The Mistress of Dreams

by McPoodle

First published

Spike, Vinyl and the Bearers awaken in a far future world where Rarity rules through the power of dreams. And the only way out is by sacrificing one of their own.

The ponies calling themselves the Bearers of the Elements of Harmony (along with the lowly Vinyl Scratch and Spike the Dragon) awaken from their long artificial dream. In truth, they are the most powerful ponies in the world of the far future. In this seemingly perfect world, the only problems plaguing ponykind are in their dreams, and that makes The Mistress of Dreams the de facto ruler of Equestria.

But all is not rosy in Ponyopolis, and the only way out of this growing nightmare is by sacrificing one of their own...

Chapter 1: It's No Good

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Thought Experiments 5:

The Mistress of Dreams

Chapter 1: It’s No Good


Deep within the heart of an imaginary palace, a tiny room of brick and stone held five ponies and one baby dragon.

These were none other than four members of the legendary Bearers of the Elements of Harmony, plus two guests: Twilight Sparkle the Bearer of Magic, Pinkie Pie the Bearer of Laughter, Rainbow Dash the Bearer of Loyalty, Applejack the Bearer of Honesty, Vinyl Scratch the Musician, and Spike the Dragon. Not to mention the room itself, which was a living entity by the name of Cecil.

All of them had been trapped in each other’s nightmares by the Dragon Emperor, and had only just managed to free themselves from the latest deathtrap.

Twilight looked around herself to be sure of who was present in the room. “We only have one pony more to recover: Fluttershy,” she announced with confidence, naming the missing Element of Kindness.

Behind her, Spike raised two claws in confusion, but put them down when he saw everypony agree with Twilight’s assessment.

“It should be easy-peasy to get through Fluttershy’s dream!” declared Rainbow Dash from her position hovering above the others. “And after that—Wham! Pow! Goodnight, Dragon Emperor!”

OH, I WOULDN’T BE SO SURE ABOUT THAT...” an immense voice thundered, felt more than heard by the inhabitants of the room.

With a sudden wrenching sound, the roof of the room was suddenly ripped up and away, revealing that the chamber was in fact floating in the middle of interstellar space. Peering in at them with an evil grin was a winged red dragon, easily as tall as the entire Canterhorn mountain.

Owie!” exclaimed the voice of Cecil.

The sky-blue pegasus wasn’t fazed for a moment by the sight of the monstrosity above her. “Oh, you want me to bring the pain right now?” she boasted. “One dragon curb-stomp, coming right up!”

With an amused smirk, the Emperor raised one scaled hand and opened it, releasing a blinding burst of white light. When the light faded, Rainbow Dash’s ascending flight was instantly converted into a dizzying descent, causing her to slam back down into the floor of the chamber.

“Whabv hawv ooo...” Pinkie Pie started to say, before her eyes bugged out at the sight of the tip of her swollen and blue-spotted tongue. “Poi-on Hoke!”

Each of the Bearers had been affected by the spell: Rainbow Dash’s wings were now mounted upside down, Pinkie Pie’s tongue rendered her unable to speak intelligibly, Applejack was now as small as a normal pony’s hoof, and Twilight Sparkle’s floppy horn rendered her magically useless. Only the musician and the dragon were unaffected.

“Poison Joke?” asked Vinyl Scratch. “I remember that story from the Etheric. Maybe if I...” She charged up her horn, in the vain hope that her magic might be able to shock the Emperor into undoing his spell.

The spell was broken as a loud burst of high-pitched static caused her to slap her hooves over her ears and squeal in pain. The other ponies were merely disoriented, but for the blind mare, the sound the dragon was somehow producing proved doubly painful.

Applejack tried to make a suggestion with hooves cupped in front of her muzzle, but with the noise in the air, her tiny cries went completely unnoticed.

“Twilight!” Spike yelled out, waving his arms. “Twilight! I think we should...” He stopped when he saw that nopony was paying any attention to him.

Pinkie Pie fixed a determined glare at the giant dragon, then started running at a wall. On reaching it, she ran straight up the vertical surface, and then started crossing the gulf separating her from her foe as if she were trotting along an invisible path. Before she had gotten halfway there, the orange dragon incinerated her with his fiery breath.

Everyone watching gasped in horror.

A rain of blackened soot gathered in a neat pile at the center of the floor, and then a pair of lips and a pair of blue eyes pushed themselves out.

“Wellbth!” Ashie Pie exclaimed. “Howth roo!”

Twilight sighed in relief. “It’s a dream, I keep forgetting that. Now what did that one character in that silly cartoon do?”

A little sign raised itself out of the pile. “Instant Pinkie Pie,” the sign read. “Just add water.

Twilight looked at one particular blue stone in the wall of the room. “Cecil,” she asked, “do you suppose you can whip up a rain spell?”

I’d like to see you cast a spell like that after having one of your extremities torn off!” Cecil replied in a somewhat hysteric tone of voice.

Twilight looked over at Vinyl, only to see that she was frantically stuffing gravel into each ear.

“Don’t worry,” Rainbow Dash assured her as she took back to the air. “‘Appletini’ and ‘Rainbow Crash’ are on the case!”

Twilight saw that Rainbow Dash was flying upside down, which is to say positioned so that her wings were rightside-up. Standing on her chest and directing her movements with an improvised bridle was the miniature Applejack. The pegasus started flying in a circle, a black storm cloud forming above her around her upraised hooves.

A particular humming sound was suddenly added to the cacophony, as the large green dragon lowered a tube he was holding down towards the ponies. It was easily wide enough to fit three ponies inside of it. As the tip of the tube touched the cloud, it was quickly sucked inside.

Eep! Not the vacuum!” commented Ashie Pie via another pair of signs.

The tube continued to descend, and began pulling the pile of soot into it.

Pinkie!” Twilight screamed, running for the pile. But it was too late: in a matter of seconds, Pinkie Pie was no more. The sucking tube then turned towards Twilight, who tried her best to escape, but she too found it impossible to escape.

Vinyl Scratch was next, followed by Rainbow Dash and Applejack as the suction of the tube was somehow increased beyond Rainbow Dash’s ability to evade it. The tube descended towards a terrified Spike, who was backed into a corner with nowhere to flee.

The tiny dragon closed his eyes, but he could not block out the roar of the vacuum, getting closer and closer, and closer... And then, suddenly, the sound stopped. Spike opened one eye, to see the end of the tube pushed right up against the walls of the building on either side of him.

After a minute, the silent tube was withdrawn. Far above him, the gray Dragon Emperor shook the tube a bit, and then brought the end of it up to his eye to look for a blockage. With a sudden look of panic, the chartreuse Emperor reached for the off button on his suction device, before the block could...

But he was too late, as the machine exploded, destroying everything in sight.

Chapter 2: New Life

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The Mistress of Dreams

Chapter 2: New Life


The panic-inducing lack of any feeling whatsoever gradually faded, leaving in Spike a sense of bone-tiredness, like he had been running for days without rest.

The next sense to return was temperature, a feeling of intense but soothing heat. It reminded Spike of the dragon migration he had followed a few weeks before the Dragon Emperor had declared war on ponykind. He had discovered that soaking in lava was a dragon’s favorite way to relax.

Just like now...

The little purple dragon’s eyes popped open. Seeing that he was lying in a tub full of bubbling lava, he stood up and looked around. He appeared to be in a pony sauna, but with two important differences: it was sized for a baby dragon, and it was a lava sauna. From somewhere outside the room, he heard the murmur of voices. The room’s light source, a glowing glass globe suspended from the ceiling by a chain, was swinging wildly back and forth, causing strange shadows to be cast upon the walls.

The dragon carefully climbed out of the spa, landing on a mat made of pumice stone. After shaking as much of the molten rock off of him as possible, he reached for what looked like a terrycloth towel. It turned out to be made out of asbestos instead.

One wall of the exotic bathhouse was made up of polished obsidian, allowing the dragon to get a look at himself. He was unnerved by seeing what looked like a fat spot of blood sitting right between his eyebrows in his reflection, but by brushing it away he discovered that it was only lava. He then took a few moments to study himself.

Spike knew that he was not really Spike, but a figment of Twilight’s imagination, from an earlier dream when she really needed him, and that he had somehow achieved self-awareness. Nevertheless, he felt himself to be Spike.

“Lookin’ good, Spike! Lookin’ real good!” he said, apparently speaking the first words that sprang to his mind. “Another donut! Extra sprinkles!” He sighed. “I’m a walking stereotype.”

The dragon exited the small room containing the sauna, looking for answers. He passed through a small magical wind tunnel, which served to keep the searing heat of the sauna contained, and turned a corner into a locker room. Like the sauna room, it was sized to a creature of his size. And it was occupied, by nearly a dozen baby dragons the same size as he was. All of them were wearing clothes.

The purple dragon ducked back into the wind tunnel before he could be seen. He felt an intense and irrational shame at being seen unclothed. Quickly, he dashed back into the sauna room to tie the asbestos towel around his midsection. It was as he was doing this that he suddenly realized that he was wearing a pair of slick black gloves.

He wiggled his claws in confusion. If it were not for the evidence of his eyes, he would not believe that he was wearing gloves, so little did he feel them. And they would have to be very special gloves indeed to survive a dunk in molten lava. Curiously, he lifted the edge of one glove up with a claw.

He jerked that paw out of sight in fear of what he had seen. The paw under that glove was not made of matter, but rather of reddish-pink magic.

Experimentally, he slapped his paws together. They felt real.

The dragon quickly waddled back into the locker room. He saw dragons there of all sorts of colors, but they were all engaged in putting on or wearing the exact same costume: tall black raincoats with high collars, the same kind of black gloves Spike already wore, and a black slouch hat. The coats were so long that they dragged on the ground as the dragons walked. As for the hat, in most cases it was pulled down low enough to obscure the eyes from view. No other items of clothing were worn, especially not shoes. Over the coat was placed a large gem suspended from a heavy golden chain. The shape and color of this gem was different for each dragon.

Spike was taken aback by the sea of black. As a comic book connoisseur, he knew that while a lone hero was permitted to dress in black, a large group of black-clad characters only meant one thing: In this dream, he was one of the bad guys.

“Sso!” one of the dragons remarked, “the pony dragon decidess to rejoin uss normal dragonss!” She spoke in a country accent, but with quite a bit of sibilance. Her gem was shaped like a cluster of three apples. In appearance, her scales were red, with pink spines and orange eyes. What little of the dragon’s underside that showed under the raincoat was pale yellow.

“Yeah, sure, whatever,” the purple dragon said noncommittally. With a sigh, he proceeded to the only closed locker. He entered his birthday on the combination lock, which revealed his custom-issued villain costume. His gem was in the shape of a large reddish-purple six-pointed star surrounded by five smaller white ones.


Based on the shapes of their gems, Spike was able to identify several more of the dragons in the room as being tied to his friends. Rainbow Dash’s dragon was female, reddish-pink in color with orange spines and purple eyes. Vinyl Scratch’s dragon was also female, colored charcoal gray with lighter gray spines and pale yellow eyes. Strangely, there were two male dragons with Pinkie Pie’s cutie mark around their necks: a light green one with a paler green belly and oddly off-centered pale purple eyes, and another that was a uniform color of slate gray. There were no dragons here for Fluttershy, or for...


Come along girls,” a familiar but cold voice called out. “Your mistresses are awakening.


The ponies found themselves in what was obviously a hospital room. They were all in separate beds, surrounded by the smells of strong antiseptic chemicals, the sounds of heart and respiration monitoring machines, and the feel of heavy sheets and blankets over their lying bodies.

At least at first, they were too weak to lift their heads, so they could only clearly see the top half of their room. At one end of the room was a wide door, and at the other end was a set of tall windows covered with dark blue drapes.


The blind pony in the bed swiveled her ears left and right, taking in the sounds of the hospital ward around her in a mixture of awe and terror.

What am I doing on the outside? she asked herself.

I dunno! the mental voice of Vinyl Scratch replied. Put me back in charge!

I can’t! her other voice replied.


“Did...did we get ‘im?” the yellow earth pony asked. She immediately noticed that she no longer had the tiny “chipmunk” voice she had when she was shrunk. “Are we back ta normal?”

Oh, I do wish to sincerely apologize for that mishap,” a rather distinct voice told them from the doorway. “Assume your positions, girls,” she was then heard to instruct a group of creatures too small to see from the prone ponies’ vantage points; they scampered around the room on scaly feet.

Rarity?” asked one of the creatures. “What happened to my claws?

Rather than answer the question, Rarity’s eyes darted to a point on the ceiling, where a black glass globe sat. A look of what might have been fear flitted across her features.

“Rarity!” the purple unicorn exclaimed, using her magic to remove her covers. “I knew I was forgetting somepony!” She noticed that this act was a lot harder than normal for her, and felt very different than how telekinesis was supposed to feel.

“In the flesh, darlings,” ‘Rarity’ said, walking down the aisle that separated the two rows of beds the others were in. She was wearing a lab coat made of pearlescent silk, with much of her mane pinned up in rolls on the top of her head. “Although we can stop with the role-playing.” Her steps were made somewhat awkward by the motions of a purring creature circulating around her legs at a fast clip. “I’m sorry I skipped out earlier,” she explained, “but I received word of a Consie attack on the Number Three mine. Turned out to be a diversion for the main assault on the data network, which introduced a rather nasty bug into the Dragon Emperor, as you all witnessed. That’s why I had to cut the dream short. And just before you were about to win the simulation.” Standing on her back in a manner quite familiar to the other unicorn was a small female dragon. The dragon was grayish-purple in color, with a white neck and pink spines. She was wearing a long black raincoat and a slouch hat. She was standing stiffly on the white unicorn’s back, her glazed pale green eyes staring at nothing. For some reason, it was impossible to look into that dragon’s eyes for any length of time without being overcome by a nameless terror.

At chairs located next to each prone pony’s head, more tiny coat-wearing dragons climbed up from the ground, gazing at the ponies without saying a word.

They did this in a way that frankly seemed impossible to Spike, resting one claw on the seat and then swinging up to a sitting position in a single movement. Spike tried and failed to do the same, before sheepishly climbing up the rungs of the chair. He noticed that none of the ponies except Rarity seemed to pay these dragons any attention, something he was very familiar with in his daily life.

“‘Skipped out’?” the cerulean pegasus asked. “‘Bug’? ‘Simulation’? What’s going on around here?” She attempted to hover out of her bed to a get into an intimidating altitude, but was shocked to discover that her wings were completely unable to lift her body. “And what happened to my wings?”

The white unicorn rolled her eyes. “You forgot to turn your unit on, dear,” she said, walking over and reaching behind the pegasus’ back. With an audible click, a low hum began to emerge from under the coat of the pony’s back, and she slowly began to rise into the air.

“I’ve got a switch on my horn!” exclaimed the DJ pony in the bed next to the purple unicorn’s. “Why do I have a switch on my horn?”

“Glasses, Pon-3,” ‘Rarity’ prompted the other white unicorn, quickly moving into position to keep the pony out of view.

The blind pony gasped, then dived for the table next to her to find the signature glasses that kept anypony from seeing the gruesome cause of her condition. “Thanks, Rarity,” she said as she put them on.

“Please, please everypony, it’s not ‘Rarity’,” the white unicorn insisted with growing concern. “The dream’s over.”

Spike noted that the last sentence was addressed to the black globe on the ceiling as opposed to anyone in particular.

“Where are we?” the magenta-colored earth pony asked, sitting up to look around her. “And why do I have this odd feeling like there’s a hole in my head?”

“Well, you are missing something,” said the pink earth pony from the next bed over. “Hey wait a second...”

What are you doing outside of my head?” the two pinkish mares asked each other in unison.

Ah, so that’s why there were two of them! Spike thought to himself, as the two dragons with balloon-shaped gems hopped into position.

“Oh, this doesn’t look good,” the pony with the lab coat said with a shake of her head. “This doesn’t look good at all!”

The dragons raised their ungloved claws into the air in unison; claws that shimmered and glowed with magic.

The colors of their nails were the same colors as the magical auras of each pony they were matched with, something that Twilight had once cast a spell to allow Spike to see: white for Rainbow Dash, red for Applejack, light blue for Vinyl Scratch and a different shade of light blue for Pinkie Pie and Pinkamena. He realized that his own claws were the color of Twilight’s aura.

“Rarity, are we...awake?” asked Pon-3.

“Of course you’re awake!” ‘Rarity’, or to be more accurate, Florlet exclaimed. “I told you I ended the simulation. Is...is there something wrong with your memories?”

“Rarity, you called me Pon-3,” the unicorn asked her. “Why didn’t you call me Vinyl Scratch?”

“Well, you haven’t answered to that name in decades,” Florlet answered with some hesitation. “You said it was tied to some rather bad memories.”

“And what about us?” the magenta mare asked, gesturing at the pink one beside her. “How long have we been two separate ponies?”

“Since...since shortly after you were born,” ‘Rarity’ replied, getting more and more flustered. “It’s...it’s just the roles you were playing, the two sides of the historic Pinkie Pie.” She walked towards the plain blue drapes. “Look, I’ve got to show you something, something I hope will cause you to remember who you really are.” And with that, she flung the curtains aside with a hoof.

The vision outside that window was initially incomprehensible to the six mares (and one dragon). It was dark outside, but the darkness was full of glowing squares and spots of light. The squares were arranged in a rectangle, and were soon realized to be the windows of a large tower reaching up into the heavens. The hospital room must have been part of another such tower, as it was clear they were dozens if not hundreds of ponyheights above the ground. Flying between the towers at dizzying speeds were spotlights, each attached to some sort of enclosed flying chariot. Not a single pegasus could be seen pulling any of them.

“Now, dragons,” the white unicorn ordered, while the ponies were all distracted. “Restore!

At this instruction, the other dragons plunged their claws into the heads of their ponies, causing them to suddenly freeze in place. The claws seemed to pass into their heads as if they weren’t real, leaving no visible wounds.

The only one left unaffected was the purple unicorn, and she was so enraptured by what she was seeing that she had yet to notice what had happened. That was because her dragon was frozen in place, looking incredulously over at Florlet.

“You, too,” ‘Rarity’ coldly addressed him.

The dragon looked in horror at his claws, and then back up at the unicorn, who was gazing intently at him.

Spike caught a distinct note of regret in that look, and a feeling that the black globe was somehow responsible.

A sort of terrible knowledge seeped into him across that gaze, and with a mix of fear and resignation, he copied the motion of the other dragons, and brought the final pony under his control.

Chapter 3: A Question of Time

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The Mistress of Dreams

Chapter 3: A Question of Time


The mansion was at the center of Piflin 85’s memories, far more vivid to her even than her own plum coat and star-with-constellation cutie mark. Again and again it appeared in her memories as a filly. The mansion was forever unchanged, while seasons swirled around it and an endless stream of forgettable ponies popped in and out of view.

Two of those ponies were Piflin’s parents, but they were seen the least of all. “The business won’t take care of itself,” one or the other of them said once, before excusing themselves once again.

In their wake, Piflin 85 was the ruler, and the mansion was her palace. At her command, she was showered with gold to adorn herself, with delicate dresses to wear, and offered the finest and grossest of foods to eat...or to roll around in, if she felt like it. Nopony dared complain.

But that all ended at the fence that surrounded the mansion. Outside the fence, she had to establish her importance, to bend the wills of the other fillies, so they would treat her as the unnamed ponies inside did.

~ ~ ~

Piflin 85 was sent to school, but nothing she saw there made any sense. Her teachers tried to tell her that she wasn’t the center of the universe, that she needed to know useless facts and figures if she wanted to run her parent’s company wisely. But the company was not for ruling wisely, that she knew from watching her parents. The company was where the megabits came from, and happiness came from megabits. Nothing else mattered.

There was another pony at the school, a quiet little mouse of a filly, who always had the right answers, and who had parents who were always home. Piflin hated that filly, hated her with a cold white fury, and plotted every day of new ways to make her life miserable. Maybe if she made her miserable enough, then the voices in her head would go away. The voices that wondered if maybe she wasn’t as special as she thought she was.

One day she set fire to the filly’s books. Ancient spell books and histories and illustrated guides to foreign lands, all converted into worthless ash in a matter of seconds. Oh did she laugh at the sorrow on the filly’s face that day! But that was only the beginning, because the next day—

No! Never! I am Twilight Sparkle—Twilight Sparkle! That monster is not me, and these memories are all fake!


Nearly a minute later, the dragons turned their eyes as one from their ponies to Florlet. They seemed to cower from the blank gaze of her dragon.

“Finished?” she asked.

The dragons nodded.

“Very good,” ‘Rarity’ replied curtly. “Now please keep them immobilized while I explain. It will make things much easier for everypony involved.”

The unicorn walked out so that she was standing between the ponies and the window they had been starting at. With a glow from her horn, the drapes were drawn, removing that strange vision of the city from sight.

The dragons positioned the heads of the frozen ponies so they might all look upon their mistress. This was the point when they noticed that they were all now dressed in a variety of fancy dresses, covered by thick beige raincoats and accompanied by thick rubber boots. Each coat included significant padding in the saddle area.

“Now then,” the white unicorn addressed them. “What happened last night was that your memories of who you were had been accidentally overwritten by the memories of the ponies we were pretending to be: The Bearers of the Elements of Harmony, from hundreds of years ago. Your dragons have just now erased those false memories entirely, and replaced them with the knowledge of who you truly are.”


She’s lying, thought Twilight to herself. She didn’t erase my memories of being Twilight Sparkle, and as for this ‘true’ identity, she deliberately crafted it so that I would never accept it. What about the others?

Her eyes drifted over the faces of each of her friends. Rainbow Dash’s eyes had a twinkle in them, like she would have busted out laughing if she wasn’t immobilized. Pinkie Pie was unquestionably still Pinkie Pie, in a way that defied understanding. Pinkamena seemed to be herself, but Twilight hadn’t known her for very long. Vinyl Scratch seemed off somehow, or rather, she looked “on”, more like her hyperkinetic stage persona than the calmly pessimistic mare that was Twilight’s occasional business partner. Only Applejack definitely looked different—a certain steely resolve that always lurked behind her eyes was gone, replaced by a most unexpected softness.

Twilight guessed that Rarity’s dragons had attempted the same personality take-over that she had fought off, and only in Applejack’s case did Rarity misjudge the false personalities she was deliberately failing at implanting.

This left one important question: If not them, who was she trying to fool with all this?


Florlet gestured at “Twilight”s dragon. “Let her talk,” she ordered.

The dragon moved the claws that were still embedded in the purple unicorn’s head slightly.

“What is my name?” the white unicorn asked her.

The purple unicorn took her time looking around her, at least as much as she could with an immobile neck. Nearly a minute later, she looked the other unicorn straight in the eye and calmly said, “You are Florlet 17, CIO and Chief Technologist of the Optiscan Corporation.”


As Twilight had expected, Applejack was the only one of the ponies who visibly accepted this statement, which she had pulled from her false memories.


“Very good,” Florlet said with a nod. “And you are...?”

“Piflin 85,” she said with obvious distaste. “The richest pony on Equus. My fortune comes from a series of cheap plastic surgery salons dotting the entire continent. This technology is the reason we currently resemble the historic Bearers of the Elements of Harmony.”

“Excellent,” said Florlet. “Dragons, please release your ponies. You are dismissed.”

One by one, each dragon removed the glowing claws from their ponies’ skulls, and quickly re-covered them with their black gloves. All of them except Piflin’s dragon hopped down from their chairs and quickly made their way out of the room in single file.

“Now then,” Florlet continued, “do any of you have any questions?”

“What exactly is the Optiscan Corporation?” Piflin’s dragon asked.

“Anypony?” Florlet asked, pointedly ignoring the dragon.

“Why don’t you answer Spike’s question?” the purple unicorn asked.

Florlet put a hoof to the base of her horn in exasperation. “Don’t refer to your dragon by name,” she said wearily. “It gives them ideas above their station.”

“R...rarity?” he asked with a crack in his voice.

“That’s Miss Florlet 17, Dragon!” she snapped, although her eyes were on the black device on the ceiling rather than on him. “You will show the proper respect to your mistresses, or you will be reassigned to the gem mines. Is that what you want?”

The dragon spent a few moments blinking tears out of his eyes before responding. “No, Ma’am,” he said coldly.

“Pick up your gem and join the others in the Monitor Room,” Florlet instructed him.


Spike glared at Rarity, but as he did so he studied her. He thought he saw a quiver of compassion in her eyes. Maybe he was imagining it. Maybe he needed to imagine it, to keep at least a spark of hope in his heart.


Without a word, the dragon picked up his gem and looked upon the gem shaped like the historic Twilight Sparkle’s cutie mark. Apparently, it marked him as Piflin’s property.

Realizing the implications of this, he turned to Piflin 85. “Madam, by your leave?” he asked stiffly.

Some sort of invisible communication passed between the two of them.

“Of course...Dragon,” Piflin said with a conspiratorial smile as her dragon left the room.

~ ~ ~

“As you know, Optiscan is my family’s company,” Florlet said after the dragon’s departure, answering his long-deferred question. “They manufacture the monitoring devices that maintain law and order in the Equestrian Republic. It’s not a line of work I’m particularly proud of, but I’ve been able to find a way to use the resources available to me to pursue my own line of interests.”

Piflin looked closely at the black bulb on the ceiling, and was just able to make out a miniature camera behind the dark glass rotating and focusing on her. She looked away in a panic. “I believe her!” she exclaimed. The look in her eyes was one her friends had run into before: Trust me, I’ll explain it all later.

The pegasus rolled her eyes. “Sure, whatever. Do you need the rest of our stories?” She continued in a bored tone without bothering to wait for an answer. “Jalpek 7. President of Equestrian Airlines.”

Chapter 4: Master and Servant

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The Mistress of Dreams

Chapter 4: Master and Servant


The purple dragon walked down the hall of the hospital to a sign that read “Monitoring Room”. He passed through a door painted black to enter a room covered floor to ceiling with small glass panels showing scenes in rooms and corridors throughout the hospital. Other screens showed rapidly scrolling displays of text or numbers. Sitting in a small wheeled chair in front of these screens was an undersized griffon, his face lit up by the flickering displays around him. A pair of large black cushions covered his ears, a wire connecting it to a large black box with blinking lights. The griffon used his claws to tap out commands on some sort of multi-keyed typewriter. At least that’s what it looked like to “Spike”. The griffon made no acknowledgement of the dragon’s entrance.

In a pen at the back of the room was a small area lined with fireproof rock. In this space were the dragons he had already met.

“Pinkie”s dragon walked up to him. “Your gem’ss low,” he noted, tapping it with a claw.


Spike picked up the gem. As a dragon, he had a theoretical talent for detecting and channeling magic in gems. As Twilight Sparkle’s creation in this dream, he had whatever abilities he could reasonably believe in. As a result, when Spike held the gem in his claws, he instantly knew that while it had a high capacity to store magic, it was currently very low. He looked around at the gems worn by the other dragons, and saw that they too were magic reservoirs. Now he should not have been able to tell how much ambient magic was in the room—that was a talent possessed by unicorns with magic-related cutie marks. But as an extension of Twilight Sparkle, he felt he was able to fudge matters to a degree, and that was how he knew that the magical level of the room outside of the dragon gems was low to the point of being virtually nonexistent.


Back in the hospital room, “Twilight” looked around her in sudden realization. “Where did the magic go?” she asked. “I detect barely any magic in this room.”

“Rarity” sighed. “The magic of Equestria faded after Princess Celestia disappeared looking for Princess Luna during the Second Great War a half-millennium ago. You know this, Piflin! Princess Luna destroyed the emperor, but was never able to find her sister, and so, giving into despair, she left our plane of existence.”

“Wait, wasn’t Celestia searching for Luna the plot of your dream, ‘Lunesta’?” Pon-3 asked “Pinkie Pie”.

“Ah, why don’t we let the nice pony here finish her explanation?” Lunesta replied nervously.

Without a word, Piflin left her bed and walked out the door of the room. Florlet nervously followed her, with the other ponies trailing them. DJ Pon-3 relied on her sense of hearing to direct her. She soon noticed that slight motions of the dragon perched on her back also helped to steer her away from running into anything.

“Piflin...Piflin please!” the white unicorn exclaimed.

“Oh, don’t stop, I’m still listening,” Piflin said, as she entered the Monitoring Room.

The ponies other than Florlet froze as they took in the towering wall of monitoring screens. Or in Pon-3’s case, the faint sound of hundreds of different conversations. The griffon took off his ear covers and pivoted the chair around in surprise. “Miss Florlet!” he exclaimed in a high voice. “This is most irregular!”

“Is he watching everything?” the pegasus asked.


Surreptitiously, she pointed at the ceiling with her tail, thereby referring to an entirely different “he”.


“I am Rosig the Griffon,” the monitor said with a small bow from his seat. “It is my duty to impartially monitor the Republic. A world without secrets is a world of perfect equality, after all.” He was so young that he looked barely fledged.


Twilight was certain that she had heard that voice before, but not from a griffon.


“You were telling us where the magic went?” the purple unicorn prompted Florlet a few seconds later.

“Right,” Florlet responded wearily. “The ponies responded to the loss of their princesses by founding the Republic.”

“And I...I mean Twilight Sparkle, was the first president,” Piflin said, with some degree of surprise as the memory came to her.

“Yes,” said Florlet. “Over the following centuries, ponies found scientific replacements for magic. We have been able to accomplish marvels never dreamed of by our ancestors, we have raised the standard of living for our poor to unprecedented levels, we have a nearly 90% literacy rate! Sure, our technomagical horns and wings are poor substitutes compared the abilities of the historic Twilight Sparkle and Rainbow Dash, and we never were able to figure out how to reproduce any forms of earth pony magic, but for those who can afford them—”

“The dragons make up for the difference,” Piflin said, pointing at the group of them huddled around her own dragon. “Because of their ability to channel magic out of gems and into us.”

At that very moment, the green dragon with a gem shaped like three balloons was touching her gem to the purple dragon’s starburst gem, causing a visible flow of magic between them.

“I hope you don’t mind, Misstressesss,” Lunesta’s dragon said apologetically. “You never sseem to need my help to do all the thingss you do.”

“Well, it’s nice to see that some things haven’t changed,” “Pinkamena”, or rather Haphastia 16, remarked with a hint of a smile.

“But I don’t get it,” Pon-3 remarked. “If the ponies lost the source of their magic, while dragons retained theirs, why didn’t they take over? After all—”

She was unable to finish that sentence, because all of the dragons but one quickly surrounded her. “We are your sservantss!” they chanted loudly enough to drown her out. “We are your sservantss!

“With the ponies powerless to stop them—” Pon-3 tried in vain to continue.

We are your sservantss! We are your sservantss!

“Surely their greed—”

We are your sservantss! We are your sservantss!

“That is enough,” Florlet ordered them quietly. The dragons stopped their chanting, and shuffled back to their place at the back of the room. “As you can see, they have all been conditioned to obey, and if necessary utter that particular catchphrase, rather than allow seditious thoughts to enter their minds. It really is when all things are considered, the best of all possible wor—”

“Where’s Fluttershy?” Applesauce interrupted, her first words since waking up.


Her voice sounded uncharacteristically soft to Rainbow Dash’s ears.


“Rarity 15 has rejected the game, as she has rejected most of modern society,” the white unicorn replied with an exasperated shake of the head. “She’s one of the leading Conservationists, and has wasted most of her family’s considerable fortune on the twin lost causes of depriving ponies of their technology, and ‘liberating’ the dragons to conquer the—”

We are your sservantss!

“Yes, yes I know!” Florlet exclaimed, shutting the dragons up. “Can we go? You all have jobs to get back to.” With a bright electric glow from her artificial horn, the door opened. “Dragons...”

At the prompt, the dragons leapt up upon the backs of their pony mistresses, with “Twilight”s lagging behind by a few moments. “Just take the elevator up to the flight deck,” the white unicorn instructed them. “Your transports await you.”

“Alright, I guess we’ll take a look around, Florlet,” Piflin said cautiously. “But we still have much to discuss.”

“Oh I’m sure you do,” Florlet said with a thin smile. She used her telekinesis to tap on Pon-3’s shoulder. “Ah, you do remember that you agreed to be my apprentice, right?”

“Of...of course,” Pon-3 said. She listened for the sound of “Rarity” walking past her out of the room, and followed that sound down a corridor in the opposite direction to the one that the other ponies had taken.

“I have some ideas on what went wrong with the simulation,” Florlet told her. “Starting with the matter of the Dragon Emperor’s scales...”


The rest of the ponies and dragons entered the small chamber labeled “Elevator”. Applesauce reached for the “Flight Deck” button, but couldn’t quite make it without toppling the dragon on her back.

“Allow me, Mistress,” that very dragon said, reaching up to press the desired button.

“Rainbow Dash” spotted the observation device on the roof and sighed. “I don’t suppose we’re ever going to find a place to talk without being spied on, are we?” she asked wearily.

“Well not anywhere around here,” “Pinkamena” said cautiously. “However, there might be some places that are different.”

“OK, I think you two are the best for that task,” “Twilight” said to the two pink ponies. “Meanwhile Spike and I will investigate how this world works, both magically and technologically. I’ve got a feeling that that will be really important.”

“I cannot shake the feeling that I’m missing out on something,” Applesauce said. “But nevertheless, I’m ‘in’ on whatever adventure you have planned.” She looked at Jalpek 7. “What exactly do you have planned?”

“Fixing your accent, for one thing,” “Rainbow” said with a grin. “After that, we’ll wing it.”

“I do not have an accent!” Applesauce exclaimed.

“Exactly,” said “Rainbow”.

“I’ve got a question,” “Pinkamena” added. “Who’s in charge?”

“The President runss Equesstria,” “Rainbow”s dragon piped in. “Her power balanced by that of the Hundred and the High Court.”

“But everypony knowss that the Mistresss of Dreamss is the true ruler of this here utopia,” said Applesauce’s dragon. “She’ss the only pony on thiss planet whose talentss are truly irreplaceable.”

“The Mistress of Dreams ?” “Twilight” asked. “Who’s that?”

“Florlet 17,” Applesauce’s dragon replied.

“I don’t get it,” “Rainbow Dash” said in reply. “What does she do that is so important?”

“Pinkie Pie” looked around her at the cramped confines of the elevator car. “‘I could be bounded in a nutshell and count myself a queen of infinite space,’” she proclaimed, “‘were it not that I have bad dreams.’”

“She’s this world’s Princess Luna!” exclaimed “Spike”.


Back in the Monitoring Room, Rosig Rache the griffon watched and listened as Florlet and Pon-3 entered a room labelled “Dream Control Room”. He turned up the volume so he could listen in on their conversation.

Miss Florlet,” Pon-3 asked, “forgive what might seem a dumb question, but I guess I haven’t recovered all of my memories yet. If everypony else has a different true name than their Bearer aliases in the simulation, why am I Pon-3? Am I her descendant?

Florlet laughed. “Oh, Pon-3,” she said, “you don’t actually think that a common disk jockey assisted the Bearers in their quest, do you?

Pon-3 laughed weakly. “So I was there to...

To monitor the simulation from the inside, of course,” Florlet filled in. And to gain practice in experiencing sight in the dream world. If you truly hope to become my apprentice, you’ll have to be able to interact and shape whatever sensory inputs you may encounter, and that includes sight. Later we’ll work on getting you acquainted with magic vision, which unicorns used to possess, and dragons still do. Of course, dragon dreams are a coarse and uncomfortable subject, but needs must. Dream monitoring is the most efficient means for determining the loyalty level of the dragon workforce. As I hope I’ve made clear, keeping the dragons in line is essential to keeping the whole of pony civilization intact.

“Soon...” the watcher whispered to himself. “The wicked ponies’ day of reckoning will be soon...”

Chapter 5: Precious

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The Mistress of Dreams

Chapter 5: Precious


The elevator opened out to the top of the hospital building. Although there were high glass walls around the perimeter, there was no ceiling to this space, and the sounds of the flying vehicles the ponies had seen earlier was nearly overwhelming.

A trio of little dragon musicians were playing in a corner. “Preciouss and fragile thingss,” the lead singer crooned in a baritone voice, “need sspecial handling. My god, what have we done to you?” Nopony paid the singers any attention as they dashed from one of the many elevators into waiting vehicles that lifted off into the sky.

Meanwhile, a steady drizzle was running down from above.

“Hey!” “Rainbow Dash” exclaimed when she held out a hoof to feel the rain. “This stuff stings!”

“Well of course it doess,” her dragon informed her. “It’ss acid.”

The extended hoof was quickly withdrawn.

“A minor sside-effect of the gem mining,” added “Pinkamena”s dragon.

“Twilight” walked over to one of the glass walls. She noted that at the top of the wall, spaced every half-ponylength, was another Optiscan camera to spy on them. “Without gems, there’d be no magic,” she remarked, looking out at the insane tangle of aerial traffic just beyond the wall. “How much of the planet has been mined?”

“Pretty much all of it,” replied Haphastia’s dragon once again. “There’ss a chance that the Lunar colony will increasse the supply.”

The ponies looked up in vain to try and see the moon, but the ever-present haze made that impossible.

“The Lunar colony?” Piflin asked.

“Where the war against the Ancients is being fought,” Applesauce replied. “Wait, are ponies allowed to answer questions in this game of asking stuff everypony knows by heart?”

By this time the group had been jostled by the crowds to the point that they were all up against the glass wall.

“Apple...sauce, wasn’t it?” “Twilight” asked.

“Applesauce 103!” the earth pony answered proudly. “Hydroponics section chief for all of Ponyopolis.”

“Hydroponics?” “Rainbow” asked.

“That means using vats of chemicals to grow plants,” explained “Twilight”.

“Who wants to come home every night to a vat of chemicals?”

“They are my vats, and I’m perfectly happy to come home to them every night, Jalpek 7!” Applesauce exclaimed. “Besides, they’re not the only ones I come home to. There’s Grandmother, and Mother and Father, and Tannic, and our two sons.”

“Oooh,” “Pinkamena” said softly. “Now I understand.”

“Yeah, but how does that memory compare with Sweet Apple Acres?” “Rainbow Dash” said in an insistent tone.

“Pinkie Pie” pulled “Rainbow Dash” aside. “Jalpak, I think we can let Applesauce here go home to her parents tonight. Just this once.”

“Rainbow Dash” looked back and forth between the pleading eyes of the others and the quietly satisfied eyes of Applesauce. “You just know that she’s going to be mad at you all for holding back the truth when she comes back, don’t you?” she asked. Shaking her head, she picked up Applesauce’s hoof and led her away from the others. “I’ll take you over to your flying bus. Or flying limousine, or flying whatever to get you home to your precious vats. Now don’t forget whose side I was on tomorrow, when we continue our little talk. Let’s say I’ll meet you at your place?”

“Alright,” said Applesauce. “Oh, that’s my bus. Pleasant dreams, Jalpek!”

“Pleasant dreams, Applesauce!” “Rainbow” said between clenched teeth. “Wow, I really miss that accent,” she muttered as the bus was lifting off into the sky.

‘Coffiest Coffee Substitute’,” Haphastia read the advertisement on the side of the bus. “‘Three cups with every meal, and a pot to get you through the night.’ Hey, I wrote that!”

“Haphastia creates advertisements for a living,” “Twilight” said with a shake of her head. “Who ever heard of a career like that?” Gathering her thoughts, she addressed the others. “Applesauce’s farm is at the city limits. We’ll meet there tomorrow a couple hours after sunrise. Make sure to arrange to get off work.” She looked over at a particularly ostentatious limousine that was nearby. “That one’s mine.”

Haphastia looked back and forth between the limo that “Pinkie Pie” was climbing into and the one that “Rainbow Dash” was boarding. “Um, can I go with you, Jalpek?” she asked. “I’m supposed to be putting together an advertising campaign for Equestrian Airlines.”

“That was supposed to be you?” Jalpek answered. “Sure, come on in.”

“Um, do you mind?” Haphastia asked Lunesta.

“No,” the pink pony answered a little too quickly. “I don’t mind. I guess I can explore the town tonight. See the arcades.”

“Arcades?” asked Haphastia.

“I design video games for a living, and arcades are where video games live. I have no idea how ‘Florlet’ figured how much I love those. Should be fun!”


Jalpek spent the trip staring belligerently at the black sphere on the limo’s ceiling. She burst out of the vehicle as soon as it landed outside an enormous hangar. “Finally!” she exclaimed.

She led Haphastia to a “spinner”, a flying craft small enough to only fit the two of them, or so it appeared. “Let’s go for a ride,” Jalpek invited her. “No dragons.”

“But Mistresss—” Jalpek’s dragon began to say.

“Nope. Too small. There’s no way we’ll all be able to fit in there, and Haphastia here needs to find out all kinds of stuff to make her advertising from.” She waved a hoof over at a far corner. “Go over there and wait for us.”

“Mistresss?” Haphastia’s dragon asked.

“Go ahead,” the pony instructed him. “You know how to fly this contraption?” she asked, lifting a panel and marveling at the complex inner workings. “I can almost follow this.”

“Of course I can fly it!” Jalpek protested. “I’m president of the company, remember? And look,” she added directing the magenta mare’s attention to the interior of the plane. “No spy do-hickeys. This is state of the art, so I got an exemption from the government so my competitors don’t steal my designs.”

“You’ve got competitors?”

“Aeronautics is a cutthroat business,” Jalpek said with a straight face, before breaking out in a grin and adding, “from what I remember.”

~ ~ ~

In a few minutes, the plane was out several hundred ponyheights above the rest of the traffic.

“I think that whitish blob over there might be the moon,” Rainbow Dash said, pointing out the window. “So, you want to hear something funny?”

“What is it?” Pinkamena replied.

“The reason why I, why ‘Jalpek 7’, became an aircraft designer—it’s because I’m supposed to be terrified of flying on my own, so I had to build machines to do the flying for me. Can you believe it? Me, afraid of flying?”

Pinkamena put on the barest hint of a smile. “Lunesta and Haphastia have precisely the opposite personalities of Pinkie Pie and myself.”

“Yes, I guess that would do it.” Rainbow Dash engaged the autopilot. “OK. So, we need to talk.”

“About what we’re doing in this dream?”

“No, about Pinkie Pie. The truth about Pinkie Pie.”

Pinkamena crossed her forelegs and sulked. “Knowing the truth is not going to do you any good, Dashie. All it’s given me is one big headache.”

“Well, why don’t you tell me, and let me decide?”

Pinkamena sighed. “Well for one thing, you’d have to keep it to dreams. Never, ever give the slightest hint you know her secret when you’re awake, or it’s over. And I don’t mean that metaphorically. Give this secret away when you’re awake, and everything’s over. No more ponies, no more Equestria, no more Princesses. Everything you’ve ever known will end. The only reason I feel safe even hinting at this is because Pinkie’s pantheon doesn’t include any dream gods.”

Rainbow Dash reeled in the confined space of the cabin. “So it’s true, then? Pinkie Pie’s an honest-to-Celestia goddess?”

Pinkamena paused, then scratched at one ear with the edge of a hoof. “Are you sure you want to know her story?”

Tell me everything.” Rainbow insisted.

The earth pony sighed. “OK,” she said, “but you are going to regret it.” She dramatically tapped the glass of the spinner’s canopy. “She was born on the Hidden Planet, at the edge of Known Space. Her people were technologically advanced, although emotionally frigid, having their every need met for them, and had abandoned their space program centuries earlier. Their greatest scientist, Jell, had discovered that the planet was doomed, but the Science Council refused to believe him, so he broke his infant daughter’s genetic link to the planet and created a rocket to save only—”

Rainbow Dash groaned. “Seriously?” she asked. “She ripped off Supermare’s origin story?”

“Well, at the time she told me, I didn’t even know what a comic book was, so I was quite impressed.”

Rainbow frowned. “Well, at least she had the good taste to use the version from Burn’s Mare of Steel miniseries. So what did she tell you happened after the planet exploded?”

“The rocket crash-landed in the ocean of a planet much like Equestria. That world was protected by a group of ponies with strange powers, ponies who were hated for being different.”

The pegasus rolled her eyes. “Here we go...” she muttered under her breath.

“After saving the world once again, their spaceship crashed right near where Pinkie’s rocket landed. She discovered them all, unconscious, and brought them to the surface before they could drown. But one of them, Mental Mare, was hurt so badly that she had to be put into suspended animation for months before she would be able to wake up. So Pinkie used her incredible powers to impersonate her.”

“Oh no!” Rainbow exclaimed. “She didn’t!”

“Soon afterwards,” the earth pony continued with a grin, “this false ‘Mental Mare’ was kidnapped by the evil Chess Club and brainwashed, thus realizing the full extent of her powers.”

“And then she went and blew up a star, right?”

“Right,” said Pinkamena with a sardonic smile. “However did you guess?”

Ex-Mares, issues 129 to 138,” Rainbow Dash recited. “Written by Clear Mount, drawn by...wow, she really must be a Burn groupie. And then what happened?”

“Blowing up that star brought her to the attention to a band of renegades that had also escaped from the Hidden Planet before it blew up, and who were also as super-powered as her. They adopted her into their clan, then resumed their millennia-long reign of terror.”

Rainbow put a hoof to her forehead. “The chronology here is giving me a headache.”

Pinkamena nodded in sympathy. “Eventually, they made such a nuisance of themselves that the neighboring gods declared war on them. Pinkie’s name back then was Judge Ender. ...Or Finality, or Termination, or something grim like that. She was little more than a baby by their standards. She thinks she might have been the reason why her side lost, that she didn’t accelerate the inevitable destruction of an entire planet of psychics before they had tipped the balance.”

“Yikes,” Rainbow said quietly.

“I think the planet was called Aladan, or something like that,” Pinkamena continued.

“None of this last part is ringing a bell,” Rainbow said. “I was thinking maybe Judge Doom or Kirby Dot’s New Gods series, but I never paid too much attention to the philosophical titles.”

“No, I did my research, and I didn’t find anything like this. I think it might have actually happened to her. Anyway, after they were defeated, her pantheon was sentenced to spend a lot of time in this place called Limbo—it was like a billion years, but much longer. Like if we had a word for a million, times a million, times a million—that’s how many years it would be. She spent her time in Limbo away from the rest of her group, because her brief glimpse of mortals had taught her how awful her fellow gods were. She found a way to spy on this race of funny mortals near one of the entrances to Limbo. She said she lost her mind after learning about something called the ‘Cat Skills’ from them. That’s where I came in.

“I was too close to your first Sonic Rainboom, Dashie,” Pinkamena said, her eyes unfocused. “Way, way too close. You killed me, Dashie, left nothing but a little scorch in the ground.”

“No, really?” Rainbow asked in shock. “I’m sorry.” The words sounded horrifically inadequate.

“It’s OK,” Pinkamena said with a slight smile. “I got better, eventually. But the first thing that happened was that the magic of your Rainboom was so powerful that my soul was sent to Limbo instead of where it was supposed to go. I started to lose my mind there, being confronted by beings so far beyond my comprehension. But she found me, and she figured out a way to get me back to Equestria, and back in a new body identical to my old one. And best of all, back at the exact moment I left, so nopony would know any better.

“It took the better part of a week, at least as I measured time, for her to complete the preparations for this. And during this time I found out about her, about how she was living, and most of all, I learned enough to decide that she didn’t deserve this life. So, at the final moment, when I was being sent back to my body, I pulled her along with me.

“I wasn’t ready for coming back,” Pinkamena said, looking at the floor of the self-guided aircraft. “My family knew, they just knew. And I was never very popular before. I tried to show them the happiness I had learned from my new friend, the happiness that had given me my cutie mark, but they just told me how I had ruined everything. How I was going to cause the end of the world...by being happy. And that they would never, ever love me again, unless I became as miserable as them.

“I couldn’t do it,” she said through tears. “I couldn’t! But I couldn’t stand to be rejected by the only ponies I had ever known. So...I ran away. I ran away in my own mind and left a ditzy god in charge. She decided to call herself Pinkie Pie, she talked her way into the Cake household, and the rest you know.”

“No, I don’t know the rest!” Rainbow protested. “Like for instance, how does the secret getting out end everything?”

Pinkamena frowned. “Pinkie told me that her family is a very jealous sort. They don’t really care how she lives her life in Limbo, but they couldn’t stand the idea that she was out and about while they were stuck doing nothing. They’d report her disappearance. Or, if they didn’t, it was always possible that some god might notice her, and then she’d be in trouble.”

“But Pinkie does impossible stuff all the time!” Rainbow insisted. “How is that not putting everything in danger?”

Pinkamena opened her mouth to reply, then stopped to think out how best to phrase her answer. Finally she said, “There’s a line past which it would get really obvious. Pinkie knows where it is, and won’t go anywhere near it. But let me say this again: she can’t go past it. Pinkie has the power to fix everything, but she can’t. There could be a monster that wipes out Cloudsdale, that wipes out Canterlot, that threatens to blow up the planet, and Pinkie couldn’t cross that line to stop it. Because if she was caught, all evidence that she had left Limbo would have to be erased. That doesn’t just mean Equestria going away. It means the whole galaxy that Equestria’s in would have to disappear, erased from history before the moment of its creation! So, do you promise never to tell a waking soul?”

Rainbow looked calmly at the panicking Pinkamena for a few seconds, trying to decide at which precise point this conversation had leapt head-first into complete madness. “So basically, what you’re telling me is that Pinkie is the same as I always thought she was: a weird, weird pony.”

“Yes.”

“Yeah, alright, I promise not to tell. Wow, it’s a good thing that Dragon Emperor didn’t spy on any of that.”

Well, it’s not like you’ll remember any of this when you wake up, Dashie, Pinkamena thought to herself in relief.

And all the while, the spinner’s open microphone was broadcasting the two ponies’ entire conversation into the aether.

Chapter 6: The Policy of Truth

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The Mistress of Dreams

Chapter 6: The Policy of Truth


Applesauce sat patiently on a bench at the back of the flying bus. She knew her stop was the end of the line, so she had plenty of time. Squeezed in around her were nearly two dozen ponies.


Applesauce didn’t mind. Her research into Applejack had revealed that the pony, like so many other earth ponies of her generation, suffered from claustrophobia. Applesauce felt a tiny little feeling of superiority over the legendary hero. Applejack might be better than her in every significant way, but she’d never survive a two hour bus ride in Ponyopolis.


As she was waiting, she allowed her eyes to roam over the advertising on the inside of the bus. There was a complex work of modern art, using colored lines to represent the pointlessness of everyday life. It happened to double as the route map for Ponyopolis’ transit system.

Applesauce examined the diagram carefully for a few minutes before noticing a minute gray line leaving the tangle of other routes to end in an arrow and the words “To Canterlot”.

She stared at that little annotation in wonder, her mouth in the shape of an “O”. It had never occurred to her that Canterlot was a place that one could actually travel to.

She got up and walked over to the pony driving the bus, a dour slate-blue pegasus stallion whose license identified him as Captain Linwurst 86. “Excuse me, Captain Linwurst, but is this the Gray line?” she asked.

“It is,” the captain said, with a voice like gravel being poured over hot asphalt.

“Is Canterlot on the Gray line?”

“It is.”

“So when are you stopping there?”

“I’m not,” the driver said.

“Why not?” Applesauce asked.

“Because you want the Express if you want to go to Canterlot.”

“Well, where can I get on the Express?”

“Baltimare. The Express goes straight from Baltimare to Canterlot.”

“Baltimare?” The name seemed utterly foreign to the little orange mare. If Canterlot was a far-off place, Baltimare might as well be another planet to her.

“Yup, Baltimare.”

“Well, how do I get to Baltimare?”

“You can’t,” the driver said with finality. “You can’t get there from here.”

“Oh,” said Applesauce quietly. “Thank you for your time.” She turned to go.

“Hey,” Captain Linwurst interrupted her. “Do you want the opportunity of a lifetime? It’s not Canterlot, but it’s the next best thing.”

“What is it?” asked Applesauce.

“Tours of the homes of the rich and famous. This very bus, every Canterday afternoon at two hours after sunrise. Two hours that you’ll never forget, and only 50 bits per pony. What do you think?”

“Now wait a moment,” the earth pony replied. “Did you get permission from these celebrities to drive by their houses?”

“Hey, it’s a free country,” Linwurst said. “I don’t have to ask their permission to fly through the nearest public airspace.”

“If you’re sticking to public airspace,” Applesauce said, “then you’re really not going to be able to see much of anything. All in all, it doesn’t sound like your tour would be worth 50 bits.”

“No, it isn’t,” Linwurst said with a grin. “But it’s a strict no-refund policy, so if somepony’s not smart enough to ask the right questions, then I get to profit from their stupidity, eh?”

Applesauce began to laugh along with the driver as he celebrated the prospect of getting one over on the common pony, but suddenly she stopped. For some reason she couldn’t understand, something that always made her feel happy, being better than other ponies, suddenly made her stomach feel sour.

With a confused frown, she made her way back to her seat.

~ ~ ~

Nearly an hour of travel time passed, and the majority of Applesauce’s fellow passengers got off at their stops. Feeling bored, the earth pony allowed her eyes to wander over the walls of the bus once more, until she spotted an arresting image: a happy pony couple in spacesuits, looking out into a starry sky. “The future awaits you—on the Lunar colonies!” she read the text out loud.

“Why, I’ve got one of my nieces living up there!” a green-coated mare the same general age as Applesauce said proudly.

“Oh, you must be so proud,” Applesauce replied.

“Have you got any pictures?” asked the only other passenger of the bus, an elderly stallion.

“Well, let me see...” the mare said, digging through her saddlebags. “Mind you, I only have holopics of her from before she left.”


Applesauce’s attention remained fixed on the advertisement. She wasn’t entirely sure if stars really looked like little white crosses on a jet black sky, as the ad promised. She had never seen anything other than pollution-clogged skies for the entirety of her brief life, despite living on the edge of the city. But then again, nopony lived outside the cities. Nopony knew why the countryside and mines were left to the machines, but they were. It was like everypony knew that the whole planet hated them for how they had betrayed their stewardship over the centuries, and now they huddled together in the cities to be safe from Mother Equestria’s vengeance.

Now Applejack, the character she pretended to be for a couple of hours each week, she knew what the stars looked like. She liked to sit on a hill on Sweet Apple Acres after the chores were done and gaze up at the heavens. It seemed like there were more stars in the sky than leaves on every tree in Equestria. Than hairs on every pony. Their number was too high for even Twilight Sparkle to ever name. Applejack’s ma, before she passed, had told her that every shooting star was a wish, and every permanent star was a wish come true. Applesauce wondered what it meant that nopony could see the stars anymore. Nopony except the settlers...


“I wonder what’s happening on the colonies,” she said out loud.

“Hmm...dunno,” the stallion replied. His coat was thin and the color of fading newspaper.


Which was another thing that existed in Applejack’s world and not Applesauce’s.


“It’s been a long time since I’ve heard any news out of the colonies,” the mare added. “I hope things are going well for my niece.”

“Oh, I do hope the War hasn’t turned against them,” the stallion said.

“Oh, that would be horrible!” the green mare exclaimed.

“Oh, that’s not good,” Applesauce said. “Maybe you ought to write her and see how she’s—”

Applesauce stopped speaking at that moment, because the two ponies she was talking to were no longer available. Instead, they were busy having their memories reset by the dragons on their backs.


This caused Applesauce to realize that the dragons had had no part in the recent discussion, something that was rather unusual, since they usually knew what was going on long before any pony, and were usually never reluctant to share what they knew.

The next thing that Applesauce realized was that she was not being reset along with the others.


“Dragon?” she said softly, prodding her back with one hoof. “Are you awake back there?”

“Sure I’m awake, Mistresss,” her dragon drawled in that funny accent that she shared with Applejack.

“Shouldn’t you be...” She waved one hoof in a vaguely sinister fashion.

“Not for you, Mistresss. Florlet’ss orderss.”

“Huh,” Applesauce said, rather disappointed. “Well that just makes everything more—”

“Why, I’ve got one of my nieces living up there!” the green mare suddenly exclaimed. Both she and the stallion were sitting comfortably on their benches, acting like nothing unusual had happened. After a few seconds, she turned to look intently at Applesauce, like she was expecting a specific reply out of her.

“Oh!” Applesauce exclaimed. “You must be so proud?”

The dragon atop the green mare rolled her eyes.

“Uh, have you got any pictures?” the stallion asked, breaking the lull in the conversation.

“Well, let me see...”

“Now that is why I’d prefer no special treatment,” Applesauce said accusingly to the dragon on her own back.


“Pon-3?”

“Yes, Miss Florlet?”

“I’m afraid you’re not fully realizing your potential in the world of dreams.”

“What do you mean?”

“Music. The dreams we’ve been working on over the past few hours have been devoid of music. But music is your passion, yes?”

“Well, yes, but—”

“Music reaches directly into the emotional part of the brain, you know. Short-circuits logical thinking altogether. I know that for me personally, I cannot hear ‘When the River Meets the Sea’ without thinking of my parents and...my sister. I simply have no choice. And dreams are a purely emotional landscape. Do you get what I am saying, Pon-3?”

“I’m...beginning to get an idea.”

“Good. Then let’s put those unique abilities of yours to the test. Applesauce here is going to sleep. I’ll hook you up to the Projector, and then I want you to make her dream...something interesting. How about if you put a little fear into her heart? Nothing extreme of course, nothing traumatizing. But don’t use visual stimuli. I want you to shape her dream with music alone, music from your own mind. Do you think you can do that?”

“I...I can try.”

“Excellent!”


Applesauce was working in her garden. Towering around her in neat rows were the hydroponic tanks, one for each of her crops. She was wearing her waterproof white suit, peering at the gauges through the clear plastic of her helmet. She failed to notice the lack of a dragon on her back.

She stopped as one of the gauges appeared to be bottomed out. She tapped it a few times, just to be sure, then with a mental shrug began the arduous process of climbing the ladder mounted on the outside of the faulty vat. Reaching the top, she hooked her forelegs into an oversized valve and walked around the top of the vat several times, until the latch finally disengaged and swung downward. Tapping the side of her helmet to activate the hornlight, she poked her head into the hole. “Well, well, well,” she said as she observed the low level of the nutrient broth. She smiled to herself as her voice echoed within the chamber several times. She turned to open a smaller valve.

Can’t an Apple dream about anything other than her job and/or family?

Standing invisibly on the top of the next vat over was Pon-3. She started thinking of fear, of what it felt like to be afraid, and what she thought the universe felt as it induced fear in her. From a deep inner part of herself, she felt a sinuous melody spring to life, like nothing she had ever heard before, but aching with an irrational familiarity. She channeled the melody to her horn like it was magic, and the resulting theme seeped into the background. She could no longer hear it, but she could feel it, and it was indeed fear. It felt like falling, like losing control and watching the shadows in the corners rushing out to feed on your weakness.

Applesauce tumbled into the vat with a helpless cry.

Pon-3 popped over to check on her. She wasn’t exactly sure how she did it. It was just that she needed to be there, and if she was able to run on air it would take three measures of the music in her head to cross the distance. So she skipped over those three measures, and suddenly she was there, with no time having passed.

“Halp!” Applesauce cried out. Her eyes bugged out as it appeared like the walls of the vat were crumpling in around her.

Climb! thought Pon-3, as she reached out towards Applesauce. A phantom keyboard appeared before her, and after a moment she began to translate that thought into a melody. Again, this was like no song she had ever heard before, although it reminded her of an old dragon march.

The walls around the drowning pony seemed to regain their solidity, as Applesauce was filled with a sudden determination. She was not going to die, not here, not while her family needed her! With a mighty lurch, she kicked herself over to the ladder attached to the inside of the vat. Slowly, with many stops to catch her breath, she pulled herself back up and out of danger.

That was incredible! Pon-3 thought to herself. I’ve never had that kind of control over anybody’s life before, not even my own! It felt good to her to get some kind of payback for the way that Applejack had manipulated her back in Twilight’s dream...

Wait, how am I remembering that? Pon-3 asked herself in confusion. Most of each dream so far faded from my mind soon after it ended. Are those memories something Rarity gave me along with the fake memories of being Florlet’s apprentice?

It was at that moment that the dream ended, as Applesauce reached safety.


“Is it always that easy?” Pon-3 asked incredulously from her harness inside the immense Projector.

“No, of course not,” the voice of Florlet purred into her ear. “It was just that poor Applesauce was in a uniquely vulnerable spot just then. Her emotional armor was lowered. Frankly, you’re going to need something a lot better than music to get past most ponies’ mental defenses.”


Applesauce awoke with a start. Feeling the warmth of her husband beside her, the mare lay still and waited for her heart rate to reach manageable levels. Putting on a light housecoat, she slipped out of bed.

She made her way carefully through the house, pausing for a few seconds outside of the nursery where Pepin and Charles were sleeping. She opened the door and peered in at the two small bundles, growing and shrinking slightly with every breath. With a soft sigh of happiness she closed the door.

~ ~ ~

A few minutes later she was in the exact spot where her dream had taken place. Silently, she looked around her, taking in the dim lighting around her and, over a nearby hill, the glow of the city. With no preamble, she broke out into a trot, rapidly climbing the hill to look out at the panorama of Ponyopolis. She had only been running for less than a minute, but it was a cold morning, and she hadn’t gotten in much exercise in the past couple of days, so of course...

Applesauce winced as her left rear leg seized up in a knot. Lying on her back, she methodically used her other hooves to massage the knot out of existence. She had had these leg cramps all of her life.

...Yet it had never hurt like this. She was sure of it. And that brief run—it was more exhilarating than her memory of when Tannic had proposed to her. What was happening to her?

Applesauce’s mind whirled, jumping from memory to memory. Her own memories as Applesauce seemed to wither in comparison both to what she had experienced since she awoke from the simulation, as well as her false memories as Applejack. As Applejack, she had remembered tastes and smells more vivid than anything she experienced as Applesauce. She knew the feel of Apple Bloom’s head under her hoof, and where her ticklish spots were.

She knew that Tannic was ticklish, but where? She couldn’t seem to summon up the information. They had gotten married under a sycamore tree. But sycamores were extinct, weren’t they? And her sons, her sons that she hadn’t seen all day today because Tannic put them to bed while she was still pretending to be Applejack...

What color were their eyes? What kind of mother was she if she couldn’t even remember the color of her own sons’ eyes?

Who was taller, her mother or her father? And what did their voices sound like? And how did she discover that she was good at hydroponics? And why did her passion for it seem so paper-thin, like everything else in this perfect little—

Timid little Applesauce shook her head, her mind breaking into shards like candy glass, and a confident and wiry earth pony rose to her full height.

Oh Rainbow, Applejack thought to herself as she wiped the non-existent tears from her eyes, why do you always have to be right about me?

Chapter 7: Behind the Wheel

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The Mistress of Dreams

Chapter 7: Behind the Wheel


The pink pony walked into the busy arcade. It was long after sunset, but there were no signs that anypony was ready to give up on the night any time soon.

“Easter egg hunt!” she proclaimed out loud.

Lunesta looked proudly at the game machines around her, machines that her company had built, that she and her predecessors had designed. In a back corner was Wall-Bounce, the game designed by the original Pinkie Pie shortly after the war with the dragons had concluded.


I’m not sure if Pinkamena or I would have actually invented that game, Pinkie Pie mused. I was far more a fan of Asteroids than Breakout.


She strode leisurely by such classics as Dance Dance Restoration, Ping, Lunar Lander, All the Bugs and Arabian. Finally she stopped before a game shaped like a mechanized chariot, halfway through the evolution between Princess Celestia’s phaeton and a modern spinner. The name of the game was Short Ride in a Fast Machine. She wasn’t too surprised to learn that the goal of the game was not to steer the chariot, but to keep from falling out. Nearby, a young colt was loudly complaining to anypony who would hear about the numerous failings of a nearby game called 4’33”. He never noticed that the game wasn’t plugged in.


Piflin arrived back at her enormous mansion. Her first act was to send her army of servants back to bed. Her second was to get out her training weapons and take out every camera and microphone in the mansion’s gymnasium.


“Why does the mansion have a gymnasium?” Spike asked Twilight once they were no longer being monitored.

“Piflin judged herself by how well she could dominate others,” Twilight replied with a frown. “Either through the law, or by pure physical force. This was the place where she learned every dirty fighting trick imaginable.”

“Alright,” said Spike. “So why are we here?”

“I’m worried by how badly we did in that dream battle,” Twilight confided.

“Well, reality was sort of breaking up by the end,” he replied.

“This is a dream, Spike. Reality breaking down should actually be expected. We’ve only got one more dream to go after this one before we have to face the Emperor.”

“Is that why you haven’t woken Rarity up yet?”

“Rarity’s a lucid dreamer, Spike. That’s why she was able to break out of Rainbow Dash’s dream so easily. She can end this dream whenever she wants to, but she hasn’t. Why?”

“Because the Dragon Emperor has his claws in her and she’s leading us all into a trap?” Spike asked nervously.

“No, I think that she set this dream up so we can improve our skills,” Twilight replied. “The way dragons and ponies are paired in this dream would never work in real life, but it precisely matches the relationship you have as my dream construct. That means that ‘Piflin’ has memories of a lifetime of using you to fight unfairly.”

“And what are you going to do with that information?” Spike asked nervously.

“Keep the parts I feel comfortable with, and toss the rest. I’d like to start our training with learning to see through each other’s eyes and to pass manna around quickly when under a magic-draining attack. Now help me move these barriers in place to try this out.”


Lunesta 1 stood very still, watching the attract mode play out on the arcade cabinet before her. Superficially, the cabinet was nothing but a comfortable couch with a small cage suspended above it, a cage equipped with magical blades for interfacing directly with the mind of the player. This was the cutting edge of video game development.

Control all aspects of your chosen solar system’s development,” a recorded voice from the game informed her. “From stellar birth to death. Micromanage, or let your custom rules reign supreme. With a complete mental link to one of the most powerful computational simulators on the planet, you’ll truly have the power of a god...as well as the responsibilities. Over five dozen planets are yours to choose from, from Equestria itself to many popular worlds of fantasy, science fiction, or cutting-edge astronomical research: Barchan, Krynn, 40 Eridani A, Terra, Amino, Aladan—

On hearing that last planet’s name, ‘Pinkie Pie’ rushed forward, presenting her hoof to be read to establish her financial credentials, and sticking her head into the rather nasty looking cage. Seconds later, she was floating in space, watching a solar system condense before her. Judge Ender eagerly reached out with her hands to begin exerting her control over the doomed Aladan system, not even noticing that she was no longer a pony...


Twilight and Spike were taking a break, after spending several hours working out an entirely new branch of cooperative magic. They were sitting side by side on the padded floor of the gymnasium.

“Twilight,” the dragon said. “If we are getting to the end of these dreams, then there’s something we need to get settled.”

“What is it, Spike?”

“What exactly is Spike to you? The real Spike, not me.”

“Why, he’s my number one assistant!” She looked over at Spike to see if this answer was satisfactory. When she saw that he was refusing to react, she reluctantly added, “My first and best friend.” She frowned. “As a part of me, you know this already.”

“I’m not sure you know it,” Spike replied. “I had to prod you to admit that he was more than just your employee. If all he was was your ‘number one assistant’, then you should be paying him. But he isn’t your employee, he’s your friend. So how come you never take him along on your adventures with the other Bearers?”

“Because those would be too dangerous for him!”

“And what about the lunch dates?”

“I remember to invite him...most of the time. But those sometimes turn dangerous as well.”

“Well, if he’s not old enough now, when will he be old enough?”

Twilight sighed. “Probably when I’m old and gray,” she said.

“Are you sure?” Spike asked. “What constitutes the age of maturity among dragons?”

“Awakening from the first major nap.”

“But the age when that happens varies greatly among dragons. You can’t be sure if he’s five years late, or fifty years too early. And besides, he was raised as a pony, and thinks like a pony. What is maturity for ponies?” Spike asked.

“Getting your cutie mark,” Twilight replied. “Although few ponies nowadays move out at their Cuteceñara. And that requirement is obviously not going to work for Spike. So I guess it’s when he moves out on his own.”

“But he’s not going to move out on his own as long as he’s your number one assistant. Especially if that’s all he thinks he is to you.” Spike stood up. “Twilight, if you got hurt really bad, and you had to go to a hospital, your family would be allowed to visit you, no matter how bad you were. Your friends wouldn’t have this privilege, and Spike wouldn’t have this privilege. Is that alright with you, that Spike would be waiting outside to find out what happened to you when your family is allowed to be with you?”

“I...well...no, no it doesn’t. I guess my relationship with Spike is more than friendship.”

“Do you think of him as your son?”

“No!” Twilight exclaimed, the volume of which surprised even herself. “No, I’m pretty sure that Spike sees Princess Celestia as his mother, because of how she raised him for his first few months after hatching. Even after all this time, there are some parts of that period that he doesn’t feel comfortable telling me. That’s what makes me think that he doesn’t think of me as his mother. That’s not to say that I haven’t comforted him after he’s had nightmares.”

“And he’s comforted you, after you’ve had nightmares,” Spike reminded her as he sat back down.

“That’s true.”

“So wouldn’t you say that he’s like a younger brother to you? Like Sweetie Belle is to Rarity?”

“Yes,” Twilight said with a satisfied smile. “Yes, that does feel right. I was more motherly with him at first, but he always looked up to the Princess instead of me. Instead we became more like best friends, with the Princess’ attention being what united us.”

“So are you going to do anything about that?” Spike asked, leaning on one elbow to watch Twilight’s face as she made up her mind.

“Yes,” concluded Twilight Sparkle.


There was a faint scratching at the door of the gymnasium, accompanied by mewing noises.

A curious dragon opened the door, and failed to notice the white cat sneaking in when he was looking the other way.


“What are you doing here, Opalescence?” Twilight asked after the door was closed.

“Don’t worry, I’ll get her,” the dragon said, grabbing the cat and raising her to eye level. He looked rather surprised at how easily he had accomplished this feat, much less doing so without being mauled.

Is it safe?” a feminine voice whispered in his ear.

Spike was so startled that he tossed Opal into the air. Twilight easily caught her with her magic and lowered the cat to the ground.

“She talks!” Spike cried, pointing.

Chapter 8: Everything Counts

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The Mistress of Dreams

Chapter 8: Everything Counts


Opal said nothing at this accusation, instead casting her eyes around the ceiling of the room. “Yes, I think you got all of them,” she said at last.

Spike finally realized what the cat’s first question meant. “Yes, we shut down all the cameras. But I still don’t understand.”

“It’s simple, really,” Opal said, as she began to inspect her claws. “Once Rarity saw what Twilight had done with you, she decided to try it out herself. And...here I am.”

“Opal, why are you here?” Twilight asked.

“Rarity figured it was time to answer any questions you might have,” Opal replied. “And since she’s being very closely watched, there’s no way that she’d be able to do it herself.”

“Alright,” said Spike. “If Rarity escaped from Rainbow Dash’s dream, does that mean that she was able to see what the Dragon Emperor was doing?”

“Yes,” Opal said with a grin, “that’s exactly right. You’re smarter than you look.”

Spike merely rolled his eyes at this remark.

“The Emperor made one last attempt to win the war while you were trapped in his dream machine,” Opal explained. “And so he kidnapped Princess Luna, but Princess Celestia personally led a squadron of troops that rescued her, far faster than the Emperor had anticipated. This is why he has had so little involvement in the dreams so far, and why they have been relatively harmless. That will no longer be the case in this and the next dream. Twilight, this dream is going to end very badly, and there’s nothing you can do to prevent it. You need to get everypony but Pon-3 out of Ponyopolis before noon tomorrow, or Rarity will not be able to guarantee your safety.”

“And what about Pon-3?” Twilight asked.

“Rarity told me that she was positive that she could get her out of this safely, but couldn’t say the same for any of the rest of you. Do you have any questions?”

“That part about the Princesses,” Twilight said. “Do you know how Princess Celestia was able to find her sister?

“No,” answered Opal. “The Emperor was certain that Princess Celestia would take weeks to find Luna, but Celestia appeared to drop completely out of reality and came back with her exact location. At least, that’s what his magic appeared to tell him.”

Twilight broke out into a cold sweat. “Opal, do you or Rarity know what it means when a god sleeps?”

“Well that’s an odd question,” the cat said. “Hold on a second.” She closed her eyes for a few seconds, as her ears slowly drooped until they were flat atop her head. And then they popped back up as her eyes opened. “Rarity said that was an old philosopher’s joke, from when the Princesses were just fillies.” And then she recited the story:

Dee and Dumb took Luna to the cave of the great red dragon.

‘I’ve never seen a dragon that big,’ said Luna.

‘That’s because she isn’t a dragon, she’s the great god Elle,’ explained Dumb.

‘She’s dreaming now,’ said Dee. ‘Do you want to know what she is dreaming about?’

‘Dreams are private,’ said Luna. ‘It would be rude for me to look.’

‘She’s dreaming about you!’ Dee exclaimed, clopping her hooves together excitedly. ‘And if she left off dreaming about you, where do you suppose you’d be?’

‘Where I am now, of course,’ said Luna.

‘Not you!’ Dee retorted contemptuously. ‘You’d be nowhere. Why, you’re only a sort of thing in her dream!’

‘If that there god was to wake,’ added Dumb, ‘you’d go out—bang!—just like a candle!’

‘You’re both making fun of me!’ Luna cried out. ‘I’ll just see for myself.’ And so she touched her horn to the dragon’s forehead, and concentrated. And the vision she received was the dream that the dragon was having at that very moment. And the dream that the dragon was having at that very moment was of being surrounded by three silly ponies, one of whom was Luna.

She exited the cave very quietly after that.

“I refuse to believe that Equestria is the dream of Pinkie Pie,” a petulant Spike said, his arms crossed. “For one thing, the place makes entirely too much sense to be a product of her imagination.”

“Oh I agree, Spike,” said Twilight. “But you cannot deny that what happened with the Princesses lines up entirely too well with Pinkie Pie’s dream. I mean...Opal, do you know who was with Princess Celestia when she disappeared?”

“Professor Stein and Waking Terror. Stein was acting very oddly.”

“That’s because I was possessing Stein at the time, thinking that it was just a dream,” Twilight said fatalistically. “And he’s never, ever, ever going to accept my apology for that. Do you know where Pinkie Pie is right now?”

Opal closed one eye and tilted her head sideways. “She...is...lying on a couch with a cybernetic interface plugged into her head. And she’s been in that same position for the past hour, at least. So on a scale from ‘Jus’ Fine’ to ‘I’ll Make a Friendship Problem!’, exactly how much trouble are we in right now?”


The pony, the dragon and the cat arrived at the arcade by spinner fifteen minutes later. Seeing the “No Pets” sign, the cat was left behind.

Piflin ran over to Lunesta and yanked the magical blade out of her forehead. “Wake up!” she cried, shaking the earth pony by her shoulders. “Wake up!”

“What happened?” Piflin’s dragon asked Lunesta’s dragon, who was lounging on top of the couch.

“She was playtesting. She does this all the time. The game will end eventually.”

“No, the game will end now!” insisted the purple dragon. Turning to the sleeping pony, he reached over to pry one of her eyelids open. The blue eye was rolled back into her head. “She’s really out cold!” he exclaimed.

“Told you,” commented the green dragon.

Piflin turned around and trotted over to a small booth to get the manager of the arcade. His name was Phil the Dragon, and a large sign mounted in front made it very clear that tipping him for any reason would not only be a public safety violation, but also a misdemeanor. “Sir, we need your help!” Piflin pleaded.

The little door on the side of the booth opened, and a little orange dragon rolled a cigar around in his mouth as he waddled over to the couch. He then looked up at the game. “She’s playing,” he explained. “No problem here.”

“No problem?!” Piflin exclaimed. “She needs to wake up!”

“She’ll wake up when the game’s over,” Phil said flatly.

“And when will that be?” Piflin asked.

The dragon rolled his shoulders. “Depends on how good she is. If she completely screws up the planet, she’ll be out in another couple of hours. If she really knows what she’s doing, then it could be a day.”

“A day!”

“Maybe two. Aladan’s got a bonus level.”

“We can’t go without P...Lunesta,” Piflin’s dragon said. “Can you wake her up now?”

“Well I could,” the manager dragon said with a predatory smile. “But it’s gonna cost you. You did read the fine print on the game, right?”

Piflin walked around to the back of the arcade cabinet. “Seed has a 100% Satisfaction Rating,” the text at the top read, “and here’s why!” This was followed by a 100,000 word disclaimer and rules, printed in microscopic print. Piflin closed her eyes and concentrated for a few seconds, only to open them in disappointment. “Why can’t I make my magnifying spell work?”

Phil reached up and tapped on the unicorn’s artificial horn. “You unicorns haven’t been able to do that fancy stuff since President Sparkle’s day,” he said. “Let me getcha something from the office.”

Piflin waited while the orange dragon made his way back to his little booth and back.

“Magnifying glass rental charge is 5 bits per day,” he said with a smirk.

Piflin rolled her eyes before pulling some bits out of her saddlebag.

“Whoa, whoa, whoa!” Phil exclaimed. “Are you nuts?! Never give bits to a dragon! It’s like you never heard of greed growth. This operation is strictly credit.” He pointed at Piflin’s right front hoof.

Piflin raised the hoof and examined it, discovering a band with a complicated series of runes carved around the side. She presented the hoof, Phil used a small light-emitting device to scan it, and then she was issued a receipt, “for tax purposes.” Once that was done, she began to quickly scan through the legalese.

“Ugh, this is horrible!” she exclaimed after a few seconds. “This part says that once you’ve played this game, Lunesta’s company is allowed to beam commercials into your head as you sleep, for the rest of your life!”

“Where’s the part about ending the game early?” Piflin’s dragon asked.

“Here it is: ‘The game can be terminated at any time, which will be a sign that the player is dissatisfied with the game. If the player is ever less than 100% satisfied with this game, they will be charged a dissatisfaction fee of 14 billion bits.’”

“Fourteen billion bits?!” the purple dragon exclaimed. “Isn’t that, like, three times the annual budget of Ponyopolis?”

“I’m the richest pony in town,” said Piflin, “and I’m only worth a hundred million bits.” She examined the disclaimer for a few more seconds before giving up. “This is ridiculous! Isn’t there somepony who looks out for the rights of the consumer?”

Phil the dragon backed cautiously away from the pair. “That’s Consie nonsense you’re spouting, Miss, and if you keep it up you can be arrested for defamation of a company’s character. This here is a capitalist republic, where every individual is fairly represented by the corporations she owes her fealty to. The laws serve the corporations, and the corporations feed off of the consumers. It’s the Circle of Life! Like the law that says that ‘the Dragon’ is a required part of all free dragons’ names—you wouldn’t want me to be accidentally hired for a job that was meant for a pony now, would you? Feel the fizz, of Coo-Coo Cola!” The last part was sung more than spoken, and the dragon prevented himself from continuing by slapping himself across the face. “Sorry about that. Advertising implant—it was how I was able to buy my freedom from my former master at his death.”

“At his death?” Piflin’s dragon asked. “What would have happened to you if you hadn’t done that?”

“Look, kid,” the other dragon said. “If you don’t know, you don’t wanna know. Now, have you got the dissatisfaction fee on you, or not?”

“Well, no...” Piflin said quietly.

“Then she ain’t wakin’ up before the game’s over.”

“Can we at least take her with us?” the unicorn asked.

“Yeah, sure,” said the manager. “The game is already downloaded into her, so there’s no reason why she has to stay here.”

“Alright,” Piflin said with a sigh. She tried to pick up Lunesta with her magic, but failed. “Could I get a charge?” she asked her dragon.

A minute later, the unicorn was walking out, the earth pony across her withers.

In this time, Phil the Dragon had put a sign up in front of the Seed game: Session in Progress. He switched the cigar around to the other side of his mouth, and walked back to his booth, grumbling to himself the whole way about how the Consies were ruining everything. This opinion seemed to be confirmed by the latest news report on his televisor, informing him that the Conservationists International had finally claimed responsibility for the outage that had prevented the Lunar colony from communicating with the surface for the past two years. With the outage finally cleared up, the colony was able to report that they had managed to clear the alien invaders from 45% of the lunar surface, with hope that the war would end in time for Hearth’s Warming.

The report didn’t look at all like it had been invented by Rosig the Griffon in response to one pony asking why the colony hadn’t been talking to anypony for all this time.

Chapter 9: Vicious Lies

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The Mistress of Dreams

Chapter 9: Vicious Lies


A couple hours after sunrise on Canterday, two spinners set down on landing pads at Applesauce’s property. From one emerged “Twilight Sparkle” and “Pinkie Pie”. The latter was still unconscious and lying on a hoverbed. From the other came “Rainbow Dash” and “Pinkamena”.

“I’m just saying that the microphone may have been open,” said “Rainbow” to “Pinkamena” as part of a conversation that had begun mid-flight.

“Haphastia,” “Twilight” asked, “did you spend the night with Jalpek?”

“Look,” Haphastia snarled, “you’re not my—what happened to Pinkie?” She rushed over to the bed to examine her. “What did you do to her?” she demanded of “Twilight”. Reacting to her look of shocked innocence, she then turned to the rainy sky. “What did you do to her?!

“It was her own fault,” Lunesta’s dragon piped in. “She should have known better than to start a Seed game with less than three days of free time.”

“Seed, what’s this Seed?” Haphastia asked.

“A video game,” Piflin replied. “It’s a planetary simulator.”

“Lunesta went in for the expert level: Aladan.”

Aladan,” Haphastia whispered. She then started beating Jalpek with her hooves. “Aladan!”

“Yeah, yeah, I get it,” Jalpak said with a sigh. “Oh, and Piflin, all we were doing last night was looking at aeronautic pictures and blueprints. I suspect that’s pretty high up on the ‘Big Trouble in the Afterlife’ scale as far as ‘Pinkamena’s family are concerned.”

“I know a little bit about video games thanks to my sis,” said a new voice with a welcome accent. “From the looks of things, I’d say this one took up residence inside poor ‘Pinkie’s head, am I right?”

“Yeah, that’s the gist of it,” said “Twilight”. “By the way, welcome back.”

“It’s good to be back,” “Applejack” said, with a trace of sadness in her voice. “Now let’s get to the bottom of this dream business.”

“We need to find the pony who used to play Fluttershy in our little group, Rarity 15,” said Piflin.

“She’s Rarity’s direct descendant?” asked Jalpek. “Yeah, I think we do need to find her.”

“And I know how to find her,” said Piflin, “But we need a bigger aircraft. I could barely fit the bed in my spinner.”

“Spinners aren’t going to cut it,” said Jalpek. “They get their power from the city circuit, so they’ll drop out of the air a dozen strides beyond the city limits.”

Applesauce’s eyes lit up as she spied a familiar bus heading their way. “I think I know one vehicle guaranteed to be able to leave the city limits,” she told them, before running to the bus stop.

“Hey Captain Linwurst!” she exclaimed. “I didn’t know I was one o’ your celebrities!”

The captain leaned out the window of the bus. “Eh, you’re not,” he said with a frown. “The bosses found out about my little scheme and put the kibosh on it. This is the plain old Canterday route. But hey, can I interest you in some genuine Lunar real estate? Part of the lands liberated just yesterday, in fact! Thanks to a friend of a friend of my great nephew, I was able to get in on the ground floor on this fabulous opportunity!” He looked past Applesauce, to see the individuals behind her, several of whom were on his celebrity tour and who had threatened to shoot down his bus on numerous occasions. “I...think I’ve taken up enough of your time.”

“Oh, on the contrary,” Piflin purred, “we’d like to take up quite a bit more of your time. How much would it cost to rent out your bus for the rest of the day?”

“I...um, am not authorized to make that kind of decision. I could get you in touch with my bosses.”

“No, I think we need this bus now,” said Jalpek, “with the fewer ponies knowing, the better.”

“How about a million bits?” offered Piflin.

Captain Linwurst stopped, picked up a jug of apple juice, and took a swig before suddenly spitting it out all over the front window. “A million bits! Surely you’re joking?”

The ponies all stopped for a moment, and then looked over at “Pinkie Pie”.

“We’re not joking,” “Pinkamena” said in a dead tone after Lunesta had failed to respond, “and don’t call her Shirley. You know, it’s not the same when ‘Pinkie’s not saying it.”

“Not to mention that it doesn’t make any sense,” said “Twilight”. “I mean, what kind of name is Surely?”

“Girls, girls!” “Applejack” admonished them. “I believe we had a financial deal in the works here.”

“Right!” exclaimed Piflin. “So, can we have the bus? Wait, we better make sure you can fly outside the city limits first.”

“Outside of Ponyopolis?!” Linwurst exclaimed. “Wait, I need to take another swig first.”

“Hey, stop wasting good apple juice!” Applesauce protested. “Just answer the question.”

“Well of course I can’t! What do you think this is, the Superbus?”

“But this is the same route as the express, right?” asked “Applejack”.

“Yes,” answered Linwurst.

“Which means that the express uses the exact same bus, right?”

“I think so.”

“And the express goes between Baltimare and Canterlot, so it must be able to travel outside the city limits.”

“Well, when you put it that way, it must be true. Say, what happened to your accent, Miss?”

“Let’s take a look,” “Pinkamena” said to “Rainbow” as they boarded the bus.

Gently pushing Linwurst out of the way, they poked and prodded their way through a series of controls and secret controls. Halfway through, Jalpek walked out of the bus with a frown. “The out of town mode is just an automated cart,” she said. “Out of my jurisdiction.”

Piflin stood there quietly next to Jalpek for a few minutes, as Haphastia’s manipulations gradually caused a set of six wheels to sprout underneath the bus.

“So,” Piflin’s dragon said with a smug grin. “Are we finally allowed to call you an egghead after this dream business is over?”

“I’ve been outed as a Firefly,” “Rainbow Dash” said glumly. “Egghead’s nothing next to that.”

The dragon dropped his grin. “Yeah, I suppose,” he said. “Hey, you got to be an inventor this time. That puts you one step closer to understanding Pinkie Pie. What’s it like?”

“Weird,” “Rainbow” replied. “My focus used to be on how to turn everything into a stunt. Now every time I look at anything, I can see which parts I can scavenge to make my next plane. It’s like the world comes pre-labelled.”

“Yup, that’s Pinkie Vision,” said Haphastia, poking her head out of the window. “Come on in, we’re ready to roll!”

“Now hold on!” Captain Linwurst complained. “I don’t know how to drive...whatever you just turned this bus into!”

“Oh that’s not a problem,” Haphastia said, gently pushing him out of the bus. “I can drive it just fine.”

“So, about the matter of payment,” Piflin said, presenting her hoof to him.

“You can’t just transfer a million bits into my account!” Linwurst exclaimed. “That would be obvious proof that I negotiated above my pay grade!”

“Well what would you prefer?” Jalpek asked with a wicked glint in her eye. “That we ‘steal’ the bus and accidentally leave our loot behind?”

“Hay, what about us?” asked one of the passengers out of an open window. They had been remarkably quiet until now.

“You’re not getting a million bits,” Jalpek said curtly.

Piflin boarded the bus and looked around. She soon found what she was looking for, a pile of paper, each sheet of which was embossed with a detailed map of the Lunar surface. “How about if I bought a million bits in Lunar real estate, and then we stole your bus?” she asked.

“Are you sure we don’t have a solution that doesn’t involve theft and deception?” asked “Applejack”.

And what about us?” asked the same passenger from before.

“What about you?!” Captain Linwurst said, flying up so that he could get in the poor passenger’s face. “Your ticket was non-refundable. So you’ll all have to wait here until the next bus comes along in three hours. Come on, get out—you’re the official victims of a bus-napping.”

The passengers let out a collective groan as they reluctantly rose to their hooves. Lifetimes of being treated like cattle left them with no will to do more than vocally protest. And considering the labyrinthine appeals process (weighted heavily towards corporations and the rich), it was quite unlikely that any of them would bother to tell anypony in charge the truth of what they witnessed.

“I’m sure my family can throw together a nice old-fashioned cookout,” Applesauce quickly offered, “with pumpkin carving, hayrides, and face painting for the fillies! All for a nominal charge, of course.”

“And just like that, your objections to our plan melted away!” joked Jalpek.

“Shut up,” said Applesauce with a playful jab at her friend.


The ponies knew that they had passed the city limits of Ponyopolis when the Optiscan cameras in the bus loudly died. Only once this was done did Piflin remove the cover from a hatbox that she had moved from her spinner into the bus right before they had left.

Opalescence’s head emerged from the box, hacking and wheezing. “At last!” she cried out.

“Opal?!” Rainbow exclaimed.

“In the fur!” she exclaimed. On failing to disperse Rainbow’s look of disbelief, she added, “By proxy?” When this too failed to satisfy, she sighed and said, “Rarity created me to help you out without the Dragon Emperor knowing.”

“The Emperor’s personally supervising this dream,” Twilight explained. “Rarity was able to spy on him, which led her to creating this dream the way she did, but in return, it’s going to end badly, at noon today. Everypony still in Ponyopolis besides herself and Vinyl Scratch are basically doomed.”

“Oh, well in that case I feel a bit better about stranding those passengers in the middle of nowhere,” said Applejack. “They’ll probably survive.”

“Well...they’re not real,” said Twilight. “Or else I would have tried to do something to save more of them. Anyway, we don’t really have to do anything between now and then, but as I said before, I thought we might as well meet up with Fluttershy. I mean, Rarity went to all the trouble to create this obscenely detailed dream world, so the least we can do is take the full tour, right?”

The other ponies murmured their assent.

~ ~ ~

A few minutes later, the bus was edging its way into the Everfree Forest, with directions provided by Opal.

“So her house is somewhere around here?” Rainbow Dash asked.

“Oh, Fluttershy’s far too crafty to have her base anywhere where Rarity would be able to find it,” Opal answered. “No, this is the caravan route that no transport ever makes it through without being robbed blind by Fluttershy’s band of merry mares.”

At that moment, all six tires of the bus were simultaneously punctured by extra-large crossbow bolts.

Halt!” cried out an reverberating voice. “You are all prisoners of the Conservationists International!

Applejack stuck her head out of the window. “Take us to your leader!” she cried.

“We will not take orders from you capitalist scum!” the same voice from before replied.

“Show yourself!” Applejack ordered.

A stallion with an eye patch and at least seven different scars across his face emerged from the darkness. “Never!” he shouted. “You will follow our commands! Which will be to follow us to a quaint little cottage in the woods. Where you will eat tea and biscuits with our leader! Even if you’re already full!

“The horror,” Spike deadpanned.

~ ~ ~

The ponies and dragons were individually seated around the large table.

“Is there anything I can do for you, Mistress?” the scarred stallion from before asked beseechingly. “Perhaps polish their hooves with a belt sander?”

“You wouldn’t dare!” exclaimed Rainbow Dash, tucking her hooves out of sight.

“That will be enough, Shaving Accident,” said Rarity 15, a pony who looked just like Fluttershy, except with her mane in a pixie cut.

Rainbow Dash snickered as she pulled her hooves back out from under her.

“Hey, it’s not funny!” Shaving Accident whined. “You try cutting, cutting, cutting yourself with dull blades.”

Rarity 15 gave him a look, and he backed his way out of the cottage without another word.

“So,” said “Fluttershy”. “To what do I owe the pleasure of our meeting?”

“Oh, well...” Twilight said, trying to sound casual, “...after all of those years of hearing Florlet 17 tell us horrible stories about what you were up to out here in the woods, we thought we’d come out here to get your side of the story.”

“Everything she told you was a lie,” “Fluttershy” said in a cold fury. “In fact, everything you were ever told about the past or anything outside of Ponyopolis was also a lie.”

“Okay,” Twilight said with a nod. “Let’s start with what happened to the princesses after the Second Great War. Florlet told us that Princess Luna destroyed the Dragon Emperor, but in the chaos Princess Celestia disappeared, and with her departure, all pony magic in Equestria faded way. Luna then left this plane of existence in despair.”

“No,” said “Fluttershy”. “What really happened was that the Emperor kidnapped Luna and held her captive in the Castle by the Sea, the source of all magic in Equestria. Celestia went to rescue her, and in the ensuing battle, both Emperor and Luna were destroyed, as well as the magical source. After a few months of mourning, Princess Celestia attempted to steer her subjects in a new direction, into a world without magic.” She walked over to a portrait of the grieving princess on the wall. “She never made a secret of the fact that her ponies were meant to live in a universe devoid of magic after we had healed the ancient damage to the ecosystem and the orbits of the worlds, and that she was trying to get us used to this state of affairs by allowing the growth of non-magical science and technology. This just accelerated matters.”

“So what about the Republic?” Twilight asked.

“Your hero, Twilight Sparkle, was unwilling to accept a world without magic, so she led the revolution which turned Celestia into a prisoner in her own castle. Twilight even induced greed growth in her dragon Spike, so that he would consider Celestia his treasure and guard her for the rest of his life.”

“That’s horrible!” Twilight exclaimed.

“And then she got elected the first president of the Republic and covered up the truth,” “Fluttershy” added dryly.

“That’s even more horrible!” Twilight exclaimed.

“Well I dunno,” Applejack said reluctantly. “I can kinda see her point of view, since giving up magic just like that would probably have pretty nasty consequences short-term.”

“Plus I can totally see her snapping one day and turning on the Princess,” added Rainbow Dash.

“Hey!” Twilight exclaimed.

“Yeah, yeah I can see her doing that,” Pinkamena added.

“Well...maybe on a really bad day,” Spike added, scratching the back of his head.

“Unbelievable,” said Twilight dryly.

‘Broken Smart Mare’,” said Pinkamena under her breath.

“What was that?” Twilight asked incredulously.

“That was the trope Pinkie assigned to you,” Pinkamena said, slowly backing away. “She figured there was a one in three chance that you’d go ‘Nightmare Moon’ on us one day and we’d have to drag you back to the good side.”

Twilight got a very, very dark look in her eyes. “That’s not going to happen,” she said quietly. “I’ve seen where that path leads me, and I am not a fool.”

“And besides,” Spike added, “Princess Celestia sent me to her to keep her from going off the deep end.”

Twilight rolled her eyes. “That was only a paranoid theory, Spike, that I came up with during my Dark Period. I’m better now.” She looked around at all of them. “Honest!”

“Florlet really messed you ponies up with that simulator of hers,” said “Fluttershy”. “On the other hoof, even the historic Twilight Sparkle is preferable to Piflin 85.”

Agreed,” said Twilight under her breath.

“Hey, it’s fifteen minutes after noon,” said Pinkamena. “How long before pony civilization collapses?”

“Is there something you’re not telling me?” asked “Fluttershy” in a quiet voice.

“Do you have any way of knowin’ what’s goin’ on in Ponyopolis right now?” Applejack asked.

“No, of course not,” said “Fluttershy”. “The CI doesn’t use any magically-infused technology.”

Twilight walked out the door of the cottage, shortly followed by the other ponies. “This dream won’t end before Ponyopolis’ fall. So let’s try to cause it.” She walked into the bus.

The ponies and Spike shared looks of doubt. The other dragons shared looks of horror.

We are your servantss?” Rainbow Dash’s dragon asked, just in case.

Twilight emerged with a pile of paper. “Spike, from the dragons’ point of view, what’s the most egregious crime that Florlet ever committed?”

Spike shrugged. “I dunno. I know all of Piflin’s memories so I can restore them at any time, but that’s about it.”

“Well what about her dragon?” “Fluttershy” said. “After all, that was the initial cause of the break between us.”

“What did she do?” Twilight asked.

“Florlet’s little sister was dying of a brain disease,” “Fluttershy” explained. “Rather than accept this, she coerced her dragon into volunteering for experimental psychic surgery to replace her mind with that of her sister. The operation failed, leaving the dragon a mindless vegetable.”

“Did any of you know this?” Twilight asked the dragons.

“I...I heard the story,” Pinkie Pie’s dragon said. “But I assumed it to be a lie. No pony would ever do something so...We are your servantss! We are your servantss!

Twilight stepped forward, so that she was in the center of the dragon group. “But she did do that. Ponies are not perfect, no more than dragons are.”

“We are inferior!” wailed Rainbow Dash’s dragon.

“No!” cried Twilight. “Never believe that. You are the descendants of a great and mighty race, a race that ruled this planet once. And, I think, given how the ponies have ruined this world, it’s time for you to rule again.”

We are your servantss! We are your servants!” The non-Spike dragons cried out in agony.

“I come bearing gifts,” Twilight said, a tight grin on her face. “Recently, I came into possession of the Moon. The whole Moon. I bought it, for a million bits. Now think about how much money that is, how much you can buy with it. That’s how valuable the Moon is.” She pointed upward, at where the pale disk sat in the daylight sky—they were far enough away from the city and the mines to actually be able to see it. “Look at it. Take in its beauty. It’s like an opal in the sky, a million bit opal. And I am going to give a piece of that treasure to each of you.” She began handing out the lunar titles. “Each of these deeds is made out to ‘The Dragon’. That means you, or any other dragon you give one of these titles to. I’m giving the whole satellite...to you.”

At hearing the word “treasure”, a terrified Spike turned and raced into the bus, his claws over his ears.

The remaining dragons looked hungrily at their deeds. Silent storms of magic bloomed from their heads as their safety spells were burned out by the power of greed. Slowly, they began to grow.

“The Moon was just the beginning!” Twilight encouraged them. “Ponyopolis was built on the sweat of your slave labor. Labor that those ponies have no right to claim from you. So take the city! Take every last building, every bit, every work of art and every gem! Ponyopolis is your hoard to take! So take it!”

With a sudden flash, the four dragons were transformed into their full sized forms, complete with wings. They took to the air and flew towards the distant city, trailing the corrupting deeds in their wake.

Applejack walked up to Twilight, a dazed expression on her face. “Did...did you just topple Pony Civilization with a real estate scam?

“Uh-huh,” Twilight said with a nod. With a straight face, she added, “I wonder sometimes if I am always a force for good.”

Chapter 10: Enjoy the Silence 04

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The Mistress of Dreams

Chapter 10: Enjoy the Silence 04


The clock tower in Ponyopolis’ town square had stopped at 12:30, precisely.

It had stopped because a dragon had toppled the tower.

The downtown district by this point was nearly devoid of ponies. Nearly a hundred towering dragons wandered around, pushing over or squashing buildings that reminded them of their lifetimes of abuse. The Equestrian air force had tried to overpower them, until Phil had taught the other dragons the trick of draining the magic out of their planes. The pilots were allowed to glide away on wilted wings, to tell the others the uselessness of fighting the inevitable.

The green dragon that had once belonged to Pinkie Pie had named himself Muscie, and Muscie was now dancing his way down the boulevard. “We are the masters of Equesstria,” he said in his new bass voice. It was the most blasphemous phrase he could possibly imagine. He looked up to see if he would be struck by lightning for saying it. When nothing happened, he said it again, with more confidence: “We are the masters of Equestria! We are the masters of Equestria!”

The dragons around him took up the words with their dragon-deep voices. “We are the masters of Equestria! We are the masters of Equestria! We are the masters of Equestria!

The very pavement shook with the words like it was the world’s biggest speaker.

“Beautiful! Beautiful!” cried out Rosig Rache the griffon, as he flew down onto a pile of rubble.

Rosig! Rosig!” the dragons cried out, gathering around his miniscule form.

“Haven’t I delivered on my promise?!” he shouted into a megaphone.

You have! You have!” the dragon multitude replied.

From the skies descended a veritable army of griffons. They settled on every imaginable perch.

“Who are they?” asked Phil.

“Those are my brethren,” Rosig replied, “the griffons who had been forced to work the gem mines all these years. With your rebellion, they are free, free to work for you! You are now gloriously gigantic, and will need small creatures such as us to help you with the small tasks, the sorts of things you used to be ordered to do!”

The dragons laughed at the prospect of having things done for them for once.

“Oh, Rosig,” Muscie called out. “Thank you ever so much. But are you sure you wish to undertake this burden?”

“Oh of course! The ponies are not to be trusted, but you can trust us! We are your sservants!

And in his innermost heart, where no dragon could see, Rosig laughed and laughed and laughed.


“...And now that you know how not to be seen,” Florlet 17 concluded, “you have learned everything about dreams that I know. Congratulations, DJ Pon-3, you are now a fellow mistress of dreams.”

“Excuse me, Mistress Florlet,” Pon-3 said politely, “but something appears to be happening.”

“You need to be more specific,” said Florlet.

“We are in the Dreamscape. We should be feeling the dreams of those ponies who sleep through the day, and the faint echoes of the daydreams of the ponies who are awake. But all I hear is silence.”

“Yes,” Florlet said with grim finality. “That’s because the world I have created is finally reaching its inevitable conclusion.”

“Begging your pardon,” asked Pon-3, tossing her head nervously back and forth to try and desperately pull any additional sounds out of the suddenly dead Dreamscape, “but which world? The world you manipulated to become its master, or the world you invented in order to help us?”

“Ah, Pon-3, how very perceptive of you. We are indeed, at the end, and I need you to give me one of your devastating assessments. Like you gave Twilight in Ponyville.”

Pon-3 broke into a cold sweat. “Ah, that’s really more Vinyl’s specialty, to be honest.”

“Pon-3, you are selling yourself short!” Florlet exclaimed. “You are Vinyl’s sworn protector, are you not? Until the lot of you manage to get your act together, that is.” She laughed at her own joke.

A stone-faced Pon-3 failed to join in.

“This dream needs to end,” she told Pon-3, suddenly serious. “I made my deal with the Emperor, and it is time now for me to pay my price. One dream where I try to train you while he tries to ensnare you, but on one condition: that I not be allowed to continue on with the rest of you. This will be my last dream.”

“What are you saying?” Pon-3 blustered.

“I need you to kill me, Pon-3. I need you to spill my blood upon this technological altar. I am the living symbol of the enslavement of the dragons, and the perversion of the ponies. Neither of these can be reversed, without my corpse. It is to be an act of political theater, and what am I, if not an actress upon the stage of every dream that ever was?”

“You...you were speaking in character just then, weren’t you?”

“Pon-3!” Rarity ordered. “Get on with my execution! You are the jealous commoner, the lone consumer among a pack of rabid robber barons. Serve your narrative function, and end my life!”

Pon-3 backed away, panting faster and faster in fear. “S...send her away, first. I can feel her staring at me. Judging me.”

Rarity glanced up at the unnatural dragon perched on her back. “But of course. Sweetie Belle, please go play in the control room.” She watched the little dragon walk in a way that was far more pony than dragon, until she had pulled the door shut behind her.

She turned back, to see Pon-3 levelling her horn at her. “Sing,” the DJ demanded in a low voice.

I coughed on a bit of nonexistent dust and took a breath. “When the mountain touches the valley,” I began in a shaky voice, “all the clouds are taught to fly.” As I continued, a ball of pure white magic at the tip of Pon-3’s horn grew, and grew, and grew. If there was ever a time when the blind pony wished she was able to cry, this was it. But from the trembling in my voice, it was clear that somepony was crying enough for both of us. She joined me on the final chorus, with that fine contralto voice that I always tell her to use more often, “When the river meets the almighty sea.

We finished my song, and my friend’s magic sent me home.

Epilogue, Credits & Acknowledgements

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The Mistress of Dreams

Epilogue: Just Can’t Get Enough


Vinyl Scratch was the last pony to appear in the waiting room, her head bowed. The other ponies waited a few seconds before asking the inevitable question.

“Rarity’s free, she’s out of the dream,” Vinyl told them. “I did the right thing. I know I did the right thing. It was the only way the Emperor would allow her to end the dream. You do believe me, don’t you?” She sounded like she was on the verge of sobbing.

“Yes, we believe you,” said Applejack, nuzzling the distraught unicorn.

“We have to believe you,” said Spike. “I was holding Opal’s paw at the end, and she’s not here.”

Vinyl lifted her head. “You’re going to have to repeat that last part,” she said, “because it sounds suspiciously like you were getting ‘pals-y’ with Rarity’s pet cat.”

“It wasn’t like that at all!” Spike protested, turning beet red.

~ ~ ~

Several minutes later, the others had finished filling Vinyl in on what they had done in the dream.

“And Pinkie?” she asked.

“Well I’m here, and Pinkie’s...not,” said Pinkamena. “But don’t worry, she’s still alive, I know it. Think of it as a time out. We’re down a player.”

Two players,” noted Vinyl grimly.

“Two players,” said Pinkamena. “Rarity got suspended, and Pinkie’s in the penalty box for playing fast and loose with the laws of physics. I don’t know about the rest of you, but I’ve sure been tempted to put her in there for years!

The others laughed uncomfortably.

“But we’re a stronger team than we were last period,” added Rainbow Dash.

“And we’ve picked up some very useful intelligence from our mole,” said Twilight. “Or am I mixing metaphors? Spike, what game is this?”

“Table tennis?” Spike guessed. “We’re not very good at sports.”

“What? No!” Rainbow retorted. “I was talking ice hockey!”

“Is that the one with ‘sudden death overtime’?” asked Spike. “I hope you weren’t going to compare Fluttershy’s dream with sudden death overtime.”

My world is empty without you, babe,” sang Pinkamena. It could only be Fluttershy’s favorite song, the one that would let them into her personal dream world. “My mind and soul have felt like this, since love between us no more exists.

“I take it back,” Spike said glumly. “Walking around in Fluttershy’s head...it is sudden death overtime.”



Now, while I’ve got that song circulating in your head, let’s step through the Credits and Acknowledgements, shall we?

First of all, my thanks go to GreyNoise, who acted as last-second editor for this story. Any plot holes remaining, though, are entirely my fault.

My Little Pony: Friendship Is Magic is copyright Hasbro, with extra credit given to Lauren Faust for creating Friendship Is Magic, and for the crew at Studio B for keeping the dream alive for four years now. The characters of Rarity, Spike, Twilight Sparkle, Rainbow Dash, Applejack, Pinkie Pie/Pinkamena, Fluttershy, Vinyl Scratch/DJ Pon-3, Opalescence, Princesses Celestia and Luna, the Cake and Apple families, the concepts of poison joke (curses and nicknames taken from the episode “Bridle Gossip” [written by Amy Keating Rogers]), the Sonic Rainboom, bits as a unit of currency, Bearers of the Elements of Harmony, Cuteceñaras, Hearths Warming (when all fictional wars are promised to end), the locations of Equestria, Ponyville, Canterlot, Cloudsdale, Baltimare, Sweet Apple Acres and the Everfree Forest are all taken from that source, with any deviations from that source being my doing. Spike’s two catchphrases in Chapter 2 are taken from the episodes “Boast Busters” (written by Chris Savino), and “The Best Night Ever” (written by Amy Keating Rogers). The characters that are original to me in this story consist of Cecil the magical talking room, the Dragon Emperor, Applesauce’s husband Tannic and sons Pepin and Charles [which is to say the Frankish kings Pepin the Short and Charlemagne], Captain Linwurst 86, Professor Stein, Waking Terror, Phil the Dragon (although there’s a bit of Phil the Satyr from Hercules [1997, directed by Ron Clements and John Musker] in there), the Ancients, Ponyopolis, and the concepts of the Etheric, the Equestrian Republic (although I am hardly the first to imagine it), Equestrian Airlines, The Second Great War (between ponies and dragons), and the specific mechanism used to transfer magic between gems, dragons and ponies.

The title chapters are all names of songs by Depeche Mode [“It’s No Good” (1997), “New Life” (1981), “A Question of Time” (1986), “Master and Servant” (1984), “Precious” (2005, and in my opinion their best music video), “Policy of Truth” (1990), “Behind the Wheel” (1987), “Everything Counts” (1983; at 2:52 I swear the song quotes My Little Pony), “Enjoy the Silence 04” (2004) and “Just Can’t Get Enough” (1981)], with the exception of “Vicious Lies”, which is a Depeche Mode pony pastiche by d.notive. “Precious and fragile things,” from Chapter 5, are the actual opening lyrics to the song “Precious”.

The imagery and basic ideas for this story is cobbled together from multiple science fiction sources: From the movie Blade Runner (1982, directed by Ridley Scott), the cover image, the spinners, the notion of life being better on the Lunar (off-world) colonies (“The future awaits you—on the off-world colonies!”), the never-ending rain (which the film’s inspiration, the novel Do Androids Dream of Electric Sheep? [1968, written by Philip K. Dick] says is mildly acidic), and Rarity/Florlet 17’s hairstyle (from Rachael in the film). From the film Dark City (1998, directed by Alex Proyas) comes the iconography of the dragons (as Strangers) re-writing the memories of everypony else with a memorable command (“Restore!” here, “Shut it down!” in the film), the way that memories are presented as a series of images appearing in a too-fast succession, the idea of Canterlot (Shell Beach) being inaccessible except via an impossible to board “express”, and in fact the entire opening scene with Spike in Chapter 2. From the novel The Dream Master (1966, written by Roger Zelazny), the notion of a world where somebody able to control dreams with a Dream Projector is the de facto ruler of the world, and how he is eventually toppled by his jealous blind apprentice, who can only see in dreams. From the novel The Space Merchants (1953, written by Frederik Pohl and Cyril M. Kornbluth), the idea of corrupt advertising agencies able to get away with anything in a world ruled by corporations (source of Coffiest’s slogan), where the Moon (Venus) is held up as a paradise, but one lone pilot knows better, and where the “Consies” (Conservationists) are held in the same contempt as Communists in the era when the book was written. From the Doctor Who serial “The Power of the Daleks” (1966, written by David Whitaker and Dennis Spooner) comes the phrase “We are your servants”, used by a deceptive group to proclaim their innocence—it was memorably reused in “Victory of the Daleks” (2010, written by Mark Gatiss) for pretty much the same purpose. (The use of sibilance by the dragons throughout most of the story is to suggest that the phrase is coerced.) And finally, the phrase “we are the masters of Equestria” and how it is used was taken from the Doctor Who serial “The Dalek Invasion of Earth” (1964, written by Terry Nation), although Philip Sandifer appears to be the only person I’ve encountered so far to believe as I do that the Daleks are saying the phrase in disbelief, at least at first.

The futuristic names for the ponies, for reference, are as follows: Florlet 17 was played by Rarity, Piflin 85 was played by Twilight Sparkle, Jalpek 7 was played by Rainbow Dash, Applesauce 103 was played by Applejack, DJ Pon-3 was played by Vinyl Scratch (and vice versa), Lunesta 1 was played by Pinkie Pie, Haphastia 16 was played by Pinkamena and Rarity 15 was played by Fluttershy. Their dragons are modeled after who or whatever was closest to them: Rarity’s dragon resembles Sweetie Belle, Rainbow Dash’s dragon resembles Scootaloo, Vinyl’s resembles Octavia, Pinkie Pie’s resembles Gummy, and Pinkamena’s resembles a rock. The colors of the dragons’ claws are supposed to be the colors of their ponies’ magic auras. For non-unicorns, I used the primary color of their cutie marks.

“Optiscan” is the name of several different companies and products. None of which are intended as the model for the evil, evil company in the story. “Holopic” and “televisor” are likewise generic but strange terms for holographic photographs and televisions, the words selected to give the reader the same odd feeling of encountering strange technology as the ponies would be feeling at that moment.

Celestia searching for Luna as the subject of Pinkie Pie’s dream is specifically referring to my earlier fanfic “Masquerade”.

The name Rosig Rache is a two-language pun of “bloodhound”.

The use of “The Hundred” to refer to a part of the government comes from Ancient Greek history.

“I could be bounded in a nutshell and count myself a king [queen] of infinite space, were it not that I have bad dreams”—Hamlet (c. 1599, written by William Shakespeare), Act II Scene 2.

The planet Aladan is a thinly-disguised version of Caladan, from Dune (1965, written by Frank Herbert), but with psychics transplanted in from another part of that book. “Judge Ender” as an alias of Pinkie Pie is taken from two characters as unlike her as possible: Judge Dredd and Ender Wiggin.

“Cat Skills” are the Catskills Mountains of New York, the birthplace of a generation of American comedians in the first half of the Twentieth Century.

“Canterday” as a day of the week is taken from this Pony4e post, invented by Baxil.

Pon-3’s fear theme in Chapter 6 is the theme from Vertigo (1958, directed by Alfred Hitchcock), composed by Bernard Hermann. The theme that inspires Applesauce to save herself is the theme to Starman (1984, directed by John Carpenter), composed by Jack Nitzsche.

The games in chapter 7 are a mix of real and renamed arcade video games from the 1970’s to the present: Breakout (1976, Atari, aka “Wall-Bounce”), Asteroids (1979, Atari), Dance Dance Revolution (1998, Konami, aka “Dance Dance Restoration”), Pong (1972, Atari, aka “Ping”), Lunar Lander (1979, Atari), Centipede (Atari, 1981, aka “All the Bugs”), and Arabian (1983, Atari). “Short Ride in a Fast Machine” is the name of a piece of modern classical music composed by John Adams in 1986. 4’33” is the name of another such piece composed by John Cage (1952). The game at the end is Spore (2008, Electronic Arts, aka “Seed”), not actually an arcade game. The worlds referenced in the game attract mode are Arrakis (from Dune, aka Barchan, which is a type of desert dune), Krynn (the planet for the Dragonlance setting for Dungeons and Dragons, created by Margaret Weiss and Tracy Hickman in 1984), Vulcan (from Star Trek [1966, created by Gene Roddenberry], aka 40 Eridani A after the real-life star where the fictional planet was located), Earth (aka Terra), Kamino (from Star Wars II: Attack of the Clones [2002, directed by George Lucas], aka Amino), and Calidan (aka Aladan).

Rarity’s story about the sleeping god is taken with little change from Chapter 4 of Through the Looking Glass (1871, written by Lewis Carroll): Dee and Dumb are Tweedledee and Tweedledum, Luna is Alice, and the Great God Elle (Lauren Faust with her red hair) is the Red King.

“Jus’ fine” is a line by Applejack from “Look Before You Sleep” (written by Charlotte Fullerton), and “I’ll make a friendship problem” is a line by Twilight Sparkle from “Lesson Zero” (written by Meghan McCarthy).

“Feel the fizz of Coo-Coo Cola” is from the Chip ‘n’ Dale Rescue Rangers episode “The Case of the Cola Cult” (1989, written by Kevin Hopps).

The “surely you’re joking” bit is from Airplane! (1980, directed by Jim Abrams, David Zucker and Jerry Zucker, who also wrote it).

“Superbus” is a reference to the disaster movie parody The Big Bus (1976, directed by James Frawley), which actually isn’t any good, so don’t watch it.

Rainbow Dash outed as a “Firefly”: this was from my earlier fanfic “Accelerando”.

“...and face painting for the fillies!” It is something of a private joke with me that every occasion I encounter, from a kid’s birthday party to the swearing in of the next Chief Justice of the Supreme Court, always ends up having “face painting for the kids!”

Cutting, cutting, cutting” is from the introduction to the Lumberjack Song in Episode 9 of Monty Python’s Flying Circus (1969). Rarity’s song is “When the River Meets the Sea”, written by Paul Williams for Emmet Otter’s Jug-Band Christmas (1978, directed by Jim Henson). Finally, Fluttershy’s song is “My World Is Empty Without You” by The Supremes (1965, written by Holland—Dozier—Holland), with an extra-depressing arrangement by mosogotam.