting against, the serpent thrashing about, possibly trying to find where the pair went to. Past that, the cave was still where it was supposed to be, the rocks still that tan color, and a little wet from the light seeping of water through the ground above. Past that, there was the surface, which-

The rambling of her mental thoughts came to a sudden halt when a pair of hooves grabbed onto her shoulders, and violently shook her body. Her eyes turned back towards Rainbow Dash, she saw her yelling something, and while the ringing in her ears persisted, she could hear mumbles through the fog. It must have been painfully obvious that she was not able to comprehend what her cyan friend was saying, for Rainbow kept repeated the same few words again and again, though Fluttershy could never read the mare's lips.

Finally, Fluttershy made out part of what Rainbow was saying, "-shy! Fluttershy talk to me!"

The yellow mare shook her head, her messy mane going every direction, "Wha... what's going on?"

"Fluttershy!" Rainbow cried, and leaped forward to embrace her as deeply as she possibly could.

However, the hug was short lived when the yellow mare let out a cry as deep throbs of pain coursed through her left wing. Just as quickly as Rainbow grabbed her, she let go, horror in her eyes as she quickly pulled away, and inspected her friend. For whatever, reason, for the brief second that the rainbow maned pegasus looked at her, she felt strangely... exposed.

The thought went away when Rainbow spoke again, "Oh Celestia... Fluttershy, your cut opened up again."

Looking down, Fluttershy saw that the knife wound at the base of her left wing had indeed been reopened, most likely because of the rough and tumble of the fight. Wincing, she tried to put on a happy face, "Its... its not that bad. Just a scratch."

Rainbow obviously didn't buy it in the slightest, "Bull! You're hurt, and I don't want anything to happen to you, ok?" Both mares' attention was drawn to the other side of the boulder, where the loud roar of the basilisk echoed through the rocky chamber. After the loud cry ended, the pair turned back to each other, "You stay here, I'll take care of him."

Fluttershy's blue eyes widened in shock, "What? Rainbow! You... you can't take care of that thing alone! Besides, there has to be another way to do this! We don't have to fight this thing! If I go out there, maybe I can-"

"No!" Rainbow's voice started to get louder as she went on, "You aren't going out there again, ok? I'll be fine!"

If there was anytime to be assertive, now was it, "But Rainbow, I can stay away from it, keep my distance. I don't want to-"

"No, I'm not letting you go out there!"

"But Rainbow, why won't you-"

"I CAN'T SEE YOU GET HURT AGAIN!" Rainbow cried, tears building in her eyes as she wailed the last sentence. Fluttershy was stunned at the intensity of the resolution, giving her friend the chance to whisper to her, "I... I can't... just... let me be the one to go out there. Just stay here; I'll take care of everything. Ok, 'Shy?"

Not knowing what else to do, the yellow pegasus settled one a single statement, "Just... don't look directly into its eyes. Use reflections or look out of the corner of your eye at it. It can't turn you to stone that way."

Rainbow nodded and pulled the shy mare back into a deep, yet quick embrace. It was a short thing, only lasting a second or two, but from the force that the chromatic mare put into it, it was one filled with meaning. Before Fluttershy could fully process what it meant though, her friend pulled away from her, the features on the mare's face hardened from the coming battle, the tears gone from her eyes, and with a quick nod in acceptance, she crouched down, and with a jump, darted away to restart the fight.

Fluttershy waded through the knee deep water to watch the spectacle before her through the reflection of the water. Rainbow was heading straight for the basilisk, which, just like when it first made itself known, had half of its body above the surface of the water. Even from here, Fluttershy could tell that the creature was completely unaware of Rainbow’s impending strike, and with its head turned the wrong way, there wasn't even the slimmest of chances for it to turn around anyways. For a few brief moments, there was an almost peaceful silence in the chamber, the only sounds coming from the drips of water coming down from the ceiling, and the various pieces of derbies falling from previous errant attacks.

That peace ended as soon as Rainbow connected with the back of its head.

Stunningly enough, the force behind the strike was enough to send the serpent teetering forward, the creature howling in pain from the surprise. As soon as it got the chance, it lurched back around, and attempted to swing its head at the small bullet-like pony, Rainbow only narrowly dodging the attack. Just like before, Rainbow started to do orbits around the entire room, her rainbow trail almost creating a ring around the entire circumference of the nearly circular chamber. Every time she came around, the basilisk would attempt to strike with its head, with its tail, bite down on her, anything to try and hit the blue blur, but nothing it did even came close to hitting the agile pony. It was like a pony trying to hit a fly, only this "fly" was hitting said "pony" with enough force to shatter bones.

After about thirteen orbits of the room, Rainbow Dash changed tactics, and instead of a long circling of the entire room, she started to fly a tight circle around the creature itself, her rainbow contrails creating a twister from the amount of times she would go around before the colors dissipated. Now, the mare was getting off significantly more hits, slamming a hoof against the scales of the being every second or two now, sending the creature into a frenzy. Its motions were no longer calculated, its attacks no longer organized, and it instead started flailing around in desperation. Rainbow Dash's new tactic was effective, and considering that she was landing hits constantly now, the battle wouldn't last nearly as long as the more conservative route would take.

Of course, this much more brash tactic had consequences.

Without warning, as Rainbow was adjusting her orbit to be slightly tighter, the serpent jutted its tail out of the water, and caught the speeding mare by surprise. Fluttershy brought a forehoof to her mouth and gasped as Rainbow tumbled in the air for a second, righting herself just before hitting the water, the mare slightly dazed from the attack. Trying to get up to speed before the basilisk could get another attack off on her, Rainbow quickly gained altitude and swiftly accelerated. Still, from the slightly more errant path that the pegasus was taking, Fluttershy could tell that her mind was still in a cloud from the hit, and if it was anything like the hit it got on Fluttershy... the yellow mare hoped that she was alright.

Still, even with the temporary mental handicap on her, and even though she wasn't delivering any attacks of her own, Rainbow was still easily dodging all of the creature's swats and slams. A few came close, Fluttershy was sure that a few actually grazed Rainbow's chromatic tail, but none actually delt any damage. It took close to half a minute before Rainbow appeared to have finally recovered from the debilitating hit against her, and she finally took it upon herself to try and strike back at her opponent. Looking back up, she tried to find a weakness in the creature's scales, a soft spot near its belly, anything that would allow her to speed up this encounter.

Instead she locked eyes with it.

At first, it looked as though Rainbow didn't quite understand what had happened, and just proceeded with her attack. It only took a split second for the agile pegasus to dive, bank, kick the basilisk in the snout, and speed away to prepare for her next attack. However, Fluttershy watched as her beautiful prismatic tail started to turn gray, the many wispy hairs turning to a solid piece of stone. Rainbow must have realized something was happening, her tail end suddenly getting much heavier than the rest of her, for she turned her head back to try and figure out what was going on.

Even from this distance, Fluttershy could see the absolute panicked terror that was in the cyan mare's eyes. Her pace slowed as she flailed her hooves around, the motive behind the motions completely lost to the yellow pegasus. Fluttershy herself had a look of terror as she watched the cyan colors of Rainbow's coat start to turn to stone. The transmutation that had started with her tail then went for her rear hooves, created a pair of dead weights for Rainbow. In her state of panic, landing did not appear to be on her mind as Rainbow frantically flailed around, the stone quickly moving past her hips, and traveling through her body, started to transform her forehooves. It didn't take long for the stone to move to her chest, until the only things that were not stone were head and her wings, and those were quickly transmuted.

Rainbow turned towards Fluttershy, and with her last precious second of life, mouthed the words “I'm sorry.” towards her feathered friend, and became a solid piece of stone.

And then she started to fall.

Forcing herself to grieve later, Fluttershy forced herself into a quick flight, forcing her damaged wing into motion, despite the pain. Time slowed as the mare angled herself so that she was on an intercept course for the falling statue. Her heart pounded as she frantically beat her wing, demanding more speed out of the appendages, blood freely flowing from her wound. Yet even with all of the pain, the terror, and grief, she only focused on her single task: to make sure her friend didn't shatter on the ground.

For the second time since coming to the future, she caught the lifeless body of her friend.

Wrapping all four of her legs around Rainbow's form, she immediately felt herself pulled downward, and even with the furious beating of her wings, could not slow the fall fast enough to prevent a hard hit. The panicked mare looked down at the water under her, hoping that it was farther down than it really was, though she knew for sure that it wasn't. She flapped her wings faster, demanding them to slow their fall, though it wasn't enough. Still, what else could the mare do, but try?

And then the pair hit the surface of the shallow water.

Much to the mare's surprise, Fluttershy found herself completely enveloped in water, the place that they hit being a much deeper pool than the normal areas. Her eyes shooting towards the surface, the yellow mare found herself quickly sinking deeper and deeper into the water, her ears started to pop from the pressure of the water around her. Letting go with her hind legs, she did her best to swim to the surface, her hind legs furiously kicking. While their descent into the darkened depths slowed, it still was not enough to save them.

A sudden idea came to Fluttershy's head, one that she could have sworn she was told to her by another pegasus somewhere in Ponyville years ago. Extending her wings, she made the same motions, if a little bit slower than normal, thanks to the water, that she would make as if she was trying to fly skyward. Hot knives of renewed pain coming from her wound, she forced her wings to push the water around her down, hoping that it would be enough to lift the dead weight in her forelegs. Indeed, it seemed that it was not in vain, and as she pulled her wings back up to ready for the next flap, she felt the strange feeling of the water flowing between each of her primary feathers. Once ready, she pushed again with all her might, air bubbles emerging from her muzzle as she grunted, and found herself moving towards the surface.

It was a horribly long process, her lungs making sure that she was painfully aware of the time that she had been down in the depths of the water. Many times, her subconscious willed her to let go of the dead weight in her forelegs, and shoot to the surface for air, but every time, the stubborn mare ignored those thoughts, and instead, at the expense of her own well being, she carried her precious cargo towards the light above. Still, even stubbornness has its limits, and with lungs burning, Fluttershy wasn't sure if she could make it to the surface in time. Another few seconds, and she would be forced to either let go of Rainbow Dash, or risk not making it to the surface herself. Just a few more flaps, and then maybe-

Fluttershy's snout broke the surface of the water, the wonderful taste of air flowing past her tongue as it entered her lungs, instantly subsiding the horrific fire inside her. During her desperate breaths, she found an area of the cavern floor that was only a few inches from the surface of the water. Reaching out with a foreleg, she grabbed the ledge, giving her poor wings a rest. The mare looked down a her injury, and noted with a sense of dismay at the growing pool of red that was forming around her entire body. Her injury had gotten so bad, the thought that she would never be able to fly again entered her mind, but she quickly pushed the thought aside for now; there was a bigger job to do.

Fluttershy quickly looked around the cavern, trying to find the merciless predator, but oddly enough, it was nowhere to be seen. Not taking the momentary break in the action for granted, she wrapped her hind legs around the statue, the pegasus put her other foreleg onto the ledge, and pulled with all of her might, her yellow wings joining in on the effort shortly after. Progress was slow, and many times, she felt like she was going to drop Rainbow into the depths of the water below. It took a lot of effort, and a lot of careful maneuvering, but when all was said and done, the mare had somehow gotten the statue onto the small ledge, her chest heaving from the tremendous effort as she lay on her back, her legs and wings spread out in every direction. Fluttershy looked to her left, and sitting the the sickening red colored water was the terrified face of Rainbow Dash, her form frozen in a state where Fluttershy could not even properly set her upright, a detail that saddened the mare more than she thought it could.

Without warning, the serpent breached the surface of the water just a few dozen hooves away from her, a mighty roar bellowing from its massive jaws. Immediately, she averted her eyes from the beast, putting her hoof in front of her face to make sure she didn't accidentally look into its eyes. Her head turned, she eyed the form of her petrified friend, Rainbow's eyes seemingly meeting her own. Even when a statue, the formerly cyan pegasus' eyes looked into her own, giving the timid mare strength she never thought she had, though there still was the question of WHAT to do. She wasn't fast and strong like Rainbow; she didn't even like the idea of hurting any animal, the basilisk included. Even if the basilisk turned Rainbow into stone.

A thought flashed into Fluttershy's mind. “Just like the cockatrice...” she said to herself.

The sound of water next to her told her that the basilisk was moving towards her, the beast thundering towards her, intent on making her its next meal. With only a second to react, the yellow mare willed whatever confidence she could into her being. Thoughts of her being the only pony between the basilisk and Rainbow filled her mind. The idea of being there for Rainbow in her time of need filled her heart. The feeling of being her mare's protector for once filled her soul.

Fluttershy turned, and with a menacing glare, looked straight into the basilisk’s eyes, “Just who do you think you are!? Huh? What gives you the right to go and turn Rainbow Dash into stone?”

Stunned at the sudden forcefulness of the tiny pony's voice and stance against it, the basilisk actually stopped its charge, and with its mouth slightly agape, gazed back into the yellow mare's eyes.

Fluttershy flared her wings wide, and took a few quick steps forward, so that she was nose to nose with the gargantuan beast. Very quickly, she felt her tail become heavy, and she lost all feeling to her hind legs. Still, she didn't stop, “All we wanted to do was walk up and take that little necklace up there, but you had to be a big ol' bully and start being mean to us. What did we ever do to you? What would your mother say if she found out what you were doing?”

The basilisk, glared harder, and even through the scolding, hardened its petrifying gaze at the mare.

Fluttershy started to find it hard to breathe, the stone prison that was encasing her traveling past her midsection, and starting to constrict on her lungs. Even with the idea that she would very soon follow in Rainbow's hoofsteps, she hardened her stare, the look sending daggers into the serpent's mind, “Why, I can't even imagine how upset she would be to find out her young man had turned into a big bully picking on little fillies. If I found out my colt was being mean like this, I'd have half a mind to put him over my knee, and spank him until he realized how naughty he had been acting.”

Suddenly, the basilisk's hardened glare broke ever so slightly, and a wavering look of despair and regret started to spread ever so slightly across its face.

Unable to move her entire body, everything but her head completely entombed, the mare kept at it, “Now I want you to go over, and turn Rainbow back to normal, before I have to-”

A/N: Yes, the chapter is supposed to end there

Comments

[ugugg93]

Sorry for taking so long (again). I've been blasting my way through the Mass Effect trilogy the past few weeks.

[StatusQo]

Excute order 66 is what I got from spikes dialogue

[AssortedCreme]

...her mind turned to how much harm she did the past few days when she was traveling with Rarity whens he tried to 'comfort her'. <-- Only mistake I noticed

These ponies just can't catch a break, can they? I assume that Fluttershy will be okay, I know I'd never be able to live with a statue of her staring angrily at me for the rest of time. Dunno about Rainbow though. Maybe the elements would work, they must have some sort of "reverse" button on the rock ray.

[Midnight herald]

somewhere in here there was a your/you're error, in the Rarity/Twilight/Sarlaka part.

otherwise awesome chapter... FLUTTERSHY!!!! NOOOOOOOOO!!

[NintendoGal55]

Nooooooooooooooo!!!! Rainbow Dash!!!! Come on, Fluttershy! You can do it!! Stop that evil serpent!! Put it in its place like you did that cockatrice!!! You show that basilisk not to mess with your friends!

I don't like the sound of that cutoff cliffhanger...

[Jackos]

I'm sure Fluttershy and Rainbow will be ok (thank goodness you used the common literature concensus of turning into stone instead of the more... overpowered insta-kill from the original myth), but Sarlaka has some explaining to do concerning his... brutal decisions for guardians, that and the apparent global-scale war he is commanding (maybe he is creating a big enough distraction so that no one bothers with the real threat to Discord's rule?)

[ugugg93]

3:45 am? Might as well reply to comments!

907531 Nah. He's not killing a subset of monk-like ponies. He's only killing every single species of sentient creature that isn't a ponies. MAKES IT BETTER RIGHT!?!?

907749 My Elements of Harmony have no such "deus ex machina" button on them. While such a device would be very useful, I don't want to insult anyone reading this story with something like that...

908134 Don't worry! She's totally got this! Right Fluttershy? Right?... hello... anypony there... oh dear...

908279 But Fluttershy makes for such a lovely lawn ornament!

909869 Decisions for guardians? Who are the guardians? Do you mean the fact that he is protecting the mane 6? And its not a global war! More of a... regional genocide. Oh, and wait... I'm allowed to kill the main characters!? OK!!!

Oh, and I would like to point out that the past two days, I spent way too much time outlining the rest of this story. I almost have the rest of the damn thing planned out completely. All I have left is the last couple of chapters to plan out. So any thoughts of me changing something because of something you said or how you guys reacted... NOPE!

[AssortedCreme]

916172 To be honest I didn't expect you to use the elements like that, at the time I was just wondering what kind of failsafes they'd have on the off chance that one of them put their necklace on backwards.

And the story is planned out and can't be changed anymore? That means I can't subtly infuence you over time to make this a romantic comedy where Rarity elopes with Sarlaka to join a band of traveling gypsies! noooooooooooooooo

[NintendoGal55]

916172 Can't argue with that! But not the REAL Fluttershy! But I'd love a Fluttershy lawn ornament!

XD Despite that, I am still loving this story and am looking forward to what is to come. Plus I just love how Rainbow is so determined to protect Fluttershy. It's very sweet!!! <3

[ugugg93]

916206 I hear ya. And as for using the elements themselves to "cure" the ponies: it would be a very interesting take on the elements, and would actually be pretty sweet, but not something that would happen in this story.

916212 Fluttershy lawn ornaments... an idea that'd make us millions...

[NintendoGal55]

924236 Best. Idea. EVER!

[themanesix]

.....................

[Csquared08]

So I got to the end there and proceeded to flip a table. Glad I can just go on to the next chapter rather than have to wait until you write the update!

[Alchemystudent]

Why doesn't this fic have a tropes page yet?

[ugugg93]

2740938 Cause it's too cool for that thing

[Fury of the Tempest]

I honestly wonder what this dragon is up to... he's playing a dangerous game either way.

I knew the stare was the only way for the basalisk to be defeated, through that was one hell of a cliffhanger!