> Shadow Grave
>  by Composer99
> --------------------------------------------------------------------------

> Family
> --------------------------------------------------------------------------

It was a fine summer’s day in Ponyville: the sun was shining, the air was warm, and a light breeze kept the heat from becoming stifling. It was the kind of day where ponies got up early and finished the day’s work as quickly as they could, the better to enjoy the afternoon. It was the kind of day where retailers shut down early, so long as they weren’t serving food or drinks, and when construction work ground down to a halt shortly after lunch. It was the kind of day where you arranged to have nothing to do, and made sure you were outside and with friends while you were at it.

It was, in short, a perfect day for one of the Apple family’s seasonal visits to see Mom and Dad.





Big Macintosh stood in front of two lightly weathered headstones, decorated with prominent apple-themed images in bas-relief. The headstones were engraved with names and dates identifying the ponies that lay in the ground below.  As one of Ponyville’s oldest settler familes, the Apples had a large plot to themselves in the Ponyville Cemetery, and apple-related cutie marks of one kind or another decorated the majority of the surrounding headstones.

It had long been a family custom that the Apples spoke to their parents in order of age, from oldest to youngest. Granny Smith usually demurred from speaking, save upon their departure, so it fell upon Big Mac to take his turn first.

As the oldest, he had known their parents for the longest, and their presence in the cemetery bore down hardest on him. He stared down at the ground for a moment before squaring his shoulders and looking up at the headstones.

“Ma, Pa,” he said. “It’s me, Big Mac.”

There was a long silence. Big Mac swung his feet back and forth before kicking away a small stone in front of him.

“I, uh, I’ve been takin’ care of things down at the farm and in the orchards. With everypony else, of course.”

There was another long silence.

“I’m keepin’ well. Wish you were here.” There was no missing the catch in his voice as he spoke.

Bowing his head, Big Mac turned and walked back to where the rest of the family was keeping a respectful distance.

Applejack took her hat off and stepped forward.

“Hi, Mom, Hi, Dad,” she said. “It feels like just yesterday we were here to see you for our springtime visit. The apples are growing well. Them vampire fruit bats I told you about last year really are helping – most of the time.”

She paused for a moment. “Me n’ my friends have been getting called out by the Cutie Map – you remember me tellin’ you ‘bout it, right? – a lot since Twilight got it workin’ again. I’ve felt bad about leaving the farm so much, but then Twilight and Rarity helped me sort out why some of my work was takin’ so long. So it’s been a whole lot easier to keep up with everything.”

“I don’t want to bore you none, so I won’t go on too long about it, but I’m proud of my friends, and you oughta know a little about what they’ve been up to. Well, I suppose I should start with somethin’ Twilight’s done since our last visit.”





“… and Rainbow’s been keepin’ well flying with the Wonderbolts. I know the weatherponies here miss having her around full time. They don’t have the same knack for managin’ a storm that she does. But flyin’ fast was always Rainbow’s real passion: weather was just her job. She n’ I still get to arguin’ about stuff a lot, but all the same I’m sure glad she isn’t stuck with the Wonderbolts all the time. I guess they understand that her duty as one o’ the Elements o’ Harmony is more important.”

Applejack paused for a moment, swinging her hat in her forehoof before sighing. “Well, that’s enough outta me. Apple Bloom’s gotta have her turn.”

Applejack stepped back, then turned and returned to her family. Only then did she replace her hat on her head.

Apple Bloom ventured forward hesitantly. She had known her parents least of all, and wasn’t always sure what to say. There had been years in the past when, as a younger filly, she hadn’t wanted to go at all: not having the connection Big Mac and Applejack had, she hadn’t understood what it meant to them. There were days where she still didn’t feel she quite understood, but she had come to accept that, at least for now, this was something they did as a family.

“Hi Mom and Dad,” she started off nervously. “It’s me!”

“I been workin’ hard at school since our last visit. Me n’ Scootaloo don’t get the marks Sweetie Belle does, but grades aren’t everything in life.” She lowered her voice to mutter, so that the rest of her family couldn’t hear her. “Though you wouldn’t think so the way Applejack goes on when mah report card comes home.”

She paused, her lips twitching as she tried to think of something to say, before continuing.

“It’s been weird the last few months, gettin’ to know Diamond Tiara better – you remember how I used to complain about her bullyin’, until she changed her ways. We’ve been spending more time with her and Silver Spoon. They have just about everything a rich pony could want, but some days it feels like they’re just starvin’ for the kind of friendship we Crusaders have together, like they’ve been missin’ it their whole lives.

“It feels funny that here we are, with so much to learn about – well, about everything! – but people are still lookin’ fer our help, ever since we got our cutie marks. I don’t feel anything different because of havin’ the same cutie mark as Sweetie Belle and Scootaloo, but ponies keep saying there’s somethin' special about it. I mean, Princess Twilight even wanted to do research on our cutie marks for a presentation she did at her old school!”

Apple Bloom looked back to see her family gazing down at her with the same expressions they’d worn the day she’d got her cutie mark: tearful, proud smiles. Her cheeks burning with colour, she tittered nervously.

“I, uh, I think that’s enough fer now,” she said quickly, then backed out into place with the other Apples.

There was a moment of silence.

“Well,” Applejack said, stepping up again, “I think we’ve all said our piece, for now. We’ll come back again to talk to y’all soon. Don’t go away now, y’hear?” She paused, her eyes welling up, before whispering, “I still miss you both so much.” Then, louder, “Love you, Mom and Dad.”

“Me too!”

“Eeyup.”

Granny Smith spoke the only words she would say for the duration of their visit: “You’re still in trouble for kicking off before me!”





Apple Bloom had once asked Applejack why Granny hardly talked at these visits: on some occasions, her only words were scolding; on others, she said nothing at all.

“Granny can be a bit like Big Mac – you know, doesn’t like to talk about her feelings,” Applejack had explained. “Twilight’d probably call her… call her… what’s that word again? Oh, yeah, stoic. Anyway, she might still be angry with them for passing on before she did – can’t blame her, no parent wants to bury their own child – but I think it’s her way not to show how much grief she’s still feelin’ around us.”

Before Apple Bloom could follow up with more questions, Applejack went on, saying, “Now I know ye’re gonna ask why. It’s up to everypony to deal with their feelings in their own way. And so long as you’re not hurtin’ anypony else, your way is as good as anypony else’s. Granny Smith ain’t one fer blubberin’ and bawlin’, and that’s all right, just like it’d be all right if she was. Long as she wasn’t a drama queen about it the way Rarity is,” she’d gone on to say under her breath, perhaps imagining Apple Bloom couldn’t hear her.





Applejack and Big Mac took just enough time to bring over flowers they’d kept near where they’d each stood. They placed the bouquets in between the two headstones.

Their goodbyes said, the Apple family turned and slowly walked back onto the pathway that curved around the main body of the cemetery. It was too nice a day to spend it all in such morose company. Enjoying their lives, and time they spent with loved ones was, Applejack would often say, what Mom and Dad would have wanted them to do, rather than mope in front of their graves. 





The day wore on. It was silent and still in the Apple family plot for a time. But as the afternoon began to fade into evening, a harsh yellow glow enveloped several of the graves.

There was a moment of stillness, and then, an odd, muffled sound, something like a hoof digging into hard soil as the ground in front of the headstones that had been bathed in magic began to sag.

It was as if they were being dug out from the inside.

> Bad Timing
> --------------------------------------------------------------------------

“… having established that while friendship qua friendship cannot itself be quantified, given the output of pony magic is quantifiable, it was at least theoretically possible to …”

“Snnnnxx”

“Spike,” Princess Twilight Sparkle hissed.

“… keeping in mind the difficulty of creating replicable tests of the phenomenon …”

“Hwhng nnnngg – ”

She hissed again, a little louder, “Spike!” Twilight cringed at the annoyed muttering from the ponies sitting around her.

Why, oh why did we have to be in the front row for this?

“… we have created what we believe to be a satisfactory experimental methodology to test the hypotheses our theoretical work has generated …”

“Mngaph kngngk wmmmmm”

Twilight prodded the dragon lying on the floor next to her, frowning. “Spike!” she hissed as loudly as she dared.

“Wh-wha? Oh! I’m awake! I’m awake!” Spike exclaimed, sitting up straight and rubbing his eyes. Some of the nearby ponies in the audience shot him dirty looks. The elderly pony standing at the podium on the nearby stage, pointing back at what to Spike was an incomprehensible blur of lines and patterns, pressed on without giving so much as a hint of having been perturbed.

Twilight glanced around. Much to her relief, not only was the speech continuing, but just a few feet away, Princess Celestia was still gazing up at the presentation with rapt attention, while beside her, Princess Luna also sat on her haunches, fiddling with her hooves. Neither looked towards the disturbance Spike's brief nap had caused.

“I can’t believe you’re nodding off during Professor Tome’s keynote speech!” Somehow, Twilight managed to whisper quietly enough not to earn the ire of the surrounding ponies while still conveying her exasperation.

“Come on, Twilight,” Spike groaned, “it’s just so stuffy in here.” He stretched.

His outburst earned the pair more disapproving glares. Princess or no Princess, making a scene during a presentation at an academic conference was simply not done. (The time for making a scene was after the presentation, during the question and answer session, if there was one. Twilight recalled conferences in which some sessions which had nearly devolved into hoofticuffs.) Feeling culpable, Twilight shrunk into herself in response, ears folded down and wings pressed against her flanks.

“Eheh,” she giggled nervously.





“Okay, Spike, I suppose I could have looked into the ventilation in more detail,” Twilight conceded, yawning as they made their way to the large table laden with snacks.

“It’s all right, Twilight, it’s not your fault Dusty Tome went on for so long. And besides, you were doing too much work organising this conference as it was.” Spike narrowed his eyes at the thought. “I should know,” he muttered. “My writing claw is still sore.”

“Professor Tome has been invaluable by carrying out formal research into the magic of friendship that I’d never have time to conduct with all my royal duties,” Twilight reminded him firmly. “Also, he wasn’t that long. He only went over his allotted time by twelve minutes and forty-three seconds!”

Spike stopped and stared for a moment. “Only?” he managed.

Then he gave a dismissive wave of his claw and continued, saying, “Whatever. Let’s just get some food and get outside. It’s too nice an evening to spend it all in here talking about boring academic stuff.”

“Boring!?” Twilight gasped, taken aback. “I’m sure you mean exciting,” she said huffily, before perking up. “Professor Tome, Starlight, and I have been collaborating on some of his work. We’re publishing a paper together soon!” She clapped her forehooves together and grinned like a filly, before getting suddenly nervous. “We-ell, once it gets through the reviewers, that is.”

Twilight had almost forgotten how vicious unicorn academics could get when reviewing a paper for publication. Starlight, who had never done anything like it before, had been in tears after their first draft had come back with commentary.

Spike was already loading up a plate. “Have I mentioned how grateful I am that you got sent to Ponyville and became Princess of Friendship, instead of doing research on magic for the rest of your life?”

Twilight’s horn glowed as food, surrounded in the dark raspberry aura of her magic, lifted itself off the platters and onto her plate. “You know something, Spike? So am I,” she admitted with a smile.

They walked out into the gardens adjoining the palace in Canterlot, where Princess Celestia had graciously allowed Twilight to host a conference on magical research. Around them were other conference attendees making idle small talk, or discussing one of the conference’s many seminars and discussion panels, or happily anticipating the final event of the conference: the formal dinner banquet that would close out the proceedings tomorrow.

“Don’t get me wrong, I love research – the hours poring over experimental data, gatherings like this one, the thrill of seeing your name in prestigious journals,” she went on, “but my friends mean so much more to me than all this does, and if we hadn’t gone to Ponyville, we’d never have met them!”

“Not to mention unearthing the Elements of Harmony, becoming a Princess, and saving Equestria only a dozen times,” Spike added. “Although I was kind of hoping you’d admit you found all that jargon and talk about standard deviations and… and stuff, just as tedious as I do.”

Twilight smiled fondly, looking out across the garden into the distance, where she would have seen Ponyville had it been daytime. “Oh, Spike,” she said.

“Anyway,” Spike went on, “I’m sure you’ll have lots of time to do research. You’re an alicorn princess! Don’t they live, like, for ever? I mean, think about how much you could get done in the next thousand years or so! Even if you only could spare an hour a moon, you could still spend as much time experimenting on whatever you wanted as most ponies would in a lifetime!” Spike then took a large apple fritter off of his plate and took a big bite out of it with a contented hum.

Twilight looked back down at Spike. “You know, I haven’t put a lot of thought into how long alicorns live. I mean, Princess Celestia and Luna have lived an awfully long time, but maybe that’s just them, and Cadance and I – and you’re too wrapped up in that fritter to pay attention, aren’t you?”

Spike shook his head, as if snapping out of a trance, cheeks bulging. He held half of the fritter in his claw. “What? Oh, sorry Twilight, this is just really good. Applejack make it?”

“Either her or Granny Smith,” Twilight answered. “I knew I would ask her to help when it came time to plan the food. The Ponyville Apples make the best apple foods in Equestria, and they’re not far away so a big order wouldn’t cost much, and… and a whole bunch of other reasons so I didn’t feel like I was being nepotistic except I don’t need go over all that again, and … you’re back in your fritter coma, aren’t you?”

“Mmmmmm…” Spike moaned with satisfaction as he chewed up another big bite of fritter.

Twilight looked back out towards Ponyville. “Applejack was telling me she had something special planned for today,” she said, more to herself than to Spike. “What was it again?”

“She’s visiting her parents,” Spike replied through half-chewed fritter. “You know, in the cemetery?”

“Oh, right, thanks Spike, I – oh.”

Twilight stood still for a moment, her smile fading. “I hadn’t thought of that,” she whispered. Caught up in his final bite of fritter, Spike hadn’t noticed her change in mood, and had soon wandered away. Twilight stood there for a moment, suddenly quiet and still.





The Castleof Friendship was dark, save for lights on in the library.

Therein, Starlight Glimmer yawned loudly while poring, bleary-eyed, over pages of notes and calculations.

“I’m on the verge of getting this, I just know it,” she muttered to herself.

She stood up from sitting and looked over at the thick pillow she’d brought down into the library for the purpose of testing out her spell.

With a determined blow of air out her nostrils, she took the pillow in her magic, then tossed it into the air before concentrating furiously on her spell with a grimace.

There was a pulse of light from her horn, and then the library was still, but for her heavy breathing and the magic still aglow on her horn.

Starlight opened one eye, then the other. The pillow wasn’t on the library floor. She dared to glance up.

The pillow was seemingly stuck in the air, as if it had stopped just before descending to the floor.

Starlight’s breath caught in her throat with excitement.

“I – I did it!” she exclaimed, her previous tiredness forgotten. She beamed proudly, grinning from ear to ear like a foal who has just been promised a trip to Whinny World.

She trotted up underneath the pillow, staring up at it, her lips pursing and brow furrowing anew. She spent five seconds watching the pillow… ten seconds … fifteen …

“I wonder how long I can make – urk!”

Starlight felt suddenly clammy and short of breath. Her heart was hammering wildly in her chest. Near panic, she released the spell, and the pillow came crashing down, bouncing off her back and onto the floor.

As soon as she had stopped the spell, her heart had begun to slow to its normal pace. Starlight slumped onto the pillow, trying to catch her breath.

After a moment, she had recovered enough to stand up again. She made her way back to the desk, taking a quill up in her magic.

“Better write that down,” she muttered. “Side effects of this version: symptoms of maintaining the spell beyond twenty seconds include the following…”





Twilight Sparkle leaned against the stone railing of a balcony, hooves crossed over the railing. She sighed forlornly as she gazed down at the darkened, distant shape of Ponyville before looking up to the moon and stars hanging in the night sky.

She hung her head with another sigh, turning neither her head nor ears when she heard a soft clip-clop of hooves on stone behind her. A soft murmur of conversation from inside faded as a door swung shut.

“Feeling melancholy, Twilight Sparkle?” came Celestia’s gentle voice.

Twilight twisted her head and gave a wan smile. “Princess,” she said, acknowledging the other’s presence.

“When I saw how listless you were at supper, I knew something was wrong. I’d ask if something had gone wrong with your conference, but I see from your face that it’s not so small a matter as that.”

Twilight stepped away from the balcony rail and nuzzled Celestia.

“Oh, Princess, I - I just - I mean… Spike brought up alicorn longevity earlier today, and I hadn’t thought much about it before, and then he reminded me that Applejack is visiting her parents, but they’re in the cemetery, and that was something about alicorn longevity I just hadn’t thought about, and I’m not sure I could bear outliving my friends for centuries, and now I can’t think about anything else, and - ”

“There, there,” Celestia murmured, lowering her head and raising a hoof to embrace Twilight. Twilight took a deep breath and rubbed her eyes with a hoof to clear away the sudden wetness. They stood in silence together for a moment.

“Twilight,” Celestia eventually said, “I’ve left many friends behind over the years. It gets a little easier with time, but only a little: I must admit that the ache of missing them never really goes away. I don’t believe this is something I can help you with in my capacity as your former mentor – you’ll have to work through your thoughts and feelings in your own way, in your own time. Your friends in Ponyville might be able to help, even if they can’t fully grasp what you’re going through.”

Twilight took a few steadying breaths, taking in the warmth of Celestia’s embrace and letting it calm her. “I – you – you’re right, Princess. If anyone can help me cope, they can. I just don’t know if I can get through what’s left of the conference tomorrow.”

“Never fear,” Celestia said brightly. “If you need to return to Ponyville in the morning, I’ll move a few things around, and ask Luna if she can do the same. Between us, we will make sure everything goes off as you planned as best we can.”

Twilight smiled weakly. “You’re sure you could do all that – for me?” she asked.

“Twilight, I won’t pretend we Princesses don’t have any kind of hierarchy among us, however informal it may be, but we are still colleagues and, so I would like to think, on our way to becoming friends in a way that was not possible when you were my student. In that spirit, if you need to return to your best friends for their counsel and support, I will do what I can to support you as well. I know you would do the same for me.”

“Thank you, Pri - I mean, Celestia,” Twilight said as they shared another hug. “I don’t know how I’ll get over the idea of outliving almost everyone I care for, but knowing I don’t have to face that future alone makes me feel a little better already.”

“Anytime, Twilight Sparkle,” Celestia said.

Twilight gasped suddenly. Startled, Celestia pulled away from her.

“I just realised, if we’re going to go home in the morning, I’d better pack. Oh! And get you the checklist for tomorrow!” Twilight cantered towards the door, opening it with magic. “Spike! SPIIIIKE!”

Celestia smiled and snickered softly, shaking her head as she walked slowly back to the ballroom.

> A Knock at the Door
> --------------------------------------------------------------------------

“Geez, Twilight, I feel kind of bad I brought it all up,” Spike muttered. He hung his head, blushing slightly, and nervously scratched back of his neck.

Twilight watched the countryside go by for a moment before answering. “It’s all right, Spike,” she said with a sigh. “It’s something I would have to come to grips with eventually. Probably better it happens now than after my friends all started getting old.”

“Yeah, but ruining your conference?”

“Spike,” Twilight chided, “the conference isn’t ruined: Princess Celestia said she would make sure it wrapped up without us. And she said she’d ask Luna to help.”

“You know what I mean, Twilight,” Spike retorted, but with a gentleness in his tone that implied sympathy rather than irritation. “Ruining it for you.”

“Oh, right.”

There was a moment of awkward silence, broken only by the clickety-clack of the train wheels running along the track.

“That’s all right, too, Spike,” Twilight finally said. “I know you didn’t mean to, and I’ll make the best of it. I just don’t know if I can bring it up with everypony straight away, or if I need to distract myself for a little while. And while I know Celestia and the others would understand, I don’t want to take too much time away from my duties. And what if the Cutie Map calls me? I can’t let – oh, here I go starting to think about everything too much.”

Twilight took a deep breath, held out her left forehoof, and waved it slightly as she exhaled.

Another silence. Spike fidgeted. He opened his mouth as if to speak, then seemed to think better of it. He went back to fidgeting, hunched over.

“Maybe… maybe… maybe I need to take my mind off of things, first,” Twilight mused. “I’ve got it! Starlight’s been working on a new spell. I’ll ask her how that’s going. Maybe after that, I’ll feel up to getting together with the girls so I can explain why we had to come home early.” She paused, putting a hoof to her chin pensively. “But will I be able to talk about it with them by then?” She sighed again, saying, “I just don’t know, Spike.”

She turned back to look out the window, then frowned as she took in what was outside. “That’s funny, we’re just about to pull into Ponyville Station.”

“Well, yeah,” Spike responded. “I don’t want to say you’ve been moping most of the trip, but – ”

“ – but I’ve been moping most of the trip. I get it, Spike.”

As the train began to slow down, Twilight frowned again, squinting at the platform, before smiling.

“She shouldn’t have!” she said, with a warmth of tone suggesting she was not entirely serious.

Waiting at the platform were six very familiar ponies.

“I wonder how Starlight got them all together on such short notice?” asked Spike.





“There she is!” shouted Rainbow Dash as Twilight emerged from the train. She flew in for a rambunctious greeting, bowling the mulberry-coated princess over.

“Whazzat?” Twilight said groggily as the others converged, piling on.

“Er, sorry about that, Twilight,” Starlight said contritely, trotting up to the ponypile. “When Spike wrote that you were coming home today, I was worried something had really gone wrong, so I thought I should have everypony out to greet you, if you needed a friend or two. Or, er, five or six.” She smiled awkwardly, scratching behind her mane.

Twilight shook her head. “That’s quite all right, Starlight,” she said warmly. “Pinkie Pie, I say this with love and affection, but will you please get off my whithers now?”

“Oops! Sorry, Twilight!” Pinkie exclaimed with an embarrassed grin. She scooted over to stand alongside Starlight.

“We were just worried about you, Twilight,” Fluttershy said softly.

“Is something the matter, sugarcube?” asked Applejack. “You weren’t supposed to be back ‘till tomorrow. Ain’t your conference in Canterlot still on?”

Twilight took a deep breath to settle herself. “Something is the matter, everypony. I don’t really want to talk about it right now, but I will, soon. Right now, I just want to be here in my home with my friends. I know you all have busy lives, and I’m sure you all dropped whatever you were doing to be here, and I appreciate it. Could we all go to lunch together?”

She was delighted to hear a chorus of agreement in reply.

Spike came out of the train, struggling to pull two big bags behind him.

“A little help here?” he asked. His question went unheeded.

“Typical,” he said darkly, hauling the luggage along as fast as he could to keep up with the chattering septet of ponies.

None of them saw the dark shape in the shadows of the train station, partially concealed by the wall, nor its glowing yellow eyes as it watched them.

The glowing eyes narrowed, and the shape withdrew behind the wall of the station.





There was something… soothing, for lack of a better word, being surrounded by her friends, Twilight decided. They’d spent lunch going back and forth over what they had all been up to while she had been away.

“… and that’s when the cake exploded!!!” Pinkie concluded with a fit of uproarious giggles.

“Well, that’s rather dramatic for a cuteceañera, don’t you think?” Rarity asked.

“Are you kidding?” Rainbow Dash managed between her own guffaws. “That sounds awesome!”

“I suppose it was okay as long as everyone was all right with that,” Fluttershy managed. “It’d be too bad if it made someone upset.”

“Oh, it went down a treat!” Pinkie Pie declared. She winked and nudged Twilight, who rolled her eyes and sighed in response. “You’ve seen my super secret party planning basement. You all know that I know my audience when it’s time to put on a party!”

“That we have,” Applejack agreed. “Don’t sound like it would have been to my taste, but ah’m sure Pinkie Pie knows what she’s doin’ when it comes to parties.”

Rarity, whose seat was facing the window, perked up with a snort. “I say, what’s that?”

Everypony turned to look out the window in the direction she was peering at.

“What’s what, Rarity?” Twilight asked.

Rarity squinted. “That darker corner, there, where the shadows from those buildings meet… I thought I saw…”

“Saw what?” Applejack prompted.

Rarity tched and rubbed her chin with a hoof. She peered carefully out the window for a moment longer.

“Nothing, I suppose. Must have been a trick of the shadows.”

They all turned back to their seats. Twilight let out a contented sigh.

“Girls, I just wanted to tell you how much it means to me that you all could make it out today. I don’t think I can tell you just yet why I came home early, but trust me when I tell you I already feel much better.”

She grabbed them all with her magic and brought them together for a hug.





The large doors to the Castle of Friendship creaked open. Twilight Sparkle walked in, breathing a sigh of relief. So did Spike, because it was at that moment that Twilight remembered her luggage, and took it in her magic. She concentrated and it vanished in a burst of purple light.

“I don’t want to pry, Twilight,” Starlight was saying, “but did something go wrong at the conference? Would that be something you’d feel uncomfortable sharing with everypony else?”

“Oh, no, not at all,” replied Twilight. “It’s nothing to do with the conference. So far as I know, that’s running along just fine. Prin – I mean, Celestia promised she would make sure everything went smoothly. It feels kind of reassuring, knowing so many ponies were willing to move around their schedules to help me. Although I’m sure it helps that I left her a big list.”





“How does she do it?” Celestia muttered under her breath, looking with a pained expression at the unnaturally long roll of parchment. Carefully-drawn boxes and their associated action items ran down its entire length. “Just between you and me, I’m finding this a little intimidating,” she admitted to Luna, who sat next to her.

Luna examined the items on the to-do list with bewilderment. “Does she really have the day blocked off into five-minute increments? I don’t see how we can do Twilight’s instructions justice, dear sister.”





“You did, did you?” asked Spike, eyeing Twilight critically.

“You bet! I’m sure she really appreciates the level of detail I put in to it.”





“I know, Lulu, but I promised I would help.”

“You promised Twilight Sparkle that you would help run the conference in her absence. Not that you would slavishly follow her checklist. We shall attend to the work at hand in our own way.”

Luna rolled up the parchment with her magic and tossed it into the fireplace. She smiled at Celestia sweetly before her expression turned serious.

“Let us never speak of this again.”

Celestia rolled her eyes and sighed loudly.





“Anyway,” Twilight went on as the trio reached the library, “I want to keep my mind off things just now. How is your spell coming along?”

“Oh, that, heh,” Starlight said, brightly. “Well, I’ve made some decent progress. I’d run up against a wall until I thought about something you’d said, not long after I first started to live here.”

“Oh? What’s that?”

“You told me that in one of the alternate timelines you traveled to – or maybe that's time streams – Zecora told you how time acts like a flowing river. Taking that analogy a step further, time travel is a bit like jumping in and out of it.

“What I found is that trying short jumps back in time is harder than longer ones. It’s bit like if you jump a tiny bit upstream, the current carries you back to where you started almost right away. The farther back in time you go, though, like Starswirl’s spell, the easier the spell technique gets – although going back further than Starswirl’s spell originally allowed takes a lot more power. 

“But then it occurred to me: what if I could just change how fast time is flowing around somepony, instead of trying to jump through it? So I went over all the calculations you and I did together a few more times and figured out how to modify the spell so it stopped trying to fight against the flow of time, and tried to shape it instead.”

Starlight concentrated, and her horn glowed a light turquoise. Spike was walking up the stairs when he suddenly froze. So did the flickering of the lights in the library. Twilight shook her head. “What happened?”

Starlight smiled sweetly before tossing her head. “Oh, nothing," she said with false modesty. "I’ve just created a spell that can make localised distortions in the flow of time. Everything around us is effectively stopped until I end it! Or maybe it’s because we’re going so fast now, everything seems stopped. I’m not quite sure yet.”

“Really?! That’s wonderful!!” Twilight clapped her hooves together in glee. Starlight grinned and stopped concentrating with her magic.

Everything snapped back to normal. Spike continued ascending the stairs as if nothing had happened.

“I should warn you, though,” Starlight went on, “Despite tinkering with the spell some more, I haven’t been able to stay in that state for long: it always feels like my heart is about to burst after a very short time - anywhere from twenty seconds to a minute. Unless I figure out a way to stop those side-effects, I don't know that I'd ever want to use the spell outside of emergencies. I was going to work on it some more this morning, before I got your letter from Spike.”

“Still, what a breakthrough!” Twilight said giddily. "Congratulations, Starlight!"

Spike stopped atop the staircase and looked down at Twilight, wearing a confused expression. Then he shrugged and went on his way. Twilight pranced around the library.

“Ooh ooh, what should we call your spell? How about ‘Glimmer’s Time Field Stasis Distortion’?” In her excitement, Twilight leaned uncomfortably close to Starlight.

Starlight leaned back, smiling awkwardly. “Uhh… I’m thinking something more like ‘Time Stop’. Little catchier, maybe?”

Twilight paused, her eyes darting back and forth, lips pursed. “Ooooof course!”

“Did you want to see the notes I’ve compiled in the last few days while you’ve been away?” Starlight asked.

“You don’t need to ask twice!” Twilight exclaimed.

Starlight reached for some notebooks with her magic, but dropped them with a start when there was a sudden knocking on the castle doors. They sounded surprisingly urgent.

“Who could that be?” Twilight wondered aloud.

“I’ve got it!”

Spike came tearing down the stairs and out into the hallway. Twilight and Starlight followed at a more sedate pace.

They heard the door open, and Spike speaking indistinctly. The visitor’s gravelly baritone voice, though, was much clearer.

“I’d heard the Princess was back in town. Is she here, Spike? I’ve got to speak to her, it’s urgent!”

Twilight and Starlight came around the bend in the corridor. There at the door was Spike, and, doing his best to restrain himself from simply running in, was a thick-set earth pony stallion with a dun coat, earthen mane and tail, and three small headstones adorning his flank.

“Four Foot?” Twilight asked in surprise.

“Princess Twilight!” the stallion replied, bowing. “Please, you’ve got to come at once – there’s been a grave robbing at the cemetery!”

Spike recoiled, and they all gasped in shock. 

> Dug Out
> --------------------------------------------------------------------------

“I’ve never seen anything like this in all the years I’ve been here,” Four Foot was saying as Twilight leaned down to examine the churned-up soil and grass that had once been a buried grave. “Never heard of anything like this happening anywhere in Equestria, come to think of it,” he went on.

“Hmmm,” Twilight hummed, her horn lit up with a raspberry aura. She brought her head back up. There were several mounds of upturned soil and grass within the Apple family plot.

"So, after you noticed all this, you dug up one of the graves to confirm that it was a grave robbing?” she asked.

“Yes, Your Highness. I feel awful about it, but I had to be sure.”

Twilight put a hoof to her mouth, “Hmmmm”-ing again.

“What is it, Twilight?” Spike asked. He and Starlight had accompanied Twilight to the cemetery.

“It all just looks – wrong, I guess,” Twilight responded.  “They look like they were dug up from underneath, except for the one Four Foot opened up. It doesn’t make sense. And there’s a weird magical aura lingering around each disturbed grave. I don’t recognise it.”

Starlight closed her eyes, and her horn glowed as she concentrated for a moment. “Me neither,” she said.

“What could that mean?” Four Foot asked.

“I’m not sure,” responded Twilight. “Four Foot, can you please keep the cemetery closed to the public until we sort out what’s going on? I’d ask you to keep an eye on things here, but I don’t want to risk you getting hurt by the kind of unicorn who’d do something like this – even if it means more grave robbings. As soon as you’re done here, stay out of the cemetery.”

“Of – of course, Princess,” Four Foot said, bowing. “I’ll go reinforce the gates.” He galloped away.

Twilight looked out over the disturbed graves for a moment longer.

“I’ve read just about every book in the castle, and I’m sure none of them mention anything like this happening before,” she said to Spike and Starlight. “Maybe there’s something in the Canterlot libraries we can look up – or maybe the other princesses might know something. Spike, take a letter!”

“You got it, Twilight!” Spike reached enthusiastically for a scroll of parchment, only to remember he hadn’t brought any with him. “Er, Twilight, could you…?”

“Oh, right!” Twilight concentrated, and with a flash, a few rolls of parchment, an inkpot, and a quill were sitting on the ground in front of Spike. He reached down and got ready.

“Princess Celestia, I’m writing to tell you of an unusual and urgent situation that has developed here quite recently in Ponyville. Four Foot, the keeper of the Ponyville Cemetery, came to me with news of a grave robbing: several graves here have been disturbed. There’s a trace of magic I don’t recognise. Does this sound familiar to you or Princess Luna? I’d like to come back to Canterlot at once to review the libraries. Yours, Princess Twilight Sparkle.”

Spike finished scratching the letter down, rolled up the scroll, breathed deeply, and exhaled green flames. The flames consumed the letter, and a sparkling trail of smoky magic wound off towards Canterlot.

“Now I wish I hadn’t taken the Princess up on her offer to help with the last day of the conference. She might not get the message straight away,” Twilight said, looking up at the departing letter.

“What’s that? Over there!” Starlight said suddenly. She pointed a hoof towards the trees that bordered the cemetery.

Twilight’s head snapped over to look. For a moment, it seemed one of the shadows was… not in the right place? And then, nothing out of the ordinary. They all stared at the trees for a moment.

Starlight squinted. “I’m sure I saw something there…”

“Funny,” Twilight said, “hadn’t Rarity seen something in the shadows near the restaurant at lunch?”

Spike hiccupped, then burped a gout of flame. Rolled-up parchment spouted from the fire, fluttering into Twilight’s waiting hooves.

“That was fast,” Twilight said, surprised, as she unrolled the parchment.

“‘Twilight,’” she read, “‘You needn’t come to Canterlot. Luna and I are on our way. We’ve sent for Cadance and Discord. Please gather your friends at your castle as soon as you can, then meet us, alone, in the cemetery.’ Huh, no signature. She was in a hurry.” Twlight straightened and turned to her friends.

“Okay, we’ve got to get everypony else to the castle. I’ll fetch Applejack and Rainbow Dash. Starlight, you find Fluttershy. Spike? Head into town and get Rarity and Pinkie Pie. If anyone objects, tell them it’s Princesses’ orders. All the Princesses.”

“Right!” Spike said, saluting.

“I’ll take you into town,” Starlight offered. Spike grabbed her hoof, and after a moment’s concentration, they vanished in a flash of pale turquoise.

“Right. Better help Four Foot before I go,” Twilight said to herself, taking to the skies.





With a flash of raspberry light, Twilight reappeared in the cemetery. Celestia and Luna were already there, bearing saddlebags and expressions as grave as any she had ever seen.

“You’re here already?” Twilight exclaimed. “I just left here ten minutes ago!”

Celestia smiled briefly. “It’s good to see you again, Twilight. I only wish it were under better circumstances.”

“I’m sorry to say we had to abandon your conference,” Luna added. “The matter you brought to our attention is an emergency. I’m afraid we had to suspend all activity but the banquet – and that is going forward only so that all the food would not go to waste.”

“The open graves are this way,” Twilight said, feeling a gnawing dread. What could possibly be going on, that both Celestia and Luna would drop everything to personally investigate these grave robberies?

They trotted over together. Celestia and Luna examined the dug-out plots, with their eyes and with their magic, and they both swept their gazes - and cones of magic emanating from their horns - around the cemetery.

After a moment, they stopped. Celestia’s expression was grim.

“It is as I feared.”

“Indeed,” Luna said.

“Twilight, your friends – are they at the castle?” asked Celestia.

“They should all be by now,” Twilight replied.

“Excellent. Let us go to meet them. We must call upon the Elements of Harmony once more – for it may well be that the fate of Equestria hangs in the balance.”





“Thank you all for coming so soon,” Princess Celestia said. Everypony but Princess Cadance was assembled in the central chamber of the Castle of Friendship, standing or sitting around the Cutie Map, while Luna was walking into the chamber, holding a letter in her magic.

“Shining Armour has sent word, sister,” Luna announced. “Cadance is flying with all speed for Ponyville. She will be here in a matter of hours.”

“Excellent. I’m sorry to have put everyone out like this,” Celestia said, “but I fear that today’s incident heralds the return of grave danger for Equestria.”

“Uh, if you don’t mind my asking, Princesses,” Applejack said, “but what’s this all about? Twilight came to the farm and told me we had to meet here right away, but she didn’t have time to explain.”

“Yes, your summons was unusually curt,” Discord added. “I was just about to work in my garden when it arrived.” To his credit, Twilight thought, he didn’t punctuate the comment with self-snapping shears or other inappropriate humour.

“Perhaps you can explain what has happened here in Ponyville, Twilight?” Celestia asked. “Then Luna and I shall speak of what we know and of what we suspect.”

“Yes, of course,” Twilight said. She cleared her throat. “Well, I’d just got back here to the Castle when Four Foot, the keeper of Ponyville Cemetery, stopped in. He wanted me to come to the cemetery to look at something that was both unprecedented and disturbing: evidence of grave robbery.”

Rarity and Fluttershy gasped in horror.

“How absolutely dreadful!” Rarity exclaimed.

“When we got there, a whole bunch of graves had been disturbed. I – I’m really sorry, Applejack, but they all belonged to the Apple family. Both your parents' graves were among them.”

Applejack gaped. She worked her jaw for a few seconds. “No!” was all she managed to say. Twilight bowed her head for a moment before continuing.

“But it was all very odd. Almost all the graves looked as if they had been dug up from the inside; the only exception was one Four Foot had dug into to verify that anypony was missing. And there was a trace of magic I’ve never seen or felt before. That’s when I wrote to Princess Celestia, and, well, here we are.”

“Thank you, Twilight,” Celestia said. “Luna and I went to the cemetery first, to see for ourselves what Princess Twilight reported. I’m sorry to say that while Twilight did not recognise the magic, we do. We have seen this sort of thing once before.”

Luna scowled before speaking herself. “Shadow Grave,” she said cryptically.

“Sounds frightening,” Fluttershy murmured.

“Shadow Grave? What’s that?” Twilight asked.

“Not what, but who,” Celestia said. From a saddlebag she produced a thick book. It was sealed with a metal clasp and lock. A platinum key soon followed, entering the lock and twisting. The book opened with a click. Celestia’s magic flipped over pages until it came to a portrait of a silvery-grey unicorn mare with an off-white mane. Her flank was adorned with a pattern of stars.

“The unicorn who called – calls – herself ‘Shadow Grave’ was once a magician named Constellation. She was a contemporary of Starswirl the Bearded, and a first-rate wizard herself. But as she grew in age and power, her thoughts and experiments turned to strange and dangerous magic.”

Celestia flipped a page, and there was the mare once more, standing over a stone table. Lying on the table was an earth pony. Unlike the ponies in other illustrated historical accounts, this one’s eyes were crossed with exes.

“Constellation pioneered a form of magic she called ‘necromancy’. She broke into cemeteries for the bodies of ponies to use in her research. She animated them into walking forms that could follow her commands.”

“Oh my, how awful!” Rarity gasped.

Another page flip: Constellation, now looking exceptionally gaunt, was standing away from Starswirl the Bearded, who looked away from her with head bowed down.

This time, Luna spoke, saying, “Starswirl attempted to reason with his longtime friend and colleague one last time, but she rejected his counsel. He brought what knowledge he had of her work to our attention. When we approached her demesne to confront her, however, she had vanished.”

“Many years later, shortly after Luna and I defeated Discord,” Celestia went on, “Constellation returned. But she had changed: instead of an elder unicorn mare, she was a skeletal apparition, with glowing yellow eyes and pegasus wing bones grafted to her body: clearly, a twisted mockery of an alicorn. And she did not come alone: she stood at the head of a small army of animated skeletal ponies, which she had collected via a string of grave robberies. She called herself, ‘Shadow Grave’. She had also managed to alter her cutie mark: not only had it changed shape, but it also was visible on her skeletal body.”

She flipped the page, and there was Shadow Grave. A coal black pony skull, backlit by a violet starburst, had replaced the pattern of stars that had once been her cutie mark. A brownish mist in the background barely failed to conceal a host of skeletal shapes behind her.

“Rather the humourless type, no doubt,” Discord muttered.

Celestia flipped another page to show her and Luna standing before the skeletal host before continuing. “Shadow Grave proclaimed that neither Discord nor Luna and I were fit to rule Equestria. Instead of Princesses, she announced, Equestria would have an eternal Queen.”

“We had used the Elements of Harmony just days before against Discord,” Luna said, “and found ourselves forced to turn them on Shadow Grave. She did not seem to realise that we had the Elements at our disposal.”

“We had thought,” Celestia explained further, “that the Elements of Harmony would strip away the magic Shadow Grave had used on herself: restoring her to her true self as Constellation, we hoped, would give us a chance to convince her to abandon the dark magic she had harnessed.”

“It was not to be,” Luna said as Celestia flipped over one last page. There was a picture of Celestia and Luna blasting the skeletal unicorn with a bright flash of rainbow light. “To this day we know not what Shadow Grave had done to herself, but the Magic of Harmony did something we could not foresee: it reduced her body to ashes.” 

“With Shadow Grave gone, her army collapsed,” Celestia concluded. “We interred the bones in an ossuary inside the Canterhorn. Afterward, we had every scrap of Constellation’s research into necromancy that we could acquire destroyed. This sealed book may be the only record of her misdeeds in all of Equestria, and it has been in my private chambers where no other pony has seen it, until today.”

“So, Shadow Grave has returned to Equestria?” Twilight pondered.

“But if you blasted her, how could she have?” Spike asked.

“We cannot say,” Celestia replied. “On occasion, I have idly wondered whether Constellation had indeed found some way to bestow a sort of immortality upon herself. She clearly felt she could challenge us openly, so she must have thought she had the means to overcome our considerable magic. But until now I had no reason to suspect she had succeeded.

“I have been diligently ensuring no magic similar to hers has ever again been developed within Equestria’s bounds. It is because of that diligence that I am sure Shadow Grave did survive her body’s destruction, and that she has come back to Equestria to finish what she began so many years ago. It cannot be anypony else.”

“So we need to track her down and get her again!” Rainbow Dash exclaimed, hovering in the air and punching it with her forehooves. “You’ve picked the right team, Princess!”

“It is not so simple as 'getting her again', Rainbow Dash,” Celestia explained. “If Shadow Grave survived the Magic of Harmony once with her dark powers unscathed, she can do so again. Before confronting her, you must first find wherever she has secluded herself for all this time. There, you may find answers, and the means to disable her once and for all.

“That is why I have asked you to come, Discord. You should be able to track down Shadow Grave’s refuge.”

Discord swelled with pride. “I’m on it, Princess!” he said with a snappy salute.

Celestia nodded, then turned to the others. “If our suspicions are confirmed, then Luna, Cadance, and I will remain here in Equestria, searching for signs of Shadow Grave’s presence, and trying to force her into the open. Twilight, you and your friends must go in search of the source of her power with Discord. If you can disable or destroy it, then perhaps we can put an end to the menace she poses, once and for all.”

“You can count on us, Princess!” Twilight exclaimed proudly, fluffing her wings.

Celestia smiled. “Thank you,” she said.

“As we discussed, I shall return briefly to Canterlot, mobilise the Royal Guard, and send word throughout Equestria,” Luna stated.

“Everypony,” Celestia finished, “please gather such supplies as you believe you might need and return here as soon as possible. Twilight. Could I speak with you here for a moment in private?”

There was a clatter of hooves as the others left the Cutie Map chamber, and a flash of light as Discord vanished. Twilight watched Celestia with curiosity.

Once they were alone, Celestia smiled kindly. “Twilight, I know you’ve had a lot on your mind since last night. I don’t want to push you into going on this quest if you still feel disquieted. Luna or I could lead the expedition, if required.”

Twilight smiled back. “Thank you, Princ- I mean, Celestia. That means a lot to me. I wish I could say I’ve reconciled myself to someday outliving my friends for – for centuries, but I haven’t. All the same, if the fate of Equestria is in the balance, I feel like I have to put that aside for everypony’s sake.”

“A feeling I know all too well,” Celestia said sombrely. She paused before continuing. “I hesitate to ask this, but do you think you could write to Sunset Shimmer and ask her to return to Equestria? As my former protégé, she was – is – superbly talented and skilled at magic, and I suspect we will need the kind of magic she can muster before this is all over.”

Twilight took her lower lip between her teeth and shifted her eyes back and forth. “I’m sure she’d come if I asked,” she said. “She’s never really said anything about coming back to Equestria, though – not even for a visit. I’m not sure she feels ready to see you again, or to even risk seeing you again.”

Celestia hung her head sadly. “I understand. I only ask out of necessity.”

“Of course, Princess,” Twilight said, gently. “I’m sure she’ll understand. The mirror and journal are in the library. We can meet everypony else back here when we’re done.”

-

“As sleepovers go, Applejack, I think I like the ones at your farm the best,” Sunset Shimmer remarked, lazily running a finger along the screen of her tablet. They were sitting outside around the Apple family’s big outdoor table, on a patio near the farmhouse.

“Well, that’s a compliment and no mistake,” Applejack said, blushing slightly. She sat up from her own reclined position on the lawn chair. “Thanks kindly, Sunset.”

“I agree,” Twilight Sparkle remarked. “Granny Smith cooks decent fare at Canterlot High, but the food she makes here is amazing.”

“Although it does help that you finally got WiFi here!” Pinkie Pie exclaimed.

“I do miss the amenities in the city, but I must admit, it’s nice to get away from it all every so often,” Rarity managed from where she was lying on a lawn chair, perusing a fashion magazine. A stack of other magazines sat within her reach on each side of the chair.

Rainbow Dash came running over from where she’d been playing soccer with Apple Bloom and her friends. “Hey, c’mon you lazybones, what’re you doing? There’s nothing like getting out there, running around and having fun in the clear country air.”

“Easy for you to say, darling,” Rarity replied, “but it’s just too nice a day to spend it running around, getting all sweaty and sticky. Besides, you’re the one who told me to stick to one suitcase. I hardly had room for any sportswear beyond a few swim suits.”

Rainbow Dash scowled, but before she could retort, there was a buzzing sound from underneath Sunset Shimmer’s lawn chair.

“Wha-?” Sunset managed.

“Ooh, a message from Princess Twilight?” Twilight asked. “What did she write?”

Sunset picked up her journal and thumbed through to the most recent entries. Her eyes scanned the message, and then she froze.

There was an awkward, overlong pause.

“Sunset, are-are you all right?” Fluttershy asked. “You’ve gone pale.”

Sunset did not reply, still staring at the journal.

“Sunset?” Applejack asked, a little more firmly. Sunset started at the sound of her name, shook her head as if to clear it, then looked up at the others.

“It is Princess Twilight,” Sunset replied. “She… she’s asking me to go back to Equestria.”

“She’s never asked something like that before,” Fluttershy said, worry evident in her voice. “She’s never even hinted at it.”

Sunset looked back down at the journal, then sat up and squared her shoulders.

“She says they need my help,” she exclaimed. “Equestria’s under attack.”

Her statement was met with gasps.

“What’re you going to do?” Rainbow Dash asked.

Sunset looked down at the journal, before turning and setting her eyes in the direction of town.

“I have to go back.”
> Discordant Discombobulation
> --------------------------------------------------------------------------

“Applejack doesn’t look so good,” Pinkie Pie muttered to Rarity as they stood in the Cutie Map room while Celestia and Twilight conferred quietly together. Everypony, save the princesses, sported saddlebags for their journey. Twilight’s own bags were lying on the ground by Spike.

“Indeed not,” Rarity agreed.

Applejack stared blankly at the Cutie Map, a stricken expression on her face.

“I’d suggest a party to cheer her up, but I think we miiiight be a little short on time!”

“You would suggest a party, wouldn’t you?” Rarity shook her head and rolled her eyes, irritation mingled with fondness in her voice. 

Celestia and Twilight stepped up to the Map. Seeing Applejack’s expression, Twilight stepped over to her and put a comforting hoof on her shoulder. “I’m sorry, Applejack.”

Applejack shook her head. “I’ll – I’ll be all right,” she said. “Just got to get my head around this, is all. I’m ready to go if you’re about to ask.”

“Well, Discord?” Twilight asked as she levitated her saddlebags onto her back.

Discord perked up. “I went to the cemetery to sniff around. I think I can work with what was there to find Shadow Grave’s hidey-hole,” he said. “If everypony coming can hold hooves or claws, we can get going.”

“Spike, Starlight, you coming?” Twilight smiled at them. She held Discord’s paw, and the others formed a circle, holding on to one another, with Fluttershy holding Discord’s tail.

“Good luck, everypony,” Celestia said gravely.

“Here we go!” Discord said, and he snapped his fingers.

There was a flash of bright light, and they found themselves in Bridle Park in Manehattan. There were gasps from around them as startled ponies stared at their sudden appearance.

Everypony stood around, stunned. Rainbow Dash was the first to break the awkward, drawn-out silence.

“What the hay just happened?”





“I- I- I don’t understand!” Discord stammered. “That’s never happened before.”

Starlight and Twilight were walking around the park, horns aglow, poking through bushes and tapping statuary. Rainbow Dash was fluttering around in the sky overhead, looking agitated.

“Discord, darling, everypony has a spell or two fizzle once in a while,” Rarity said sympathetically. “I’m sure it’s nothing to worry about.”

“Not everypony,” Discord huffed irritably. “Well, not until now.”

“I’m sure you’ll be fine, Discord,” Fluttershy said reassuringly. “Once Twilight and Starlight are finished, we’ll be on our way.”

“Yeah, we’ll track down that Meanie McMeanieFace’s hidey-hole for sure!” Pinkie Pie exclaimed, bouncing with excitement.

“I’m still a little worried about Applejack,” Spike said. Applejack was swinging her hat back and forth with one hoof, staring vacantly at the ground.

“Discord, this is no time for pranks!” Rainbow Dash said accusingly as she came down for a swift landing.

“Pranks!” Discord sputtered. “What do you take me for?”

“The Spirit of Chaos and Disharmony?” Pinkie asked brightly.

“Point taken, Pinkie Pie,” Discord conceded, “but even I can take things seriously once in a while. Things such as my magic not working properly!” 

It wasn’t long before Twilight and Starlight returned.

“No signs of Shadow Grave,” Twilight admitted. “I know it was a long shot, but we couldn’t take the chance that her lair was around here and miss it because it seemed too ridiculous. I don’t know how Discord’s teleportation magic could have misfired, but I guess it must have.”

She looked up at the sulking draconequus.

“Ready to try again?”

“If I must,” Discord grumbled. “Gather round, everypony!”

They assembled together, and there was a flash of light.





“You know, Discord, I’m pretty sure that someone would have noticed if Shadow Grave had hidden in the Canterlot Royal Gardens,” Pinkie Pie said. Twilight couldn’t tell if she was being earnest or sarcastic.

“Oh, no, I just felt like a little diversion; these gardens are like a second home to me, don’t you know, what with how long I spent, er, living here,” Discord snapped irritably. “Confound it all, what’s happening?”

He snapped his talons again.

Flash!





“Not again!!”

They were standing in the town square in the centre of Appleloosa. A mixture of ponies and buffalo stared at them incredulously.

“Faugh!” Discord spat out.

Flash!





“It’s awfully c-c-cold here!” Fluttershy managed, shivering. They were standing knee-deep in snow, on a rocky ledge. In the distance, far below, they could see the Crystal Empire, shining brilliantly in the midday sun.

“Nope, not here,” Discord snapped. “Next!”

Flash!





“How the hay’d we get down here?” is what Applejack meant to ask. Since they were underwater, surrounded by thick seaweeds and anemones, it came out more like “Hvvglurrrblllvmmghgh!”

“Not here either,” said Discord, his voice somehow unaffected by being submerged. “Next!”

Flash!





“AAAAAAAAAAAGH!”

“Oh, I’m terribly sorry, ladies!” Discord shouted, sounding surprisingly earnest, as the lavishly decorated mare’s room emptied out, its previous occupants fleeing from the group’s sudden appearance.

“Well, unless she’s hidden her lair in a U-bend, or perhaps behind a sink, I’m guessing not here!” he went on.

Starlight stared intently at him as he raised his hand.

Twilight perked up. “Maybe we should investi-”

Flash!





“AAAAAAAAAAAGH!” Rarity screamed as she began dropping like a stone. They’d appeared hundreds – no, thousands – of feet in the air.

Panicking, Discord lifted his arm to snap his talons again.

“STOP!” Starlight shouted.

Everything froze. Rarity, Pinkie Pie, Applejack, and Spike were falling uncontrollably towards the ground, far below – only they were stuck in the air. So was Rainbow Dash, who had already begun diving to stop them.

“Starlight?” Twilight asked, flapping her wings and looking around in confusion.

Starlight was holding herself in her magic, the strain of concentration on her face.

“Twi…light…” she groaned, “I can’t keep this up… for long. Look at Discord’s magic. Something else is there.”

Twilight lit up her horn and looked at Discord. He was right about to teleport them. But to where?

“Something else is there,” Twilight said, peering intently at Discord’s talon. “There’s an interference pattern… and it feels familiar.”

Starlight panted, grimacing. “Hurry, Twilight!”

Twilight pressed her forehooves to her face. “It’s – it’s like what I felt at the cemetery! Shadow Grave! She must have set up some kind of magical trap to keep Discord away from her lair. Okay, Twilight, you can do this.”

She concentrated on seeing the patterns of magic in the air around them. There was Discord’s spell, about to take shape, but there was also a foreign pattern, weaving itself into Discord’s magic in a series of shadowy wisps, warping and distorting it. Twilight closed her eyes and focused. With a burst of raspberry colour, the dark wisps melted away.

“Now, Starlight!” Twilight called.

Starlight’s face was contorted into a rictus of pain and concentration. When she heard Twilight, she relaxed her body and let her magic go.

The world jolted back into motion around them.

Flash!





“AAA-oof!”

Everypony collapsed into a heap on hot, reddish sand.

Confused, Discord looked between his talon and the pile of ponies on the ground around him.

“Wha-what just happened?” he asked.

Starlight rolled onto her side, panting heavily.

“Something was interfering with your teleportation magic,” Twilight explained. “Starlight caught a glimpse of it. I managed to dispel it just now, but I’m not sure if I did it permanently. Shadow Grave set up an enchantment to defend her lair against your intrusion.”

“That seems oddly specific, don’t you think?” Discord asked. “I mean, why go to the trouble of blocking me out like that?”

“Uhm, Discord, hadn’t you been ruling Equestria at the time?” Fluttershy said. “Maybe she thought you were a threat she had to keep away.”

“Ironically, she was right,” Discord said cheerfully. “I am a threat she has to keep away! Though not for the reasons she thought, I daresay.”

Rainbow Dash picked herself up and shook off her wings. She extended a hoof to Discord with an embarrassed smile. “I’m sorry I shouted at you in Manehattan. We good?”

“Why, Rainbow Dash, I’m touched: an honest-to-goodness apology from you?” Discord took Rainbow’s hoof in his lion’s paw and shook. “We, er, good.” 

Spike groaned, sitting up. “I’m glad we’re all good,” he said, “but – where are we?”

A gust of wind blew through, scattering some of the red sand they were sitting on.

They were on a dune of grainy red sand. In one direction, there was a vast cliff, with bands of red, orange, and yellow in the rock. Everywhere else was reddish sand as far as the eye could see.

“This is some kind of desert, but it doesn’t look like anything I recognise in Equestria,” Twilight said. She turned to face behind Discord, a direction nopony had yet looked. “What’s that?” she said with a startled snort.

Not far away were a series of obelisks and crumbling buildings, surrounding a large ziggurat. All the structures were jet black. The obelisks were covered with thin webs of discolouration. 

“I don’t like the looks of that place,” Applejack said after they had had a moment to take it all in. “It looks… it looks -”

“- It looks really weird!” Pinkie Pie finished. “And you know it must be if I’m the one saying it!”

It was true: the ruins did look weird. The central ziggurat was more or less a conventional shape, but it was adorned with bizarre statues and shapes, the obellisks twisted and turned to create menacing forms, and everything about the other buildings was a little off-kilter, as if they had been deliberately built to generate unease.

Fluttershy began to tremble. “I don’t like it here,” she said, shrinking down.

“Come on, everypony, we should check it out,” Twilight said. “This whole place reeks of magic.”

Starlight was still panting. She trembled with exertion, trying to stand, then sank back to the ground. “I think I should stay here a bit longer,” she said hoarsely.

“That spell does need a lot more work,” Twilight said, looking down at her. “Spike, you stay here and keep an eye on Starlight, in case she needs some help. Discord, come with us.”

“Uh, umm, well, Princess, if it’s all the same to you,” Discord said hesitantly, fidgeting with all four limbs at once, “I think I’ll just stay here and keep an eye on Starlight, too.” He popped an eye out of its socket and set it hovering over Starlight, then patted her kindly and beamed nervously at everypony else. 

“Wouldn’t this kind of place be right up your alley, Discord?” Applejack asked. “I mean, it looks pretty chaotic and all.”

“I may be the spirit of chaos and disharmony, Applejack,” Discord said, putting on a pair of old-fashioned reading glasses and a tweed jacket, and adopting an authoritative pose, “but I have to say that those old ruins don’t evoke chaos so much as they do madness. Not actual madness, mind you. More like a willful abandonment of the confines of reality. The language just doesn’t have a sensible word for it.”

Twilight grimaced. “Uhh… tell you what, Discord: sure. You stay here with Spike and Starlight. Just… could you please put your eye back?”

“What? Oh! Of course! No sooner said than done.”

Twilight and her friends approached the ruins: Rainbow Dash bravely pushing ahead, Fluttershy timidly lagging behind, the others advancing cautiously in a loose formation.

Pinkie Pie inhaled excitedly. “Ponies made these!” she squealed. “Look, you can see them carved into the stone!”

As they drew near the ruins, Twilight saw that she was right: the discoloured marks on the structures were carvings. They approached the closest obelisk and examined it.

“I don’t see any earth ponies or pegasi carved in here,” Applejack said. “Suppose this was a colony of unicorns?”

“I suppose,” Twilight said. “I’ve never read about anything like this, though. A lost colony of unicorns split off from the tribe that eventually settled Equestria?”

“But how in Equestria did they get here?” Rarity asked. “And what were they doing?”

“I think the carvings are telling us,” Twilight said.

The carvings near the bottom of the obelisk showed unicorns using their magic to carve out large chunks of rock – probably, Twilight guessed, the rock from which the ruins were made. Carvings further up showed the construction of the ziggurat. And above those, there were unicorns gathered for what appeared to be ceremonies.

“That doesn’t look so good.” Rainbow Dash pointed near the top of the obelisk, her voice thick with revulsion. There was a carving of two unicorns bound in ropes, lying on a table, while two other unicorns approached them with sharp knives held in their magic. Above the scene was carved a shape… actually, it wasn’t quite clear what the shape was, but it was oddly menacing, with hints of tentacles, maws, and eyes. The shape appeared to be reaching for the bound unicorns.

Twilight recoiled, Fluttershy gaped before covering her eyes, and Applejack turned away, heaving.

Turning away, Twilight looked around the ruins, breathing deeply to settle herself. “Well, I don’t think anypony is here, so it should be safe to fan out and look around to see if we can find Shadow Grave’s lair. Maybe it’s hidden in one of the buildings?”

A flicker of movement from behind caught her attention. Turning, she saw Discord jumping and waving for them to come back.

“He looks unusually cheerful,” she muttered. “Discord’s seen something… I think. Let’s go back and see what he wants before we have to look around here some more.”

“I quite agree, darling,” Rarity said with a shudder. They galloped or flew back to the hill on which they had arrived. Starlight was now standing up, although she still had bags under her eyes, her ears were pressed to her head, and she was still breathing more heavily than normal.

“I’ve sniffed it out, ladies!” Discord said proudly. “I caught the scent of Shadow Grave’s magic – it’s that way!” He pointed towards a distant part of the cliff.

“Oh, what a relief,” Fluttershy said. “I’m glad we don’t have to search through those scary ruins.”

“I wouldn’t count on whatever we find being any less scary, Fluttershy,” remarked Twilight.

“Oh no!” Fluttershy gasped.





Twilight’s castle was abuzz with activity. Its normally empty halls were filled with ponies carting in supplies or laying out sleeping bags in various empty rooms.

Mayor Mare and Princess Celestia were in the Cutie Map room. Its only other occupants were royal guards.

“I beg your pardon, Your Highness, but are you certain that we must evacuate Ponyville’s residents to the castle?” the Mayor asked.

“I’m afraid so,” Celestia replied. “We can’t risk anypony being caught if the town comes under attack. Now, Mayor, please go and organise the evacuation.”

“Of – of course,” the Mayor replied, bowing. She cantered for the door with a worried expression, just catching herself in time not to run into Princess Luna as the alicorn entered the room. She bowed nervously and manoeuvred around the Princess to the exit.

“Sister, the old ossuary near Canterlot was raided not two hours ago,” Luna said. “I went there personally to see if Shadow Grave had thought to break in. It was empty: not a single bone to be found.”

“I fear Shadow Grave will make her move tonight,” Celestia said softly, looking down at the Cutie Map table.

“Excuse me, sorry, coming through,” a soft voice was saying by the door, and ponies did their best to make way as Princess Cadance, flanked by two crystal pony guards, entered the room.

“I came as fast as I could, I’m sorry it took so long!” she exclaimed as she and the other princesses nuzzled each other in greeting.

“Shining Armor and a detachment of guards are on their way by train,” Cadance continued. “They should be here a bit before nightfall. Flurry Heart is with Sunburst back in the Crystal Empire.”

“I am glad to hear it,” said Celestia. “Now that you are here, we can let you know what is going on.  Then we can come up with a way to keep Shadow Grave at bay until Twilight Sparkle returns.”

“Who’s that?” Cadance asked.

“Our enemy,” Luna said grimly. “A unicorn who has mastered foul magic.”

“She was taken by surprise when we wielded the Elements of Harmony against her, long ago,” Celestia added. “I am sure she must be taking their magic into account this time. As she was bold enough to move openly against us before, I suspect she believes our alicorn magic could not stop her without the power of the Elements.

“Should we begin searching around Equestria for her?” Cadance asked.

“That will not be necessary,” replied Celestia. “If she fears only the magic of Harmony, she will strike here first, to destroy what may be her only weakness.

“I am convinced she means to destroy the Tree of Harmony.”
> Shadow Grave
> --------------------------------------------------------------------------

The base of the cliff offered shade from the heat of the sun-baked sands, although the heat was rapidly dissipating as the afternoon wore on into evening.

It was a longer walk than Twilight had expected, but they eventually found an entrance carved into the rock. Much like the ruins, its geometry was off-putting, and the tunnel inside seemed to twist and turn oddly into the darkness. The rim of the entrance was embossed with the same black rock from the ruins, into which sigils had been carved.

Twilight examined the doorway, her horn aglow. Everypony else was sitting or standing around. Their supplies were piled neatly nearby.

“There’s magic here. Shadow Grave’s magic, for sure, but there’s more: it’s magic I’ve never felt before. I’d say this has to be it.”

“Speaking of magic, is there any magic barrier keeping us from going in?” Spike asked.

Twilight’s eyes, themselves glowing with the raspberry of her magic, swept the entryway again. “Doesn’t look like it.”

“Great! Let’s go!”

“Not so fast, Spike,” Twilight cautioned, pulling him back. “There might still be some carefully hidden traps. Also, I want you and Starlight and Discord to wait out here.”

“What? Why?” Starlight and Spike asked, shocked.

“I’m sure the princess’ reasoning is quite sound,” Discord said, barely-concealed relief in his features and voice.

“If something goes wrong in there, Spike, I want you to be able to send word back to Princess Celestia,” Twilight explained. “Discord can get anypony left back to Ponyville if things go really bad. Starlight, I know you’re disappointed, but think of it as being our ace in the hole.

“We need somepony who can either race down into whatever’s down there in a pinch if we need help, or go back to Ponyville and help stop Shadow Grave if we can’t get out. And I can’t think of a better suited pony for the job,” Twilight finished, smiling kindly at Starlight.

“You’re right, Twilight,” Starlight said with a sigh, hanging her head. “It’s just – I just want to help.”

“I understand,” Twilight said. “And besides, you have helped! You already made a big difference helping us get here at all.”

There was a moment of silence while Twilight examined the stone arch further, before finally stopping.

“All right, girls, the entrance is all clear. Let’s get going!” Twilight said bravely.

She looked into the dark tunnel, and the brave feeling disappeared. She gulped nervously before slowly advancing across the threshold.





Princess Cadance sat in the library, watching the mirror that was the portal to the world in which Sunset Shimmer still lived. After some discussion, she’d agreed to wait for Sunset, on the view that she might find Luna or Celestia too intimidating a first sight after emerging.

They’d waited for Sunset’s reply before replacing the book on the contraption Twilight had constructed to keep the portal open. It was a remarkable invention, Cadance thought, idly examining it. She didn’t think there was anypony who knew more about magic than Sunburst, but surely there was nopony better at using magic than Twilight – not even the other Princesses.

Cadance perked up as the portal flared into life. A unicorn mare with a light amber coat and a fiery mane tottered through on her back hooves, her front hooves waving uncoordinatedly as she rocked back and forth.

“Whoa!” she managed before nearly toppling over, catching herself on all four hooves. She looked around with gleaming cyan eyes, starting when she saw Cadance.

“Dea – I mean, Princess Cadance?”

Cadance smiled warmly. “Sunset Shimmer. Twilight’s told me so much about your adventures. I know you’ve mixed feelings about being back here.”

Sunset stared for a moment, but was put at ease by Cadance’s words. She reached up and scratched the back of her mane.

“You’re right about that. But Twilight said she needed my help, so here I am. Is she here?”

Cadance shook her head. “I’m sorry. She and the other Bearers of Harmony are off looking for Shadow Grave’s lair. We're hoping you can help us defend Ponyville.”

“Defend Ponyville? And sorry, whose lair?” Sunset asked.

“Shadow Grave. She’s some kind of unicorn who can animate skeletons – make them move around, fight for her, that sort of thing. I don’t know much about it, myself,” Cadance admitted. “Celestia and Luna know more about her: they confronted her a long time ago.” She motioned for the door with her head. Sunset started to follow and stumbled. She hesitated, glancing at her four hooves before starting off again.

“Sorry,” she managed, “I’ve gotten used to walking around on two feet.”

Cadance smiled in understanding. Ponies hurried around them as they walked through the hallways, carrying food, lumber, or big rocks. Sunset gaped at the building.

“So this is Twilight’s own castle? Last time I came back to Equestria, I would have probably been resentful. Now I’m just happy for her.” She huffed with mild amusement. “Well, okay, maybe I’m a little jealous. I mean, who wouldn’t want their own castle?”

“It’s pretty, isn’t it?” Cadance agreed. They trotted along in silence for a moment.

“Are – are we going to meet Pri-Princess-”

“Princess Celestia, yes,” Cadance finished. “We are. She said you’d probably feel pretty uncomfortable about it.”

Sunset glanced down at the floor, frowning. “She’s got that right.”





Princess Celestia stood on the central balcony of the Castle of Friendship, looking out over Ponyville, as Cadance brought Sunset Shimmer out.

“Time to lower the sun,” Celestia spoke softly to herself. She concentrated, her horn glowing with a pale golden light. The sun gradually set, and the sky darkened. Moments later, the moon rose into the sky.

Celestia turned, hearing Cadance and Sunset’s hoofsteps. Sunset was staring at her, her mouth agape. She was trembling slightly.

Celestia smiled and stepped forward. “Sunset Shimmer. I wish we could have met again under better circumstances, when we were both ready.”

Sunset bowed deeply.

“I know my presence is cause for discomfort,” Celestia continued, “so I won’t ask you to stay long. Know that you have my gratitude for coming in our hour of need.”

“Th-thanks,” Sunset stammered.

“Excuse me, sorry,” Shining Armor said, stepping out onto the balcony. “Princess!” he said, saluting.

Celestia turned to face Shining Armor. “You’ve a report on our preparations?”

“Everypony in town is here at the castle now, and we’ve got pegasus patrols on the lookout for trouble.”

“Good,” Celestia said. “Luna and a detachment of guards have taken up station at the Tree of Harmony. We feel it is Shadow Grave’s primary target. In the event she attacks the castle first, the Wonderbolts and I will remain here to assist in its defence, until Luna signals that there is a threat she cannot handle. Then we will fly over to help her.”

“Amethyst Star and Mayor Mare are also working on a plan to get everypony out of the castle if we don’t think we can hold it against whatever Shadow Grave throws at us,” Shining Armour added.

“A wise decision,” Celestia remarked.

Sunset, looking down past the balcony into town, suddenly spoke up: “That fog wasn’t there a moment ago, was it?”

Celestia started, and they all turned to look. Thick, dense fog was rolling through Ponyville, slowly but surely obscuring the streets and buildings.

There were gasps and murmurs from ponies on the other balconies and standing at windows.

“Something’s moving in there!’ somepony shouted.

Scanning the town, Shining Armor pointed. “There,” he said.

There was a hint of movement in the fog, and a yellow glow. Then, nothing.

The night breeze stilled, and an oppressive silence fell over Ponyville. The fog thickened, forming a concealing layer that ended not far from the river and the Castle’s gates.

“I’ve got a bad feeling about this,” Cadance said.





“Just how far down does this tunnel go?” Applejack asked. “It feels like we’ve been marching down here for hours.”

“There’s a loooot of rock over our heads!” Pinkie Pie chimed. “I should know!” Her smile had an unhinged quality to it.

“It looks like it’s been carved out from a natural cave,” Twilight said, looking around as far as the glow off her horn would allow. “You can see some differences where the stone was smoothed out by magic and where it wasn’t.” She batted at an ear with her hoof in between steps.

“I’m sure that’s really cool and all,” Rainbow Dash said through gritted teeth.

They continued in silence for a moment longer.

Twilight jerked to a stop, looking back at the others. “Did somepony say something?” she asked, her ears twitching.

Everypony else halted before they left the light she and Rarity were emitting from their horns.

“Nope,” Applejack replied.

“I don’t think so,” Fluttershy said.

“Not a thing!” Pinkie Pie squeaked.

“I’ve got a bit of a buzzing in my ears,” Rarity said, twitching one with discomfort, “but I can’t say that I heard anypony. Or said anything.”

“Can we get going again?” Rainbow Dash asked. “I’m kind of hoping this tunnel opens up a bit.”

“Right. Yes. Let’s get a move on,” Twilight said sheepishly. “Just me and my imagination, hearing things nopony said.”

“Like what, darling?” asked Rarity.

Twilight started walking down the tunnel again. She took her bottom lip in her teeth, ears twitching, glancing around and sweating.

She abruptly stopped again. “Can’t you hear that?”

“Nope.”

“Nuh-uh.”

“I still can’t hear anything, Twilight.”

“Just that buzzing, darling.”

“Noperoni!”

Your friends think you are weak.

Twilight jumped, startled. “Who said that?”

She turned. The others were all looking at her blankly.

Twilight glanced around. The susurrations had died down after that last audible whisper, but she could still feel an unpleasant pressure all around.

“Are you all right, Twilight?” Fluttershy asked. She stepped toward the alicorn, looking concerned.

Twilight gasped at the looming dark shape behind the pegasus.

“Look out!”

She grabbed Fluttershy and hauled her to the ground. The shape suddenly flattened.

“Wha-?”

Fluttershy jerked her head up to look. The dark shape rose up in tandem.

“Twilight… that’s my shadow.”

Twilight blinked. “Oh. Right. Sorry. I thought I saw… something else.”

“I think the tunnel wall opens up just a bit further,” Applejack announced, squinting into the dim light at the edges of Twilight and Rarity’s spells. 

They trotted down a few steps and peered to the left. There as a hole in the wall, about twice the size of a pony, but the light they projected was so dim that it was quickly swallowed up in the darkness.

“Let me try something,” Twilight said. She concentrated with her horn, and a burst of light flared out, streaking through the hole in the wall. It stopped and hovered, then expanded, filling the cavernous chamber on the other side of the wall with dim light.

“Oooooooooooooooh, creepy cave!” Pinkie said with genuine excitement.

The gallery was dominated by a dark, still pond. Small sandbanks and rocky terraces dotted the sides of the room where the pond met the wall. Closer to where they were standing, a hemisphere of rock rose from near the pond’s shore, meeting with the wall. Twilight could just barely make out the tunnel exit at the base of the hemisphere closest to the pond.

There was a ripple in the water, then a large splash as a dark shape briefly broached the surface, as if disturbed by the light now shining overhead.

“I think I can see something at the far end of the water,” Applejack said. “Like a statue or something.”

“I bet whatever’s there is whatever we’re looking for!” said Rainbow Dash. “Let’s go get it!” She flapped her wings and braced herself.

“Wait, Rainbow -” Twilight began.

Rainbow Dash sprang forward and stopped suddenly, her body caught in a field of smoky magic blocking the opening. She convulsed as magic arced into her, before toppling to the ground. Smoke wafted from her wings and coat.

“Owwwwwwwww…” she moaned.

“- there’s a magical barrier.”

Rainbow Dash staggered to her feet. “I’m all right!” she said after shaking her head.

“I could disarm it, but I don’t know that we have the time,” Twilight said. “Let’s just keep going.”

They continued in silence for another moment. Applejack had come up to the front of the formation with Twilight.

“You know, Applejack,” Twilight said with a smile, “I just wanted to say how much I appreciate you coming with us even though you’ve obviously been hit hard by what happened at the cemetery.”

Applejack smiled back, blushing. “Aw, shucks, Twilight, thanks. I’ll admit it was a blow, this Shadow Grave character digging up Mom and Dad like that. But I know I’ve got to put those feelings aside for now, till we save Equestria.”

“I sort of know how you feel,” Twilight said comfortingly. “Not the whole ‘unicorn with dark magic steals my parents’ remains’, thing, though. More of the ‘putting aside feelings you have to deal with’ thing.”

“I remember, it’s why you came home early,” Applejack said warmly. “Well, anytime you’re ready to tell us what it's all about, Twi, even if it’s down in this here cave, you know we’ll all be there to support you, just like you’re here to support me”

Twilight smiled, her eyes glittering with tears. “I know. Thank you.”

They will all abandon you in the end.

Twilight reared up with a shout, “Who’s there?”

There was a drawn-out silence.

“No offence, Twilight, but you’re kind of creeping us out here,” Rainbow Dash said. “Are you sure you’re all right?”

Twilight looked back, twitching. Everypony was staring at her, except for Rarity, who was scratching at one of her ears in irritation. Twilight took a deep breath to calm herself, and looked at them again.

“Hmmm….” Twilight hummed thoughtfully.

“Well, let’s keep going,” she announced. “I don’t think we have much further to go!”





Spitfire alighted on the balcony, standing at stiff attention and snapping off a salute. “Your Highness! Nopony’s seen anything but fog while on patrol. The fog’s spread into the Everfree Forest, but Princess Luna’s position reports no hostiles in sight.”

“Thank you, Captain,” Celestia said. “Carry on.”

“Yes, Your Highness!” Spitfire took to the air again, where another Wonderbolt was waiting, and they sped off on another patrol circuit.

Cadance had gone into the castle to help maintain morale among the ponies within. For her part, Sunset had gone to one of the large balconies on the side of the castle, with the responsibility of being in charge of the defenders there. (“You may not feel ready, but from what Twilight has said of your ability to keep your friends in order, I have every confidence in you,” Celestia had said.)

Celestia stood still, gazing down pensively at the fog, while Shining Armor paced around behind her.

“What is she waiting for?” Celestia softly asked. She had spoken too softly for Shining Armor to hear. “Is she worried she can’t overcome Luna and I? Is this a distraction and she’s going somewhere else?”

“Princess, down there!” Shining Armor said sharply.

Celestia turned, her eyes following his pointing hoof.

A pony-shaped figure had emerged from the fog, slowly ambling towards the castle gate. It was covered in a thick cloak.

Celestia leaned forward, and her breath caught in her throat with a hiss.

The cloaked pony’s legs were bones, unadorned by muscle or flesh.

The pony brought up a hoof and slid the cloak’s hood down over a skull adorned by a horn. The sides of the cloak twitched, and two thin wingbones folded out. Yellow orbs gleamed in the skull’s eye sockets as the pony looked up to the balcony.

“Princess Celestia,” the skeletal pony hissed. “We meet again.”

Celestia furrowed her brow and frowned.

“Shadow Grave.”

> Siege
> --------------------------------------------------------------------------

Celestia glared down at the skeletal form standing in front of the fog bank that had covered Ponyville.

“You still remember me, Celestia!” Shadow Grave exclaimed, in an oddly raspy mezzo voice, lifting a hoof to her ribcage. “I can’t help but be touched. I, of course, remember you.”

“You are not welcome here, Shadow Grave,” Celestia snarled.

Shadow Grave shook her head, an obsidian mane billowing out behind the bleached off-white of her skull. “Tch tch, such inhospitality. I suppose it’s only fair, though. After all, I bear nothing but ill will – and ill intent – for you and all ponykind. Now, should we get to business, or would you care to exchange some obviously feigned pleasantries? Perhaps put up with a villainous monologue? I hear they’re all the rage these days. We haven’t seen one another in a thousand years, after all. It’s not every day you have a rendezvous with such an old enemy.”

Shining Armor leaned forward. “Princess, maybe you can stall for time by keeping her talking,” he whispered.

Celestia looked down for a moment, saying nothing.

“I must admit to being curious how you survived our last encounter,” she finally said.

“A good stage magician never reveals her secrets,” Shadow Grave coyly replied. “Then again, I was always more of the academic, and they like to spill their guts – a waste of a metaphor in my case, I suppose.” She paused. “Very well, Celestia. Since you’re going to join my army before the night is through, why not?

“Before my last invasion of Equestria, I had found a way to split off most of my – my life-force, for lack of a better term, from my physical body. It’s quite the feat; I don’t think anypony has managed it before or since, at least not on purpose. They’re normally inseparable – almost one and the same, really.

“I was able to store my life-force in a specially prepared receptacle, which is safely hidden away. When you and Luna caught me off guard with the Elements of Harmony, there wasn’t enough of my own life-force left in my body to keep it intact under the magic’s impact: hence my body’s destruction.

“But enough of me survived that I could re-constitute a new body. It took ages. I’m still not sure quite how long. But once it was done, and once I had recovered enough of my magical power to act, I returned to Equestria, to learn what I could of you and the progress of society, before coming into the open again. I certainly did not want to be surprised by something like the Elements of Harmony again.

“And now, I’m confident I won’t be. Did you really think I’d leave such obvious clues to my presence in Ponyville out of sloppiness?”

“You either give me too much credit for foresight, or not enough,” Celestia said sternly. “Luna and I learned of your return just this afternoon.”

“Too much credit, then,” Shadow Grave said. “I thought perhaps you’d divined my secret when I saw Twilight sniffing around the cemetery. But maybe it was just a lucky guess?”

Shadow Grave didn’t wait for an answer. “Not that it matters. Reforming Discord into an ally of Equestria was a triumph on your part – I still don’t know how you managed – but when I attacked you the last time, I did so believing he was still the ruler of Equestria. I believed I would have to deal with him next. More fool me, it turned out.

“But it means that the defences I set up against him will, by happy accident, protect me from the Elements of Harmony. Either they’ve realised what I’ve done, and stopped trying to teleport using Discord’s magic, or they’ve teleported themselves somewhere like the moon by now. Whatever the case, I rather doubt we’ll see them return until it’s much too late.”

“She’s lying, I’m sure of it,” Shining Armor whispered. His eyes, however, belied his uncertainty.

Celestia stepped back so Shadow Grave couldn’t see her face. “I’ll send a note to Twilight to make certain,” she replied in a low voice.

She stepped forward again. “Shadow Grave, it’s not too late for you to turn from this path. Return the army you’re hiding in the fog to its resting place, and I’m sure we can find a way to restore you to your healthy, living body, as Constellation once again.”

“Always ready to extend the hoof of friendship, even to your enemies,” Shadow Grave sneered. “Starswirl thought much the same way. I’m not interested in your olive branches, Celestia, assuming they’re genuine in the first place. What I want is the satisfaction of grinding your and Luna’s horns to dust beneath my hooves while my army overruns Equestria.”

Celestia sighed sadly, hanging her head. “I’m sorry that is your choice.”

Shadow Grave waved a hoof, her horn glowing with the same yellow as her eyes. The fog began to roll back from behind her.

There were gasps and shouts from the castle as rows of skeletal ponies emerged from the receding fog. Their eye sockets gleamed with the aura of Shadow Grave’s magic.

The patrolling Wonderbolts and Royal Guard pegasi were hurriedly returning to the skies over the castle, assembling into combat formations.

“Surrender yourself, Celestia, and I’ll spare your troops and the ponies inside the castle,” Shadow Grave offered.

“Equestria has never backed down from any foe!” Celestia proclaimed. “We won’t start with you.”

“So be it.”

Squadrons of skeletal pegasi took off from the field in front of the castle, and the other skeletons began to advance.

“Shining Armor,” Celestia commanded, “find Cadance and tell her I need her defending a balcony. Then go to the castle doors and ensure they stay secure.”

“Right away, Princess!” Shining Armor bolted for the entrance.

Celestia looked up to Spitfire, who was hovering close enough to hear orders. “Send someone to inform Luna what is happening here. Engage the flyers if they get close enough to the castle to attempt entry. Otherwise hold your positions.”

Spitfire saluted. “Yes, Your Highness!” She raced off to relay the command to the other ponies in the air.

Celestia sent a blast of magical energy towards Shadow Grave. It was deflected harmlessly off a shield she had raised.





It was quiet at the gorge beneath the Castle of the Two Sisters. Several ponies stood guard at the entrance of the cave housing the Tree of Harmony. Overhead, Princess Luna and a retinue of bat ponies scanned the treetops.

“Nothing but this fog as far as the eye can see,” Luna muttered.

“M’lady, over there!” one of the bat ponies cried, pointing. Luna looked over to see a rapidly-approaching pony.

The pony turned out to be Soarin, of the Wonderbolts.

“Princess Luna,” he gasped, “Shadow Grave has appeared and is attacking the Castle!”

“Understood,” Luna said.

“Milady,” another bat pony said, “should we not fly to the aid of your sister?”

“Alas, we must not,” Luna said sadly. “The Tree of Harmony cannot fall. Even if worse comes to worst at the Castle, we can still prevail, so long as Twilight and her friends can bring the power of the Elements to bear against Shadow Grave. We must remain here and guard the Tree, with our very lives, if needs must.”

She turned back to Soarin. “Return to the castle to confirm we have received your message.”

“Yes, Princess!” Soarin said with a salute. He turned and sped away back towards Ponyville.

Luna sighed. “And now, we wait.”





Spike fidgeted nervously in the darkness at the base of the cliff, pacing back and forth. Starlight had created a magical fire to light up the area and keep them warm.

“Do you think we should go in after them?” Spike asked, turning to face Starlight and Discord. “They’ve been an awful long time!”

Discord eyed the entrance with a grimace. “My goodness, I shouldn’t think so,” he replied. “We’ve got strict instructions from Twilight to stay out here unless we think they need help.”

“He’s right,” Starlight said reluctantly.

“How will we know they need help?” Spike asked.

“I’m sure Twilight will figure out a way to send us a signal,” Starlight replied, giving Spike a reassuring hoofpat on his back.

Spike hiccupped, then burped out a letter. It fluttered to the ground.

Starlight picked it up and unrolled it with her magic.

“Twilight, Shadow Grave is here. The castle is under attack. She set a trap against Discord’s magic. Respond if you’re all right. Celestia.”

Starlight looked over at the nearby pile of saddlebags, and levitated a quill and inkpot from Twilight’s bags.

“Just write on the back, Spike. Tell the Princess we got her message. We made it safely to Shadow Grave’s lair and are investigating now.”

Spike wrote as quickly as he could, his clawwriting nearly illegible. Then he took a deep breath and exhaled flames. The sparkling smoke curled away into the distance.

“Okay, do you think we should go back to Ponyville?” Spike asked.

“I don’t think they need us to go back just yet,” Starlight said.

Spike looked down at the ground, his claws balled up. “I guess. I just wanna do something!”

“Don’t worry, Spike,” Starlight said, despite the obvious worry on her own face. “We’ll get our chance to help.”

“Just as long as we’re not too late,” Spike said darkly, crossing his arms and sitting down on the sand.





The flying skeletons were rushing the castle, but the ponies on the balconies and the pegasi in the skies had so far been able to fend off each wave.

The other skeletons were forming into two large groups: one was massing near the door and trying to organise a battering ram, while the other was piling up, one skeleton atop the next, in an apparent effort to reach the largest balcony. Cadance was doing her best to spoil both groups with her magic, as were Celestia, Sunset, and other ponies with rocks the townsponies had gathered over the course of the afternoon.

Cadance paused firing at skeletal ponies to watch Shadow Grave. The skeletal unicorn had done nothing so far, except watch and defend herself from direct attack.

“What is she doing?” Cadance asked herself.

“Princess!” Spitfire’s voice startled Cadance. She looked up in response. A pack of flying skeletons was charging the balcony she was covering.

Cadance took aim with her horn and fired: a pale blue bolt of magic shattered the skeletons’ formation and the central skeleton, sending fragments of bone tumbling to the ground below. A squad of Wonderbolts struck at the remaining skeletons.

Cadance surveyed the scene again. Piles of shattered bones were building up where the skeletons were concentrated: it seemed like Shadow Grave was running out of troops.

“That can’t be right,” Cadance muttered. “It’s too easy.”

As if on cue, Shadow Grave turned her head this way and that, then she bowed and her horn glowed. The piles shuddered, then in a flurry of bone they began reforming themselves into skeletal ponies.

Cadance stared, appalled. “Oh, no!”





On the central balcony, Celestia felt a chill as the shattered skeletons below began to reform.

“I see her plan, now,” she said sadly. She hung her head for a moment, then looked up to the sky.

The Wonderbolts and other pegasi had, with help from Sunset and the Princesses, fended off wave after wave of skeletal pegasi. But there were now slightly fewer living pegasi: some had been hurt and had been taken into the castle, where an infirmary had been set up in the Cutie Map room. The skeletons were in between waves, but Celestia could see their broken forms coming together, and formations of skeletal pegasi taking shape on the ground, ready to launch into the air once more.

She looked down at Shadow Grave again. Skulls always grinned, of course, but it seemed her skeletal grin was especially malicious as she gazed up at Celestia.

Celestia turned to a Royal Guard pegasus who was standing by as a messenger.

“Find the Mayor, and tell her to begin organising ponies for evacuation, if she has devised a means for them to escape.”

“Yes, Your Highness!”

Three unicorns were also on the balcony, firing magic at the flying skeletons as well as the mass of skeletons assembled at the front door.

“I must speak with Cadance. Maintain your position here as long as we have air support. Should this balcony become indefensible in my absence, withdraw inside and use your magic to seal the entrance.”

“Yes, Your Highness!” they responded in unison.

Celestia concentrated, and vanished in a burst of golden light.

> The Whispering Dark
> --------------------------------------------------------------------------

It was all your fault.

Twilight twitched. As they descended down the tunnel, the whispers had become more prevalent – and more insistent. They were so loud, she almost couldn’t hear her own hoofsteps on the rock. For the most part, they were a din of susurrations and fragments of words – but every so often a phrase sprang out clearly.

“Shouldn’t we have reached the bottom by now?” Rainbow Dash moaned. “It’s been like forever! How long can this tunnel even be!?”

You will succumb to the darkness within.

Twilight shook her head. It was too much – too much. She could hardly stand it any longer.

Bringing up the rear, Rarity pawed at an ear with one hoof. “This dreadful buzzing sound’s been getting stronger as we go deeper into the cave. It’s terribly annoying.”

Rainbow Dash and Applejack shared a look. “I don’t know what you’re talkin’ about, Rarity,” Applejack said. “I don’t hear nothin’.”

“Me neither!” Pinkie Pie exclaimed.

In forgotten depths, you will be changed.

Twilight lay down, clapped her hooves to her ears, and grimaced. “Stop, stop, stop, stop, STOP!”

The others froze, looking at her.

“I didn’t think we were that annoy – you’re not talking about us, are you?” said Applejack.

“Twilight? What’s the matter?” Fluttershy asked softly.

Those you love will perish by your hand.

Twilight looked up at her pleadingly.

“The voices,” she whispered hoarsely. “Make them stop. Please.”

“Voices?” Fluttershy asked. “I don’t hear any voices.”

Twilight lay her head down, squeezing her eyes shut.

“Now, wait just a second,” Applejack said. “We earth ponies and pegasi can’t hear voices. But Twilight does, and Rarity’s being bothered by a buzzing in her ears. What if it’s some magic – magic made to affect unicorns? And not just any unicorns, either: unicorns who are thumpin’ good at magic themselves?”

Rarity chimed in, saying, “And since alicorns have exceptionally powerful unicorn magic…”

“… the magic would have a stronger effect on Twilight than anypony else!” Rainbow Dash finished for her.

In the stillness between silences, they hunger for you.

Twilight moaned again. “Please. Make them stop.”

Pinkie Pie giggled. “Well, we can’t let some silly old voices stop us, can we?”

She stepped up to Twilight. “Twilight,” she said, smiling brightly, “whatever the voices are saying, I’m sure they’re just making things up to scare you. Things like this!”

Pinkie got up on her back hooves, made a fake-menacing posture, and half-grunted, half-shouted in a low vocal register, “I’m gonna eat you up, pony!” Then, unable to contain herself, she doubled over, laughing. She began to softly glow a pink light.

“Ooooh! I’ve got another one!” Pinkie said, managing to stand upright. “I’ll get you, my pretty, and your little dragon, too!” she shrieked, before falling over laughing again.

The glow around her brightened, and wisps of pink magic began to swirl around her.

Pinkie managed to stand again. “Here’s an even better one!” she gasped in between fits of giggles. She pulled her party cannon in front of her, managing to look defiant.

“Uh, anypony see where that came from?” Rainbow Dash asked.

“Say hello to my little friend!” Pinkie Pie shouted before firing off a blast of confetti. Then she fell over again with fresh peals of laughter.

As she did so, she began to float in the air. Her mane and tail puffed up in size, and with a blaze of light, gained stripes of pale blue, yellow, and light brown, and became adorned with yellow outlines of stars. A pale blue bow with yellow star clasp popped into existence on her mane, and the bottom of her hooves took on a yellow sheen, before becoming decorated with purple, brown, and pale blue balloons.

Everypony had to turn away as the pink glow surrounding her grew brighter, before washing through the tunnel with a blinding pulse of pink light.

As it faded, Pinkie Pie had returned to her normal appearance. She panted, out of breath, still giggling slightly.

Twilight shook her head, and stood, eyes wide with amazement.

Save for the sounds of their breathing, the tunnel was silent.

Twilight suddenly broke into a grin. She let out a short laugh and skipped over to Pinkie Pie, grabbing her and twirling her in a tight embrace.

“You did it, Pinkie Pie! You did it! Thank you!”

“But what did she do, exactly?” Rarity asked. “I mean, apart from stopping that infernal buzzing.”

“She looked like she did when we unlocked the chest at the Tree of Harmony,” Fluttershy said.

“It was the magic of Laughter!” Twilight said gleefully, still spinning Pinkie Pie around.

“Iiiiiiiiiiiiii’m getting diiiiizzzzzzzyyyyyy!” Pinkie Pie crowed happily.

Twilight finally released her, still beaming.

Rainbow Dash looked around. “Hey, is it just me or does the tunnel seem… I dunno, shorter somehow?”

They all glanced around. When they had stopped, the way forward had seemed interminable. Now there was already a bend to the left, and the unmistakeable shape of the ceiling curving up into a larger gallery.

“I wonder if that was part of the magic creating the whispers?” Twilight pondered.

“Twilight,” Fluttershy asked, “did that seem like something Shadow Grave could have done?”

Twilight closed her eyes and her horn lit briefly.

“No,” she replied. “I can’t sense any of her magic in the tunnel. Whatever that spell was, it was here before she came to this place.”

“Well, now that Pinkie’s gone and made things much easier for us, let’s get goin’ again!” Applejack said.

“Right you are, AJ,” Twilight responded. Despite the gloom of the caverns she was obviously in good spirits as they trotted around the bend.

“Let’s see what else Shadow Grave and this cave have to throw at uuuaaaaaAAAAGH!!”

Everypony else stopped suddenly at her cry.

The ceiling rose into the dark beyond the light of Twilight and Rarity's horns, but the tunnel ended suddenly around the bend in a wall. Carved into the wall was a small archway, slightly taller than pony height.

“What is it, Twi?” Applejack asked. “All I see in that doorway are… mirrors?”

Twilight stepped back, trembling. “We can’t – we can’t get through,” she said. “Don’t get too close to the door – that thing will swallow you up!”

Applejack stepped forward slightly. “I don’t see anything, Twilight. Just our reflections in the mirror.”

Rarity squinted at the mirrors. “I don’t suppose the reflections you see are oddly distorted?”

“Nope. We all look pretty normal to me.”

“Me, too,” Fluttershy said.

“Me, three,” added Rainbow Dash.

“I look so silly!” Pinkie Pie exclaimed brightly.

“Uh, yeah,” said Rainbow Dash, “that’s because you’re… wait, where did you get that rubber duck costume?” 

Applejack stared at the mirrored door a moment longer. “Must be one of those trap things again,” she finally said. “I’ll take care o’ this.”

She turned to Twilight. “Twilight, I don’t know what you’re seein’ now, but ya gotta believe me: it’s a lie. There ain’t nothin’ there but whatever the mirrors are usin’ to scare you.”

“Are you sure?” Twilight asked.

“Absolutely!” Applejack exclaimed. “Just watch.”

She stepped up to the mirrored archway. As she did so, she began to emit a glimmering orange light.

A step away from the archway, she slowly extended a hoof. It passed almost through the archway before glancing off a magical barrier on the far side.

“Applejack! Don’t prod it!” Twilight shouted.

Applejack turned around, smiling with satisfaction. “There ain’t nothing here: the mirrors are lyin’ to ya, Twilight, and I’m gonna prove it.”

She braced herself on her forehooves and bucked one side of the archway, hard. There was a loud pang! when her hoof met the mirrored surface, but nothing happened to it.

Applejack, however, had begun to glow more brightly. She took another deep breath, got up on her forehooves and bucked again. There was another pang! This time, a sliver had appeared in the surface.

“It’s waking up!” Twilight wailed. “Applejack, you’ve got to get away!”

“Just one… or two more…” Applejack groaned with concentration. Her mane and tail became longer and fuller, and stripes of red and pink shot through them from her head and rump. She bucked the mirror again. The sliver elongated and radiated into a web of cracks.

“I can’t look!” Twilight said fearfully.

By now, Applejack’s hat had sprouted a shiny red apple, and green ribbons had appeared and tied themselves around her mane and tail. Her hooves had taken on a deep red colour, and were decorated with multi-coloured apples.

“Ha!” she shouted with one final buck. All of the mirrors on the archway shattered at once with a burst of orange light, and the countless tiny fragments evaporated in puffs of orange smoke, which showered over and enveloped Applejack.

When the orange smoke cleared, she was standing in front of the now bare archway, her left legs crossed in front of her right, smiling coyly, her appearance returned to normal.

Twilight shook her head, staring at Applejack. “Wow,” she said. “That was amazing!”

“Aw, shucks,” Applejack replied modestly, “all in a day’s work savin’ the day.”

“No, really, you and Pinkie Pie both managed to channel the Tree of Harmony’s magic right when we needed – well, when I needed it. How?”

“I can’t speak for Pinkie Pie, but once I’d had a good look at those mirrors, I just knew bucking ‘em would sort ‘em out. All the rest of it didn’t even cross my mind.”

Twilight took Applejack into a hug. “Thank you,” she said warmly.

Applejack blushed, but returned the hug. “You’re welcome, Twilight.”

They collected themselves and passed through the archway.





Sunset Shimmer had a scratch on her cheek, and a bruise over one eye, but she stood her ground, firing blasts of cyan light at any skeleton that dared approach the balcony.

Around her were residents of Ponyville who had volunteered to defend the balcony, mixed with Royal Guard ponies. They were doing their best to fend off the waves of attackers, but some ponies had been hurt and had been taken back inside, and they were starting to run low on rocks to hurl.

Sunset’s concentration was broken when she heard an angry bellow from behind her.

“Apple Bloom!”

That sounds like Big Macintosh, she thought.

“Get back inside!”

“NO!” came a high-pitched shout in response.

Sunset risked looking around. A thick-set stallion, who could only be Big Mac, and a young filly - Apple Bloom, of course, Sunset thought - were glaring at each other. Apple Bloom’s friends - Scootaloo and Sweetie Belle, wasn't it? - were there as well: Scootaloo was also defiantly glaring back at Big Mac, while Sweetie Belle was nervously watching the affray in the skies above. Beside the three fillies were barrels full of apples.

Sunset turned back to the railing, blasted an approaching stack of skeletons, sending them toppling to the ground below, then judged the moment quiet enough to trot over to the developing confrontation. Someon - somepony, she figured, had to smooth things over.

“It’s too dangerous,” Big Mac insisted.

“Ponyville is our home, too!” Scootaloo shot back. “We want to defend it as much as anypony!”

“Apple Bloom, Scootaloo, Sweetie Belle, you want to help, don’t you? Isn’t that why you brought up the apples?” Sunset cut in before Big Mac could retort. The ponies started and stared at her.

“Who’s she, and how did she know our names?” Sweetie Belle whispered to her friends.

“Yeah!” Apple Bloom replied. “We overhead somepony saying they needed more stuff to throw, and we’d brought apples in case there was a long stay here at the castle. So we snuck out from where Miss Cheerilee has been keeping all the colts and fillies, and brought some up here. And we want to toss ‘em!”

“I can’t really override your big brother here, Apple Bloom. He’s right: it’s dangerous.” As if to punctuate Sunset’s words, a skeletal pegasus swooped over the balcony, forcing everypony to duck. Pursuing it was Spitfire of the Wonderbolts.

“But I won’t deny we need more ammunition. If it’s okay with Big Mac, you can each throw one apple at the skeletons, and then go get more apples for us to throw. But you can only be on this balcony while delivering apples – and if a grown-up takes over delivering apples, you’re to stay inside. Understand?”

“Works for me!” Scootaloo said enthusiastically.

“Well, can we do what… what she suggested?” Apple Bloom asked Big Mac. “Please? We wanna help defend our homes!”

Big Mac looked around, pursing his lips. Finally, he nodded and reluctantly said, “Eyup.”

“Yay!” Apple Bloom and Scootaloo shouted. They quickly grabbed apples and bolted for the railings.

Sweetie Belle hesitated with a cringe, then grabbed an apple with her magic, running after her friends. “Wait for me!” she squeaked.

Sunset trotted over to them. She looked up and blasted a flying skeleton out of the sky before speaking.

“My name’s Sunset. Princess Twilight’s a friend of mine. She’s told me about you three.”

“Oh, so that’s how you knew who we were,” Apple Bloom said. She grinned savagely. “I bet Princess Twilight didn’t tell ya I’m a crack shot with an apple!”

She held her apple in her hoof, saw another flying skeleton approaching the balcony, and tossed it with all her might. The apple cracked into its skull. The skeleton’s flight slowed long enough for a Wonderbolt to smash it with her rear hooves, sending it crashing to the ground below.

“Great shot, Apple Bloom!” Scootaloo whooped.

A formation of four skeletal pegasi swooped towards their balcony. Sunset and another unicorn on the balcony fired magic at them, but missed. The pegasi weaved and got back into formation.

Sweetie Belle threw her apple with her magic as best she could towards the advancing fliers. Scootaloo whipped hers hard towards the skeleton closest to the balcony. Their apples missed, but they caused the skeletons to break formation again, and this time two of them were caught in blasts of unicorn magic. Their shattered bones fell to the ground below, only to begin reforming anew.

The two remaining fliers swooped down, their hooves reaching for the Cutie Mark Crusaders. Then they slammed into a shield Sunset had conjured, and bounced off. One of the skeletons had crushed its skull on the shield; it too clattered to the ground below. The last skeletal pegasus stayed still for a moment too long – and burst into fragments as Sunset struck it with a blast of magic.

“Okay, that’s it!” she snapped. “Inside, all of you!”

“Come on, come on!” Sweetie Belle shouted, already leading the way back in.

“Fine!” Scootaloo responded, clearly disappointed.

“Thanks for giving us a chance!” Apple Bloom called to Sunset as she ran after the others. Before long, they had gone back into the castle.

Sunset allowed herself just a moment to smile before getting back to the grim business at hand.





Celestia watched as Shining Armor and the detachment of Royal Guard ponies stationed at the castle doors continued to reinforce it with timber.

“Unless Shadow Grave starts using her own magic to try to batter down the door,” Shining Armor said, “I don’t think those skeletons are getting in.”

“Good,” Celestia replied. “All the same, you and your ponies should remain here, so that you can stop any attempt to breach the door.”

“Of course, Princess.”

The Royal Guard messenger pegasus came cantering around a corner. “Your Highness! Canterlot’s sent word: They’ve sent their Royal Guard detachment here by sky chariot. They should be here within a few minutes. I’m told Princess Luna sent orders for their redeployment here after hearing the castle was under attack.”

“Thank you, sister,” Celestia said, looking up to the ceiling.

She turned back to the pegasus. “Tell Captain Spitfire and the other Wonderbolts to retire from the skies once reinforcements arrive. They must be rested if they are to follow me to defend the Tree of Harmony.”

“Yes, your Highness!” The pegasus snapped off a salute, and dashed down the corridor from whence he came, half on his feet and half in the air.

“What now?” Shining Armor asked.

“I must return to one of the balconies. First, though, I should send Twilight a message via Spike. She must know of our situation.”

“I hope Twily’s all right.”

Celestia nodded, her expression grave. “So do I.”

> Crossings
> --------------------------------------------------------------------------

“Twilight, our situation is grim: despite incoming reinforcements, Shadow Grave’s forces are wearing us down. Not sure your castle will hold through the night. Hoping you are well and making progress. Celestia.”

Starlight looked up from the letter, the worried expression on her face accentuated by the crackling of the fire.

“We don’t know what’s going on down there,” Spike said. “How can we respond to the Princess?”

“Maybe we should go back to Ponyville,” Discord said brightly. “I’m sure we could make short work of whatever they’re facing.”

“No!” Spike shouted. “We can’t leave Twilight and the others here. What if they need our help?”

“Spike’s right,” Starlight said. “We need to give her more time. I don’t know where in Equestria we are: how could we be sure Twilight can get everypony back to Ponyville from here?”

“Besides, I don’t think you’re saying that because you think we can help in Ponyville,” Spike told Discord accusingly. “You just want to get out of here!”

Discord bristled. “Just because I was taken aback by my teleportation not working earlier today, and then unnerved by the-the madness of those ruins over there, doesn’t mean I’m some coward whose only thought is flight!” he huffed. 

Discord and Spike turned away from each other with a mutual “hmph!”, sitting cross-legged in the sand.

“It’s all right to be scared,” Starlight said, “and being scared doesn’t make you a coward. I should know,” she said bitterly.

“I was a coward, for a long time. I refused to face my fears and insecurities about friendships and cutie marks for years, and what did it get me? A village where I brainwashed everyone into giving up their special talents and cutie marks, and an attempt to get revenge on Twilight Sparkle.

“Twilight showed me a better way – and so did you, Spike.”

“Huh?”

Starlight smiled. “You and Twilight – I know you were both scared: scared of what would happen when my modified form of Starswirl’s spell sucked you back in time. Scared of the different futures in store for Equestria that you witnessed. Scared that you might never escape. But you kept trying anyway. You faced your fear because you knew Equestria’s fate hung in the balance.

“That’s the difference between being scared and being a coward. It’s okay to avoid the things that frighten you, when it doesn’t matter. You’re only a coward if you refuse to face your fears when it really does matter – like how I refused to face my fears about friendship.

“Besides,” she said to Discord, “anyone who’s willing to take on Princess Celestia and Princess Luna, even if it was over a thousand years ago, can’t be a coward.”

Discord raised an eyebrow and looked at Starlight. She winked.

“Look, Twilight told us to wait here. She didn’t say when we might need to go down after her, or how she would signal us for help. How about this? We wait fifteen minutes, or until we get another letter from Princess Celestia, or we get a signal from Twilight – whichever comes first. Then we head down into the cave and try to either help Twilight and the others, or rescue anypony we can and get back to Ponyville. Deal?”

Spike smiled back. “Deal!”

“How could I possibly say no after such winsome flattery?” Discord said. “You have a deal!”

Starlight concentrated, and her horn glowed. A large hourglass poofed into existence a few feet in the air. Sand began pouring down from its top chamber.

“There’s our timer!” Starlight said.

There was a pause. They looked at each other uncertainly.

“Anyone for Go Fish?” Spike asked, producing a deck of cards. 





Applejack, Rarity, Pinkie Pie and Fluttershy sat uncomfortably on the cold stone, while Rainbow Dash hovered in the air. They were watching Twilight intently as she studied the magical barrier.

They’d entered the chamber with the pond after passing through the archway with the mirrors; the barrier had sprung up just as they were approaching the shore. Twilight had thrown up another magical flare to light the cavern up while she studied it.

Her horn aglow, Twilight walked along the barrier, watching it carefully. After a few more seconds, she turned to her friends and her horn became inert.

“All right, whatever this is, it isn’t one of Shadow Grave’s traps.”

“Well that’s a relief,” Applejack said.

“The problem is, we can’t just walk through it.”

“Couldn’t you just, like, blast it into smithereens with a spell?” Rainbow Dash asked.

“Oooh – smithereens!” Pinkie Pie said. “I like that word!”

“Maybe, but the barrier looks like it’s designed to drain magic that’s used against it. If I tried to shatter it, either it would suck out my magic – for who knows how long – or it could explode and hurt somepony. I’m not really sure what would happen, and I don't want to chance it.

“But even if we can’t just walk through it, there is a way to get through.”

“There is? What is it?” Fluttershy asked.

Twilight frowned. “As best I could make it out, the barrier demands a sacrifice: something dear to whomever would cross it, soaked in their own blood.”

Fluttershy cringed and shrunk into herself. “Maybe… maybe I’ll just wait out here, then. That sounds unpleasant.”

“Come on, Fluttershy, we’re all in this together,” Applejack said, hauling her to her feet.

Rarity stepped forward, a calculating look on her face. “A sacrifice, you say?”

“Yes,” Twilight replied.

Rarity hefted a small jagged stone from the ground, eyeing it critically. “Twilight, darling, would you be a dear and use your magic to chop off my mane and tail?”

“Are you sure, Rarity?” Twilight asked, dumbfounded.

“You said it yourself – give up something you treasure to cross the barrier. You all know how much my coiffure means to me,” Rarity said with a shake of her head. “If this is what it takes to save Equestria – well, I’ll be unhappy about everypony seeing me so, but there are worse things that could happen, and they’ll grow back.”

“That’s the most mature I’ve seen Rarity about being unfashionable since she gave Steven Magnet her tail,” Applejack muttered to Rainbow Dash.

Twilight’s horn lit, and she conjured raspberry shears. With a single clip, Rarity’s tail was a pile on the ground, and with a few snips her mane joined it. Rarity winced as she struck herself in the leg with the stone. Using her magic, she bundled her mane and tail together, then held them under her leg. Blood dripped from the wound onto the bundle.

Rarity approached the barrier. “Well?” she asked, levitating the bundle and pushing it into the barrier. The barrier sparked and crackled, and the mane and tail vanished, but nothing else happened.

Rarity harrumphed. “Well, if that’s the game you’re going to play. My coiffure isn’t dear enough to me to qualify, is it? Then how. About. This!”

“Rarity, no!” Twilight shouted.

Rarity stepped fully into the barrier as Twilight reached for her.

Twilight wasn’t sure what would happen next, but she was not prepared for the room to be suddenly bathed in a deep purple glow.

Rarity stood in the barrier, glowing purple. Her mane and tail had regrown, longer than ever, shot through with colours and diamond shapes. Multi-coloured diamonds decorated her hooves. As Rarity flourished her mane, a pulse of purple magic burst from her, and the barrier dissolved.

The light faded, and Rarity was back to normal. Her mane and tail were uncut, and her cut had healed: it was as if nothing had happened.

“That was amazing!” Pinkie Pie burst out, bouncing up to Rarity. “Do it again!”

Twilight stepped up to her. “You knew that would happen, didn’t you?”

Rarity smiled knowingly. “After what happened with Pinkie Pie and Applejack? I shouldn’t say I knew it would happen, but I did have a strong suspicion that it would.”

They all stepped up to the pond.

Applejack slowly brought her hoof towards the water.

“Don’t touch!” Twilight hissed. Applejack brought her hoof back with a start.

Twilight looked around. “Where did that stone Rarity used go? Ah, here it is.”

She pulled the stone in her magic, then tossed it into the air over the pond.

A tentacle reached up from the dark waters and expertly snatched the stone, pulling it down with a soft splash.

Everypony stared at the spot where the tentacle had appeared.

“Creepy tentacle monster in the water. How cliché,” Pinkie Pie said with a dismissive snort. Then she shivered. “But still creepy!”

“Do you think we could fly across if we went up high enough?” Rainbow Dash asked.

“Let’s test with a rock before we try ourselves,” Twilight asked. She glanced around, finding another loose stone. She hurled it with her magic high up into the air over the water.

There was a ripple, and a tentacle emerged, reaching all the way to the stone and grabbing it. There was a hint of mass at the pond’s surface, as if, in order to reach the stone, whatever was in the water had had to bring its bulk almost out into the air.

“Guess not!” Rainbow Dash whispered, her pupils shrunk into pinpricks.

Twilight moved the magical flare hanging over the bank further over the pond, illuminating more of the cavern.

On the far side, where they had seen the statue, a boat was now visible in the brighter light. The statue was sitting on a stone terrace lining the pond, along with a large stone basin on a pedestal and an indistinct lump.

“Should I try to pull that boat here with my magic?” Twilight asked, tapping her teeth with her hoof. “Or would that just provoke whatever’s in the water?”

“T-Twilight?” Fluttershy asked hesitantly.

“Yes, Fluttershy?”

“How-how long has this cave been here?”

Twilight frowned, thinking. “Shadow Grave first attacked Equestria right after Celestia and Luna stopped Discord with the Elements of Harmony. That’s a thousand years ago. This place has got to be older than that. I couldn’t say how much older for certain, but I wouldn’t be surprised if it was centuries.”

“Oh,” Fluttershy replied. “Do you think the pond with the creature in it has been here all that time?”

“It just might have.”

“All that time, all by itself? It’s got to be very lonely, then. I think I have an idea.”

With a sweep of her wings, Fluttershy hovered about a foot off the ground.

“Mr Lake Monster?” she called softly. “Mr Lake Monster? My name is Fluttershy. I was wondering if maybe you’d like me to keep you company for a little while.”

She swallowed, then slowly started over the pond. She almost backed off when she noticed she had begun to glow a soft yellow.

“It’s working!” Twilight whispered. “Keep it up!”

“O-okay,” Fluttershy squeaked. She took a deep breath and turned back to face the pond.

“Anyway, I’m sure you must be very lonely, spending all this time in here by yourself, with nothing but… whatever you find in the water to eat. Is the pond fed by a stream? Do you get some nice, tasty fish in here?”

As Fluttershy ventured further over the water, her glow brightened. Her mane and tail grew longer, flowing around her, and seams of violet, cyan and aquamarine shot through them. Butterflies popped onto her legs.

She continued to talk softly and reassuringly to the creature in the pond.

“Here goes nothing,” Twilight whispered. She focused. A raspberry glow enveloped the boat, and it drifted slowly across the water over to the near bank.

“This thing’s made of stone,” Applejack marveled when it ran aground beside them. “How does it even float?”

“If the mass of an object floating in a fluid is sufficiently distributed – ” Twilight began.

“You know what I mean,” Applejack said, cutting her off. “This here boat’s too small to float for how much it weighs.”

Pinkie Pie stepped up to the boat. “I know! Iiiiiiiiiiiiiiit’s M-”

“Shhhh!” Twilight interrupted. “Don’t disturb Fluttershy!”

“-mmmmagic,” Pinkie Pie finished, whispering.

“Okay, everypony in,” Twilight said. “You too, Rainbow. I’m not sure that creature will tolerate anypony but Fluttershy overhead.”

“Fine,” Rainbow Dash flatly acknowledged.

They all clambered into the boat. Twilight concentrated, and the boat glowed with her magic. It shoved off the bank and began to slowly cross the pond once more.

They passed by Fluttershy. “I hope you don’t mind our interrupting too much. We’re on a very important mission, but I’m sure we’re all very sorry for lighting up your cozy dark cave and making all this noise,” she was saying. “We’ll leave you be just as soon as we find what we’re looking for.”

As the boat touched the small outcropping, Twilight and the others began to climb out of it.

“I should get back to my other friends,” Fluttershy concluded. “Now get some rest.”

She flew over to the rocky banks, joining with the others. As she set down on the ground, the yellow glow around her faded, her mane and tail shrank, and she returned to normal.

“That was awesome, Fluttershy!” Rainbow Dash exclaimed. Somehow, she managed to do so quietly.

“Thank you, Rainbow Dash. I didn’t know I had it in me, but after what everypony else has done, I knew I had to try.”

Now that they had reached the terrace, they could see its features in greater detail. The statue was of an alicorn, with out swept wings. It was otherwise featureless: it had no cutie mark, and was carved from a bland grey rock in a generic pony shape, rather than resembling anypony in specific. Around its neck hung a platinum necklace, on which was fastened a pendant with a pony skull shape made from obsidian, surrounded by amethyst shaped into a spiky starburst.

“That’s Shadow Grave’s cutie mark!” Applejack exclaimed.

The granite basin was filled with a clear liquid. Rainbow Dash stepped up curiously. “There’s another necklace inside!” she announced.

At the back of the terrace was a set of runes carved into the wall, in a style similar those that had covered the archway at the cave’s entrance in the cliff wall. They glowed a soft violet.

What had appeared as an indistinct lump from across the water was, close up, a soft cloak covering –

“It’s a pony!” Rarity gasped, horrified. Everypony stepped back carefully.

Twilight approached the cloaked form carefully. Her horn glowed and she slowly slid back the hood.

There was a chorus of gasps as she revealed a bleached skull. Around the neck of the skeleton was another necklace, identical to the others.

“Three of ‘em?” Applejack asked. “What in tarnation could that mean?”

Rainbow Dash lowered her hoof towards the basin.

“Nopony. Touch. Anything!” Twilight barked. “There’s magic all over this place.”

Rainbow slowly and delicately raised her hoof away from the basin.

“You don’t suppose that is… was Constellation, do you?” Fluttershy asked, pointing a hoof at the pony skeleton.

“How would she possibly be up and running around threatening Equestria, then?” Applejack asked.

“Oooh, I know, I know!” Pinkie Pie zipped over. She bounced into the air. “Iiiiiiiiiiiiiit’s Mmmmm-”

“Pinkie Pie!” Twilight snapped.

Pinkie Pie deflated with a sheepish grin. “-mmmagic,” she finished quietly. “Heh heh.”

Twilight began to examine the statue, horn glowing.

“I suppose we had best make ourselves comfortable,” Rarity said with a sigh.





Princess Celestia and the Wonderbolts stood on the central balcony of the Castle of Friendship. Celestia fired blasts of magic at skeletal ponies, shattering them and forcing them to break up flying formations. Every so often, she shot at Shadow Grave, but her shield remained intact.

Blaze ran out onto the balcony, sporting bandages around her head.

“Doc said I was barely good to go, but here I am ready for action!” she shouted smartly to Spitfire. She looked around. “Uh, ma’am, why are we standing here?”

“Princess’ orders,” Spitfire replied, gesturing to Celestia. “Now that the reinforcements from Canterlot are here, we’re staying in reserve in case we need to hustle over to the ruins in the Everfree Forest.”

“Surely, you must tire of this, Shadow Grave,” Celestia called down. “We’ll have reinforcements coming from all across Equestria before long.”

“A valiant attempt at bluffing,” Shadow Grave responded. “Canterlot is close by. Anypony else will take too long to get here. I still have the upper hand.”

Her glowing yellow eyes narrowed.

“I think I’ve wasted enough time here. I’ve got more important things to do than to watch you desperately hold off my skeletons, Celestia. But, before I leave, here’s a parting gift with which to redecorate the castle doors.”

The glow of her horn brightened, and a beam of yellow light shot down into the ground in front of her. The ground trembled, and heaved up as a large black rocky shape dug its way out. It was vaguely pony-shaped, and made out of obsidian. It stood as tall as the great double doors into the castle. Where its face would be, two large eyes gleamed with the yellow of Shadow Grave’s magic.

There were cries of shock and dismay from balconies and windows as the stone giant stamped over to the castle gates. Celestia and other unicorns fired bolts of magical energy at it, but they deflected harmlessly off it. It turned, brought up its rear legs, and bucked the doors. They vibrated hard, but held.

“Good luck!” Shadow Grave taunted. “My spare legion’s been marching through the Everfree Forest this whole time. Hope you remembered to bring spares, too.”

With a flutter of her skeletal wings, she took off, making for the Everfree Forest.

“Luna,” Celestia breathed. “Cadance, Sunset Shimmer!” she called.

Cadance flew over from the balcony she had been defending. With a flash of light, Sunset teleported over from her balcony.

“Come with me,” Celestia said. “We must go join Luna at once.”

The castle shuddered as the giant bucked the door again.

“But what about that thing?” Cadance asked. “How can Shining Armor hold the door for long against it?”

“I do not know,” Celestia replied. “But Shadow Grave means to attack the Tree of Harmony. If it falls, nothing else matters: her triumph will be complete.”

Celestia and Cadance turned to the Royal Guard pegasus who had been flying around the castle delivering messages.

“Tell Mayor Mare she must evacuate the castle, if she can, of anypony not involved in its defence,” Celestia instructed.

“And tell my husband I love him,” Cadance said sadly.

“Yes, your Highnesses,” the pegasus replied, his own eyes brimming with tears as he bolted into the castle.

Celestia focused, and her horn glowed. There was a flash, and she, Cadance, Sunset Shimmer, and the Wonderbolts had vanished.

They left behind them the ongoing chaos of battle.

The doors groaned as the stone giant bucked them again. 

> There's Something in the Water
> --------------------------------------------------------------------------

“The necklaces are all heavily enchanted, but they all seem the same,” Twilight complained, pacing along the rocky shoreline. “I can’t be sure what they’ve been enchanted for, although I’m pretty confident they have something to do with how Shadow Grave has lived this long. If you can even call whatever she is alive.”

“Oooh, I know!” Pinkie Pie said. “It’s like a zombie or vampire in Nightmare Night. She’s undead! Spooooooky!” She stood for the last word, holding her forelegs out and wiggling her hooves.

“Undead? That sounds scary,” Fluttershy said with a shiver.

“How could she survive this long, though?” Applejack asked.

Twilight stopped and turned to face the others. She scratched an ear with a foreleg.

“I’ve thought a bit about it since Celestia told us about her, although I'd have to do some reading to get up to speed. Some magical theorists I’ve read about postulated that everypony has a sort of life-force. This life-force connects a pony to the magic of the world – it’s where, these theorists suggest, cutie mark magic comes from, along with each pony tribe’s inherent magic.

“Nopony’s ever devised a way to test for the existence of a life-force, that I know of. But supposing such a thing did exist, maybe you could separate it, in whole or in part, from a pony’s physical body: that way, even if the body is destroyed, something of the pony still exists – still lives.

“I don’t know how, but maybe Shadow Grave found a way to do that with herself. It could explain not just how she’s lived for so long – if lived is the right word for... for an undead creature, thanks Pinkie – but also how she survived Celestia and Luna’s attack with the Elements of Harmony.

“It also might explain what these necklaces are doing here. If Shadow Grave could just store her life-force somewhere safe, she’d never have to fear being permanently defeated.”

“So you think one of these necklaces is concealing her… life-force, and the others are decoys?” Rarity asked.

“Yes, but I’m not sure which one. They’re identical in every respect.”

“What if they’re all fakes?” Pinkie Pie asked brightly.

Twilight flashed her an annoyed look. “Pinkie Pie, that doesn’t…” she began before trailed off. Her pupils shrunk in her eyes, and then she smiled.

“Pinkie Pie, that’s it! You’re a genius!”

“Aw, shucks,” Pinkie Pie waved a hoof, blushing.

“I can’t tell which one of these is real, because none of them are!” Twilight said excitedly.

“Come again?” Rarity asked, perplexed.

“It’s like going to the carnival and playing that game where there’s a little ball that gets shifted around underneath three shells or cups, and you have to guess which cup has the ball underneath,” Twilight explained. “But if the pony running the game is swindling you, none of the cups has the ball. It’s a trick: a shell game.”

“Then where’s the real one?” Rainbow Dash asked.

“Either Shadow Grave has it herself,” Twilight replied, “or she’s hidden it someplace else. Discord didn’t pick up on any of her magic anywhere else in Equestria, so if she hid it, it’s in this cave.”

Twilight looked over at the pond. “And I think I know where.”

She pointed a hoof at the water. “It’s in the pond.”

“How could we possibly get it, then?” Fluttershy asked.

“Ha! Leave that to me,” Rainbow Dash announced, taking to the air.

“Rainbow Dash! What are you doing?” Twilight shouted. “That - that thing is still in there!”

“I’m way too fast and too agile for any ol’ tentacle monster to catch me!” Rainbow boasted.

“Rainbow Dash, are you sure about this?” Fluttershy asked.

“No sweat! I’ll just whip up enough wind to make a whirlpool and look around the bottom!”

“Uh, that actually sounds really difficult,” Twilight said.

“Twilight,” Rainbow Dash said grandly, “you know me! I know wind, and I never back away from a challenge. Equestria’s future is on the line, and everypony’s counting on me! On us! I’ve got to step it up!”

She zipped out over the water near the outcropping, and began to circle around, fast.

“It’s hard to tell on account of how fast she’s going, but does anypony else notice she’s glowing?” Rarity asked.

“Rainbow Dash! Rainbow Dash! She’s our pony! If she can’t do it she’s a great big phony!” Pinkie Pie shouted. She was sporting a big foam hand, oversized ball cap, and pennant, all in Rainbow Dash’s coat colour and sporting her cutie mark.

“Okay, Pinkie, first of all, where did all that stuff come from?” Applejack demanded. “And second of all, phony?!”

“Whaaa-aaat? You think of something that rhymes with pony on short notice!” Pinkie Pie replied before sticking out her tongue at Applejack.

Applejack rolled her eyes. “Never mind,” she muttered.

Rainbow Dash was now strongly glowing. Her mane, tail, and wings had erupted in a riot of colour that streamed behind her as she whipped around and around. The water beneath her swirled, sluggishly at first, but with increasing speed.

“Odd,” Twilight said, looking out over the water. “That creature in the water hasn’t made a grab for her yet.”

As the water spun faster and faster, it began to push outward from the centre of Rainbow Dash’s circle. She slowly descended, forcing more and more of the water out.

“She’s really doing it!” Fluttershy exclaimed, amazed.

Before long, the whirlpool had expanded around Rainbow Dash, and had opened all the way to the bottom of the pond.

“There!” Applejack exclaimed. Not far from the terrace, half buried in barren sand, was a large piece of jewelry, and beside it, a thick tome.

“I see them!” Rainbow Dash responded. She paused for an instant, then raced to the exposed bottom. She stood there long enough to pull the jewelry out with her teeth, and managed to scoop up the book in her hoof. The water swirling around her began to slow, and to totter over, as if it was going to collapse on her.

Rainbow Dash pushed herself off the ground, flapping furiously.

“C’mon c’mon c’mon,” Twilight said under her breath, backing up nervously.

Rainbow Dash cleared the top of the water just as the whirlpool cascaded in around her. One of her back hooves, however, was stretched back a bit further than the others, and got caught in a splash of water as she was slowed for an instant by a downdraft of air.

The water behind her erupted into turmoil, and the cavern echoed with a thundering roar.





Spike, Starlight Glimmer, and Discord all stood suddenly, staring at the cave entrance.





Shocked, Twilight stepped back, tripped over the skeleton, and flipped backwards onto the stone behind. She rolled into the wall along the back of the outcrop.

“Ouch!” she shouted, leaping away from the glowing runes as if bitten. “That stung!”

“Oh my goodness, what do we do?” Fluttershy asked.

“I’ll distract it!” Rainbow Dash shouted, flying around the turmoil in the water. Tentacles swatted at her, but she evaded them. “Get in the boat!”





“That’s our signal!” Spike shouted, and he bolted for the tunnel.

“Whatever happened can’t be good,” Starlight said as she galloped after Spike.

Discord hesitated momentarily, fidgeting.

“Starlight’s right. You’ve faced down alicorn Princesses. What’s the worry?”

He fidgeted for a moment longer, then made up his mind.

“Wait for me!” he shouted, running for the entrance.





“C’mon, hurry, I don’t think I can hold it off much longer!” Rainbow Dash shouted. She zipped between tentacles that swiped through the air. In the light of Twilight’s flare, they could see that each tentacle was equipped with hundreds of gripping suckers, and on each sucker was a short,  sharp barb: if a tentacle caught something – or somepony – it wasn’t letting go.

“I’m. Going. As. Fast. As. I. Can!” Twilight grunted through clenched teeth. The stone boat was bouncing through the turbulent water.

“Wooh! Wooh!” Pinkie Pie whooped with each flop of the boat as it fell down a wave.

“Urk!” Applejack moaned.

“Darling, please be sick into the water,” Rarity said, holding on to the gunwale for dear life.

“Look! Over at the tunnel!” Fluttershy said. Her voice was hardly louder than normal.

Starlight, Spike, and Discord had emerged from the entrance to the tunnel leading back to the surface.

With another bellow, the creature breached its main bulk out of the water. Its body smacked into the boat, causing it to catapult into the air. One of its tentacles backhanded Rainbow Dash with a mighty swat! The impact caused her to revert to her normal appearance in a flash of blue, and she began streaking for the wall.

“STOP!” shouted Starlight, her horn glowing.

Everything froze.

There was the boat, on its side in the air, about to dump terror-stricken ponies into the pond, and Rainbow Dash, frozen in mid-hurtle.

“I say, what was that?” Discord asked. Starlight had had just enough presence of mind to exempt him from the spell’s effects.

“New spell. Stops time. Gotta concentrate on it. Get everypony outta there – quick!” Starlight managed to grunt out.

Discord’s arms reached out, stretching to incredible length. They were joined by other arms that sprouted from his body. Each paw and claw grasped one of the ponies and yanked them to the safety of the shore. An additional pair pulled the necklace and book, depositing them in front of Twilight.

Starlight released the spell and toppled over.

The boat flipped through the air and smashed into the cave wall, shattering into chunks of stone before vanishing unceremoniously in the dark waters.

“Uhhh, what just happened?” Rainbow Dash asked groggily.

“Thanks for the rescue!” Twilight panted to Discord and Starlight as she got to her feet.

“That’s what friends are for, right?” Discord said ingratiatingly.

“Uhhh, not to spoil the moment,” Spike said, “but we gotta RUN!”

A great mass of tentacles splayed forward, reaching for them. A huge pseudopod emerged from the water, dripping as it unfolded to reveal a gaping maw, which bellowed. As the creature’s body rose up, other pseudopods sprouted from its body, opening up to reveal eyes with curved black slits for pupils.

As chunks of the cavern ceiling began to break away, splashing into the water and crashing onto the shore, Twilight grabbed the necklace and tome in her magic while Spike jumped on her back, Discord scooped up Rainbow Dash and Starlight, and they all ran for the tunnel.





They were outside the cave. While most of the party gathered the saddlebags they had brought and left outside, Starlight rested near the fire, and Twilight examined the necklace.

This necklace was made of silver, unlike the others, and its pendant was a large chunk of onyx, into which several diamonds had been embedded: the diamonds formed a pattern, like a constellation of stars.

“That’s Shadow Grave’s old cutie mark, when she was Constellation,” Spike said.

“Yes,” replied Twilight. “That’s why I’m sure this is the object in which she stored her life-force.”

“Her what now?” asked Spike.

“Never mind,” Twilight said, before calling out, “Stand back everypony!” She took aim at the necklace and blasted it with her magic.

Nothing happened. There was a moment of silence while Twilight frowned at the necklace, before looking up.

“Discord, why don’t you try?”

“You’ll forgive me for being reluctant,” Discord said as he walked towards Twilight. “This Shadow Grave character seems to have been particularly concerned about stopping me.”

“It’s funny, that,” Twilight said. “Apart from the Elements of Harmony, the only magic I’ve ever seen that could thwart you was Princess Celestia’s – and even then, not always. How did Shadow Grave become skilled enough with magic to do some of the things she’s done? She never actually became an alicorn.”

She looked down at the book. “Maybe this book holds the answers,” she pondered. She took it in her magic and stuffed it in her saddlebags.

Twilight stepped away, retrieving her saddlebags while Discord picked up the necklace and peered at it.

Discord set the necklace down. His goat hoof grew to enormous size, and he stamped it on the necklace several times. He lifted his hoof up and it shrunk to its normal size.

The necklace was intact.

Discord shrugged, picked up the necklace, opened his mouth unusually wide, and swallowed it.

He smacked his lips, and said, “It tastes a little metallic.”

Then he burped, loudly, and the necklace popped out of his mouth. While now damp, it was otherwise unharmed.

“Oh, Mr Tough Guy, are we?” he snapped at the necklace. He snapped his fingers, and rays of white light shot from his eyes, striking the necklace. It flew into the air and bounced along the sand before sliding to a stop.

There was no sign of damage.

“Well, I could probably figure something out given sufficient time,” Discord explained, “but I don’t believe extra time is a luxury we have just now. Spike, I’m sure the Princess will be very interested in that last letter from Celestia?”

Discord snapped his fingers, and the necklace floated back to Twilight. Spike hurried over with rolled-up parchment in hand. Twilight unrolled it in her magic and read the letter, her eyes widening with a snort of shock.

“Discord’s right! We’ve got to get back to Ponyville,” she said. She looked down at the necklace. “If only we had more time to figure out how to destroy this.”

“Don’t worry, Twilight,” Spike said, “I’m sure you and your friends will work it out. You always have before!”

Twilight looked around at everypony. Her eyes widened briefly with realisation, then she smiled. “Yes, I’m sure we will.”

They all gathered together. Spike helped Starlight get back on her feet, and Discord snapped his fingers.

They vanished in a burst of light, leaving behind the dying embers of their fire and the stillness of the desert night.

> Are You Coming to the Tree?
> --------------------------------------------------------------------------

“Keep your shields up!” Shining Armor shouted, straining as the spells holding the door of the castle shut flickered under the impact of yet another enormous boom!

The messenger pegasus zipped around the corner to the entrance.

“Sir,” he said breathlessly, “the balcony teams report they’re finally all out of ammunition!”

“Get everypony inside the castle, and have unicorns seal all the windows and doors so nothing gets in except through this door.”

“Sir, yes sir!” The pegasus headed back around the corner.

There was another earthshaking boom, and patches of magic flickered momentarily. One flickered out completely.

"Get that spell back up! Hurry!" Shining Armor shouted.

Boom! The doors rocked on their hinges and the spells flickered again.





“Come on, come on, get inside!” a unicorn shouted to the small group of pegasi still hovering over the balcony.

The Cutie Mark Crusaders watched anxiously as Big Mac and a Royal Guard earth pony stood just outside the doorway into the castle. Well-timed bucks fended off skeletal pegasi trying to reach the door.

The Royal Guard pegasi flittered down as a wave of flying skeletons approached. They landed and galloped for the door.

Big Mac was the last to head for the door. He stumbled as two skeletal pegasi swooped down and grabbed at his rear legs, trying to pull him out and up. The Royal Guard ponies grabbed his front legs, trying to pull him in.

“Not my brother!” Apple Bloom cried. She charged, leaped over one of the Royal Guard ponies holding on to Big Mac, swiveled on her front hooves, and delivered a ringing buck to one of the skeletal pegasi. It released Big Mac, flying back through the air and flipping over the balcony railing.

With a heave, Big Mac was pulled bodily into the doorway as Apple Bloom jumped around the other ponies to rejoin her friends. The other skeleton that had grabbed him snapped its head on the door and let go, tumbling out onto the balcony.

"You were awesome!" Scootaloo said to Apple Bloom.

The royal guard unicorns present focused, and their horns glowed. A thick field of magic snapped into existence, blocking off the doorway.

Almost immediately, skeletons were at the door, banging on the magical field and trying to break it apart.

Big Mac looked at Apple Bloom while he stood. “Thanks,” he said with a smile.

She smiled back, her eyes watering.

The moment passed as the castle trembled. Boom!

“We better get downstairs,” Big Mac said.





The Cutie Map room was abuzz with activity. Injured ponies were lying on hastily-assembled camp beds. On one end of the room, unicorns were hurriedly experimenting with a golden sigil etched on the floor. They would zap a pillow placed within the sigil, examine the results, then wipe out part of the sigil with magic before etching a modified form and doing it again.

Mayor Mare and Amethyst Star were looking through papers they’d stacked on the Cutie Map.

“The unicorns from Celestia’s School are doing their best, but they don’t think they’ll have a teleportation circle ready anytime soon,” Amethyst Star was saying. “It’s still too experimental.”

The castle trembled. There was a tinkling as the dangled gems hanging from the Golden Oak roots clattered together overhead.

“We’ve run out of other options,” Mayor Mare responded. “I just hope we can find a way to get everypony out of here before-”

She was interrupted by a bright flash, and the room became all the more crowded with the appearance of seven ponies, a baby dragon, and a draconequus.

There was a pause, then a chorus of whispers erupted.

“Princess Twilight!” Mayor Mare gasped, bowing.

“Where’s Princess Celestia?” Twilight asked.

“I don’t know! But Shining Armor is at the front gate, trying to keep it shut.”

Boom! The castle trembled again.

“And what’s that?!” Twilight asked. “Never mind, no time. Front gate!”

She bolted off as fast as her wings could carry her.

“Follow that Princess!” Discord called. He hefted Starlight in his paw, then charged out the door, followed by everypony else who had just a moment ago been dumping their saddlebags on the floor.

“Uhh… what was that about?” Amethyst Star asked.

Boom!





Twilight and her party tore through the corridors.

“Big Mac Apple Bloom I’m okay glad you’re okay gotta go!” Applejack shouted as she careened past them.

It didn’t take long for them to reach the front gates.

Boom!

“Twily!” Shining Armor shouted, surprised, before grinning from ear to ear.

“I’m so glad you’re still safe,” Twilight said. “What’s going on? Where are the other Princesses?”

Boom!

“There’s a giant stone monster outside, trying to smash its way in,” explained Shining. “We’ve been able to keep it out – for now. Princess Celestia, Princess Luna, Cadance – they’re all at the Tree of Harmony. I think Shadow Grave went there, too.”

Boom!

“Then we don’t have a moment to lose!” Twilight stammered. “Just hold on a little longer, big brother,” she said, laying a reassuring hoof on Shining Armor’s flank. Then she turned away, rushing back to the others who had come with her.

“Discord, get us to the Tree of Harmony!” she shouted.

They gathered together and vanished in a burst of white light.

“I sure hope we can hold on a little longer,” Shining Armor said.

Boom!





“I know not how this mare became so capable at magic as to challenge three alicorns!” Luna bellowed in frustration. She fired a bolt of magic at Shadow Grave, who deflected it with a pulse of her own magic.

The princesses, Sunset Shimmer, the Wonderbolts, and Royal Guards had been hemmed into the grotto containing the Tree of Harmony: they had long ago been forced to cede the skies and the top of the canyon to Shadow Grave’s skeletons.

Now, the Wonderbolts and guards had formed up at the grotto’s entrance, fending off wave after wave of skeletal ponies, while the princesses and Sunset kept out any flying skeletons. Anypony too injured to continue fighting had been taken to the back of the cave, where two unicorns were doing their best to patch them up.

“She’s not challenging us,” Celestia remarked. “She has yet to take any aggressive action herself: all she has done is keep her own minions going, and block any spells targeting her specifically.”

“It’s just like back at the castle,” Sunset said. “She’ll let her minions wear us and the guards down until she can strike a decisive blow.”

Celestia surveyed the cave. They now had only two ponies in reserve to cover for any newly-injured ones.

"I fear that is so."

A well-placed buck caught Spitfire upside the head, and she sailed into the cave wall, shouting in pain as she collided. She stood, but was favouring a leg, and one of her wings hung crookedly.

She limped over to Princess Celestia. “Sorry, Your Highness,” she said, before limping to the back of the cave.

Luna barked at the reserve ponies to get to the entrance. As they did so, Shadow Grave stepped closer, and her horn pulsed with yellow magic. A wave of yellow energy blasted into the cave, knocking back the ponies guarding the entrance, sweeping them off their feet and halfway into the grotto.

“No!” shouted Cadance. She stepped forward, responding with a wave of light blue magic erupting from her horn. It sent the skeletons that were charging into the cave flying out, in pieces. They began to reform as soon as they hit the ground.

Shadow Grave growled, and fired a bolt of yellow energy at Cadance.

“Cadance!” Luna shouted.

It was too late. The bolt struck, and Cadance was immobilised in a block of yellow magic.

More skeletons had already rushed into the cave, and they charged everypony they could: grabbing limbs and knocking ponies over.

“Get off!” Sunset Shimmer shouted, pinned by no fewer than five skeletons.

Distracted by the grappling skeletons, Celestia was caught off guard when Shadow Grave struck her with magic, immobilising her as she had Cadance.

“’Tia!” shouted Luna. She fired at Celestia, shattering the magic prison.

“Enough!” yelled Shadow Grave. Another pulse of yellow magic burst from her horn, bowling Luna and Celestia over. Skeletons swarmed them before they could react. Shadow Grave stepped into the grotto and encased them in magic.

Shadow Grave looked at Celestia for an instant. Then she turned and face the Tree of Harmony.

“Here rests the only power capable of defeating me,” she said, almost reverently. “Once I have destroyed this Tree, then Equestria shall be mine.”

There was a flash of white light behind her, and a voice shouted, “Not so fast!” 

“What?”

Shadow Grave turned. The grotto’s entrance had been empty a moment ago: now there stood –

“This ends here, Shadow Grave!” Princess Twilight Sparkle declared.

“Does it, now?” Shadow Grave snarled, her horn glowing yellow. Outside the grotto, skeletal ponies advanced, intent on pinning down the Princess and her companions as they had the Tree’s other defenders.

There was a soft pulse of pale violet light behind her. Shadow Grave started, and turned. The star shape at the centre of the Tree of Harmony had begun to glow, in a shade of purple matching Twilight Sparkle’s coat. 

A wind began to whip through the grotto. Shadow Grave turned back to face the entrance.

Twilight Sparkle’s eyes blazed white, and she was hovering in the air: while her wings were outstretched, they were not flapping or otherwise keeping her aloft.

All at once, her mane and tail grew, and became shot through with colours. Bands of darker purple formed along her wingtips, and star shapes formed on the tips of her hooves with a twinkle of light.

Raspberry light erupted from Twilight’s horn, and the skeletons in the grotto were sent flying. They collided into the skeletons outside the cave, who were themselves thrown back by the force of the spell. Cracks began to form in the magical blocks encasing the other Princesses and Sunset Shimmer.

“H-how -?” Shadow Grave stammered.

“All those years ago, you underestimated the magic of friendship and of Harmony,” Twilight said. “You chose a path of solitude: of cold, fear, and death. So it was that you were undone when Princess Celestia and Princess Luna wielded the Elements of Harmony against you.

“You fooled yourself into thinking otherwise, but nothing’s changed since then. You crafted defences against Discord assuming he would seek you out on his own: but because he had friends, we were able to circumvent them, together. Any single pony trying to breach your lair might have been devoured, or gone mad. But we went in together, as friends, and that allowed us to overcome the obstacles set in our path.”

Twilight produced the necklace.

“As friends, working together, we found this.”

“It can’t be!” said Shadow Grave angrily. She fired a beam of light at Twilight Sparkle, but it struck a shimmering shield of magic, and dissipated harmlessly.

“I am the Princess of Friendship today because ponies chose to befriend me, and chose to remain friends with me, and chose to stick with me through it all – and I, in turn, chose the same for all of them. And it is the strength of our friendship that unleashes the magic of Harmony tonight: magic enough to do what no single pony’s spells could.”

Twilight turned her horn to the necklace, and a ray of rainbow light shot from it. The necklace dissolved in its light. A cloud of inky blackness spread from the destroyed pendant, and flew towards Shadow Grave: her body absorbed the cloud as it touched her.

The Tree’s branches pulsed with a rainbow of colour, and Applejack, Fluttershy, Pinkie Pie, Rarity, and Rainbow Dash began to hover, their bodies transforming under the effect of the Tree’s magic.

Their eyes all flashed white, like Twilight’s, and a cone of rainbow magic burst from their formation.

“NOOOOOOOOOOOOOO!!!” shrieked Shadow Grave as the magic fell upon her.

The cave filled with a blinding light.

> New Dawn
> --------------------------------------------------------------------------

Boom!

The hinges of the castle doors creaked ominously under the impact. Ponies physically pushing the door shut were thrown back from the force of the blow.

“Just hold it a bit longer!” Shining Armor shouted.

Boom!

One of the hinges buckled under the strain, and the spells holding the door began to fizzle. All around him, Shining saw unicorns’ horns give out from the exhaustion. This was it: the doors would no longer hold. He shouted the orders that, he feared, meant the end.

“They’re going to break! Get back!”

Ponies scrambled away from the doors, and Shining Armor whipped up a spell to protect everypony from debris once the doors were kicked in.

There was a pregnant pause. But the final blow never fell.

“Wha-?” Shining Armour said.

They waited. Still nothing. Then there was a crashing sound from outside, as if a big pile of rock had just tumbled from the sky.

After another pause, Shining Armor trotted forward, a curious expression on his face. With his magic he removed the lumber they’d fastened to the castle doors to hold them shut, and swung the doors open.

The ground outside the castle was strewn with skeletal remains, and the giant obsidian statue had collapsed.

It took a moment of taking it all in for what he saw to register, but Shining's eyes widened and he smiled as he realised what had happened.

“She did it,” Shining Armor whispered. Then louder: “They did it!” He laughed, whooped with glee, and shouted, “Twilight won!” He laughed his jubilation to the skies above.

Ponies began to drift out onto the grounds and balconies, and they soon joined in the celebration.





“Twilight? Twilight Sparkle?”

Slowly waking, Twilight felt a muzzle brushing her own.

“Five more minutes, Mom,” she mumbled. Though, why was the ground so cold?

“After the night you’ve had,” Princess Celestia’s voice said, “take all the time you need.”

Twilight’s eyes snapped open. “Princess-?”

She got to her feet in a flash. “Shadow Grave! Her skeleton army!”

Celestia laid a calming hoof on her shoulder. “Easy, now, Twilight,” she said. She gestured to a shape still lying on the ground.

It was a thin, feeble-looking unicorn mare. She had a silvery-grey coat, a bleached, thinning mane that might once have been off-white, and a pattern of stars for a cutie mark. Her breathing was shallow and uneven.

“Constellation,” Celestia said sadly. “Luna volunteered to take her to the Ponyville hospital once she is done here. I fear it may be too late, but there is hope yet for her.”

Twilight took a moment to look around. There were her friends: the other Element-bearers getting to their feet and getting their bearings, and Spike and Discord (Discord!) helping attend to everypony else in the grotto. Starlight leaned heavily against a wall, still winded.

The canyon outside was littered with skeletons and shattered fragments of skeletons. The magic animating them was gone.

“Thou and thy friends have done well this day, Princess Twilight Sparkle,” Luna announced, approaching Twilight formally and bowing deeply.

Twilight leaned away from her, taken aback. “Uhhhh, thanks?”

Luna smiled at Twilight’s reply, then drew away to the back of the grotto, seeing to the welfare of the injured.

Celestia snickered softly as she approached in turn. “Luna prefers the customary formalities with which she is still familiar in situations such as these,” she said. “But it is we who should be thanking you, Twilight,” she added. “Once again, you have saved Equestria from a terrible fate.” She in turn bowed to Twilight, who blushed in embarrassment.

“Such modesty,” Cadance said, smiling, as she came up to Twilight, giving her an affectionate nuzzle. “I don’t know what we might have done if you hadn’t shown up just then. Now, if you’ll excuse me, I really need to go see my husband.” She hustled out of the caves and took off, bearing for Ponyville.

“Twilight,” Celestia said, “I must now see to arranging for all this – ” she waved a hoof at the bones scattered through the canyon “ – to be cleaned up . I am sure you will be involved in that effort as well, but I think somepony wants to talk to you first.” 

Celestia inclined her head slightly to where Sunset Shimmer was watching them talk while nervously chewing on her lip, smiled slightly, then trotted out of the cave, taking to the skies after Cadance with a sweep of her wings.

Once Celestia had left, Sunset bounded up. “That was amazing!” she exclaimed. Then she coughed and swung one foreleg over the other. “That is, when you’re not the one on the receiving end.” She smiled and laughed self-deprecatingly.

Twilight took her in a hug. “Oh, Sunset, I’m so glad to see you. I know it must have been awkward around Princess Celestia.”

Sunset returned the hug enthusiastically. She broke away to answer, “It was: really awkward. I know she wants to see me again to talk about everything that’s happened and see if we can mend fences and all that. I’m just not sure I’m ready for it. It was a lot to deal with, coming back for an emergency and being around her for so long.”

“You know,” she said after they released one another, “Speaking of awkward, I’ve been a human for so long it’s actually felt weird trotting around on hooves again. And being a unicorn and using unicorn magic.”

There was a wistful tone to her voice.

“Thinking of coming back to Equestria?”

“Maybe, someday. Our friends at Canterlot High still need me. And I can’t help but think that my place now is with them, and not just out of a sense of obligation or duty.”

“Listen to you, using grown-up words,” Twilight teased Sunset.

“Hey, you turn into a teenager on the other side of the portal, too!”

They giggled.

“Seriously, though, if nothing else I’d like to come back for a visit.”

“I’d like that,” Twilight said. “And I know all my friends here would, too. Although you might find it a bit disconcerting seeing doubles of all your friends – I know I did.”

They shared a smile. Twilight caught sight of the feeble pony lying on the ground, and her smile faded.

She walked slowly over to see the unicorn who had, not long ago, been a skeletal villain intent on destroying everything Twilight held dear.

As she watched the mare’s laboured breathing, Twilight couldn’t bring herself to feel any animosity. She could see only a frail old unicorn.

She stepped closer, walking around to see the unicorn’s face. It was gaunt and worn with age.

Constellation’s eyes fluttered open, and locked on Twilight.

“Twi-Twilight Sparkle? Princess?” she whispered hoarsely.

Twilight said nothing.

“Where’s – ” a cough “- Princess Cele…” she trailed off.

“She had to leave,” Twilight said softly.

Luna slowly came over, attracted by the sound. She gazed sternly at Constellation.

Constellation coughed again, wheezing.

“Doubtless Princess Celestia offered you the hoof of friendship and forgiveness,” Luna said, the gentleness of her voice at odds with the hardness of her gaze. “I am confident I speak for her when I say we are ever ready to extend it.”

“No,” Constellation said quietly with a bitter smile. “No. I don’t want your friendship, or your pity.” She sighed, though there was a gurgle in her breath as she did so.

“I made my choice, long ago,” she added after a pause. “I won’t go back on it now.”

Luna and Twilight both bowed their heads.

“So be it,” Luna said. “Nonetheless, we shall see to your health as best we can.”

“Such concern… so touching…” smirked Constellation. Her eyes fluttered closed for a second, before slowly opening.

“You don’t… don’t know what is in the dark places,” she said, with surprising strength, looking right at Twilight. “It would have been better… if you hadn’t stopped me.”

“Better?!” Twilight snorted. “All of Equestria reduced to a – to a charnel house?”

Constellation coughed. There was a rattling in her ribs as she inhaled. She fixed Twilight with another stare.

“Yes.” She coughed again, and closed her eyes as her head sunk to the ground. For a moment, Twilight feared the worst, though soon Constellation’s shallow breathing resumed.

“I fear we must act soon if we are to save her life, even if, it seems, it will be done so that she may be held to account for her deeds without hope of reconciliation,” Luna said. She levitated Constellation in her magic, laying her across her back.

She nodded to Twilight, then trotted out of the cave and took to wing herself.

Sunset Shimmer joined Twilight she looked out of the cave at the canyon, illuminated by the light still shining from the Tree of Harmony.

Applejack came up alongside them.

“I’m sorry, Applejack,” Twilight said, “I don’t know how we’ll sort out your parents from all the other skeletal remains.”

Applejack smiled sadly. “It’s all right, Twilight. I reckon Shadow Grave must have dug up the rest of Ponyville Cemetery while we were away. We’ll never be able to sort it all out. But Mom and Dad will always be here – ” she pointed to her head and then to her heart “ – even if they’re not there anymore when we go to visit them.”

She adjusted her hat. “Mom used to say that those we love will always be with us, as long as we remember them.”

Twilight thought about Applejack’s words for a moment, as her other friends assembled around her. Then she smiled.





The Princesses met in Twilight’s castle in the morning. Everypony had celebrated through the rest of the night. As day broke, ponies arriving by train, who had formerly been summoned to assist in Ponyville’s defence, were instead being tasked with helping clean up the mess left by the night’s battle.

They had discussed the arrangements to clean up and see to the remains of the ponies Shadow Grave had stolen from Ponyville Cemetery. They each shared their recollection of the night’s events. Finally, they also conjectured on the source of Shadow Grave’s power, and Twilight volunteered to review the thick tome they’d discovered.

They all gazed at it for a while.

“That may well contain secrets of magic I’ve spent a long time destroying,” Celestia said quietly, breaking the silence. “Nevertheless, it may be for the best that we understand it more thoroughly, so that we are not taken by surprise should anypony learn similar magic on their own.”

“I think it would be wise, dear sister,” Luna said. “Twilight’s talents at undertaking organised research are considerable.”

Celestia smiled. “I do recall being given a meticulously detailed checklist to follow when I volunteered to help Twilight. Very well.”

“There is one more matter to discuss,” Luna said. “As you know, I personally brought Constellation to Ponyville Hospital. I received word not long after that she is no longer with us.”

There was a moment of sombre silence.

“I know that you two may know her only as Shadow Grave, the villain who threatened your homes and loved ones,” Celestia said sadly to Twilight and Cadance, “but to me she will always be the promising young wizard, Constellation. For all she has done this past day, I can’t help but mourn her passing.”

“I understand, Celestia,” Cadance said, laying a hoof tenderly on Celestia’s shoulder.

There being no further business, the princesses began to break up, now looking forward to the return of their routine responsibilities.

As Luna and Cadance left, Celestia was following them out the door. She hesitated and stayed back a moment.

“Twilight?” she asked.

“Yes, Pri – sorry, Celestia?”

Celestia turned.

“I wondered if perhaps I could speak with you privately for a moment.”

“Of course!”

Celestia smiled. “Thank you, Twilight. I wanted to ask if all went well with Sunset Shimmer during the remainder of her stay here. I knew she was uncomfortable around me, so I did not feel it wise to pressure her into any sort of discussion between us.”

Twilight thought back to earlier in the evening. After helping organise some of the clean-up efforts, both at the Tree of Harmony and at the castle, she and Sunset had taken time for their own heart-to-heart talk before Sunset had gone back through the mirror.

“I know she wants to make things right with you,” she answered. “She just doesn’t feel ready yet. I think she feels conflicted about whether or not she really wants to return to Equestria for good, or to remain in the other world. I know she’ll come around to talking with you someday, and she told me she wanted to try sooner rather than later. Unless you wanted to visit the other world yourself? Maybe she’d be less intimidated by you as a human than as a regal alicorn pony.

“But that doesn’t actually answer your question, does it? She was happy to see me, and we had a good time talking together. She eventually decided she had to leave before her friends back in the other world got too worried about her and tried something drastic.”

Celestia was silent for a moment. “Your first answer may not have directly answered my question, but of the answers you gave I feel it was the more informative - and important. Thank you, Twilight, you’ve given me much to think about. Perhaps in a few weeks I could impose upon you so that I could write Sunset a message in my old journal?”

“I’d be delighted!” Twilight answered enthusiastically.

Celestia smiled. “Excellent. I also wanted to ask: are you sure about taking on the task of combing through Constellation’s journal to learn her secrets? It may not be pleasant reading.”

“I understand,” Twilight said. “But it’s important for Equestria, and after everything I went through to get it, I feel responsible for ensuring its safety and security myself.”

“Of course,” Celestia nodded. “Finally, there is the matter of which we spoke two nights ago, before all this began: you were struggling with the matter of alicorn longevity, and how your friends’ passing might affect you. I know we’ve all had much on our minds, but in case your concerns remained foremost in your thoughts now that the crisis is passed, I wanted you to know that should your fears on the topic ever seem overwhelming, please feel free to write or visit me if you desire a friendly ear, or even a shoulder to cry on.”

Twilight smiled, nuzzling up against Celestia. “Thank you, Celestia,” she said, speaking the other princess’ name in what Celestia thought was a surprisingly unreserved way - finally. “Applejack said something about her parents that will help set my mind at ease, once I’ve had time to think about it.”

“I do not doubt it. Each of your friends possesses great wisdom, in their own way. Yes, even Pinkie Pie.”

Celestia turned for the door again, then paused, turning her head back to Twilight, smiling.

“Twilight? Thank you, for everything.”

Twilight smiled back. “You’re welcome, Princess,” she said with a wink.





Twilight Sparkle examined the repairs that had been made to the doors of the castle – her castle. Satisfied with their state for now, she stepped out along the road into Ponyville.

Spike was asleep. The poor thing – he’d been exhausted by the time they returned to the castle. It had been a very late night.

Also asleep was Starlight Glimmer, who’d barely recovered from all her exertions during their journey into darkness and back. Twilight had a mind to have her get checked out at the hospital once she woke.

For his part, Discord had left after joining in the celebrations for a while, saying something about wanting to get back to his gardening. Twilight suspected there was more to it than that, but Discord wasn’t the sort to plainly state he was working through his feelings about anything. (More like try to pull some dumb manipulative stunt that ends up backfiring, she thought with a smile.)

That left five other mares waiting for her a few yards outside. Like Twilight, they were bleary-eyed for lack of sleep.

“Well, Twi?” Rainbow Dash asked. “You ready to get some grub? The Bit and Bridle is already open and offering all-day breakfast.”

Twilight paused, looking at them each in turn. My friends, she thought.

“I must say, I could do with a coffee and pancakes just now,” Rarity said.

“Boy howdy, I’m so hungry, I could clean my plate faster than a herd of rabbits could nibble down a field of carrots,” Applejack exclaimed.

“I suppose I am feeling a little peckish,” Fluttershy managed.

“Mmmmm… all-day breakfast…” was all Pinkie Pie managed to say, leaning back on the ground and drooling.

Twilight chuckled softly.

“All right, girls. Breakfast out it is! Let’s get going.”

Six friends headed down the road into town, together.





The partially collapsed cavern was almost entirely dark, save for flickering violet light at one of the small terraces that pushed up from the water. This terrace was mostly submerged, as a result of the tons of rock that had fallen into the pond.

The flickering came from the runes inscribed in the wall along the terrace’s rear. They were slowly fading.

As they finally flickered into complete darkness, there was a sound resembling something like the wind pushing sand across stone, and then a whisper.

In forgotten depths, you will be changed.