Little Consequences

by Skijarama

First published

Princess Rainbow Dash and her friends have found themselves in the newly restored Crystal Empire, and now struggle against the forces of Queen Chrysalis and the enigmatic King Sombra in an effort to reclaim Canterlot and save Equestria.

In the aftermath of the fall of Canterlot, Princess Rainbow Dash and her friends have found themselves in the newly restored Crystal Empire, seeking a power that they can use to push back Queen Chrysalis and save Equestria. But with the history of the Empire shrouded in darkness, finding this power will prove a challenge.

To make matters worse, a shadowy presence lurks at the edges of the Empire, and the Changeling Swarm will only take so long to discover where the last remaining princess has gone. The pressure is mounting, and even though she feels she isn't cut out for this, Rainbow Dash must step up to her station and lead her friends, and the Empire, to save Equestria... or lose everything she holds dear.

Cover Art was drawn up by the absolutely incredible Novaintellus. They are one of my favorite brony artists, so please, go show them some love!

Never thought I would write a story that necessitates this, but beware the spoilers in the comments!


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“It truly is beautiful, isn’t it?” Princess Celestia asked, looking on at the endless, gloriously green hills with a soft smile and gentle, mesmerized eyes. Her sun shined down on the area, illuminating it all in a bright and comforting glow. Barely any clouds populated the sky that day, white, fluffy, and completely docile. Flowers of enumerable species and colors danced ever so gently as a subtle breeze washed over the serene landscape, and a few petals were set loose upon the currents in the air. She shifted slightly on the blanket she and the two others mares rested on, and looked down at the pegasus that casually rested the back of her head against Celestia’s barrel. The mare looked back up at the alabaster alicorn and put on a small smile, her rainbow-colored mane shifting slightly over her face from the movement.

“It is. Kinda barren though, isn’t it?” Rainbow Dash asked before returning her attention to the endlessly sprawling hills. “I mean, there’s not really anything here. Just us.”

“If we are being honest,” Princess Luna cut in with a small smile of her own while nibbling on a banana. She swallowed her bite before pointing at the other two with the butt of her snack. “Do we really need anypony else? We’re with family.”

Rainbow Dash gave a small shrug and chortled. “Hey, you got me there,” she admitted before looking straight up into the sky again. “Yeah… this is nice. Open skies, simple land, and my family…” a small smile worked its way onto her face as she spoke.

“Open skies, indeed,” Celestia noted before craning her head down to nuzzle Rainbow Dash atop the head affectionately. “Open enough for you to perform a sonic rainboom? It has been quite some time since you stretched your wings, after all.”

Rainbow’s relaxed smile turned cocky and confident. “Oh, yeah. Easily! Just gimme a minute to load up, kay?” she said before sitting up from Celestia’s side and turning to a small wicker basket that she had by her side. Peering inside, her mouth watered at the sight of a pasta and potato sandwich on sourdough bread with a side of crispy potato slices, cooked just enough to have a nice crunch. Licking her lips, she withdrew the contents and got to eating.

Luna play gagged at the messy display, though the mirthful smile on her face could not be missed. “You really like odd combinations, don’t you?” she asked, eyeing the meal with a mix of confusion and mild disgust.

“Odd is good,” Celestia countered Luna’s statement with a playful smirk of her own. “After all, What fun is there in life if one cannot cut loose and just be odd from time to time?”

Luna shrugged at that. “I suppose I just have to deal with enough oddities in the dreams I visit each night. The depths of a ponies mind can be strange and twisted indeed.”

Rainbow swallowed a slice of potato and nodded. “I can attest to that. One time I dreamed that Twilight had three heads, and each one had a different personality. They all talked over each other and I was so confused.”

“Huh… I wonder why you had such a dream…” Celestia pondered before shaking her head.

“Oh, I can tell you why,” Rainbow proclaimed before taking an enormous bite out of her sandwich. After a few seconds chewing, she gulped the contents, burped lightly and kept talking. “I love the mare, but holy cow can she ramble sometimes. Give her a new book and she won’t shut up for hours if it’s good, and double that if it’s a bad book. She’ll be verbally tearing it apart for days if it’s particularly offensive.”

“That sounds about right for my faithful student,” Celestia outright laughed before closing her eyes and taking a long, deep breath. Rainbow finished off her sandwich with one more giant bite, then nudged her adoptive mother in the ribs.

“Eyes open, mom. It’s time for my big performance!” she declared, standing up and starting to do a few stretches. Celestia opened her eyes and smiled at Rainbow, just watching her go about her warm-ups. One one of her stretches, Rainbow caught a glimpse of Celestia’s face and paused. There were tears in the alicorn’s eyes, and Luna was looking away almost as if she were ashamed.

“We… cannot watch, I fear,” Luna said regretfully, chucking the slowly decaying peel of her banana away.

“Huh?” Rainbow asked, confused. She straightened her posture and looked back and forth at the two of them in confusion. “Why not? What’s wrong?”

“Rainbow…” Celestia sighed, her smile slowly fading. A fly flew up out of the grass and softly landed on her cheek. Celestia’s eyes lowered, and dark rings began to fade into existence under them. “...You cannot waste time putting on a show for us. Equestria needs you…”

“Mom?” Rainbow asked, a small nervous tremble in her voice. “What are you talking about?.”

“Forgive us, my niece” Luna added with a firm look crossing her face. Another insect came up from one of the flowers, landing atop her ear and buzzing its large wings. It was a wasp. “But it is time to wake up.”

“Wake up?” Rainbow choked out. The air turned cold, and a harsh gust suddenly blew by. Rainbow grunted and shielded her face with a foreleg as swiftly rotting flower petals were stolen by the winds and sent flying past her. Among the petals were insects of all sorts, the buzzing of their wings drowning out everything else. With her heart hammering against her chest, Rainbow managed to squint through the swarm, which was only growing thicker and thicker, smothering the world in darkness and buzzing. She could feel them crawling over her skin, into her fur, into her ears. Her entire body shuddered with revulsion and she shook herself on reflex. “Aunt Luna! MOM?!”

She narrowed her eyes and managed to make out their forms looking back at her. They had both closed their eyes, their bodies quickly being completely enveloped by the insects. They spoke in unison, many bugs crawling into their mouths as they did so. “Wake up, Rainbow Dash. Wake up and save Equestria.”

There was an explosion of green fire from directly under the two alicorns, swallowing them whole. Rainbow’s eyes widened and she screamed out in fear, taking several steps back to avoid the ominously reaching green fire. Celestia and Luna vanished like dust amidst the flame, and two reptilian eyes snapped wide open to glare at her. A shadowy silhouette appeared it’s long, crooked horn igniting with putrid magic. The creature it belonged to laughed a sadistic, blood-chilling laugh, the light on its horn lurching forward in a beam of energy directed at Rainbow Dash.

The light was blinding.

Rainbow Dash opened her eyes with a sharp inhale through her nostrils, her hooves, which had been resting on her chest, tightened and curled up into the blanket she was tucked under. Her gaze was met with the dust-covered roof of an old, unoccupied house carved out of blue crystals. From her position on the floor, she could see a reflection of the room she had been sleeping in, and there were a few stripes of yellow sunlight along the floor. Taking a moment to collect herself, Rainbow slowly sat up and looked around the room.

Twilight Sparkle was still asleep in her own bedroll just to Rainbow’s right, snoring peacefully and holding Spike, also still asleep, close to her chest. Beyond her, Applejack and Pinkie Pie were sharing a sleeping bag, while Rarity had kept to her own. In front of Rainbow, against the dusty wall, Thorax slept with little Wind Whisper curled up against his chest. He was still disguised as Squall Dreamer and was using his leathery bat-like wing like a blanket for the small thestral filly he rested with. Over in the right side corner of the room, Starlight Glimmer could be seen, also still asleep, with a blanket draped over her and her back turned on the room. To Rainbow’s left was Fluttershy, one of her eyes cracked just slightly open and looking at Rainbow questioningly.

“Bad dream?” the timid yellow pegasus asked in a very quiet whisper. Rainbow nodded and slowly lay back down, her head thumping onto her mostly emptied saddlebag, which had passed for a pillow during her sleep.

“Yeah. I’m okay, though. It’s no big deal.”

Fluttershy nodded slowly, a strand of her long pink mane falling in front of her face. “Okay… are you sure?”

Rainbow nodded again. “Yup,” she replied simply before glancing to her right at Twilight and Spike. She took a few moments to just look at the unicorn, watching her sleep and taking some comfort in her presence. After a little bit, she looked back up at the ceiling. “You sleep okay?” she quietly asked Fluttershy.

“I’m a little stiff, but, um, yes.”

“Same,” Rainbow muttered before sitting up again. “You get some more rest, alright? I’ll be back in a little bit.”

Fluttershy shifted slightly as Rainbow stood up, her brow furrowed. “Um, if you don’t mind me asking, where are you going?”

“Just right outside,” Rainbow replied with a reassuring smile. “Need some fresh air. It’s kinda musty in here.”

“Oh… okay.”

Rainbow slowly and quietly made her way for the front door of the abandoned crystal house, carefully opened it, and slipped outside. Once the door was closed, she took in a long deep breath and turned around. Her eyes were greeted by the sight of a beautiful, perfectly smooth crystal road with a surface like a dark blue mirror. Across the street, she could see a line of yet more Crystal Houses, some of them red, and some of them blue. Lush grass rested beyond the edges of the street, with healthy bushes and lovely trees dotted about. The sky overhead was perfectly clear, with Celestia’s Sun slowly inching higher into the sky as time went on. Rainbow frowned as she thought about that, and how Queen Chrysalis was presently in charge of day and night. It was an unsettling fact, given that she could skew the day and night to her advantage. With that worrying thought in her mind, Rainbow lowered her gaze from the sky and to the streets before her, where a few ponies were trotting by. They all looked at her warily as they passed, giving her a very wide berth.

She sighed. It had been like this since they showed up the previous day; the Crystal Ponies were afraid of them, not sure what to make of her or her entourage. As a result of the anxiety and fear, none of them had been helpful at all in answering their questions about the Empire, or the power it supposedly held that could help defeat the Changelings back in Equestria.

Rainbow couldn’t help but cringe and shudder with disgust as she thought back on those creatures and what they had done to Canterlot and her family. She trailed her eyes along the street she stood on, then up the towering Crystal Palace at the very center of the city. She took in another deep breath and glanced over her shoulder at the door of the house, thinking of the ponies slumbering on the other side.

“Well,” she thought out loud, a small, reassured smile replacing her disturbed cringe. “At least I have them, eh?”

With that comforting thought nestled firmly in her mind, Rainbow took some time to sit with her back against the wall next to the door, and just enjoy the morning air...


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Maybe ten minutes later, the front door of the house swung open, much more loudly than when it had closed not long ago, and Rainbow Dash stepped back inside with a firm look on her face. She cleared her throat quite loudly and let her wings fan out somewhat. “Okay, time to get up everypony! We’ve got work to do!” she announced loudly, the disturbance drawing disgruntled and sleepy sounds from all of the ponies that she had just woken up.

Applejack sat up and glared daggers at Rainbow, though she didn’t object beyond that, slowly picking herself up off of the sleeping bag. Pinkie Pie was already standing up and stretching, quietly complaining about how stiff her neck was. “Yeesh. Floors are not good for sleep, huh?”

“You’re preaching to the choir, darling,” Rarity let out an indignant huff as she sluggishly rose from her rest as well, blinking away her sleep. “But I suppose it can’t be helped.”

Thorax’ eyes opened wide the moment Rainbow had spoken, and he seemed to be wide awake already, while Wind Whisper, still curled under his wing, groaned defiantly and pushed herself closer up to his chest.

Fluttershy, for her part, didn’t really react beyond slowly sitting up and letting out a cute little yawn.

In the back of the room, Starlight visibly tensed before sighing and getting up.

Lastly were Twilight and Spike, the former looking groggy but quickly coming to her senses, while Spike just kept snoring. Rainbow smiled slightly at the baby dragon, a little charmed by his stubbornness, before looking back to the rest of the room at large. “Take five minutes and wake yourselves up. After that, we need to figure out what our plan is.”

Thorax frowned and looked down at Wind Whisper, who was still determinedly refusing to open her eyes. He then looked back to Rainbow Dash. Their gazes met for a second before Rainbow glanced at Wind apologetically. Thorax spoke up quietly, his own gaze shifting down to Wind. “We should talk in a different room. The kids still need some rest.”

“Not… a kid…” Wind Whisper mumbled drowsily, half-heartedly thumping a hoof against Thorax’s chest, making him chuckle.

“You’re my little sister, kid. That’s close enough.” He rebuked light heartedly, reaching down to nuzzle the filly atop the head, though anypony paying attention would not have missed how he cringed as he said those words.

“Point taken,” Rainbow conceded the point while glancing over at Spike, who was still passed out under the blankets, which Twilight was now carefully tucking around him with her magic. Rainbow lifted her eyes from the baby dragon to the Unicorn above him, who was currently looking down at Spike with a solemn look on her face.

“Let the kids rest.”

“Alright, let’s go over what we know,” Twilight started once everypony had gathered in a room that looked like it had once been a dining room, maybe another ten minutes after they had woken up. They were all sitting on their haunches in the middle of the room, forming a loose circle with Twilight standing in the center of the assembly. Her posture was tall and she had a firm and authoritative look on her face. She looked around to make sure everyone was listening, then got started. “While we were hiding out at the Castle of the Two Sisters, Princess Luna was able to get in touch with me via a dream, urging us to come here. She said that the magic of the Crystal Empire could help us drive back the Changelings that invaded Canterlot,” she shifted slightly to look at Thorax, making him squirm just a little in guilt, but she quickly moved on with her recap. “The problem is that we have no idea what that magic even is, how to find it, or how to use it.”

“And that’s not even mentioning just how reluctant the locals are to talk to us,” Rainbow chimed in, her forelegs crossed and a small, frustrated scowl on her muzzle. “And they all look kinda depressed, now that I think about it.”

“Depressed and paranoid. It makes sense,” Twilight noted. “After all, from their point of view, they were living under the rule of a tyrant who treated them like slaves, and then, in a flash of light, that tyrant has disappeared with a bunch of strangers waltzing into their town asking for help. I don’t know about the rest of you, but I know I’d at least be skeptical about the situation.”

Rainbow’s brow furrowed at that, and she put a hoof to her chin as she went into thought.

“So,” Starlight picked up, lifting a hoof to get Twilight’s attention. “We need to find a way to earn the trust of these Crystal Ponies, then.”

“Ah would reckon a good way to do that would be provin’ that we ain’t lyin’ bout them bein’ gone for a thousand years,” Applejack suggested, adjusting her stetson on her head. “We’d need some evidence, though.”

“We’d also need to prove we aren’t their enemy,” Fluttershy spoke up, gently brushing a hoof down her mane to straighten out a few stray hairs. “I mean, even the bad guys can tell the truth, sometimes,” as she said this, she grimaced when the stray hairs proved remarkably stubborn.

Luckily, Rarity was on the case. She leaned over with her horn lighting up, gently flattening out the irksome hairs. Fluttershy nodded gratefully, and Rarity smiled in response before clearing her throat and chiming in. “We could try to do both, couldn’t we? For proof about their absence, we could try showing them that history book we got from the Castle of the Two Sisters.” She suggested, looking at Twilight curiously. “It was written some time after the Empire vanished, was it not? Perhaps if we find out who’s in charge, we can show it to them as proof, and maybe a gift or something of that nature to show that we’re friendly?”

“That’s not a bad idea,” Twilight nodded her head and smiled slightly, though that smile was quickly lost in favor of a disgruntled frown. “The problem there is figuring out who’s in charge. The ponies here don’t know or trust us, and so they probably won’t point us to the leader or even let us in to see them.”

Starlight’s brow furrowed in thought as a notion occurred to her. “And that’s assuming they even have a leader right now. From what we know, they were ruled by King Sombra before he made the Empire disappear, right? Well, a king is a single supreme ruler. If that’s the case, their throne is empty and they’re without a leader.”

“So we’d have to prove it to the whole Empire at once instead...” Rainbow grumbled, sliding a hoof over her face in exasperation. “Ugh… how are we gonna do that? This place is pretty enormous,” when she removed her hoof from her face, she noticed that everypony was looking at her thoughtful. Taken aback by the sudden attention, Rainbow set her hoof down and narrowed her eyes. “...What? Do I have something on my face?”

“Rainbow, You’re a Princess. Can’t you try and use your status to get their attention?” Rarity tried questioningly, fidgeting with her front hooves.

“Wh-what?!” Rainbow gawked at her like a deer in a train’s headlight. She took a moment, clamped her jaw shut and shook her head. “I mean… I could, but I don’t think that they would just believe me when I say ‘Hey, I’m Princess Rainbow Dash.’ My status won’t help us here right now, not to mention I don’t like flaunting it around like that…” she sighed and shook her head.

“Oh…” Rarity shrunk back a little and sighed.

“It’s okay, Rainbow. We understand,” Fluttershy assured the pegasus with a gentle smile. “We can think of something else.”

“As long as we’re on the topic of Rainbow bein’ a Princess, though,” Applejack chose that moment to cut in again. “Do we have a way of gettin’ in touch with the rest of Equestria? They’ve been havin’ to trudge along without a single Princess for guidance for over a week. Ah reckon the whole country is goin’ to go into chaos if they go like that for much longer.”

Rainbow lifted her head and then looked at Twilight. “Maybe…” she muttered in a quiet voice, an idea beginning to form somewhere in the back of her head.

Twilight shifted a little anxiously on her hooves from the hard stare she was receiving. “Uh… Well, what’s your idea?” she asked after a few seconds of awkward silence.

Rainbow’s face twisted a little before she spoke. “Okay, so, you know how Spike has that Dragonfire messaging thing? He can belch out letters and send them to other ponies?”

Twilight’s eyes lit up in realization the moment Rainbow finished speaking. Her eyes shimmered with a certain giddiness while she clapped her forehooves together. “Right! Spike could be our line of communication with his Dragonfire!”

“Yeah. So, here’s what I’m thinking; If you can write up copies of that spell, we can send those copies to the mayors of each of Equestria’s largest cities, starting with Manehattan and working our way down. Once they have copies of the spell, they can make use of the spell and we can keep in touch with them. Then we can make sure Equestria is preparing for the changeling swarm and keep things organized and functional,” Rainbow explained before her eyes took on a somewhat pleading look. “But, ah, that’s gonna be hard on Spike’s stomach, I bet.”

“I’m sure he can handle it,” Fluttershy gave her vote of confidence with a small smile. She then shrunk a little. “Um, I mean, if he wants to, that is.”

“I’ll ask him what he thinks when he wakes up,” Rarity suggested simply.

“Works for me,” Rainbow nodded before looking back at Twilight. “Anyways, let’s get back on track here, eh?”

“Right,” Twilight agreed and cleared her throat. “Before we can start looking for the magic of the Empire and figuring out how to use it against the changelings, we need to earn the trust of these ponies and get them up to speed. I actually have an idea for the first part, at least,” she explained before turning to Rainbow again. “In the book, it says that the Empire is able to project the feelings of its population far and wide. I’m sure Equestria could use a Morale boost, and if there’s one thing I know, it’s that you are one of the most amazing ponies to watch when it comes to aerial performances. If you can put on a good show for the ponies here, it might at least let them know that we’re not an enemy, and boost their morale and, by extension, the morale of everypony back home.”

Rainbow smirked happily with an eager and cocky glint in her eyes, her wings already twitching with excitement at her sides. “Heh, now you’re talkin’ my language. I could fly into the sky in the center of the city, put on a totally awesome show and end it off with a Sonic Rainboom. That would draw attention from everypony in the city, and they’d be dazzled by it.”

“That would be so cool!” Pinkie chimed in, bouncing across the circle to smirk into Rainbow’s face, making the pegasus in question lean back a little. “Oh, I could set up an enormous, super-duper exciting outdoor party under where you’ll be flying! That would help ease everypony’s stressed nerves!”

“Good idea, Pinkie!” Twilight agreed, and everypony else seemed okay with the idea. Rainbow used a forehoof to gently push Pinkie out of her personal space. Pinkie got the hint and bounced back to her original space, though she remained standing. Twilight rolled her eyes at that before speaking again. “Can anypony else bring something to this little surprise party? Anything and everything to help ease tensions and prove that we’re not the bad guys would go a long way.”

“Huh… well, while Pinkie and RD are preparing the party, ah think ah could go and gather up some berries that I saw hangin’ around the edges of town. Fluttershy, think you could help me with that?” Applejack suggested with a hoof on her chin and looking at Fluttershy.

Fluttershy smiled gently and nodded. “Oh, yes. I can help you with that.”

Applejack smiled warmly, pat Fluttershy on the shoulder than looked back at Twilight. “It ain’t apples, but ah reckon ah can make some good juice out of ‘em if I can get somethin’ to smoosh ‘em in. A big barrel or sturdy basket, maybe, plus a strainer or somethin’ similar.”

Rarity lifted a hoof a little too eagerly. “I can try to find something you can use, and Spike can come with me. We can also look for some stray gems along the way. I’m sure Spikey-Wikey is hungry after a week without eating any gems. Pony food only does so much for him, I think.”

“If he’s up for it, sure,” Twilight agreed with a nod. “I think I’ll stick with Rainbow; I can make sure everything is organized and going smoothly,” she then shifted and looked at Starlight. “What about you, Starlight? Is there anything you can add to this?”

Starlight shrunk back from the sudden attention but nodded. “Uh… well, uh…” she looked at Rainbow Dash hesitantly and visibly gulped. The entire room went quiet, and a subtle tension began to grow in the air.

The two of them hadn’t spoken to one another since the group had left the Castle of the Two Sisters; not directly, at least. They had always kept a noticeable distance, only ever getting close when they needed to for one reason or another. Starlight licked her lips and steeled herself. “I-I can try to put on some magic lights for Rainbow’s flying. Maybe it’d help broadcast what’s happening to the empire at large, and add some extra, uh, ‘wow factor’ to the performance?” she suggested shakily, not taking all of the attention very well. “But that’s just one idea! If there’s something I’d be better suited for, just let me know!”

“I…” Rainbow paused and looked at the floor, taking a deep breath and forcing down the burning sensation in the back of her head, doing her best to drown out that voice that kept whispering into her ear.

Make her pay.

Rainbow looked up again and noticed everypony looking at her. She took one more deep breath to calm herself, set her jaw and nodded. “I think that’s fine, Starlight. Just try not to make the light’s distracting for me, okay? I don’t exactly feel like dealing with another broken wing thanks to you,” she said, venom dripping from her words. She instantly cringed and looked away, her shoulders hunching up as she realized what she had just said. “I… ugh, sorry. That was uncalled for.”

“Rainbow…” Fluttershy muttered weakly, her voice laced with concern while her forehooves fidgeted nervously over her chest with her ears pinned back against her head.

Starlight, too, shrunk back, looking anywhere but at Rainbow. “...Yeah.”

A tense silence filled the room for several moments. Thorax cleared his throat, making everypony jump. “Woah!” Applejack yelped, then chuckled slightly. “Heh, wow Squall. Ah almost’ forgot you were here. Ya were as quiet as a fly on the wall.”

Thorax frowned at Applejack, then shook his head. “Uh-huh. I think I’ll stick to the edges of the city and keep an eye on the area outside. We don’t want any Changeling scouts or infiltrator’s slipping in, and I’m sure they’ve got some looking for us right now.”

Rainbow hesitated slightly, then nodded. “Alright. Let us know if you see anything suspicious, okay?”

Thorax nodded. “Right,” he said before standing and turning for the exit. “I’ll go get started right now. Uh…” he paused and looked back at them sheepishly. “...Could one of you keep an eye on Wind Whisper while I’m out there?”

“I can,” Fluttershy volunteered with a gentle smile.

“Don’t forget that yer helping’ me gather berries,” Applejack pointed out before smiling up at Thorax. “We’ll both look after her.”

“Alright. Thanks, you two,” Thorax smiled and gave a friendly nod, then bowed to Rainbow before turning and taking his leave. For a moment, everypony was quiet. Then Rainbow stood up.

“Alright, we’ve got our plan! Let’s get to work!” she put a hoof out before her and smiled in anticipation to the gathering of her friends. Twilight wasted no time in putting her hoof on Rainbow’s, the rest of them, sans Starlight, swiftly joining in. They all looked back at Starlight expectantly, making her fidget in place. After a moment, she inched forward and gently set her hoof on top of the rest.

“Alright! Let’s throw party!” Pinkie Pie declared cheerfully before the group lifted their hooves into the air and gave a loud, unanimous cheer.

Well, save for Starlight, who just kind of stood there awkwardly.


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Wind Whisper begrudgingly returned fully to the waking world when she felt a hoof gently nudging her shoulder. She groaned groggily and opened up one eye to look at who had disturbed her rest, and beheld Fluttershy smiling down at her with gentle eyes. “Hello, Whisper. It’s time to get up, now,” the butter-colored pegasus said in a gentle, relaxing murmur than quelled some of Wind’s irritation at being woken up.

With a very wide-mouthed yawn, Wind Whisper sat up and stretched, her little bat-like wings fanning out to their full length and shaking a little bit with the release of tension. Even at her age, her wings were notably larger than one might find on a pegasus pony of the same size. She clicked her tongue a few times and folded her wings back up against her sides while looking around the room again, taking note of the increased activity. Her expression grew a little worried when she didn’t see Thorax anywhere. “Uh… where’s my brother?” she questioned uneasily, standing up.

Applejack came up to Fluttershy’s side with the latter’s saddlebags held in her mouth. Fluttershy noticed and bent her legs a little so Applejack could help her put them on. Once the strap was out of the farmer’s mouth, she looked at Wind Whisper to answer her question. “Yer big brother is out on the edges of town, makin’ sure none of those pesky Changeling varmints get the jump on us,” she said with a reassuring smile. “He really wants to keep you safe. Yer real lucky to have him for a brother.”

Wind’s ears drooped a little at that, but she nodded in understanding and put on a small smile. “Yeah, he’s amazing…” her voice was quieter than before, and her smile wavered a little.

“And he’s asked us to keep an eye on you until he gets back. We’re going to be heading out towards the edges of town to pick some berries for a party Pinkie is going to put on in the center of the Empire,” Fluttershy explained, standing tall once Applejack was done with adjustments.

“Oh, okay. Uh…” Wind looked between the two of them, unsure. “Alright. Maybe I can help?” she finally asked, giving one of her shoulders an absent-minded shrug.

Applejack looked down at Wind with an analytical glint in her eye. “Hmm… maybe. We’ll see.”

“It’s not like we’re harvesting apples from your orchard, Applejack,” Fluttershy pointed out gently with a frown on her face. She put on another smile and looked down at Wind again. “I’m sure she’ll be just fine, and if she wants to help, I think she can.”

Applejack conceded the point with a shrug. “Alright, point taken,” she then looked at Wind questioningly. “Do ya happen to have saddlebags of yer own, Wind?”

Wind shook her head, one hoof scuffing against the floor. “No…,” she said in disappointment. She then put on a small, hopeful smile. “I can still help though, right?”

“Yes, of course, you can,” Fluttershy assured her with a nod. “You can always just add what you collect to our bags.”

“Okay,” Wind nodded, puffing up her chest a little bit in an effort to show that she was ready for the task ahead. She then glanced past Fluttershy and squinted at Rarity and Spike as they were going out the door. “Where are they going?” she asked, taking a few curious steps around Fluttershy to better watch them leave.

Applejack looked over. “Oh, Rarity and Spike have their own job their doin’. They’re gonna go get some barrels or big baskets or somethin’ so that ah can break down the berries we’re collectin’ and get some nice juice out of ‘em.”

“And the berries and baskets will be taken to the very center to the Crystal Empire, where Rainbow Dash will put on an aerial performance to impress the local ponies,” Fluttershy continued. “Pinkie Pie is going to arrange a big party, too! But, uh…” she glanced over at Pinkie, who was looking at a clipboard, her eyes burning with intent. “...How are you going to make this into a party, Pinkie? I mean, we’re not in Ponyville, and you’re far from all of your supplies…”

Pinkie flashed Fluttershy an enormous grin and gave her eyebrows a very cocky waggle. “Oh, Fluttershy, don’t you worry about that!” she said in a sing-song voice before stuffing the clipboard into her mane, where it promptly vanished, never to be seen again. “Where there’s Pink, there’s a way, and I’ve got a lot of pink to go around!”

Twilight, from across the room with Rainbow, snorted and rolled her eyes at that remark. “The sad part is, I believe it.”

“Wait didn’t you try to study her once?” Rainbow asked for clarification, glancing over at the pink mare in question. “I remember the basement being all kinds of screwed up- ouch!”

“Yes,” Twilight replied before jabbing her hoof firmly into Rainbow’s ribs. “And we don’t talk about that. Ever.”

“Haha, well, Y'all have fun with that,” Applejack cut in with an amused smirk before trotting over to her own saddlebags, which were resting against the wall by the door. “We should get on outta here and get to them berries. They ain’t gonna pick themselves.”

Fluttershy nodded and looked down at Wind one last time. “You ready to go, Wind?”

Wind Whisper nodded with an eager look on her face. “Yeah! Let’s do it!” she exclaimed, giving her leathery wings an adorable flap of excitement to be doing something productive.

Fluttershy giggled behind a hoof.

“Woooaaah…” Wind Whisper breathed while crouching down in front of one of the many bushes poking up out of the grass near the edge of the Empire. There were still perhaps three hundred yards separating where they were gathering and where the snow of the Frozen North began. A similar distance divided their current spot from the edges of the Empire’s construction. The grassy fields gently rolled into small hills, and with the unique flowers, bushes, and trees seasoning the region, it was a sight to behold, especially when contrasted against the Frozen North.

The bush in question was about as tall as a full-grown pony with vibrant green leaves. On the branches were numerous berries of various colors; blue, red, pink, purple, and more. The berries were, much like everything else in this place, shiny and had sharper edges than their counterparts in Equestria. Curious, Wind rolled out her tongue and stole one of the berries from the bush, giving it an experimental chew. It was interesting, to be sure. The outer skin of the berry was hard and crunchy, like a hard candy, and it was similarly sweet and sugary. Once her teeth penetrated that skin, though, her mouth was flooded by a gush of incredibly sweet and delicious juice that made her shiver in delight. Wind squealed through her sealed lips, her eyes closing as she savored the taste with her wings flapping joyfully at her sides. Quickly swallowing, she eyed the bush like a predator stalking its prey, licking her lips. “Oh, my gosh, THESE ARE AMAZING!”

“Yeah, they are!” Applejack agreed, having just popped one into her mouth as well. “The hard skin’s gonna be a bit tough to work with, but Ah think Ah can manage. Let’s get to gatherin’ Y'all.”

“Man, these things are as good as Lunaberries…” Wind muttered to herself before quickly stealing another berry off the bush, then cantering over to stand next to Fluttershy, who was trotting for one bush with a particularly dense population of Crystal Berries. Fluttershy overheard her comment and smiled warmly in agreement.

“Oh, yes, I had some juice made from lunaberries while in Hollow Shades not too long ago. It was great, too, although maybe a bit sourer than these.”

Wind grinned, fondly remembering the berries of her hometown. “Oh, yeah, lunaberries are definitely sour, but they’re so good-” she abruptly cut herself off, then looked at Fluttershy with wide eyes when she fully processed the mare’s previous statement. “Wait, you were in Hollow Shades?”

“We sure as sugar were,” Applejack stated from a little ways ahead, sitting down by a bush and sliding her saddlebags off of her back to sit directly under a dense bunch of berries. “We needed a doctor for Rainbow’s wing. Hollow Shades was the closest town, so we went there. It was a nice place if a little bleak at first glance.” she lost her smile and scrunched up her face once she realized how she had phrased that, then looked over at Wind apologetically. “Oh, uh, no offense, hon.”

“You needed a doctor?” Wind asked, her eyes lighting up a little. “Which doctor did you get, which doctor?!”

Fluttershy giggled again at Wind’s energy, then put a hoof to her chin. “I think she said her name was Moonflower Balm,” she said, frowning slightly. “I might not be remembering that right-”

“That’s my mom’s name!” Wind said happily, smiling up at Fluttershy eagerly. “How was she doing? Was she doing good? What about my sisters?!”

“Oh, uh, I didn’t know you had sisters, but Moonflower seemed to be doing just fine. She was friendly and seemed happy, and she helped start the healing process for Rainbow’s wing,” Fluttershy replied happily, taking some small satisfaction in seeing the little filly beam at the information.

“Hang on a sec,” Applejack cut in, starting on her bush. “Ya mean to tell us that you didn’t know how yer folks were doing?”

Wind Whisper immediately lost her smile to a small frown, and she idly kicked a stray pebble with her hoof. “Oh, uh, I haven’t seen mom in…” she hesitated, what was left of her smile swiftly fading away. “… um… at least a year?”

“Say what?” Applejack asked incredulously. She kept speaking even as she continued to pluck berries from the bush and drop them into her saddlebags. “Ya haven’t seen yer mom in a year?”

“But why?” Fluttershy asked in surprise, wide-eyed. “Did you two not get along? Was she, um… not good to you?”

“N-no, we got along! I love mom, she’s wonderful!” Wind replied quickly before scuffing the ground with a hoof again. “I just… live with my big brother in Canterlot. I went with him when he left to go join the new lunar guard.”

“And yer folks let that happen?” Applejack asked skeptically, raising an eyebrow. “That doesn’t seem like the best place for somepony yer age, sugarcube.”

Wind Whisper flinched away and shook her head, almost looking like she was ashamed of something. “I may have kinda, sorta… stowed away in my brother’s moving wagon… without telling my parents? A little bit?”

“Whatever for?” Fluttershy gently pressed, lowering herself down to be closer to Wind’s eye level.

“And why didn’t Squall send you back?” Applejack furthered, her brow furrowed in confusion. “With how much he seems to care for ya, it seems weird that he wouldn’t send you back to your parents. They must’ve been worried sick!”

“Um… he didn’t send me back because I... begged him not to. I told him why I went with him, and… he said he'd talk to our parents. They gave him permission after a little while of talking through letters. I didn’t want to go home, because… you said it earlier. I’m lucky to have him, and… when he ran off to join the guard… I didn’t want him to go away... I didn't want to be away from him...” As she spoke, Wind Whisper gradually shrunk down more and more, looking more and more upset as she spoke. Finally, Fluttershy decided that enough was enough, and put a hoof to Wind’s shoulder.

“Oh, uh, you don’t have to say anymore,” She stated to the filly with a warm, sympathetic smile. “I can see this is upsetting you. I’m sorry, we shouldn’t have brought it up. Maybe we can talk about something else, instead?”

Wind nodded and looked at the berry bush that she and Fluttershy were now standing in front of. “Sure…” she mumbled before quickly snatching a berry off of it and chewing. Her features lit up a little from the sweet treat, and she managed to put on a smile. “So, uh… how many of these things do we need?”

There were a few seconds of awkward silence before Applejack decided to answer Wind’s question. “Dunno,” she said bluntly while looking over everypony’s saddlebags. “Two sets of saddlebags worth won’t be enough for a Pinkie Party, even if she’s working with limited supplies. We might have to make multiple trips.”

“Alright,” Fluttershy nodded at Applejack, then looked down at Wind Whisper, who still looked rather somber. “Come on, Wind. Help me fill these up,” she said while sliding her own Saddlebags off and popping open the flaps.

Wind gave a weak nod and sat down in front of Fluttershy. “Okay.”

“She was a stowaway?” The unassuming, small green lizard thought to himself as he scurried away back towards the snow through the grass. Once he was sure he was far enough away, the lizard was consumed in a swirl of green fire that quickly grew in size until the visage of Squall Dreamer stepped out of the embers, a thoughtful, distant look on his face. Thorax looked down at one of his disguised hooves and grimaces. “...I really don’t know her, do I?” he muttered under his breath before looking back over his shoulder to spot the three ponies still working at gathering berries. From this far away, they were little more than colorful dots among the hills. “I’m sorry, Wind…”

Shaking his head, and resolving to fix this mistake at a later time, Thorax snapped his wings back out and took to the air, resuming his patrol around the southern edge of the Empire, his eyes glued on the frozen wasteland beyond. “I won’t let anypony hurt you, though,” he growled under his breath, trying to build some determination and resolve, though he still felt his heart withering at the thought of trying to stand against the swarm that would inevitably come after them. Growling more at himself and his own cowardice, Thorax stopped in mid-air and slapped himself across the face. He took a deep breath and closed his eyes so he could clear his thoughts. When his eyes opened again, the dark slits that were his pupils dilated slightly.

“I promised you that I’ll protect you until you have your brother back, even if you never heard me make that promise. I won’t go back on my word..."


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Rainbow’s wings trembled and twitched at their tips as she stretched them out as far as she could, while at the same time pressing her chest down into the ground and keeping her hind legs extended. A satisfied groan slipped past her lungs as her muscles loosened up, a few loud pops emanating from her back and shoulders. After a few seconds of holding that pose, she stood up tall and went on to her next stretch, all with Starlight and Twilight watching from not far away. They sat on their haunches with their backs against one of the enormous supports that held the rest of the Crystal Palace aloft.

The three of them were, at present, situated in the large plaza that rested directly beneath the Crystal Palace, with the enormous bulk of the palace over their heads offering some lovely shade from the surprisingly warm sun. At the edge of the plaza, crystal ponies could occasionally be seen trotting by, shooting the group anxious and wary looks.

Choosing to ignore the distrustful looks of the locals, Twilight looked at Starlight with a worried expression on her face, noticing the awkward and uneasy expression the other unicorn was displaying. “Hey, how are you holding up?” she asked gently, drawing an absent shrug out of Starlight.

“Meh. The Princess still hates me, so I’ve been better,” was her bluntly delivered response. Her ears fell flat against her head as she glanced at Twilight, then looked at Rainbow Dash again with a frown steadily growing on her face.

Twilight’s face turned stern with disapproval. “She doesn’t hate you,” she stated firmly, shifting to look at Starlight more directly. “I know she doesn’t.”

Starlight shook her head and sighed before returning her attention to Twilight. “Well, I mean, the way she talks to me isn’t exactly friendly,” she countered while casually gesturing in Rainbow’s direction. She then let the hoof lazily drop back down to the crystal below, a slight ‘clunk’ sounding upon impact. “Not to mention the she’s clearly still sore over that broken wing I gave her...” Starlight lowered her gaze, her face contorting with some small vestiges of guilt.

Twilight’s ears drooped and a small sigh slipped out of her lungs. “She is upset about that, yeah…” she muttered, her voice quiet. She wanted to say more, but Starlight simply looked on to Rainbow again, signaling that the conversation had come to an end.

More crystal ponies passed by, a group of three. They all looked tired and downtrodden, looking almost fearful of the three mares under the palace. A little colt poked his head out from behind one of them, curious about the new ponies. His mother worriedly ushered their foal away with their forehoof while eyeing Rainbow Dash almost accusingly. Rainbow noticed the look, and it was the last straw for her. She growled under her breath and came out of her last stretch to shake her head. “Ugh… all of these sour looks are really distracting,” she complained sharply before looking towards one such pony, who took a few scared steps back when she saw the impatience in Rainbow’s eyes.

“Just ignore them,” Twilight offered softly, rising from her seated position and trotting over to Rainbow’s side. She put on a reassuring smile an placed a hoof on Rainbow’s shoulder, giving it a firm squeeze. “If our plan works, then we won’t have to deal with those sour looks for a whole lot longer. Just focus on stretching, okay?”

Rainbow sucked in a deep breath and let it out. Then she nodded, resuming her stretches without another word. Twilight backed up a little to give Rainbow some room, then turned her eyes to look out at the streets again. Among the sparkling streets and occasional pony, she caught sight of a certain blur of pink zooming their way. “Heads up. Pinkie, six o’clock,” she called over to Rainbow, who didn’t waste any time in lifting a few feet into the air with a flap of her wings before turning around to watch. Sure enough, Pinkie came sliding to a stop in front of them all, kicking up a cloud of dust from the momentum and making Twilight couch a few times. Hanging from Pinkie’s lower jaw was a large basket, stuffed full of what looked like various types of party decor and a folded blanket with a red and white checkerboard pattern. She put the basket down and grinned.

“This place has a lot more party supplies than I thought it would! Sure, some of it is really sharp, and I’m pretty sure it wasn’t meant to be used as confetti, but hey! It sparkles and shines in the air really nice, so, it’s confetti!” she announced before reaching down to dig into the bag to show them her loot.

“That’s kind of a small basket, Pinkie,” Starlight commented hesitantly, stepping up and looking at the basket with a critical eye. She then looked at Pinkie, questions burning behind her eyes. “It doesn’t look like that much to me.”

Pinkie flashed Starlight a devilish smile that sent a chill down the other mare’s spine, then began withdrawing item after item after item from the basket. The amount of stuff she pulled out of it should not have been able to fit, and yet... “Well, mizz Starlight Glimmer, we’ve got… four bags of standard confetti, three bags of flat crystal shards to act as sparkly confetti, we’ve got two bags of streamers, we’ve got four cakes, all boxed, we have three trays of cupcakes, two trays of muffins, a pumpkin pie…”

Rainbow Dash stuck out her tongue in revulsion at the mention of the pie.

“Oh!” Pinkie grinned while pulling a stack of seven picnic blankets out of the basket. “We also have blankets for picnic-style eating and, last but not least…” she reached deep into the basket, with half of her body vanishing completely from sight within. There was the sound of something falling over and crashing from within the basket, and anypony listening in could have sworn they heard a cat yowling in surprise from inside the basket, as well. When she came back out, Pinkie Pie was hauling an enormous, silvery-blue canon on bright pink wheels back up with her. She thumped it down next to her, the wheels creating spiderweb cracks in the ground, and grinned at Starlight. “My party cannon.”

Starlight’s jaw fell to the floor. For a good few seconds, she mouthed helplessly like a fish before pointing at the basket and, in a weak voice, managing to utter the words: “But… how?”

Pinkie Pie rolled her eyes. “Haha, please.”

“Just roll with it,” Twilight whispered to Starlight with a small smile. “Pinkie Pie is… an enigma.”

Starlight could only give a very rigid nod before gulping and backing very slowly away from the pink creature that she was convinced had no right calling itself a pony.

“Nice job finding all this stuff, Pinkie,” Rainbow complimented with a warm smile, not even looking concerned by what she was seeing at all. She eyed the various pieces of party decor and snacks curiously. “How long until it’s all set up?”

“Oh, I can start loading my cannon right now. And once this bad girl is all nice and full, all I need is the order to fire, and BOOM! This whole area will be ready for one super-duper doozy of a party!” Pinkie declared eagerly, turning and stuffing the pie down the barrel of her cannon.

“Won’t that damage the decor, though? And…” Starlight’s eye twitched as Pinkie dumped a tray of cupcakes into the barrel, next. “...The food?”

Pinkie snorted. “Allow me to repeat myself: haha, please.”

Twilight chuckled lightly at the flabbergasted look from Starlight, then gave her a sympathetic smile and a pat on the shoulder. “Trust me, it’s better for you if you don’t question anything Pinkie Pie does.”

“She speaks from first-hoof experience, you know,” Rainbow gave a cheeky little grin with that comment, although she quickly lost it to a more apologetic one when Twilight turned an irked glare on her. Not exactly eager to anger the bookish mare, Rainbow set herself back down on the ground and nodded at Pinkie, getting back on topic. “Go ahead and load up. I’ll let ya know when it’s time.”

Pinkie Pie gave an exaggerated salute and went back to stuffing anything and everything she had gathered into her party cannon, humming a little tune to herself as she went. Rainbow then turned to Twilight and Starlight, opening her mouth to issue some instructions. She hesitated, however, at the sight of Starlight, with that infuriating sensation of tingling and burning on the back of her scalp rearing its ugly head again. Her pupils dilated instinctively and she knew that the look on her face was anything but a pleasant one, given how Starlight instantly winced and shied away from her. Rainbow quickly caught herself and shook her head to dispel the burning, then focused. “Okay, Starlight, you should start practicing your light spell. Just make sure it isn’t blinding,” she said bluntly before turning to Twilight. She paused, and then looked at Starlight again, and the next word to leave her mouth was considerably more gentle. “...Okay?”

Starlight hesitated, then nodded, glad to have a good reason to excuse herself, and quickly trotted a little ways away. Her horn lit up with a cyan aura as she went, and already some soft shimmers were appearing in the air over her head. Rainbow then turned to Twilight but went rigid when she saw the disapproving frown on the unicorn’s face.

“You have got to do something about this tension,” Twilight said sternly while advancing towards Rainbow. Every step made the pegasus shrink back. “Every time you two interact, it feels like any moment something might snap, and if it does, it’s going to be bad for everypony,” Twilight stopped when Rainbow fell to her haunches and looked down at the ground, not able to meet Twilight’s gaze. Biting her lip, Twilight took a deep breath, then sat down and put a hoof to Rainbow’s chin, drawing her eyes back to look into Twilight’s. “We don’t want a repeat of the train, Rainbow,” she continued in a far gentler tone.

Rainbow’s ears pinned back, and her eyes started to water a little at the memory. She shook herself, though, and lightly pried Twilight’s hoof from her chin. “I know, Twilight… I know,” she sighed heavily before looking up at the bottom of the palace. Pinkie Pie, who was still loading up her cannon, looked over at the two, her expression contorting into one of worry. She then got a small smile to replace her frown and reached back down the barrel of her cannon. After a moment of rummaging around, she procured a sizable cupcake with vanilla frosting, which she then offered to Rainbow with a hopeful shimmer in her eyes. Looking at it for a moment, Rainbow managed a small chuckle and took the pastry. “Thanks, Pinks.”

Pinkie smiled happily. “Anything to make my friends feel better, Dashie,” she said before looking at Twilight, who smiled back in thanks.

“That’s very nice of you, Pinkie,” Twilight said, looking to the pink mare with approval. Pinkie beamed right back before peering down into her cannon again. While she did that, Twilight returned her attention to Rainbow Dash, her smiling face replaced with one of thought and confusion. “Why do you still act so hostile towards her? You know she didn’t do anything wrong, don’t you?”

“Yes, Twilight, of course I know,” Rainbow replied with a grimace before nibbling some more on her cupcake. After a few seconds, she swallowed and kept going, leaning forwards a bit. “And the truth is that I don’t know why I’m still so hostile towards her. I know she’s innocent. But every time I look at her it’s like…” she paused and tilted her head as she tried to think of a good way to describe it. “It’s like... I dunno. I just get angry, despite knowing she's fine. I look at her, I see the face of the mare that took my parents away and...” she sighed heavily and wolfed down what was left of her snack. Once it was swallowed, she set her hooves down under her and shook her head. “...and sometimes I can't stop myself from reacting. Like earlier, when I told Starlight that I didn’t want another broken wing because of her. I didn’t mean to say that, Twilight, but I did.

Pinkie looked over at Rainbow sympathetically, then looked past her to examine Starlight, who was still practicing her light spell, creating sheets of slowly shifting light in the air that vaguely resembled an aurora. Pinkie hummed quietly in thought before speaking. “Maybe you know she’s not a big meanie, but you don’t know her,” she pointed out in a surprisingly straightforward manner. Rainbow glanced up at Pinkie with a raised eyebrow. The party mare let a smile appear on her face before she continued. “I mean, when you and I first met back in Ponyville, I’m pretty sure you didn’t really like me very much. If we had never seen each other again after I pushed you to Applejack’s place, I’m sure you’d just see me as a loudmouthed hyper screwball.”

Rainbow and Twilight shared a glance, then looked back at Pinkie with thoughtful looks on their faces. Rainbow cleared her throat. “Well, I mean… that’s not untrue,” she admitted sheepishly. Pinkie’s smile grew.

“So that means that you need to become her friend! Talk to her, get to know her, play some crazy party games, the works! Maybe when you do that, you can stop scowling like a bitter, rotten apple every time you look at her, and she can stop being terrified of your every move.”

Rainbow glanced over her shoulder at Starlight, thinking the idea over. She still felt that burning in the back of her head, as strong as ever.

Make Her Pay.

“Shut up.” she thought bitterly to those echoing words, then looked back to Pinkie with a small smile. “You might be onto something there, Pinkie. I’ll give it a try a little later after we’ve got the Empire to trust us.”

Pinkie’s grin grew even more. “You’re welcome!” she sang out before returning her attention to her party cannon and setting to work stuffing things inside of it. Rainbow chuckled in amusement, then rose back to her hooves.

“I’m going to get back to my stretches. Let me know when AJ and Fluttershy come back, okay?” she said to Twilight, looking her way.

“Sure thing,” Twilight replied. She then turned to give Pinkie an appreciative smile as well before backing off to give Rainbow Dash some room, the pegasus having gone back to doing her stretches.


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It was maybe thirty minutes later when Fluttershy, Applejack, Rarity and Spike finally joined Twilight, Rainbow, Pinkie, and Starlight under the palace. The first group to arrive was Rarity and Spike, with Spike quickly latching himself onto Twilight in a warm hug, his spirits significantly lifted. Rarity explained that she had made good on her promise to get him some gems to eat while they were out and about, and he had claimed they were the best gems he had ever eaten. They had also acquired a couple of decently sized baskets and, thanks to some foresight from Rarity, a strainer, to make sure that the juice Applejack made wasn’t littered with fragments of berry skin.

As if on cue, Applejack and Fluttershy came back with Wind Whisper arriving a minute before them. The little thestral was absolutely buzzing with energy, having eaten several more berries than she should have and acquired a weird sort of sugar-high. Outside of that, the two adults of the group each carried two pairs of saddlebags, one slung over their backs, the other dangling by the straps from their lower jaws. Each one was full-to-bursting with crystal berries and emitted a mouth-watering aroma. Upon arrival, Applejack had wasted no time in collaborating with Rarity to get the baskets ready for berry-stomping (although Rarity had insisted on cleaning the farm mare’s hooves, first, claiming that ‘nopony wants dirt in their juice.’)

Now, everything seemed to be in order. Even now, with Applejack stomping away in one of the baskets, a small crowd was starting to gather in the plaza. The crystal ponies looked on with curiosity, skepticism, and confusion. From the center of the plaza, Twilight looked over everything one more time, running through her mental checklist again. “Okay, I think we’re good to go!” She called after a few seconds.

“Good, this waiting is killing me,” Rainbow replied with no small amount of eagerness in her voice. Twilight smiled back at her, then looked over at Pinkie Pie with a knowing look.

“Pinkie, I think it’s time. Fire your cannon.”

Pinkie Pie beamed. “Yes, ma’am!” she replied before galloping over to the aforementioned engine of party decoration. She slid to a halt just behind it, made a few adjustments to its angle, and then slammed her hoof down on the firing mechanism. There was a loud bang from the barrel of the cannon, followed shortly by an enormous mass of confetti, streamers, and all of the miscellaneous objects Pinkie had stuffed inside of it earlier. In a matter of seconds, the entire plaza, including the parts beyond the underside of the palace, looked like it was host to a gigantic outdoor picnic/birthday party hybrid. There were dozens of blankets laid out flat upon the ground, each one housing one or two baskets filled with sweets and food. Joining the baskets were plastic or paper cups that were just waiting to be filled with crystal berry juice. Several of the crystal ponies backed off a bit in surprise at this, but remained in the plaza, the group of foreigners now having their undivided attention.

Starlight’s eye twitched in abject confusion as she looked at the decoration. “What? How? How is this possible?!” she babbled out, putting a hoof to her temple to try and quell a rising migraine. “That’s easily ten times the amount of stuff you shoved into that canon only a little bit ago! HOW?!”

Pinkie Pie casually leaned up against her party cannon and fluttered her eyelashes at Starlight with a smug smile. “s’what I do, Glim Glam. s’what I do.”

Twilight chuckled slightly at her friend’s antics, then turned to the stars of the show. “Rainbow, Starlight, you two can get started whenever you’re ready.”

Starlight blinked away her confusion and nodded, her gaze briefly shifting to look into the back of Rainbow’s head uneasily. Rainbow did a couple of last-second stretches before also giving a sharp nod. “You got it. You ready, Starlight?” she called back, turning to look at the mare in question.

“As I’m going to be,” Starlight replied shakily. She chuckled weakly, then gulped. “Just, uh, give me my cue.”

“As soon as I’m in the air, that’s your cue,” Rainbow advised simply before taking a deep breath. “Whew…. Alright. Let’s do this thing!”

“You go get ‘em, Rainbow!” Applejack cheered, halting in her stomping of the berries as she did so.

Rarity, who was sitting next to Applejack’s basket with the strainer in her magic, gave a thankful nod to the farmer for halting her stomping, as juice had been splashing against her face, then smiled encouragingly to Rainbow Dash. “We all know you can do this, darling!” she called out.

“Yeah! Get up there and show these crystal ponies why you’re the best flyer in Equestria!” Pinkie Pie shouted before giving a few loud whistles.

“You rock, woohoo!” Fluttershy voiced her own encouragement in her typically quiet manner.

Rainbow puffed up from the shouts and praise, slowly unfurling her wings and letting what little there was in the form of a breeze pass through her feathers. Twilight came up to her side along with Spike, smiling. It was Twilight who spoke. “Go on, Rainbow. Go on and show these crystal ponies the awesome mare you are.”

Rainbow blinked. Then her grin widened. “You got it!” she said confidently before kicking off of the ground with a mighty flap of her wings. The force of her launch created a gust of wind that blew outwards, kicking up a small amount of dust. Starlight was quick to gallop after Rainbow, her horn sparking to life to create the auroras she had spent the last half an hour perfecting.

Already, Rainbow Dash had gained some serious altitude in the open air around the towering palace. After a few seconds, she stopped flapping her wings, halting her ascent near the top. As her momentum came to a stop, she pivoted backward in an almost lazy backflip, looking down onto the plaza beneath her. She could still see the remnants of that multi-colored trail that she left behind in the air, and she could see the eyes of the ponies in the plaza looking up at her in surprise.

She couldn’t help it; she giggled like a little filly as her altitude began to drop. All of these ponies watching her put on a daring aerial flight performance reminded her of her dreams to become a Wonderbolt. In the back of her mind, she wilted and remembered that she could never become one of her foalhood heroes. Her duties and responsibilities as a princess had to take priority.

I had better make the most of this chance, then, she thought to herself before flapping her wings again, rocketing her back down towards the ground at ludicrously high speeds. She focused on the arch leading to the underside of the Palace, and stuck her tongue out as the first of her many dangerous stunts began. The ground was coming up fast, and she’d only have a split-second to pull up and make her manuevor work. With her heart racing, Rainbow snapped open her wings to their maximum length and spun upright. The wind caught her wings at the perfect angle, allowing her to alter her trajectory just before hitting the ground. She swooped up and shot under the palace and over her friend’s faces, like a thread through a needle, before blasting back into the sky on the other side.

All the while, Starlight made her way towards the edge of the plaza to better keep track of Rainbow’s position, so she could ensure that the light show she was creating wasn’t distracting while still lending a certain ‘wow factor’ to the performance. A minute ticked by, and then two, with Rainbow continuing to perform stunning aerial maneuvers that were unquestionably impressive. From the edge of the plaza, Starlight spied several large groups of crystal ponies approaching with awe and curiosity at the display. It’s working, she mused to herself before returning her full attention on her aurora.

After maybe fifteen more minutes, Rainbow Dash decided that it was time to wrap this up. The crowd around the palace was quite large at this point, and she was getting winded. She growled with disappointment at her slightly decreased stamina, a byproduct of how long she had been stuck on the ground after her wing had been broken. Still, if it was time to end her performance, she figured she should end it right.

With a flourishing spiral, she gained altitude one more time and, like before, stopped flapping her wings and brought her ascent to a stop high above the tip of the palace. She rotated in the air and analyzed the structure of the building, determining the best angle and the best route to take. “Okay… okay…” she took a deep breath and launched herself down again as fast as she possibly could. The air lashed against her face, forcing her to squint against the wind. She grit her teeth even as the wind pulled back on the edges of her lips, making her cheeks billow out. She felt the air trying to stop her, a pressurized cone forming in front of her. With a growl and one more hard flap of her wings, she pushed through.

Down below, the now massive crowd of gathered onlookers gasped in awe and wonder when, just above their palace, there was a blinding flash. That flash dimmed quickly, allowing the onlookers to see the bright ring of prismatic colors that expanded from the very top of the heart of their city. The mare who created it was now leaving a shimmering and sparkling trail of glowing rainbow light in her wake that persisted for many seconds after she had passed, and she capitalized on that. She flew in a descending spiral down the palace, creating a spring-like shape around it before, with a fanciful flourish, she came to a stop just in front of the crowd with her wings outstretched. Countless condensed water droplets on her wings sprayed forward from her sudden stop, hovering in the air and allowing a few small rainbows to appear in the air around her before slowly fading away.

The crowd was silent and awestruck. Rainbow grinned when she saw their faces; they were dazzled alright. With a giddy laugh, Rainbow did one more backflip from her position in the air and landed on her hooves before the audience, standing tall. Then, with a proud smile, she bowed.

There was a moment of silence.

Then another.

Somewhere in the crowd, somepony began stomping their hooves on the ground in applause. Then another, and another. In no time at all, the entire crowd was roaring with applause and exclamations of praise. Rainbow stood back to her full height and closed her eyes, just soaking it all in and basking in the moment. The cheers, the hoops, the hollers, the whistles… all of it. She committed this moment to memory as she opened her eyes, beholding the ecstatic faces of the crystal ponies. She couldn’t help herself, and put on a massive grin. “It sounds like you all enjoyed that, didn’t you?!” she shouted to be heard over the roar, which only got louder in response to her call.

“That was amazing, Rainbow Dash!” Pinkie Pie squealed in delight from Rainbow’s side before tackling her with a hug. Rainbow gasped from the impact, having not seen Pinkie approaching, but smiled nonetheless. Pinkie Pie then grinned at the crowd, still latched on to Rainbow’s side. “Hi, I’m Pinkie Pie! The flying may be over for now, but this party is just getting started! Go on and make yourselves comfy! There’s snacks in the baskets and, if you need something to drink, bring a cup over to Applejack and Rarity! Those two have got you covered!” she announced before gesturing at the two aforementioned mares, who both waved.

“What’s this a party for?” Somepony in the crowd called out, sounding a little confused. Pinkie Pie rolled her eyes as though it were a dumb question.

“Well, it’s obviously a ‘Congratulations for coming back’party! Duh!” she declared before pausing and releasing Rainbow Dash. She put a hoof to her chin in thought. “Wait… maybe it’s a ‘Congratulations on being free from King Sombra’ party?”

“The point is,” Rainbow cut in before Pinkie could confuse herself, even more, looking to the crowd again. “This party is for all of you. So go on and have some fun! Pinkie,” she turned to the party mare with a hopeful smile. “Do you have something that can play party music?”

Pinkie Pie’s grin returned with gusto. “Haha, please."


View Online

To say that the party was a resounding success would have been a gross understatement. It didn’t take any time at all for word of the event and the generosity of these strangers to reach all across the empire, drawing many curious ponies to the scene. They were greeted with a plaza packed with ponies laughing amongst themselves, nibbling on tiny pastries and enjoying drinks of crystal berry juice.

Surprisingly, Pinkie Pie had managed to convince somepony in the empire to let her borrow their vintage record player and, at present, had a specific vinyl playing on it - her own personal party mix. Apparently, she had packed it along in her saddlebags when they had left Ponyville. The upbeat tunes, while a bit scratchy due to the old nature of the record player, was more than enough to have drawn a few ponies to a small area reserved for dancing.

Pinkie Pie was proud to say that this was some of her finest work; especially considering her limited resources.

Things had been going for a good hour now, and the mood in the area was light and cheerful and the plaza was packed. Rainbow looked on from the shade beneath the palace, a small smile on her face. Pinkie had really outdone herself today, hadn’t she?

“Um, hey, Rainbow,” came the quiet voice of Fluttershy from her right. Rainbow glanced her way, her smile widening when she spotted the pegasus in question slowly trotting up to her side. “I’m not interrupting anything, am I?”

“Nah, you’re good Fluttershy. It’s kinda loud out here, isn’t it? How are you holding up?” she asked, casually leaning against one of the massive supports.

Fluttershy gave a weak smile. “Oh, I’m fine. Pinkie convinced me to dance for a few minutes, and, um…” she shook her head, a slight blush of embarrassment spreading on her cheeks. “I just want to get away from the noise for a bit.”

“I bet,” Rainbow nodded and looked at the ongoing party again. Her smile slowly began to fade away, replaced with a tense grimace. “...I’m gonna have to step up and talk to all of them here in a little bit…”

Fluttershy was quick to catch on to Rainbow’s anxiety. With a sweet smile, she came closer and wrapped a foreleg around her shoulders in an effort to comfort her. “Oh, you poor thing. Don’t worry, we’ll all be nearby to cheer you on.”

“I’m not scared of the attention, Flutters,” Rainbow dismissed, although she did lean into the hug without complaint. “I’m just… not sure I’m the best pony to break the news to them that they’ve been gone for so long…”

Fluttershy gave Rainbow a reassuring squeeze before pulling back a little. “I understand… I’m always afraid if I have to do any kind of public speaking, too…”

“Heh, yeah, I know that. You kinda start squeaking like a mouse,” Rainbow chuckled weakly before she let a forehoof up to her face. “Ugh… I just hope these ponies really can help us…”

Fluttershy looked away, her expression drooping. “I hope so, too…”

The last song on Pinkie’s collection ended, and with it, all of the music came to a stop. The dancing stopped and many of the ponies in the crowd began to look distinctly peeved at the sudden end in the beats. Rainbow took one more deep breath. “It’s time… here goes nothing,” she muttered before lifting into the air on her wings and flying at a decently slow pace to hover above the bulk of the crowd.

“Good luck,” Fluttershy gently called after her from the ground. Rainbow smiled back, then focused on getting into position.

The ponies below caught sight of her and watched her with confusion, skepticism, and curiosity. She grimaced inwardly from the distinctly negative emotions, then cleared her throat. “Ahem. Attention everypony! Up here!” she called out, drawing the eyes of everypony else who had yet to look at her. She took a second to get her thoughts in order, then continued.

“For those of you who were late to the party, my name is Rainbow Dash. The ponies with me are Twilight Sparkle, Fluttershy, Applejack, Pinkie Pie, Wind Whisper, and Rarity. We also have a baby dragon named Spike and a bat pony named Squall Dreamer with us. We’re not from around here, clearly, and I’m sure you’re all pretty curious about why a bunch of strangers suddenly came waltzing into your empire after your last king vanished in a big flash of light, right?”

The ponies in the crowd began to glance at each other uneasily, a few muttering to each other. Some of them began to look suspicious and skeptical, while others still looked angry or saddened at the mentioning of King Sombra.

Rainbow felt a bead of sweat forming on her brow.

“Well, first of all, there is something everypony should know…” she continued slowly, making sure she had everypony’s attention. “This place, here? The Crystal Empire? Well… there’s no easy way to tell all of you this… But because Sombra was kind of a sore loser, it’s been gone for a thousand years. It vanished into thin air, and everypony inside of it went along for the ride. So… welcome back, huh?” she tried to put on a small smile to ease the blow this news would deal, but it didn’t work. Audible gasps erupted from many of the ponies in the crowd, and Rainbow was sure she could hear a few of them trying to withhold sorrowful cries.

She sighed guiltily and slumped in the air. “Yeah, that wasn’t alright. Sorry… Okay, look,” she lifted her eyes and wore a more determined expression. “The issue of the Empire’s absence can be dealt with later. First… my friends and I need the Empire’s help.”

“With what?!” somepony in the crowd angrily shouted, stepping forward. Her entire body was shaking from the bombshell she had just had dropped on her. “Who are you, anyway? Why are you here?!”

Others in the crowd loudly voiced their agreement with the sentiment, and the once happy eyes of everypony around Rainbow quickly turned into looks of suspicion and anger. She lifted her hooves in front of her in a placating gesture. “Woah, Woah, take it easy. I’m not your enemy, okay? We’re from Equestria… I’m…” Rainbow bit her lip for a moment, trying to figure out how to dissolve this situation. An idea came to her, though she absolutely hated it. Still, it wasn’t like she had any better options right now.

Her face hardened again and she straightened her posture. “I guess I should more formally introduce myself, shouldn’t I? Alright. I am Princess Rainbow Dash of Equestria, adopted daughter to Princess Celestia, and I have come here to the Crystal Empire on behalf of Equestria to seek the Empire’s aid against an invading enemy!” she loudly declared, and the bitterness in the crowd was quickly washed away into curious silence. Rainbow, relieved by the more docile ambiance, searched the crowd for a few specific faces. She saw them quickly; Twilight, Spike, Fluttershy, Pinkie, and Whisper were all crowded together in one spot, giving her reassuring nods and smiles, although Twilight’s eyes were pleading with her to proceed with caution.

“So…” Rainbow continued a little awkwardly, snapping out of a trance she didn’t realize she had fallen into. “I guess this is the part where I ask you all to take me to your leader.”

There was a deafening silence throughout the plaza, and the ponies of the Empire looked between each other anxiously. The silence dragged on and on, and Rainbow could feel herself starting to lose some of her smile. Finally, one of the ponies in the crowd, a pale brows stallion with a silvery mane and tail, slowly stepped forward to be a bit closer. “We… don’t have a leader.”

Rainbow sighed and lowered herself down to the ground. Her hooves clopped heavily against the crystalline surface of the plaza. “I was afraid of that… well, who here is the closest thing to a leader? Who has the most authority?”

Again, silence. The stallion shuffled back and forth on his hooves, looking down at the ground as if he were ashamed. “I can’t remember…” he mumbled, his ears drooping to lay flat against his head.

Rainbow blinked. “Uh, what? What does that mean?”

“None of us can remember much of anything before King Sombra came to power…” another pony, a mare chimed in, her voice sounding tired and weak. Her coat was a dull gray and her mane and tail were similarly dull shades of purple. Her blue eyes looked like they may have once been vibrant, but were muted and washed out. In truth, that seemed to be the case for everypony, now that Rainbow really looked. Odd… they had been so colorful a minute ago. The mare cringed and shook her head with an uncomfortable shudder working through her. “And I don’t want to remember a single minute about the time he spent ruling over us. But even those times are…” her words trailed off as she searched for the right words.

“Murky?” The stallion offered gently, to which the mare could only nod, along with many of the others in the crowd who were within earshot.

“So, wait,” Starlight cut in, stepping up from somewhere in the crowd, her eyes betraying her utter disbelief. “You mean to tell us that none of you can remember anything? Anything at all?”

“Well… we know our names, the names of our friends and family, but…” the mare closed her eyes and sighed. “Everything else… it’s just darkness, shadows, chains, pain and… and his voice… that terrible voice...”

Rainbow furrowed her brow in thought. The entire population of the empire had amnesia. Well, this was going to make things difficult. “Starlight, please tell me you have a spell that can fix memories?” She looked at Starlight with a pleading look, hoping the magically gifted mare could offer some solution. Starlight could only shrug and back away when she saw Rainbow’s pupils dilating again. Puffing out a breath from between her lips, Rainbow looked around again.

“Why do you need our help, specifically?” the mare asked slowly, perking up a bit with curiosity. “I mean, why didn’t you go to one of Equestria’s other allies? You have to have some, don’t you?”

Rainbow glanced at her for a second. “I…” she hesitated and scuffed a hoof along the ground. ”I’m not a hundred percent sure if I’m being honest. My friend, Twilight, was the one who convinced us to come here.”

Taking that as a cue to step in, Twilight left the others and cantered out from the crowd until she was next to Rainbow Dash. The crowd muttered to each other a bit while waiting for her to get into position, and she glanced at them sheepishly. She soon got a hold of herself, though, and spoke up. “Before we came here, I was contacted by Princess Luna via a dream. She’s a prisoner of our enemy right now, so she didn’t have much time to tell me what the plan was. All she did was encourage us to come here to the Empire and try to break the spell that was sealing it. If we were successful, we were to look for some kind of… ‘power’ hidden here, one strong enough to help us take back Canterlot. But she didn’t elaborate…” she explained before glancing at Rainbow.

“So… does that ring any bells? Super powerful magic in the Empire?” Rainbow called out to the crowd, hoping for some valid answers. A few moments passed in silence before the stallion spoke up again.

“Well, I know there’s a library somewhere in the city. I passed it on my way here. Maybe you can-” he started, but then stopped talking when he saw the enormous smile that had suddenly grown on Twilight’s face.

“A library! Of course! Where is it?” the unicorn practically squealed like a little filly in a candy shop while eagerly trotting in place, making the stallion take a step back in mild alarm. Rainbow couldn’t help herself and had to lift a hoof to her muzzle to stifle a chuckle that was threatening to explode out.

“Oh, uh…” The stallion managed to regain his composure, then gestured down one of the streets. “It’s that way,” he said before offering a bashful shrug. “I don’t remember exactly where though… I only passed it once. I’m sorry.”

“That’s fine, we can find it,” Rainbow nodded to him in thanks before turning back to look at her friends. They seemed to be eager to get a move on. Nodding, Rainbow then turned back to the crowd and spoke loudly to ensure she was heard. “Thank you for the information, ponies! I think that’s the best we can do for now. We’re going to head to the library and do some research on the Empire. If we’re lucky, maybe we can find out a way to help you all get your memories back.”

“If you can do that, we’d be in your debt,” the mare said with a small, hopeful smile, her voice gaining just a bit more energy at the prospect. She then glanced back at the crowd of assembled ponies and sagged a little bit. “But… until then…” she sighed and began to slowly trudge back to the crowd. “All we can do is say good luck.”

“Hopefully, we won’t need it,” Rainbow replied before nodding to the crowd at large. “Okay, you should all get a move on, now. Party’s over.”

There were a few grumbles of disappointment from the crowd, but the ponies began to trot back out into the city proper, probably to go for lunch or their homes. Rainbow took in a deep breath, then let it out while her friends gathered around her.

“You did good, Rainbow,” Twilight offered with a smile, draping a foreleg over the other mare’s shoulders. Rainbow hummed and leaned into the embrace, opting to not say anything for now and just enjoy the contact.

“Indeed. Now we just have to find this library,” Rarity added while glancing down the street that the stallion had indicated. Her brow furrowed with uncertainty. “And hope it has what we need.”

“It’ll be a starting point, at least,” Twilight said before releasing Rainbow and nodding to the group at large. “So… to the library?”

Everypony, sans for Starlight, voiced their agreement. “To the library!”


View Online

It took a little while, but they eventually found the library standing near the heart of its city block. It was a gorgeously crafted building, carved immaculately from sky-blue crystals, with two expertly made griffin statues acting as gargoyles on either side of the thick, darker blue door. Tall windows allowed a glimpse into the building, and already Twilight was prancing in place with excitement.

It was a big library.

“Okay, Twi, reign it in,” Rainbow playfully chastised while cantering up the stairs leading to the door. “We’re not gonna get anywhere by walking in place and making excited noises.”

Twilight stopped prancing and pouted pitifully at Rainbow, who could only snicker in response. The others joined in with amused chuckles of their own before, as one, the group entered the library.

The sight of the interior was more than enough to steal Twilight’s breath and make her feel weak in the knees.

The inside of the library was easily three stories tall. There was the entrance level, which housed a small study area off to their left, a reception counter to their right, and a staircase leading down into a cross-shaped corridor lined with rows upon rows of books. Framing the sides of the staircase were two walkways that followed the cross-shape, and each one housed yet more bookshelves. Towards the back of the enormous main room, those walkways had more stairs leading up to yet another level, full of more shelves and more books.

“It’s just… I can’t even… there are no words!” Twilight breathed out, bringing her hooves up to her cheeks and grinning delightedly.

“It’s a library,” Rainbow replied in a deadpan. “There are a lot of words.”

“Don’t take this away from me, Rainbow!” Twilight whined, turning and smacking her unrepentant friend on the shoulder. Rainbow Dash merely laughed and took a step back to get out of smacking range.

Rarity chose this moment to cut in. “Ahem, darlings, please. As wholesome and adorable as your banter is, we really should be starting our search. This library is massive and we cannot afford to waste… any… time… woah” her voice slowly trailed off. She shuddered after a moment, her eyes going wide and unfocused.

“Rarity, are you okay? you’re… oh… oh, nelly…” Applejack began, then fell to her haunches, her eyes mirroring Rarity’s. Fluttershy, Pinkie Pie, and Rainbow Dash followed in short order, falling to their haunches and breathing heavily. They each lifted their hooves to cover their eyes while their ears fell flat against their head.

Frightened by what she was seeing, Wind Whisper did all she could think of and backed away. Her ears folded back and she shrunk herself down fearfully. “Wh-what’s happening?!” she asked in a whimper, then turning to gallop and hide behind Starlight, who was still on her hooves. Starlight glanced over her shoulder at the filly, then to Spike, who had been standing next to Twilight. Her eyes were the image of unease.

The baby dragon stepped back slowly and flashed a reassuring smile at the two. “It’s alright; they’re just having a flash. They’ll snap out of it in a bit,” he explained simply.

“A flash?” Wind Whisper asked quietly, poking her head out from behind Starlight a little bit. Her ears perked up just slightly, and the fearful shaking in her voice decreased. “What’s a flash?”

Remembering what Twilight had told her of the phenomenon, Starlight stepped to the side and lowered herself to be closer to Wind’s eye level, putting on a small smile of her own. “They’re having a vision of another life or something like that,” she said, trying to sound reassuring. In truth, she was still unnerved by what she was looking at. It was the eyes, mostly...

“Basically, yeah,” Spike confirmed, walking up to Wind’s side and putting a claw on her shoulder. One of his fangs poked out from his lip as he widened his smile. “It’s kind of really complicated, and to be honest… I don’t really understand most of it. But Starlight summed it up pretty well. They’re seeing something from another life, another time,” he then glanced at Twilight and Rainbow, his smile fading ever so slightly as he remembered the days when Twilight had fallen into a coma.

“Well, let’s just hope that whatever they’re seeing turns out to be worth the delay…” Starlight commented in resignation before falling to her haunches. The entire library fell into a long, tense silence while they waited for their friends to awaken from their flash...

“I just… I don’t even know what to… There are no words…” Twilight breathed out in awe and wonder, looking on at the beautiful assortment of books before her in a blissful trance. Her legs felt weak and her heart fluttered in her chest. Pinkie Pie was close behind her, followed by Applejack, Rarity, Rainbow Dash, Fluttershy, and Spike. All of them were also visibly impressed and awestruck by the library they were seeing, wearing wide smiles with twinkles in their eyes.

Their moment of sightseeing was disrupted, however, when from their right, a calm voice coughed. They all looked in the direction of the sound to see an aged gray mare with a dull pink mane and tail. On her flank was a cutie mark of a scroll illuminated by golden light. Her old, wrinkly eyes were framed by simple yellow reading glasses. She eyed the group curiously. “Can I help you?” she asked in a calm, patient voice.

Twilight’s smile returned in full force, and she eagerly cantered up to the other mare. “Yes, we’re looking for a book!” she said, gesturing up at… everything.

“Smooth, Twi.”Rainbow Dash though from her side of things.

The mare’s expression flattened with bemusement. “We have plenty of those,” she replied matter-of-factly, gesturing towards the books with a deadpan expression on her face. Twilight didn’t really seem to register the snark, her eyes trailing past the mare to all of the books on the shelves. She could feel her heart fluttering yet again.

“You do… you really do…” she cooed, starting to spin in slow circles just so she could look at all of it, a dazed and euphoric sparkle in her eyes. The librarian glanced past her to her companions, hoping for somepony a bit less smitten to step up.

Applejack rolled her eyes and decided to take over the conversation at this point. “We’re lookin’ for a history book,” she began, trotting a bit less energetically up to the librarian with a friendly smile. “Something that might tell us how the Empire might have protected itself from danger back in the day.”

The mare blinked, her brow furrowing with thought. “Yes, of course…” she put a hoof to her chin, and her eyes narrowed as she started mumbling quietly. “History… history…” a proverbial light bulb went off, and she perked up significantly. A smile spread across her face. “Ah, yes!”

The group smiled expectantly at her.

She just smiled back and said nothing.

Twilight’s smile faded slowly, and her eyes began to show a flicker of disappointment. “Which is, uh, where exactly?” she pressed, giving a forced, hopeful smile.

The mare blinked and looked around at their surroundings, her smile fading away. “I… I can’t seem to remember…” she admitted, then looking at the group with fear welling up in her eyes. “I’m not sure I even work here…”

Rainbow Dash brought a hoof up to slam into her face. Hard.

Twilight, though disappointed by the mare’s answer, didn’t lose her optimism. She perked right back up and nodded to the others. “We’ll just take a look around. I’m sure we can find it on our own,” she said before turning to descend the central staircase for the lower level.

“Let me know if you find anything,” The mare called after them before turning to trot away, seemingly without any clear destination in mind. Pinkie Pie watched her go for a moment, a sad look of pity on her face. Said look was swiftly replaced by her usual grin.

“I like her!”

The vision abruptly shattered, and everypony returned to reality.

The group collectively gasped as they came out of their flash, each one reacting slightly differently to their abrupt awakening. Fluttershy fell forwards as her forelegs gave out, and she squeaked out in discomfort when her chin bumped off of the hard crystal floor. Applejack swayed in place, but a quick shake of her head dispelled her dizziness. Rarity brought one hoof up to her temple while the other held her up, shaking at the elbow joint. Pinkie Pie just blinked her eyes open and giggled. “Haha, it’s always so tingly!” she snorted before looking at the others.

Twilight sat bolt upright when she came to, sucking in a sharp breath before, like Rarity, bringing a hoof up to the side of her head. Rainbow Dash had a similar reaction, though she kept both of her hooves on the floor.

A second later, Spike ran up to Twilight’s side, his claws clicking against the floor, then grabbed Twilight by the foreleg to get her attention. “What’d you see?” he asked eagerly before looking over at Rainbow Dash.

Twilight groaned and brushed his claw away before shaking her head. “Ugh… I saw…” she grumbled before blinking a few times to clear away the fog in her vision. “I... saw us. All of us. We were coming here, to this library and looking for… a history book.”

“A history book?” Starlight pondered out loud, looking out at the library’s rows of shelves. She cringed as it really clicked with her how many of them there were. “Well, if we have to learn about the Empire’s power, that does seem like a logical place to start. This library is giant, though...”

“Yeah,” Applejack nodded, shakily rising to her hooves. “You said it. Seems like Ah had the same idea. Asked the librarian to give us directions,” she scrunched up her muzzle and scowled. “Well, Ah thought she was the librarian…”

“But nopony's here,” Wind noted curiously, cantering over to the rail of one of the walkways and propping herself up on it so she could look around. She squinted out at all of the rows of shelves, then looked over her shoulder at the others, her face reflecting her perplexion. “It’s just us.”

“She’s probably not here right now,” Rainbow replied, standing up and dusting off her flank with a few flicks of her tail. “And it seems like she didn’t even know if she worked here. We’re in the same scrape our other selves were… searching blind.”

Twilight seemed to be okay with this notion. “Then we should get looking right away!” she said while standing back up as well. Her eyes trailed down to look at Spike, who was still clutching her leg. She remembered something then and looked back at Rainbow. “But actually, you, Spike and I have something we need to do before we can do that, Rainbow. We need to find some spare parchment or something so we can get in touch with Equestria.”

Rainbow’s eyes widened and she slapped a hoof to her forehead in realization. “That’s right! Spike’s Dragonfire!” she exclaimed as she remembered. Lowering her hoof back to the ground, she nodded to Twilight sharply. “Alright. We’ll divide our efforts then. Twilight, Spike and I are going to look for spare parchment and writing tools. The rest of you,” she turned to the others. “Get started looking for a history book on the Empire, or maybe study on it or something.”

Wind Whisper let herself down from the rail and lifted a hoof high into the air. ‘Oh! Question!” she chirped, drawing the group’s attention.

Fluttershy smiled softly and trotted over. “What is it, Wind?” she asked softly as she approached.

Wind Whisper lowered her hoof. “When is Squall going to come back?” she asked simply, a big smile on her face. “I’m sure he can help you look for books.”

Fluttershy’s brow furrowed, and she glanced over her shoulder at the others. “Oh! Um… I don’t know,” she replied honestly, shrugging her shoulders. “He’s out standing guard, though.”

Rarity shook her head sharply with a sharp ‘mm-mm’ sounding from behind her lips. “Now now, darling, I’m sure he’s been on watch for quite long enough. Fluttershy, why don’t you go get him?” she suggested before smiling down at Wind. “I’m sure our youngest traveling companion would be delighted. After all, I know that my little sister would hate to be apart from her family for very long.”

“Yeah, same here,” Applejack added, a fond look coming over her face. “Apple Bloom’s a strong filly, but she’s a family gal, that’s for sure,” she looked down at Wind and shot her a wink. She then looked at Fluttershy. “Ah think Rarity’s right. Go on and get ‘em. The guy deserves to spend some time with his lil sister.”

“Oh, I’d love to!” Fluttershy smiled widely and then looked at Rainbow Dash, who merely nodded in confirmation. Fluttershy then turned back to Wind Whisper and knelt down so they were eye to eye. “Don’t worry, I’ll be back soon with your big brother,” she stated before playfully poking the little bat pony on the nose.

Wind Whisper snorted and backed up a bit, her face scrunching up. “Pfft! Hey, that’s my nose!” she complained, covering the offended spot with a hoof.

Fluttershy giggled merrily and nodded. “It is…” she then turned and looked at the door. Her smile faltered a little, but after a moment, she pulled herself together and started for the door.

“Be careful, Fluttershy!” Twilight called after her, prompting the pegasus to stop part way through the door. She glanced back at Twilight, nodded, and then slipped out of the library. The door closed behind her, the sound echoing across the entire building. Once she was gone, Rainbow turned back to the rest of the assembled group. She caught a glimpse of Starlight, still standing awkwardly to the side of the room. Their eyes met.

There was the burning in her head again…

Make her pay.

Grinding her teeth together behind her lips, Rainbow forced down that infuriating compulsion yet again before glancing at Pinkie. The mare left no room for hesitation and smiled at Starlight. “Hey! Starlight! You should help Rainbow and Twilight look for stuff.”

Starlight’s eyes shot wide open, and she gaped at Pinkie in disbelief. “Wha- huh?” she stuttered, then turning her eyes to look anxiously at Rainbow Dash. “Uh, no, no, I don’t think they need my help! I should stick with you-”

“Oh, go on~” Pinkie urged her, sliding over and nudging her in the ribs with her elbow. “We’ve got history covered. Besides…” she then whispered directly into Starlight’s ear, loudly enough for Rainbow to hear, “I think Rainbow wants to talk to you.”

Rainbow Dash felt her heart withering in her chest. “Pinkie, you are gonna be the end of me,” she thought to herself, deflating at the thought. Still, Starlight, though hesitant, wound up nodding her head in resignation and slowly trotted over to be close to Twilight. Barely suppressing a protective snort, Rainbow tore her eyes from the two unicorns and addressed the group at large. “Okay, we all know what we’re doing. Fluttershy is out getting Squall and bringing him back here. Twilight, Starlight, Spike and I are going to try and get in touch with Equestria, and the rest of you are looking for history books. Wind Whisper, you should stay with Applejack; she was watching you with Fluttershy earlier, right?”

Wind Whisper nodded adorably, a smile appearing on her muzzle. “Uh huh! She told me all about how she farms apples and stuff!”

“Okay, so yeah, stick with her. Okay gang, let’s hop to it!” Rainbow said loudly. There was a general vocalization of agreement from the assembled ponies before the research group splintered off down onto the lower floor, already splitting up to scour the library at large.

Rainbow watched them go for a moment, then turned to Twilight, Spike, and Starlight. ignoring the burning in her head, Rainbow turned and started to trot along one of the walkways, gesturing with a wing for the others to follow her. “Alright… let’s go."


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Squall was easy enough to spot, thankfully. Being one of the only two ponies in the Empire with leathery wings sprouting from his back, he stood out like a blemish against the backdrop of the rich blue sky at the edges of the empire. He was hovering high in the air, his wings beating rhythmically while his eyes intently watched the snows in the distance for any sign of danger. Fluttershy gulped and took a deep breath before approaching him gingerly, not quite sure how to greet him.

They’d traveled together all week, sure, but if she were being honest with herself, she didn’t really know Squall very well at all. He just kind of showed up after Canterlot fell with his little sister in tow, with Rainbow and Twilight insisting that the two of them come along when they evacuated Ponyville. It was perplexing, frankly.

Still though, despite her mild trepidation, she eventually drew close enough to him in the air that he spotted her. He rotated in place to face her, his eyes locking onto hers. He raised an eyebrow in curiosity. “Hi… uh, Fluttershy, right?” he asked, his hooves slowly lifted to fidget over his chest while she nodded in confirmation. Putting on a small, friendly smile, he continued. “What do you need?”

“The others want me to bring you back. We could use some help searching the library for information on the power we need from the Empire,” Fluttershy replied while nodding slightly in the direction of the city. “Plus, your little sister probably wants to spend some time with you.”

Squall hesitated and looked away. His hooves wrung themselves and he starting chewing on his bottom lip for several seconds. He jumped as if startled, likely remembering that Fluttershy was waiting for him to reply, then cleared his throat. “Oh! Uh, I-I shouldn't. I should keep watch out here. We need somepony to act as the alarm in case Queen Chrysalis shows up, right?” he asked nervously, letting off a very fake laugh after a few moments.

Fluttershy’s brow furrowed at his reaction. “But… she’s your sister. You really should go spend some time with her. I don’t see anything bad out there,” she said before glancing out into the frozen north and quivering a bit. “I mean… aside from all of that cold, freezing snow.”

“The snow’s the problem,” Squall pointed out with a small hoof gesture. “The blizzards out there are thick. Something could hide out there and you’d miss it unless you were looking. I don’t wanna take any chances, okay?”

Fluttershy looked at Squall sternly, her eyes narrowing somewhat. “...She told me how much she really looks up to you, you know,” she said pointedly while drifting closer to his side. “How she cares about you and loves you so much, she stowed away in your moving wagon when you went to join the Lunar Guard because she didn't want to be apart from you.”

Squall lowered his gaze and sighed, his shoulder slumping in defeat. “She did, huh? Ah, guess it’s for the best…” he shook his head before raising his eyes to look out at the cold snows again. When he spoke again, his voice was cold and distant. “Fluttershy, tell me… do you have any siblings? Brothers, sisters?”

Fluttershy gave a soft ‘mhmm’ and smiled. “Oh, yes. I have a younger brother named Zephyr Breeze. He’s...” she lost her smile to a disappointed frown. “...Kind of a pain.”

Squall just laughed at that, his face showing genuine merriment from that comment. “Heh… sounds like a little sibling, alright. A pain in the flank, but you still…” he hesitated and put a hoof to his chest, his ears falling flat against his head. “...You love them with everything you’ve got… and just hope that you’re setting a good example. That you’re everything your brother or sister needs you to be…”

“She seems to be perfectly happy with just having you around though,” Fluttershy noted, some of the intensity draining from her expression. “And from what I can see, you’ve earned her respect and admiration. You’re a really good big brother.”

“I’m also a really bad little brother.”

Fluttershy perked up and tilted her head in confusion at that remark. She shifted to better look at Squall’s eyes and inhaled softly when she saw the guilt burning in them. “Huh? I thought all of your siblings were sisters, and that you were older than all of them,” she finally managed to say, shifting to be upright again.

Squall winced as if struck, then shrugged. “W-well, he wasn’t my brother by blood. We aren’t related or anything, but…” he sagged heavily. “...yeah. We hung out a lot growing up… He was always kind of hard on me, trying to get me to stand up for myself, to grow a backbone and thicker skin. He pushed me around, talked down to me, even beat me up a couple of times...”

Fluttershy’s hooves shot up to cover her muzzle. “Oh, I’m so sorry,” she said solemnly, reaching out. “That sounds awful-”

“But just as often as he beat me up, hurled an insult at my face or pushed me to the ground… he stood up for me. He’d protect me whenever somepony else picked on me, he taught me how to fight, how to defend myself… he helped make me who I am...” Squall continued before sighing gently and looking over at Fluttershy. “It was his way of showing that he cared about me… I guess he knew he couldn’t protect me forever…” his eyes lowered, and Fluttershy swore she could see tears welling up in them. “…and how did I repay him for everything he did for me? ...I left him behind, and now he has to suffer the consequences.” he looked back towards the city, his eyes betraying a kaleidoscope of emotions waging a war in his heart. “So… you understand how I feel, right?”

“Um… sort of,” Fluttershy replied meekly, her own hooves fidgeting over her chest and her eyes trained on the tip of her tail gently bobbing around beneath her.

“I just… I’m worried that I’m not what she needs me to be,” Squall continued, looking back at her with pleading eyes. “She’s my little sister, and I want to make sure I do good by her… but…” he brought his hooves in front of his face and scowled bitterly at them in disgust. “Considering the fact that I ran away from somepony that I looked up to like a big brother… even if I really disliked him sometimes… I dunno...” he slumped and looked down at the ground far below them. “...Is that the kind of pony my sister needs right now?”

Fluttershy bit her lip for a moment before her eyes lit up. Her smile returned in full and she gave an encouraging nod. “Well, I know that you’re out here, diligently standing guard to make sure nothing bad can slip into the empire to hurt her or your friends. You, all on your own, bravely swooped in and safely carried her out of Canterlot while the Changelings were invading,” her smiled widened and she drifted a little closer. “I think you’re everything she needs you to be; strong, brave, and you will do anything to protect your family. I don’t think there is anything more a little sister could ask for in their big brother.”

Squall looked at Fluttershy with wide eyes. He gaped at her, mouthing like a fish as he struggled to find his words for several moments. Eventually, he sighed and nodded. “I mean… I see your point, but…”

“But nothing,” Fluttershy cut in, putting a hoof to his chin just as he tried to drop his gaze again. She tilted his head so they were eye-to-eye. “You are a wonderful brother, and Wind Whisper is lucky to have you…” she then retracted her hoof and winked at him. “Plus, you can always come back and stand guard later. You’ve been at this for hours… you should rest your wings.”

Squall looked at her disbelievingly for several moments. A small sound escaped his throat, like a cough. He made the sound again, before bursting into a fit of laughter, clutching at his gut. Fluttershy, a bit taken aback by his outburst, drifted back a couple feet, but soon enough his laughter began to die away. He slowly managed to right himself in the air and wiped a hoof over his eyes to remove some tears that had spilled out from his uproarious laughter, and smiled at her. “Fluttershy… you might not seem like it, but you make a darned good motivational speaker when you want to be!” he complimented her before shifting and started to fly at a leisurely pace for the Empire. “Come on, let’s go. You’re right; my wings could use a rest.”

Fluttershy let a small, delighted squeak slip past her lungs, then turned and began to lead Squall deeper into the city towards the library. While they went, Squall cast one last furtive glance at the snow-blasted wasteland in the distance.

The frozen wind and snowflakes lashed against Pharynx’s chitin like a relentless onslaught of chilling daggers, drawing a pained hiss out of him. He squinted to see through the blizzard that had sprung up out of nowhere, but his eyes were just met with various shades of white and, in a few rare spots where stone jutted up out of the snow, black. A shiver worked its way through him, and he swore bitterly under his breath. “Dang it, Thorax… why did you have to go into a blasted arctic wasteland?!” he growled before pushing on.

He had been following Thorax’s trail for almost a week, now. It had taken him about a day after Chrysalis sent him off to figure out that his little brother had fled with Princess Rainbow Dash and her assortment of friends, first to the Castle of the Two Sisters in the depths of the Everfree Forest, and then north into this snow smothered landscape. He had followed their trail the whole way and had been sure he was catching up. However, as soon as the grass gave way to snow, the trail was lost among the never-ending blizzards, and Pharynx was slowly coming to grips with the fact that he was hopelessly lost. Another shiver rattled his body and he felt a sharp throb worm it’s way slowly through his head. Growling, he shook himself a bit more in an effort to raise his body temperature before looking around for some shelter.

He was able to find a suitable location after a time. It came in the form of a small cliff-side that formed a rocky overhang, with the winds harmlessly rushing by. He secluded himself underneath the stones and curled up as tightly as he could, trying to keep warm. A quick flick of his magic saw his physical form disintegrated in a swirl of green fire. When the flames faded, he had changed his form to that of a thick-furred yak. Already, he could feel his body temperature rising, and he couldn’t help but sigh in relief. Sadly, he knew he couldn’t maintain this form for long. He only had so much energy to work with, and without a proper source of love to keep him fed, he had to use it sparingly.

After several minutes, he dropped his disguise, returning to his normal self. He regretted the decision, his chitin quivering and his instincts yearning for that heavenly warmth to shield him from this cold. He ignored the urge to don the yak form again, however. Starting to shake again, his purple eyes glared out at the frozen north, narrowing with disgust and anger. He was getting nowhere fast in his search for Thorax, and he was starting to question which was worse; perishing to the snow, or to the ferocity of his queen.


He thought of his brother, and of their last meeting. He remembered the resolve Thorax had shown, the commitment to his suicidal mission to protect some meaningless filly out of a sense of guilt. He could remember feeling a flicker of pride in his chest as he looked upon his little brother, who once was a cowardly nymph that shied away from even the threat of raised voices, standing his ground and refusing to budge, even in the face of certain failure.

Pharynx humphed dismissively, narrowing his eyes at the snow. His pride in Thorax was not important anymore. Queen Chrysalis’ orders had been perfectly clear…

Chrysalis eyed Pharynx critically for several moments, then turned her back on him. “Now, I have a special mission for you.”

“Mission, your majesty?” Pharynx asked and hesitantly lifted his head so he could look at Chrysalis. She casually glanced back over her shoulder at him and flashed him a sadistic smirk.

“Yes. I want you to hunt down and find your runaway little brother of yours, and bring him before me to answer for his betrayal.”

“But, my queen,” Pharynx licked his lips, his mouth suddenly going dry. “I… I don’t know where to look, or even where to start. I’m not an infiltrator or scout. I’m-” Pharynx’s words hitched in his throat when green fire erupted along Chrysalis’ horn, and she turned on him with fury in her eyes.

“YOU ARE MY DRONE!” she roared furiously, encasing Pharynx in her magic and forcefully hauling him to float before her in the air, his front legs pinned to his sides. She snarled angrily into his face, her lips curled back to reveal her teeth. “And I thought you just said you would do anything for me! So unless you were lying to me, then I expect you to start somewhere! I couldn’t care less what your position in the hive is, you are a drone, and you will serve your queen without question, so if I tell you to do something, YOU DO IT! Do you understand?!”

“Y-yes!” Pharynx gasped in terror, nodded quickly. He instinctively squirmed in her grip as adrenaline began pumping through his veins and his heart hammered against his ribs like a blacksmith working on his newest masterpiece. “My sincerest apologies, my queen! I spoke out of line!”

“You are doing a lot of apologizing today! How about I give you a reason to be sorry?”

He clutched a hoof to his chest and screwed his eyes shut, shaking horribly as the memory of that indescribable agony resurfaced in his mind. That horrible pain... pain caused by having the energy sucked right out of him and consumed by Chrysalis... It was the worst thing he had ever felt in his entire life, and it was the worst fear he had ever felt as well. He would do anything to avoid suffering such pain again.


All he had to do was catch Thorax… his little brother, a traitor that he had willingly allowed to escape. Catch the traitor, and bring him back to Chrysalis for punishment.

Of course, to do that, he had to brave the snows...

“This is all your fault…” Pharynx seethed under his breath. “Thorax… you idiot. You stupid, foolish child!” his voice began to rise and shake along with his temper. He rose to his hooves, turned and slammed one of them into the stone surface of the cliff-face. Pain danced up and down his leg, but he was too blinded by his rapidly building rage to notice or rightly care. “You should have come back with me! You should have given up on this stupid crusade of yours! You’d have been punished, but I could have made sure you lived! Now we’re both trapped out here in this stupid BLIZZARD!”

He slammed his hoof into the rock harder and harder, over and over, his voice rising with each strike. “We’re trapped in this blizzard, and if I can’t find you, we’re both going to DIE, do you understand?! YOU! KILLED! US!” his hoof struck the stone one more time, creating a spider-web crack in the surface for several inches in all directions. At the top of the cliff, some snow was shaken free from the force of the impact, plopping to the ground not far away. Pharynx stopped then, panting and shaking uncontrollably while struggling to calm himself down. Finally, he pulled his hoof back from the wall and stared at it.

There were fresh cracks all along the surface, and as his anger slowly bled out of him, he could feel pain starting to flare up all over his leg and shoulder. Groaning in discomfort and cursing his own stupidity, Pharynx settled down onto the ground again and curled up. A heavy sigh escaped him, and he closed his eyes to try and get some rest.

Time passed him by for a while, the blizzard never letting up. The cold continued to bite into his chitin. The wind never stopped howling in his ears. If he listened carefully, he thought he could hear an animal howling in the distance. He shivered and curled up tighter, clutching his wounded hoof close to his chest. The air was getting colder if that was even possible, and Pharynx felt his heart rate accelerate. His wings began to erratically twitch and buzz on his back in irritation and unrest, and he could feel his spine and neck tingling. Something was out there...

No longer able to keep his eyes shut, he snapped them open.

They widened to the size of dinner plates at what he beheld.

A colossal, towering mass of smoke and darkness was visible in the distance, working it’s way farther north. Shadowy tendrils licked away at the snow, and two glowing green eyes with crimson pupils could be seen glaring ominously from the top of the mass. Pharynx huddled deeper down, the blood draining from his face. “What in the world is that?!” He thought to himself, sweat forming on the back of his neck and fear swelling in his chest.

The shadow stopped, and those horrifying eyes suddenly turned to look directly at him. Pharynx went completely still, a whole new chill working its way into his veins along with a shaking unrelated to the freezing cold. He watched the amorphous mass of darkness as it eyed him, praying to whatever would hear him that it would pass him by. He knew that this was not something he could defeat, especially not as was now. For a time, the two locked gazes, waiting for the other to do something.

Somewhere in the back of his mind, Pharynx could hear a voice quietly laugh in amusement. The mass of darkness turned it’s eldritch eyes away from him before pressing on, soon disappearing amidst the swirling snowstorm. A harrowing howl reverberated across the frozen north, and then everything fell silent, save for the roaring of the wind.

Pharynx released a breath he hadn’t realized he had been holding in a sharp gasp, relief washing over him like a tidal wave. He took a few seconds to compose himself, then stared out into the snow, his anger and hatred having been replaced with a wholly different emotion.


“Brother… for your sake…” he muttered with that newfound fear swelling in his heart. “I hope that I find you before that thing does…"


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Make her pay.

Rainbow Dash grimaced angrily when those words echoed in her head again as she glanced to her right at Starlight. The other mare was doing her absolute best to look extremely busy with the blank piece of paper she was holding in front of her face with her magic. She noticed Rainbow looking at her, gave a fake smile, then dug her nose deeper into the parchment in an effort to hide from Rainbow’s undoubtedly bitter expression. She watched Starlight for a moment with a skeptical scowl, then shook her head and deflated before returning her attention to the shelf.

This basic pattern had been going on for the last ten minutes. Ever since Fluttershy had left to get Thorax and the rest of the group began searching the library, Starlight would take every single possible opportunity to try and hide or slip away, usually by making herself look busy with her nose in a book or scroll. She wasn’t exactly good at being inconspicuous, however, Rainbow or Twilight would always notice her evasive behavior and call her to get back to it. She would sigh, nod, return to work, and then the whole process would repeat.

It didn’t take a genius to tell that Starlight was hoping they wouldn’t notice so she could slip away to another part of the library and get away from Rainbow Dash. The awkwardness and tension in the air were not at all helped by the fact that Twilight and Spike were very conspicuously absent from the two, leaving Rainbow alone with Starlight. It didn’t take a genius to figure out what they were doing, either, and Rainbow found herself both glad that they weren’t letting her delay what she had to do, and very angry because she had to do this in the first place. She glanced at Starlight again as the mare returned the blank parchment to its shelf with her ears folded back.

Rainbow perked up a little. “Oh, uh,” she suddenly spoke up, pointing at the parchment with a hoof. “We’re looking for stuff just like that. Blank parchment.”

“Oh, yeah right,” Starlight smiled sheepishly and gave a short, shaky laugh before levitating the parchment off of the shelf. She hovered it in front of her eyes for a moment before rolling it into a scroll and balancing it on her back. “Huh… maybe we should have brought our saddlebags…” she mumbled before looking around for Twilight and Spike. Her thoughtful expression morphed into one of confusion and discomfort when she realized that they were nowhere to be found. “Uh… where did they go?”

Rainbow groaned deep in her throat with frustration and looked up at the ceiling. She fell to her haunches and loosely flailed her forelegs at the roof in exasperation. “You mean you didn’t notice them very casually sneaking off? Really?” she dropped her forelegs and stared flatly at Starlight. “Yeah, they went and left us alone together. Real classic, Twi…”

Starlight’s eyes widened somewhat at that, and a small spark of fear danced in her eyes. “What?! Why would they leave us alone together? That’s a stupid idea!” She exclaimed, sounding appalled. Her eyes shot wide open and scrambled back a few paces when she saw the disapproving glare that Rainbow was shooting at her. The scroll of parchment slipped off of her back and struck the floor, sounding far louder than it had any right to be. The two eyed each other for several moments before Starlight decided she was brave enough to speak again. “Uh, I didn’t mean that Twilight’s stupid or anything. She’s not, really. I just meant that… um…” she swallowed heavily and backed up another step.

“Look, just stop talking for a second, would you?” Rainbow snapped, and Starlight compiled without hesitation. Rainbow closed her eyes and took in a deep breath through her nose. After a moment of holding it in, she let it out through her mouth in a long, heavy exhale. The burning in her head that had swelled up with Starlight’s unintentional insult began to fade away into the background. She opened her eyes to look at Starlight again. “As for why they left us alone… It’s because, like Pinkie said, I need to talk to you… They’re making sure I don’t procrastinate.”

Starlight blinked and looked at Rainbow skeptically. She shifted back a little more, just in case. “Okay… what do you need to talk to me about?” she asked, her tone of voice indicating just how little she was believing what Rainbow said.

The pegasus turned to her left so she could again look at the bookshelf, trying to think of how to breach the subject. She found the words, eventually, and began talking. “I want to know more about you. I need to know you for who you are…” she finally managed before glancing solemnly in Starlight’s direction. “And not what I was afraid you were going to be.”

Starlight raised an eyebrow, slowly inching forward while her ears began to lift back up. “What you were afraid I was going to be? You mean how you thought I was… the same Starlight that traveled in time and-”

Rainbow lifted a hoof to signal Starlight to stop talking, and she did. Rainbow gave a small shrug and let her hoof drop back to the floor. “When the girls and I went to Manehattan to find you, I already had an idea in my head about who you were… I thought you were some kind of psychologically disturbed powerhouse with a grudge against my friends and I for some reason. I was worried that you might try to go back in time all over again…” she looked down at the floor and awkwardly brushed a hoof over the smooth surface. “I know that I was wrong about that, now, and I am sorry for attacking you on the train… but I don’t really know you. All I know right now is that you have the same face and voice as the mare who went back in time, changed history, and… killed my parents. And every time I look at you…”

She looked at Starlight with a distant look in her eyes, making the intensity in the unicorn’s eyes fade a little more when she saw just how confused Rainbow looked. But there was far more than just confusion. She was scared, too. “...That’s all I can see. And every single time I see that mare, I just want to…” she screwed her eyes shut and sucked in a breath as the burning in her scalp flared up again at the thought.

Make her pay! The compulsion shouted, a small headache starting to build in her skull.

“Shut. UP!” She was quick to snap back before dismissing the repeating words and taking another deep breath to calm herself. When she opened her eyes, she could see that Starlight had retreated again, looking about ready to turn and run the other direction.

Rainbow let out another heavy sigh and looked at the shelf next to her, unable to meet Starlight’s gaze. She absently lifted a hoof to nudge one book that stood all on its own over the surface of the shelf. “...Every time I see you, I want to… hurt you… I want to make you pay…”

“Every time?” Starlight asked, her other eyebrow shooting up to join its twin. She watched as Rainbow nodded, then brought a hoof up to her chin. “Every time… That doesn’t sound right. There’s no way that should be happening.”

Rainbow’s hoof twitched slightly, and the book she had been prodding toppled over to thud loudly against the shelf. She turned to look at Starlight with a raised eyebrow of her own. “Huh?” Was all she could think to ask.

“Look, I can totally understand it if you have some… ah, lingering feelings of doubt or bitterness over what happened to your wing,” Starlight winced and looked away as she said that, her ears falling a little bit. Despite the visible display of guilt, she kept going. “But if you know that I’m innocent, you shouldn’t be feeling so angry towards me all the time,” she looked at Rainbow Dash again, and a little hint of venom slipped into her tone. “Not unless you just have a very poor grasp of reality.”

Rainbow frowned angrily at that remark before shaking her head. “I’m just gonna pretend you didn’t call me an idiot there and say yeah, you’re right, I shouldn’t be so angry and hostile towards you, but I am. I’m hoping that getting to know you better can help with that.”

Starlight’s frown also deepened, though not with anger. She brought a hoof up to her chin and let her eyes wander as she thought. “...Tell me, Rainbow. Does your anger towards me feel… normal for you?”

“Uh…” Rainbow blinked and took a step back. “What do you mean?”

Starlight’s eyes shifted around a little as she tried to think of a good example. When one came to her, she looked deeply into Rainbow’s eyes. “Okay, think about Queen Chrysalis for a second. She invaded Canterlot so she could turn it’s population, your subjects, into food to be farmed. She then went and imprisoned your adoptive mother and aunt, probably after fighting them, which means she had to hurt them. Then, to top it all off, when you and Twilight tried to rescue the other Princesses, Chrysalis tried to destroy you two outright. If Twilight hadn’t been as fast as she was to teleport us out, all three of us would have been reduced to ashes. All of that has got to be really upsetting to you, right?”

Rainbow nodded, her brow furrowing as she thought over what Starlight was saying. “Yeah, of course, it's upsetting. I’m angry at Chrysalis and scared for my family. What are you getting at?”

Starlight took a couple steps forward, her posture starting to radiate with a bit more confidence. “What I’m getting at is this; Every single time you talk about Chrysalis and what she’s done, you don’t talk about hurting her or making her pay. You never look as angry when you mention her as you do when you even glance in my direction. You talk about trying to rescue your family and saving Equestria, and you’ve seen her atrocities first hoof. But with me,” Starlight put a hoof on her chest. “You want to hurt me every single time you lay eyes on me, you said. You want to make me pay for a crime committed by a different mare who doesn’t even exist anymore. Don’t you see? That’s not a rational feeling, and it’s inconsistent with everything else I’ve seen in you, everything I know about you.”

Rainbow blinked, her eyes going a little wide. “So… are you saying that…” she breathed out, slowly rising to stand at her full height as the realization began to set in.

Starlight pointed at Rainbow with her expression lighting up with a hint of hope. “I’m saying that, somehow, you might have had your hatred for me implanted into your mind from an outside source. Like, somepony put a spell on you and it’s forcing you to feel this way towards me! It’s not how you would naturally feel, not at all. And if that’s the case, if it was a spell or something similar, then that means I might be able to find it and get rid of it. I’d just need to get a good look and-”

“No.” Rainbow suddenly interrupted her, her eyes narrowing and her pupils dilating.

Starlight blinked and set her hoof down, the hope in her eyes dying away to be replaced with surprise and confusion. She shifted back slightly, looking timid. “But… what do you mean no?”

“I mean ‘no’. You’re not touching me with magic,” Rainbow said firmly, stomping a hoof on the ground for emphasis. “Especially not because you had a little bit of a hunch. Absolutely not!”

“I…” Starlight began, then went silent when Rainbow’s glare grew in intensity. She quickly clammed up and looked down, taking a few steps back with her ears laying flat against her head. “I’m sorry… I forgot… you don’t react well to magic, do you?” she asked weakly, all of the energy from a moment ago having been replaced with melancholy resignation.

Rainbow shook her head slowly. “No. I don’t. It takes me back to the day I lost my parents…” she admitted before looking down and closing her eyes. “...Mom said it’s similar to PTSD. She tried to help me work through it for a while when she first adopted me, but we never got anywhere with making it better. So just…” she looked up at Starlight again, an apology in her eyes. “Just don’t, okay? I appreciate the offer, but my answer is no.”

Starlight nodded slowly and said no more. Rainbow watched her for several seconds before releasing a heavy sigh. She pointed vaguely at the parchment that was still rolled up on the floor. “We’re wasting our time. Let’s take that parchment to Twilight, okay?”

Starlight nodded. Without a word, and with the scroll of parchment floating in the air behind them, the two mares trotted out of that row of shelves to look for Twilight and Spike somewhere in the many aisles of the Crystal Library.


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It didn't take Rainbow and Starlight very long to find Twilight and Spike a little deeper into the library. The two of them had both managed to find several sheets of blank parchment as well, making for a total of eight sheets. Enough to reach out to four cities, each with a copy of the Dragonfire spell. With these number figured out, Rainbow insisted that they get to work as soon as possible.

While they searched for writing tools, however, Twilight started giving the two of them skeptical glances rather frequently. Every time her eyes met Rainbow’s, the pegasus looked away as if in shame, usually moving to put some more distance between herself at Twilight. After a short few minutes of searching, though, they managed to find some very antique writing quills and inkwells, still full of ink and ready for use in a soundproof study room in a secluded part of the library.

They took these supplies to a nice spot on the second floor, overlooking where the rest of their friends were still looking for history books. Rainbow sat down in a chair next to a short round table, letting out a relieved sigh while Twilight and Spike set down the ink, quills and parchment. Starlight, who had tailed behind them a bit, looked on from a short distance before clearing her throat. “Ahem, ah, I think my job is done here. I’m going to go help the others down there, okay?” she said simply, gesturing over the rail.

“Okay. Let us know if you find anything,” Twilight answered simply with a friendly smile. Starlight hadn’t even waited for a response, starting for the downward stairs at a brisk canter, leaving Twilight, Spike and Rainbow Dash alone. Twilight’s eyes narrowed very slightly and she turned to look over her shoulder at the pegasus in question. “So… how did your talk go?” she asked leadingly, turning fully to face Rainbow.

She gave a dismissive grunt while unrolling one of the sheets of parchment. “It went badly,” she stated simply without tearing her eyes from the page.

Spike glanced at Twilight, then back to Rainbow before speaking up. “Uh, how badly are we talking, here?” he pressed, coming up to Rainbow side and sitting down on the edge of the table. He looked at her with worry and curiosity, noticing how tense she looked.

“Can this conversation wait?” Rainbow asked sharply, picking up the quill and shooting Spike a hard look. “We’ve got more important things to worry about then the drama between me and Starlight.”

“Maybe, but it’s still a big deal,” Twilight countered with a disapproving grimace. “Just give us the highlights. We can go more in depth later, okay?”

Rainbow snorted, sighed and relented. She put the quill down and flopped back into the chair. “Ugh! Okay, fine. In short, I tried to ask about her past or something, she asked me why I wanted to know, I told her about the problems I told you about at the palace, and then she…” she paused for a moment, her brow furrowing. With an exasperated groan, she leaned forward and let her face fall into her hooves, propping them up by her elbows on the table. She didn’t speak again. Twilight and Spike shared an uneasy glance before Spike gestured for her to say something.

Twilight nodded and began to inch forward. “Rainbow?” her voice breached the newfound silence, making Rainbow’s ears twitch. She felt Twilight’s hoof on her back, and her voice came again, gentle this time. “What’s wrong? What happened?”

Rainbow lifted her face and looked into Twilight’s eyes, which were very close to her own. She then lowered her gaze and leaned closer to the other mare. Taking the hint, Twilight wrapped both of her forelegs around Rainbow, giving her a gentle squeeze. Taking comfort in the contact, Rainbow managed to find her words. “...She came up with a theory about that, and… I’m worried that she might be right.”

“Theory?” Spike asked, quietly nudging the writing supplies to one side before walking closer on top of the table, his clawed feet clicking against the hard surface. “What kind of theory?”

“She thinks that my anger towards her is caused by a spell of some kind,” Rainbow managed to say, closing her eyes and thinking back. “And thinking about it, it just makes so much sense…”

“A spell that compels you to act hostile and aggressive towards Starlight…?” Twilight asked thoughtfully, leaning back a little bit and tilting her head. “But… who could have-”

“Discord,” Rainbow interrupted her simply, looking down and over at Spike. She noticed how the two of them were giving her questioning looks, so she elaborated. “He’s the only one it could have been. I mean… when he took my personality and flipped it on its head… one of the only things I can remember from that whole time was... just the most incredible anger I’ve ever felt. Anger towards Starlight. But, also…” Rainbow leaned closer to Twilight again, prompting the other mare to hold her tighter. Rainbow shuddered and closed her eyes. “...Even worse was how scared I felt. I was afraid of what she might do if I didn’t find her. All of these feelings started when he confronted me in the Canterlot labyrinth. If Starlight’s right, then… he left something in me, even after you used the memory spell to put me back to normal.”

“That would explain a lot,” Twilight mused, gently patting Rainbow on the shoulder and slipping back a bit. “Between how you went from confident and self-assured to terrified of Starlight basically overnight, how severely you reacted to just seeing her in Manehattan for the first time, how you were quick to discard Applejack, Rarity and I’s opinions on Starlight as soon as something came along that cast a tiny amount of doubt on our analysis...” she listed off, her ears drooping with each item she went over.

“And what happened on the train…” Rainbow muttered, nodding along and closing her eyes. She felt her blood run cold as she remembered that entire incident, and the consequences of her actions. She felt her eyes moistening up when she recalled the bruise she had put on Twilight’s face…

“Rainbow, it’s okay, that’s in the past,” Twilight offered gently, tightening her hold on Rainbow significantly and nuzzling her on top of the head. “It’s in the past and we already forgave you for it.”

“I know…” Rainbow managed to reply before opening her eyes. She sniffled weakly and wiped a foreleg over them to clear away a few tears that were threatening to form. “But if I really am under a spell, then how long until I can’t resist the urges anymore? How long before I lose control and lash out at her again? How long before I repeat my mistake? And what if we can’t fix it next time?!” With her voice rising in volume, she shifted back slightly to be eye-to-eye with Twilight, revealing the desperation that had creeped into her face.

“We won’t let it come to that,” Spike assured with a toothy smile, putting a claw on Rainbow’s shoulder. “And neither will our friends downstairs.”

Rainbow managed a weak chuckle at that. “Heh, I know… thanks, Spike. But, if I’m being perfectly honest,” she looked at Twilight with a shimmer of despair. “I don’t know if there’s anything you can do about it.”

Twilight’s brow furrowed slightly. She looked away for a moment, catching her lip in her teeth before tentatively speaking her thoughts. “Well… what if we tried a counter spell?”

Rainbow’s ears instantly folded flat against her head in response. “Yeah, Starlight already offered to do that, and… I said no.”

“...What if I made that offer?” Twilight ventured carefully, drawing an alarmed glance from Spike and a curious one of Rainbow. She opted to keep speaking. “Rainbow, if this aggression of yours comes from a spell, we need to get rid of it.”

“I know, I know, but…” Rainbow very gently nudged Twilight back, breaking the embrace so she could lean fully back in the chair and sigh heavily. “You know how badly I react to magic... “

“I do…” Twilight gave a grim nod, her own ears folding back. “But the way I see it, we can either try to undo the spell, and set off your flashbacks… or leave it alone, and watch you go through a similar experience to the one you went through on the train. And if we can’t stop your attack, then just like you said, if might be even worse next time,” she set her jaw and hardened her expression with resolve. “I don’t know about you, but I would do almost anything to keep you from going through all of that again. It was…” her eyes lost their intensity, and she looked down at the floor. “...It was hard for me, too, knowing that all of the pain you had to go through was partially my fault.”

Rainbow shifted in her seat, leveling a hard look at Twilight. “No, no it wasn’t, Twilight. It was all on me. I’m the one who made the mistake, I’m the one who attacked Starlight, and I am the one who doubted you,” she stated firmly, causing Twilight to look back up at her in surprise. “So don’t you dare take any of the blame for what was my mistake.”

“Does it really matter whose fault it was?” Spike asked sharply while stepping around to put himself between the two. “I mean, it’s all in the past now, and we have a way to make sure it doesn’t happen again, right?”

Twilight shifted slightly, looking a little taken aback by Spike’s input. Rainbow stared into the back of his head for a moment before sighing heavily and leaning back even more into the chair. “You’re right, Spike… it doesn’t matter. And we do have a solution…” she muttered with resignation before looking into Twilight’s eyes. “Okay, Twilight… I trust you… once we’ve gotten back in touch with Equestria, we can see about getting rid of this spell?”

Twilight nodded reluctantly before stepping forward, making Spike sidestep a few paces. She wrapped her forelegs around Rainbow in another hug while nuzzling into her shoulder, a gesture that Rainbow dash was only all too happy to return. As the two of them sat their hugging each other, Twilight felt the shakes permeating Rainbow’s body. With a what she hopes was an assuring smile, Twilight leaned back and flashed lightly ruffled Rainbow’s mane with a hoof, earning a grunt from the pegasus. “Hey, you don’t need to be scared, Rainbow. You know that I would never do anything to hurt you, right?” Twilight asked in a quiet whisper.

Rainbow lightly nudged Twilight’s hoof out of her mane, causing it to fall and rest on her shoulder. “Yeah, I know,” she replied, managing to weakly return Twilight’s smile. “That’s why I’m letting you do this.”

Rainbow then pulled Twilight back into the hug. The two of them were content to just sit there and share the embrace for a little while with Spike awkwardly standing off to one side. He crossed his arms and began to tap his foot against the table impatiently, like he was waiting for something to happen.

Eventually, Twilight withdrew from the embrace to arrange the writing supplies. She didn’t get very far, and squeaked in surprise when Rainbow pulled her in one more time, even tighter this time. Still, Twilight didn’t fight it, and resumed returning the hug. She chuckled weakly after another few seconds. “You know, if we want to get in touch with Equestria, you kind of have to let me go first.”

“Twilight, just shut up for a minute and let me hug you,” was Rainbow’s only response, burying her face into Twilight’s shoulder and tightening the embrace. For her part, the bookish mare just gave her eyes another roll and let Rainbow have her hug.

“Oh, alright. It’s not like I can say ‘no’ to you, can I?”

“Heh. nah,” Rainbow said, her voice muffled by Twilight’s shoulder fur.

From the side, Spike rolled his eyes and let out a frustrated groan. “Oh for Celestia’s sake, would you two just kiss already!” he snapped, throwing his arms wide.

“SPIKE!” Twilight shrieked, quickly scrambling out of Rainbow’s embrace and blushing furiously. Rainbow, now blushing as well, lowered her hooves and shot a very irked glare in the baby dragon’s direction.

“What?” he asked innocently with a shrug. “I’m just saying what everypony else is thinking.”

“Spike,” Rainbow said slowly, lifting a hoof to rest on the table. “How about I loudly announce that you and Rarity should kiss when you’re mooching up to her?”

Spike started blushing furiously and clasped his claws behind his back while taking a few steps away from Rainbow Dash. A lopsided grin appeared on his face and a very weak, nervous laugh slipped out from between his teeth. “Oh, uh… point taken,” he shakily admitted.

“It better be. Now get off the table, we have writing to do,” Rainbow retorted while making a ‘shoo’ gesture with her hooves. Spike sagged a little and hopped off of the table, looking a little dejected. With an aggravated snort coming out of her nostrils, Rainbow turned to look at Twilight.

The mare in question had a hoof on her chest and was looking at everything but Rainbow Dash. She had her lower lip caught in her teeth and her eyes were shimmering with uncertainty. She noticed Rainbow looking a moment later and let out a small sigh. “I’m sorry about that, Rainbow. That was… a bad way for me to react to that.”

“Hey, don’t sweat it, Twi… I know you’re still trying to figure things out for yourself,” Rainbow replied softly before looking down at the paper and sighing. “...Let’s just get to work, eh?”

“R-right,” Twilight replied quietly before trotting up to Rainbow’s side. She pulled a sheet of parchment over with her magic, as well as one of the quills. She hovered the tip over the paper for a moment, her face scrunching up. “Okay, you write down your message, I’ll write a copy of the Dragonfire spell. That sound good?”

“Yeah,” Rainbow nodded while pulling a sheet of parchment and a quill towards her as well. “Let’s do it. We’ll want to contact Manehattan first. I’m sure AJ and Rarity will wanna know how their families are doing, plus it has the biggest population of any city in Equestria. It needs to take Priority. We’ll also want to contact Cloudsdale. We might need the weather factory.”

“Good idea.”

With that decided, the two set to work writing down what they needed to in silence. Only rarely would they hear their friends talking to each other, their voices drifting up from the lower floors. In this quiet environment, even with something as tedious as this, Rainbow was able to find some degree of comfort and relaxation.

Every time she looked to her left at Twilight, she found the source of that comfort.


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“Dreamy!” Wind Whisper squealed in elation upon seeing Squall trotting into the library with Fluttershy, the heavy doors swinging closed behind them. She had shot from Applejack’s side once she had heard the door opening, unsteadily hovering in the air and giving her wings a good workout to keep herself aloft. Now that she saw him, she launched herself from her elevated position to slam directly into her big brother’s chest, hugging him tight and knocking him onto his rump from the force. He yelped in surprise before gasping, the wind having been knocked out of him quite thoroughly.

Fluttershy giggled behind a hoof at the display before trotting a little closer. “You see?” she whispered quietly to him before nudging him in the shoulder and trotting down the stairs to meet back up with the others, sharing a quiet greeting with Applejack as she passed.

“Heh. I guess so,” Thorax muttered in reply before smiling down at Wind, who was still happily snuggling into him. “Wind, I’m glad to see you too, but I can’t breathe,” he managed to say in a strangled voice, causing her to let him go with a bashful smile.

“Oops. Sorry,” she apologized sweetly.

“It’s no problem,” he replied, thankful for the sweet air that came rushing into his lungs, before rising back to all fours and dusting off his flank with a few quick flicks of his tail. “Fluttershy said we’re trying to find a book or something. That right?”

“Uh huh!” Wind nodded before eagerly hopping up onto his back and resting her chin on top of his head between his ears. She pointed at the stairs. “The books are all down there! We’re looking for a history book.”

“Ah,” Thorax nodded simply before breaking into a canter for the stairs. He hesitated at the first step, though, and shifted a bit so he could look back at the little filly. “So, uh, how have things been while I was gone? Everything okay?”

“Mhmm,” Wind hummed with a small nod, leaning back a bit to give him a bit more room to look at her. “Princess Rainbow Dash put on a big and amazing show in the middle of town! She did a, uh… what did she call it? Sonic boom?”

“Ah, a sonic rainboom,” Thorax corrected, remembering that little detail with a thoughtful look. “Yeah. I saw the explosion and the lights. I was kinda worried that we were under attack for a second. But then I heard the applause and figured it was probably fine.”

“It was incredible!” Wind gave her tiny wings a few flaps and gave Thorax a beaming grin. “And it was pretty, too! Oh! And before that, Applejack, Fluttershy and I ate some berries. They were so good...” her eyes slowly rolled into the back of her head and she let her tongue hang out, quite pleased with just the memory.

Thorax was about to give a comment when the clip-clopping sound of hooves on the stairs drew his attention. “We were gatherin’ them, mostly,” Applejack called out in correction from about halfway up the stairs, flashing the duo a charmed smile. “Wind was the one who ate a lot. Heh, and Ah think she had enough. She was buzzin’ like Pinkie Pie for a little while.”

“That’s…” Thorax looked between the two for a few seconds with a raised eyebrow, trying to imagine the filly on his head acting like Pinkie Pie. The mental image was not just hard to fathom but was also distinctly disturbing. He banished the image and forced a smile. “...Worrying.”

“But they’re so gooooood,” Wind whined, pouting down at Applejack in disapproval, who nodded with a coy smile.

“Ah know that. But if ya have ‘em too much, they won’t be as special, eh?”

Wind’s pout grew, but she conceded the point with a very small nod while once again resting her chin on Thorax’s head. He gave a light-hearted laugh before looking down at Applejack with a more serious look on his face. “So, how’s the search going? Any luck?”

Applejack shook her head. “Nah, nothin’ yet. Ah reckon It’d be goin’ quicker if RD and Twi were helpin’ us,” she replied pensively before glancing up to the second floor. “But they’re gettin’ back in touch with Equestria. Just sent out their first letter a little bit ago. Ah saw the smoke.”

“Ah,” Thorax followed Applejack’s gaze for a moment before beginning his way down the stairs. “Well, now I’m here to help. Where have you guys managed to look?” he asked pointedly, Applejack falling into stride next to him as he went deeper towards the shelves.

“We’ve only covered the first layer,” She replied, narrowing her eyes at all of the shelves. “Without knowin’ how these things are organized, we’re goin’ in blind, and there’s a LOT of books in here.”

“No kidding… alright, I could try looking around at the other parts of the library. Maybe I can find some clue about how all of this is supposed to be organized,” Thorax suggested while absently gesturing up at one of the many bookshelves with a hoof.

“If ya think that’ll help, then be mah guest,” Applejack nodded before smiling at Wind Whisper, who smiled back and gave a tiny wave. Applejack playfully reached out a hoof and ruffled Wind’s mane, making the filly giggle. The look on Applejack’s face was one of reminiscence. “Heh. Ah’ll be frank, yer little sis is a right pleasure to be around.”

Wind reached out and grabbed Applejack’s hoof before it could fully retract before very lightly clamping her teeth down on it, smiling as she did so and making an adorable ‘nom’ sound. Applejack laughed before tugging her hoof away and nodding at the two of them. Thorax glanced at Wind, then chuckled. “Heh. I’m glad to hear it.”

“Alright, let’s hop back to work. That history book ain’t gonna find itself. We’re lookin’ for somethin’ about the empire, or how it might have protected itself from danger,” Applejack explained before cantering off to meet up with Pinkie Pie next to a partially searched shelf. Thorax nodded in confirmation, then hooked a sharp left into one of the many rows of shelves, his eyes scanning the names of the books.

“Help me keep an eye out, Wind, okay?” he asked quietly, and Wind replied with a short hum and tiny nod. For a good few minutes, they were content to slowly trot through the rows of shelves, scanning the countless books for something that matched the description Applejack gave.

After a good ten minutes, though, Thorax’s mind drifted from the task at hoof to the little filly riding on his shoulders. He thought back to what he had overheard her telling Applejack and Fluttershy earlier, and he felt his pace starting to slow. Wind didn’t seem to notice, her eyes intently focused on the books around them.

Well, now’s as good a chance as any to learn more about her, I guess…” Thorax thought before coming to a complete stop. Wind, curious, looked at him and lightly swatted a hoof against the side of his head.

“Hey, why’d you stop?” she asked inquisitively before setting her hoof down again.

“Wind, can I talk to you for a second?” Thorax asked with what he hoped was a fairly casual tone of voice. He shifted and sat down so that Wind could easily slide off of him, which she did. She trotted around to stand in front of him, looking perplexed.

“Uh-huh. What’s up?”

Thorax took a subtle deep breath to ease his nerves, rallied his thoughts, and began talking. “When she came to get me, Fluttershy mentioned that you told her about why you live with me and not our parents,” Thorax began gingerly, careful not to come off as scolding or harsh. “I just want to know what all you told her.”

“A-am I in trouble?” Wind asked nervously, looking down at the floor and shrinking a bit. Her ears fell flat against her head, and Thorax instantly felt a spark of regret burning in his chest for bringing it up.

“No, no of course not,” he reassured her gently before giving her mane a comforting pat. “We can trust these ponies, but I would like to know what you told them, okay? You’re not in trouble.”

Wind lightly scuffed the floor with a hoof, looking to have been at least somewhat soothed by his words. She looked up at him. “Um, I told her about how, when you left, I went with you. You know, by hiding in your wagon,” she started in an unsure tone of voice. Thorax gave her an encouraging nod and she kept going, gaining a bit of confidence as she went. “Well, uh, I told her why I wanted to stay with you, too and that you managed to convince mom and dad to let me stay. I mean…” she put on a smile. “Who would want to be away from you? You’re just the best big brother ever! You’re strong, brave, smart, and you’re always there for me when I’m feeling sad! You’re like my own personal guardian angel, or a knight in shiny armor or something. I always feel safe around you, you know?”

Thorax was barely able to maintain his smile as she spoke. “None of this praise belongs to me.” He thought bitterly, his eyes drifting down to look at his reflection in the smooth floor. He saw those two ice-blue eyes that weren’t his own looking back at him. Somewhere in his mind, the memory of the real Squall Dreamer struggling against him and succumbing to his cocoon was stirred.

In his mind, Thorax replaced the image of a gray bat pony with that of a black, chitinous Changeling. He felt a chill run down his spine before he snapped out of it and returned his eyes to Wind. She was tilting her head, looking puzzled by his lack of a response. He smiled down at her encouragingly after a moment. “Well, I dunno about all that,” he said with an exaggerated tone before reaching out and pulling Wind into a hug, one which she was all too happy to return. “But hey, I’ll take the compliments.”

Wind leaned back and playfully poked Thorax on the nose, making him recoil and scrunch up his muzzle. Wind giggled. “Boop.”

“You’re adorable, did I ever tell you that?” Thorax replied mirthfully. Out of curiosity, he refocused his eyes so he could see the pink haze of love energy that Wind would surely be letting off. He was almost floored and his jaw almost fell slack when he saw just how thick the love in the air was around her. Seeing such a thick cloud of pure and unfiltered love made his tongue flutter in his mouth and his stomach grumble. Wind didn’t seem to notice, instead nodding sharply.

“Yuh-huh! Plenty of times.”

Refocusing his eyes back to normal, Thorax looked back down at Wind again. “Well, it’s true,” he gladly assured her while ruffling her mane before letting her go and slowly adopting a slightly more severe expression. “Anyways, I know I said I trust these ponies, and I do, but in the future, I want you to come to me before you tell them about our past or family, okay? I don’t want to spill all of our secrets, you know?”

“You mean like mom’s super secret Lunaberry Juice recipe?” Wind asked with a sparkle of recognition in her eyes.

Thorax smirked. “Yeah, kinda. Just talk to me first next time, okay?”

Wind gave another nod and ‘mhmm!’ before looking at the books to her right. For a second, she just stood there, looking at the books. Thorax let his smile drop from his face and stood up, about ready to get a move on. However, he paused when he saw that the smile on Wing’s face was beginning to dwindle, and a more despondent look crossed her features. “Um… Squall?” she asked in a quiet, timid voice.

“Yeah?” Thorax asked quietly, protective instincts making him inch closer to her and put a hoof on her back. “Is something wrong, kiddo?”

She hesitated for a second. “Um…” When she looked up at him apprehensively, tears had started to form in her eyes, and her lip was beginning to tremble. “Do you think mom, dad, Sheen, Echo, and Luster are okay?”

Thorax’s smile immediately fell away and his ears folded flat against his skull. “Sheen, Echo, and Luster… her sisters.” he thought to himself before sighing heavily. “They’ll be okay, Wind. They’re tough…”

I hope,” he added mentally.

“What if they’re not?” Wind asked, her voice starting to break with emotion. She scooted closer to Thorax, who just watched and listened with his heart feeling like it was caving in from sympathy and, more importantly, guilt. “W-what if they got hurt by those changeling things? What if we never see them again?” Tears began to freely flow down her cheeks, and she turned to stand on her hind legs, propping herself up on Thorax’s chest. “What if I never get to tell them that I’m sorry for running away? Or that I l-love them, or… or...” she couldn’t say any more, burying her face in his chest and openly crying.

Thorax just sat there for a few moments, taken off-guard by how suddenly Wind’s demeanor had changed. He looked down at her, momentarily at a loss. “This is my fault,” he thought to himself, thinking back on Canterlot, the role he had played in the city’s invasion. Slowly, he sat back down onto his haunches and put his hooves on Wind’s shoulders.

“Wind,” he said gently, grabbing her attention. He unfurled both of his leathery wings and pulled her tightly against his chest, using the leathery appendages like a blanket, hiding the crying filly from the world. “It’s gonna be okay, Wind. I promise. It’s all gonna be okay.”

“B-b-but…” Wind stuttered, leaning back a little bit and looking into his eyes.

“No buts,” he told her in a quiet, firm voice, squeezing her tighter against his chest and tightening the veil his wings created. “Everything is going to be fine. We’re going to make sure of it…” he leaned down and nuzzled her atop the head before whispering: “I’m going to make sure of it. I’m going to stop the Changelings no matter what.”

“P-p-promise?” Wind barely croaked out, gazing deep into his piercing ice-blue eyes, which softly glowed in the shade provided by his wings. He nodded and gave her a small smile.

“I promise, Wind.”

She didn’t say anything else, instead opting to bury her face in his chest again and quietly sob away her tensions and fears. Thorax didn’t move or say anything else either, just sitting there, holding Wind Whisper, and letting her work through her feelings.

“I just hope this is a promise I can keep...” he thought to himself, giving the crying filly in his hooves and wings another reassuring squeeze.


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It had been perhaps half an hour since Thorax returned, and since then nopony had managed to find what they were looking for. Twilight, Rainbow, and Spike were still upstairs, deliberating on what the last city they should contact should be. Applejack had a stack of books as tall as she was that she was working through one at a time. She’d read the title on the front cover, and then nose it off of the stack when it turned out to have nothing to do with their search. Fluttershy and Rarity were working together to more carefully sift through the shelves. Pinkie Pie had bounced off deeper into the library about ten minutes ago, declaring that she ‘had a hunch.’ Thorax and Wind Whisper were also somewhere else among the shelves, while Starlight kept to the central intersection with Rarity and Fluttershy.

After getting down to the last book in her pile, Applejack cringed and looked up at everypony else. “Okay, not to be a downer, but is anypony else startin’ to think that this might be a lost cause?”

“I’d hardly say that,” Rarity countered with a roll of her eyes. “Honestly, Applejack, we’ve only been looking around for an hour and a half.”

“Ah know,” Applejack snorted before pulling another series of books off of the shelf and stacking them up. “Ah just think our time could be better spent. Ah, mean, Twilight and Starlight found the spell that sent the Empire away. Can’t they just use that same thing to find the power we need to fight off the changelin’s?”

“It’s not that simple,” Starlight cut in, trotting up to be closer to the conversation. Applejack raised an eyebrow at her in skepticism. “What we were looking for was an active spell, while I’m assuming the power of the Empire isn’t a spell, but a power source with some smaller spells woven into it. Finding the sealing spell over the Empire was only possible because it was huge and decayed from a thousand years of neglect. If we had tried the same search, I dunno, thirty years ago, we could have trotted right by and nopony would have even noticed.

“And even then, it takes an enormous spell for even a well-trained unicorn to sense it without a physically visible presence. It’s why I couldn’t, for example, track Rarity down wherever she went by just using a spell to look for the power source in her horn or look for any time she uses telekinesis.”

Rarity looked up from the tome presently floating in front of her eyes with a deadpan look. “That’s not creepy at all, darling.”

Starlight ignored her. “Look, put simply, finding the Empire was a special case. That same technique won’t work here,” she finished her explanation to Applejack. The farmer sighed and nosed another book off of her pile.

“Alright, ah understand.”

Rarity’s deadpan look gave way to an impressed smile. She put her book back on the shelf and moved towards Starlight. “You know, Starlight, I’m curious; how did you learn so much about magic? From what I’ve heard you were never formally trained.”

Starlight blinked and shuffled uneasily on her hooves. “Oh, uh, I was self-taught. When… Sunburst left Sire’s Hollow - my hometown - I thought that, maybe, I could follow him to magic school. I just had to prove that I had what it took to be enlisted. But there weren’t any prerequisite classes for magic at home, so I had to do my own research...” a small cringe appeared on her face. “But… well… focusing on that was easier said than done. I just couldn’t figure out why he didn’t stop to say goodbye or anything… I started feeling angry instead of sad or hopeful and lost focus. I started trying to justify why he left so suddenly, I started feeling bitter and-”

“Starlight,” Rarity cut her off in a firm, quiet voice, putting a hoof on her shoulder and looking her in the eyes. “I know it can be easy to ramble, especially about a passion, but…” she reached her hoof from Starlight’s shoulder to her cheek to brush away a tear that Starlight hadn’t even realized was there. “I can tell this is painful for you to talk about, so you can stop now. I know what I wanted to know.”

Starlight nodded unsteadily before wiping the back of her foreleg over her eyes. With that done, she gave a weak, broken smile. “R-right… sorry.”

“You have nothing to apologize for,” Rarity said simply before turning to glance at the shelf next to her. An uncomfortable grimace split across her face. “At any rate, though, we should probably-”

“HEY! EVERYPONY!” Pinkie Pie’s suddenly voice rang out from the complete other side of the library, cutting off Rarity’s sentiment and eliciting a wide range of responses from the other occupants. The pink spazz-ball of a mare herself came rocketing back into the intersection with a thick, leather-bound book clutched in one of her hooves, which she waved frantically around in the air. “I THINK I FOUND SOMETHING!”

Not far away, Fluttershy covered her ears and whimpered quietly in response to the sudden noise. “Um, Pinkie Pie? Could you maybe not talk quite so loud? Please?” she asked before closing her eyes and gently rubbing her ears in an effort to ease their pain.

“Oh, sorry!” Pinkie replied with an unfazed grin before waving the book around again. “But no, seriously, I found a book!”

Up on the second floor, Rainbow Dash stuck her head over the railing to shoot Pinkie an impatient scowl. “Pinkie, to paraphrase the flash we had earlier; there are plenty of those,” she said in a very sarcastic tone of voice.

“I know, but look!” Pinkie reiterated and then held her find high over her head so she could gesture to it with her other hoof. Doing this required that she very awkwardly stood up on her hind legs, swaying around like a drunk giraffe. “It’s called ‘history of the crystal empire!’ That’s what we’re looking for, right?”

“Wow. Concise,” Rarity commented under her breath, eyeing the book curiously.

Up above, Rainbow glanced over her shoulder at Spike, who was clutching the last of the letters in his claws with Twilight by his side. “Go ahead and send that,” she urged him before hopping over the rail and gliding down to the lower floor with her wings. Spike gave a salute, stood tall and breathed green flames over the scroll, sending it and the spell rolled up inside of it off to its destination. Twilight smiled at him approvingly, patted him on the head and then teleport down to stand maybe fifteen feet away from Pinkie Pie.

“Nice job, Pinkie! Let’s have a look,” She praised before calling the book out of Pinkie’s hooves with her magic. It came to a stop in front of her face, where she flipped it open to the table of contents and started reading. Rainbow touched down on her right, while Starlight, Rarity, and Fluttershy came from the left. Pinkie stayed where she was, and Applejack came to stand next to her.

“Okay, let’s see here…” Twilight muttered under her breath, lifting a hoof to the page as she went along the list of sections. After a few moments, she lowered her hoof and inhaled through her teeth in realization. “Ooh, yeah. Okay, there’s a lot to cover, here. I’ll need to skim each of the sections and see if I can find any leads. It’s probably going to take a while.”

Rainbow didn’t look pleased to hear this. “This is a thick book,” she pointed out, craning her neck down to look at it from the side. She cringed when she realized it was at least three inches thick. “How long will it take, exactly?”

“I don’t know,” Twilight replied with her posture deflating. She turned to the next page and wilted even more. “The writing here is more than a little out-of-date, and it’s in a style I’m not very familiar with, which could throw me off a little bit. At best… maybe twelve hours.”

“And at worst?” Starlight hesitantly asked, glancing past Twilight at Rainbow Dash, who was thankfully focusing solely on the book and the mare holding it.

“At worst…” Twilight sighed and closed the book with a heavy thump, some dust scattering from the pages. “A few days,” she said heavily, glancing over her shoulder at Starlight.

Rainbow grit her teeth in agitation upon hearing this. “A few days? We can’t afford to wait that long!” she growled while taking a step to the side and looking at Twilight more directly. “The changelings might find us before then! And what are we even supposed to do for a few days while we wait for you?”

Twilight turned to Rainbow regretfully, not quite able to meet her gaze. “I know this isn’t what you want to hear, Rainbow, but this is the best I can do right now… I’m sorry,” she apologized quietly, her ears lowering and her posture growing timid.

Rarity chose this moment to insert herself back into the conversation. “It’s better than nothing, Rainbow,” she was quick to point out, circling around towards Rainbow Dash. “And while she’s working on that, maybe we can keep scouring the library. It is possible that there are more history books then this one, or maybe something on the magic of the empire itself. If that fails, we can also ask around the Empire some more. Maybe the local's memories will come back with time.”

Her words did the trick, and the frustration in Rainbow’s eyes faded somewhat, though she still didn’t look particularly happy. “Okay… alright, you got a point on me there, Rares. Pinkie, where did you find this one?” she asked, pointing at the book in Twilight’s aura while looking towards Pinkie.

“Oh, I found it right over-” She began in a chipper voice, pivoting to point somewhere in the library. However, then went silent and rigid, her eyes widening a bit while her foreleg began to twitch back and forth at the knee. She glanced down at the limb, then back up to her friends with a puzzled look. “Huh. My knee’s pinchy,” she said matter of factly before sitting down and reaching her other hoof down to massage the knee joint.

“Uh… what?” Starlight raised an eyebrow while looking Pinkie Pie up and down. “Your knee is pinchy? What does that even mean?” she asked incredulously, gesturing vaguely at Pinkie.

“That something scary is about to happen,” was the all-too-casual response from the party planner, who smiled happily as she spoke. A second ticked by. That smile slowly faded away when she saw the unnerved and frightened looks on everypony’s faces, and it dawned on her that they really didn’t want something scary right now. For several tense seconds, a heavy silence blanketed the room. The air felt like it was getting cold.

Starlight was the only one not looking nervous. With her brow furrowed in confusion, she glanced at each of the ponies and one baby dragon. “Uh… what?” was all she could really think to say.

“Pinkie sense,” Twilight answered simply, looking up towards one of the windows anxiously, worrying that a Changeling might come rocketing through at any moment. Was the sky getting darker? No, no, of course not... “It’s a long story. Ask me later.”

The sound of galloping hooves on echoing throughout the library caught everypony’s attention. “Uh, guys?!” the voice of Thorax called in an uneasy voice from one of the rows of shelves as he came out at full speed, Wind Whisper curled up on his back and looking around fearfully. “Don’t the rest of you feel that?”

“Feel what?” Applejack asked, no small amount of trepidation in her voice.

“That…” he paused and put a hoof to his chin, coming to a stop a few paces away from the farmer. He pondered for a few seconds, trying to find the right words to describe it. “I don’t know how to describe it… It’s like the air’s getting hard to breathe.”

“I haven’t noticed anything like that…” Fluttershy whimpered, shrinking down and moving to press into Rainbow’s side for protection. The other pegasus reacted by draping a wing over her on instinct. “Is it bad?”

A muffled scream from outside cut Thorax off before he could open his mouth. All eyes turned to the doors of the library. Now that they were listening, more such screams could be heard from outside, and they were growing in number. Thunder boomed in the distance, and a low, harrowing howl rolled over them. Rainbow felt the hairs on the back of her neck stand on end, and her mouth began to go dry.

Thorax slowly looked back towards Fluttershy and shakily answered her question. “It’s usually pretty bad, yeah.”


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“Squall, I’m scared…” Wind Whisper squeaked out, curling up even more on Thorax’s back while tightly curling her hooves around the back of his neck. “Make it stop…”

Thorax looked back at her for a moment, then looked towards Rainbow Dash with a pleading look in his eyes. Rainbow could only look back at him, unable to form words. With her eyes slowly narrowing, she released Fluttershy from her wing and started for the doors of the library. While each one was hesitant, the rest of the group began to follow her. She pushed the doors open once she reached them. As soon as she did, she staggered back a step from a rush of biting cold air and the rumbling of thunder. She covered her face with a hoof until the rush died down, and looked out on the city.

A peach colored mare went scrambling past the library, whimpering in terror and rushing deeper into the city, casting fearful looks over her shoulder constantly. “What the…?” Rainbow muttered before looking in the same direction as the mare. As she did, lightning blasted across the sky. She almost immediately regretted her decision when she saw what was happening. Her blood ran cold in her veins and abject terror began to spring to life in her chest.

For at the edges of the Empire and moving towards the palace was a mind-numbingly colossal mass of shadowy smoke. Tendrils of pure darkness licked at the ground at its base, creating sparks of purple, red and green magical energy. Near the top of the dark form were two green eyes with blood-red pupils that looked out upon the city and its inhabitants with a ravenous hunger. It’s pupils narrowed into slits and glowing ominously, purple and green electricity crackling around them. In the air high above it, as it drew deeper into the city, the pristine blue sky that had been a constant for the last two days was being smothered by clouds colored like fire and smoke. Already the sun had been blotted out.

“W-w-what is that?!” Starlight asked, fear evident in her voice. Rainbow glanced over her shoulder and saw all of her friends looking on at the darkness with similar expressions of horror and fear. Starlight shifted back into the library a few steps, looking about ready to turn and run as far away as she could. Rainbow looked back towards the dark form and gulped heavily.

“I have no idea! But I get the feeling it’s not friendly,” she said shakily, her ears pinning back against her head and her body quivering.

Another mare went scurrying by, looking over her shoulder and screaming long and loud. “No! NO! Please, no! Not him! ANYTHING BUT HIM!” she cried out in a hoarse voice, tears in her eyes. In her hysteria, one of her hooves didn’t land quite right in it’s step, and she tripped forward, falling to the road beneath her hard. She slid along for several feet, curling into a ball and covering her head with her hooves, her panicked wails finally drawing somepony to act. Applejack was on the case almost instantly, jumping down the library’s steps to the road below before galloping to the mare’s side and offering her a hoof.

“It’s alright, Ah gotcha!” She said to the mare, who took the offered hoof gladly and got back to her hooves. She turned to keep running, barely sparing Applejack a thankful nod, but the farmer kept a hold on her before she could run off again. “Hey, wait a sec! what is that thing? Do you know?” she asked when the mare looked into her eyes in desperation, her breathe coming in rapid, hysterical gasps.

She looked momentarily baffled by Applejack’s question before yanking her hoof away and scurrying back several steps. “You don’t know?! How could you not know?! It’s him!

“Ah ain’t from around here,” Applejack pointed out before another gust of powerful wind rushed by at the same moment that more electricity blasted across the sky. The earth trembled from the volume of the thunder, making the mare cower down onto her belly, her eyes locking onto the sky.

”That’s King Sombra! The king of shadows, of monsters! He’s all of our worst fears come true! He’s come back for us! He’s come for his slaves!” she lowered her eyes from the sky to gaze dreadingly at the moving mass. If she wasn’t hyperventilating before, she was now. “Please, no… No, no! S-somepony has to do something!” she reached out and grabbed Applejack by the shoulders, shaking her violently. “I don’t want to be put in chains again! Please don’t let him put me in chains again! I’ll do anything! PLEASE!”

On the steps of the library, the mare’s words echoed in the ears of all those who heard it. Wind buried her face into Thorax’s mane, crying fearfully. “Squall, please, make it stop! I’m scared!” she weeped, shivering uncontrollably. Thorax looked back at her before lowering down to rest on his belly and nudging Wind off.

“Wind. Hey, Wind!” he said, but when she didn’t respond beyond crying harder and clinging tightly to his mane, his voice gained more force. “Wind, listen to me! Hey!” he finally pried her off of his mane and set her down in front of him. She looked up at him, struggling to contain her terrified cries. “I need you to go back inside and find somewhere to hide, okay? Best hiding place you can find. Do you understand?”

Wind Whisper shakily nodded, sniffling heavily. “W-w-what about you?” she questioned, reaching out to him. Another blast of thunder echoed all around them, and she shrieked in alarm before latching onto his chest as tight as she could, refusing to let go.

“I’m going to do my job,” he said before glancing at Rainbow Dash, who was still watching the darkness with a look of awe and horror. “I’m going to do whatever Princess Rainbow Dash tells me...” he then looked down at Wind one more time. “Now get inside! GO!”

Wind reluctantly released her hold on Thorax and then sprinted back into the library, sobbing as she went. Thorax watched her go, then turned to glare at Sombra while grinding his teeth.

“Sombra’s alive…?” Twilight choked out, finally finding her words as she watched the darkness spread. Another haunting howl sounded, echoing across the entire empire and shaking it to its core. The mare, who had been crying with her face pressed into the street, shouted and pulled herself against Applejack as if she were a lifeline.

“It looks that way…” Starlight muttered with despair, shrinking back somewhat.

“Help us! PLEASE!” The mare begged, her grip on Applejack tightening even more.

The mare in question looked back towards the others for a moment, trying to get a read on their condition. They all looked absolutely terrified by what they were seeing… But in the stances of Rainbow Dash, Twilight and Thorax, she could see defiance and resolve burning just as strong as that fear. Applejack returned her gaze to the mare and nodded. ‘We’ll do everything we can, Ah promise.”

The mare looked at King Sombra again, whimpered deep in her throat, then barreled past Applejack and the others, disappearing into the library to hide. As the mare passed, Rarity shot Applejack a questioning look. “Not to be rude, Applejack…” she then pointed a trembling hoof at Sombra. “BUT HOW IN THE HOOF ARE WE SUPPOSED TO STOP THAT?!

“We gotta try, don’t we?” Applejack retorted, cantering back up to the others. “We came to the Empire because we need the power here, right? So we can’t let Sombra have it!” she stated while stomping a hoof down for emphasis. “And Ah could never look at mahself in a mirror again if we just left these ponies to their fate! They’re terrified!”

Rainbow narrowed her eyes and turned to Twilight, Starlight and Thorax. “Twilight, Starlight, with me,” she then turned to Thorax, looking him hard in the eyes. “Squall, take everypony else inside and you keep them safe. You hear me?” she ordered simply, her undertone making it clear that mistakes were not an option here.

He recoiled slightly. “Wait, what? B-but, I want to help!”

“And you can do that by keeping my friends, and your sister, safe!” Rainbow countered sharply, stepping up to him and putting a hoof firmly on his chest. “I’m not arguing with you on this.”

“What?! Hold on just a darn minute!” Applejack demanded incredulously, cantering up to Rainbow Dash with a disbelieving snort and flabbergasted eyes. “Ya want us to stay behind?!”

Rainbow looked at Applejack severely, giving Thorax a light shove towards the library doors. “No offense, but without the Elements, most of us are sitting ducks against something like this. I am not letting you get hurt!” she snapped before looking around at all of the others. “Any of you! Now get inside! That’s an order!”

“Rainbow…” Fluttershy began, reaching out to her fillyhood friend timidly. Rainbow turned to face her, the intensity in her gaze not wavering for even a moment.

“Inside, Flutters,” she reiterated, nodding towards the doors. “You’ll be safe in there.”

Fluttershy slowly nodded before shooting forward and wrapping Rainbow in a tight hug, one which Rainbow greedily returned. “Just be careful, okay? And come back safe...” she whispered in a shaking voice. Rainbow gave her a firm, reassuring squeeze.

“I will…” She replied quietly before backing out of the hug and flaring out her wings. “Now go! All of you!”

While the rest of the group retreated back into the library, closing the doors behind them, Twilight trotted up to Rainbow with an unsure look on her face. “Rainbow what is your plan?”

Rainbow’s brow furrowed, her eyes lingering on the door for several moments. “Simple enough,” She turned back to the two unicorns as she spoke. Her eyes briefly rested on Starlight.

Make her pay.

Could you maybe shut up for five minutes?

Quickly dismissing the fire in her skull, she gestured to herself. “I’ll fly up to his head and try to get his attention. Once I’ve done that, I want you two to see if you can drive him back to the edges with magic. If we can manage to push him out, then…” Rainbow looked to Twilight, a flicker of uncertainty in her eyes. “Twilight, I know this was always more your brother’s thing, but if you and Starlight can drive him back, can you create a barrier to keep him out?”

Twilight’s eyes went as wide as dinner plates and her jaw fell open. She stuttered over her words for several moments before finding them. “Wh-what?! You want me to create a barrier over the entire empire?!” she shrieked, a hoof flying up to the side of her head with bewilderment. “I’ve never tried anything even close to that!”

Another blast of thunder echoed around them before the sky grew even darker. “Do we have a better plan?!” Starlight pressed, glancing back at Sombra as another bone-chilling howl rolled over the empire. Everywhere his shadowy form touched seemed to become tainted. Crystal went from smooth, pristine and bright to jagged, coarse and dark. The sky was slowly growing dimmer and dimmer, every shimmer of hope and light being snuffed out. A frigid wind was starting to pick up as well, drowning out the terrified screams in the city even as the temperature around them dropped with every second that ticked by.

Twilight bit her lip and folded her ears back against her head, racking her brain desperately. “I… I don’t!” she finally admitted in a shout to be heard over the roaring winds.

“Maybe Starlight can help you,” Rainbow suggested, glancing at Starlight sternly, a warning in her eyes. “Lend you power or something. Now let’s go!”

Twilight, still looking unsure of herself, nodded and stepped down from the stairs at a brisk pace, heading out into the middle of the street. Rainbow and Starlight lagged behind a little, with Starlight looking at the other mare hesitantly. “Are you sure about this?” she asked in a trembling voice.

Rainbow’s eyes left Twilight and rested on Starlight intensely. “Totally,” She replied in a low voice before drawing a little closer so she was right in Starlight’s face. “But let me be perfectly clear… if Twilight gets hurt out there, and I find out that you could have prevented it…” she narrowed her eyes and growled deep in her throat. “...Let’s just say taking Discord’s spell out of my head won’t be enough.”

Starlight visibly paled, then nodded. “U-understood…”

Without another word, Rainbow turned and lifted into the air with a flap of her wings. She locked her gaze on Sombra and bared her teeth. “Oh, no you don’t You are not about to take over the Empire again!” she thought. With that determination in her mind, she took off at a pace she knew the other two could keep up with for King Sombra.


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“Maybe this is a really stupid plan,” Rainbow found herself thinking as she got closer and closer to Sombra. In his current state, he was even more enormous than he had looked from a distance. She started to feel dizzy as she drew closer, like an ant next to a dragon. So vast was the difference between them that Sombra didn’t even acknowledge her once she crossed his path. His eyes were locked on the palace, the heart of the city. To him, she probably was no more than a puny pest to be ignored.

She ground her teeth together in anger at the thought. “Okay, big guy…” she snarled under her breath before launching herself directly at his eyes as fast as she could. The colorful trail she left in her wake was what finally drew his attention. A low growl echoed all around her, making the very air itself quiver. “I can feel that in my throat…” she thought to herself. Rainbow then put on an extra burst of speed, intending to plow her front hooves into one of his eyes. Those plans were dashed, however, when a crimson horn emerged from a short distance above his eyes, crackling with shadows and purple electricity. Rainbow course-corrected just in time to evade being struck by a beam of what she could only describe as dark magic.

She did a little twirl in the air in the hopes of provoking him into following her, shooting him a cocky grin as she did so. “Ya missed me, big guy!” she called over tauntingly before sticking her tongue out and launching herself higher into the air. She would have made some good distance, too, had her tail not been suddenly ensnared in a shadowy magical aura. She let out a startled yelp when he tugged her down, his magic expanding to encase her entire body.

He spoke, then. His words were deep and distorted, like what Rainbow imagined a ghost or a phantom to sound like. “You are not of my empire…” he rumbled, tightening his grip on Rainbow. “Who are you?”

Of course, Rainbow Dash didn’t hear him. She was busy screaming and thrashing in his grip, desperately trying to shake off the oncoming flashback. But, just like always, she was powerless to stop it. Sombra’s eyes gained a spark of curiosity, then, and he observed her for several moments.

“LET HER GO!” came the voice of Twilight from far below, making Sombra blink. He looked down, only for a lance of lavender magic to strike him on his horn. A small flash of light erupted from the point of impact, and he let off a pained shout which echoed all around him for miles. His hold on Rainbow was shaken, then released, allowing the gaping pegasus to enter into a freefall. It only took a second for reality to reassert itself in her mind, allowing Rainbow to regain her bearings and shift around, entering back into stable flight. She shot Twilight a thankful nod before rocketing high into the sky at blindingly fast speeds.

Sombra turned his furious glare down on Twilight, his horn crackling once more to life. His voice let off a deep, ominous snarl, and Twilight lost and all bravado she had gained from her momentary victory. Sombra’s red horn sparked dangerously, and he reared back, preparing to counter Twilight’s attack with his own. Twilight exclaimed in alarm before ducking to one side, barely evading the attack. When it hit where she had been, a dark pattern spread out from the center of the impact, looking almost like veins. The visual similarity made Twilight gulp, and a pit formed in her stomach.

Another blast came shooting down for her, and she was just able to form a bubble shield around herself to stop the blast from hitting her. The impact created cracks in her shield and kicked up dust for several feet around her. She gasped in discomfort, scrambling back and taking her barrier with her. Sombra’s beam was unrelenting, and more cracks were forming in her shield.

“Starlight, a little help?!” she shouted, pouring energy into her barrier to mend the damage. Starlight entered the picture, galloping from where she had been hiding behind a nearby house, her horn sparking dangerously with magical energy. She raced by Twilight and fired off a blast of her own at Sombra’s horn. The attack hit its mark, ending his spell and drawing another pained roar from him. The mass of smoke that was his body retreated several yards while his eyes closed. It looked like he was shaking his head.

Starlight fired another blast, not giving him time to recover. Again, her spell hit its mark, and again, Sombra fell back. His horn sparked to life while Starlight went to prep another spell of her own. Thankfully, Sombra didn’t get to fire it off. Twilight dropped her barrier and launched her own beam at Sombra’s horn. When it hit, there was a sickening crack that echoed all across the empire, making the two unicorns cringe. Fiery cracks began to spread across the appendage, and shadowy mist bled out from the damage. Reeling in agony, Sombra glared down at the two before his horn crumbled into shadowy dust, disappearing back into the smoke. When the next beam of magic came from Starlight, it passed uselessly through him, his body shifting around the beam.

Starlight’s eyes went wide with horror. “That’s bad!” she stated the obvious before grabbing Twilight with telekinesis and jumping to the side, taking cover behind the house she had hidden behind earlier. Shadowy smoke went rushing down the street where the two of them had been a moment later, tarnishing everything it touched. The two of them grunted on impact before Starlight turned an impatient eye to the sky and released her magical hold on Twilight. “Where the hay is Rainbow?! She’s supposed to be helping us!”

Twilight, winded, squinted up into the cloud-smothered sky for several seconds she looked, then smiled confidently. “I think I know what she’s doing. She’s gaining altitude!”

Starlight turned to Twilight, her face showing her bewilderment. “For what?!” She demanded in exasperation before their view of the sky was obstructed by more dark smoke. Sombra’s eyes emerged from those shadows to glare down at them. A cheshire grin full appeared beneath them, showing that he had two very sharp fangs in his maw.

“Found you...” he chuckled darkly, his body encircling Twilight and Starlight, trapping them. His eyes narrowed and his grin widened.

“I wouldn’t look so cocky if I were you,” Twilight retorted, putting on a snide grin of her own in the hopes of throwing Sombra off. She let her horn light up and spark with energy. “You have no idea what we’re capable of.”

“Clearly…” Sombra began before the smoke rushed in, smothering Twilight and Starlight before either of them could let off a spell. Their frightened screams became muffled and silenced even as they kicked and struggled. He smirked down at them, delighted by their fear. “Neither do you.

Just then, there was a blinding flash of light from Sombra’s center, heavy winds exploding out from the source. A ring-shaped, prismatic explosion expanded outwards with that winds, illuminating everything within the Empire. The glass in many nearby windows shattered, and the air resounded with an ear-splitting boom. At the same moment, a blue pegasus-sized bullet shot down to where Twilight and Starlight were at supersonic speeds, scooping the two out of the darkness before launching back into the air.

It had all happened so fast that, to an onlooker, it may have looked like Sombra just exploded in rainbow light. In the sky, Twilight blinked in an effort to get the spots out of her vision. Her ears were ringing and her head was throbbing. Once her vision cleared up, she tried to figure out what she was looking at. After a moment, she realized that, far below, the shadowy form of King Sombra had had a sizable rift made in it, with the remains of a sonic rainboom emanating from the core of his being and still expanding. It was then, watching as those shadows swirled back several hundred yards towards one of the outermost districts of the Empire and starting to reform, that Twilight realized something.

She was very high up.

She let out a panicked squeak and flailed out her forelegs, desperate for something to hold on to, her height-panicked mind oblivious to the foreleg tightly wrapped around her barrel. Rainbow grunted when one of those wildly flailing hooves smacked her on the cheek. She tightened her hold on Twilight to get her attention. “Twi, calm down! I gotcha!” she shouted to be heard over the wind rushing in their ears.

Twilight did calm down, looking up at Rainbow with wide eyes. For a moment, she just looked. She saw the sheer determination and focus in Rainbow’s eyes, how her mane was flapping wildly in the wind, and how Starlight was also being held by her other foreleg. After a moment, Twilight managed to find her voice. “Whew… nice timing, Rainbow. Thank you,” she sighed, relief washing over her.

“Yeah, don’t thank me yet,” Rainbow rebutted before curving around and lowering herself, Twilight and Starlight to a rooftop a few blocks away from where she had pulled off a tactical rainboom. Sombra was still reforming in the distance, his voice roaring and screaming with rage and pain. Rainbow cringed, her confidence melting away. “I think I only made him mad,” she said shakily.

“He’s too strong,” Starlight fearfully added while taking a few shaky breaths. “His body is mostly made up of that dark smoke, and it looks like he can make his shape into whatever he wants. Any attacks we throw at him, he can just bend around them. If he brings out his horn for magic, we can fight back, but he can make it vanish, too. He did that earlier, and when he did, our magic became useless.”

Rainbow nodded stiffly. “That’s not good,” she muttered absently, her ears folding back a little. She turned to the other two hopefully. “Ideas?”

“I think we’ve made about as much progress as we’re going to make. He hid his horn, and I can’t think of another way to attack him,” Starlight sighed, shaking her head. “We might be stuck, here…”

Twilight lowered her gaze a little bit while those two talked, hesitation creeping into her stance. For a few moments, she just stood there, trying to martial her senses. She then gulped heavily before lighting up her horn with magic. “Rainbow?” she began in a shaky voice. Once she had the other mare’s attention, she looked into her eyes. “The barrier; I might be able to do it, but I have to do it now.”

Rainbow looked back towards Sombra, who was still reforming. She grimaced when she saw that he was still in the Empire, only just within its limits. “...We’ll lose some of the Empire if you do,” she warned calmly, through her voice made it clear she had no other ideas. She then turned back to Twilight and nodded. “But we can’t be picky. Do it.”

Twilight nodded slowly and began channeling magic into her horn. She reached out with her magic while trying to gauge the distance between where she stood now and where Sombra was. After a second or two of thought, she had a distance and lifted her horn to point at the sky, the glow on it intensifying dramatically. Rainbow and Starlight had to shield their eyes, backing away several steps.

Twilight grit her teeth and growled in her throat before a beam of lavender magic shot high into the sky. It then exploded outwards, beginning to form a dome of magic, the edges of which were reaching down to encase all but a small crescent of the Empire. Sombra, still reforming, opened an eye to look at what was happening. That eye widened in shock. It then narrowed and was joined by its twin, an infuriated howl sounding from him before he charged forward, ramming into the edge of the barrier just as it met the ground.

Twilight let out a gasp and cry of pain when Sombra collided against her barrier. Cracks appeared on the surface and she crumpled to her knees. Sweat poured down her neck and she gasped and groaned with strain, slamming both of her eyes closed. After a second, she opened one eye a little bit to squint at the damage. “Gah! I d-don’t know if… if I c-can hold it-” she gasped when he struck it again, some of his shadowy form leaking through a few small holes in the barrier that she was very quick to patch up.

Rainbow watched in awe, slowly turning in place to look at everything Twilight was creating. All around them, purple light was filling the sky, shimmering brightly and forcing the fiery clouds Sombra had made to disperse, allowing the blue skies beyond to show once again. Sombra impacted the barrier another time, and more cracks appeared across the whole thing. Twilight cried in pain, closing her eyes and curling up even more. Sombra’s enraged screams and howls of indignation finally snapped Rainbow out of her trance, and she shook her head before looking at Starlight.

“You gonna help her or not?!” she demanded, flaring her wings open for emphasis. Starlight, not needing to be asked twice, nodded and sparked her own horn to life, adding her power to Twilight’s spell. Pale blue light began to weave in with Twilight’s, closing gaps wherever they had formed and smoothed over rough surfaces. As this went on, Twilight’s uncomfortable gasps began to ease off, and she finally opened her eyes to look at what they were doing.

Sombra growled on the other side of the barrier before tackling it one more time, this time bringing out his horn and sending a massive beam of dark magic against the smooth surface at the same time. It cracked; but only slightly. Starlight grit her teeth, a bead of sweat forming on her brow before the cracks mended themselves. It was with that effort that Sombra ceased his attempts to force his way through the barrier, glaring at them from beyond, his entire body shuddering with contempt.

“We can’t keep him out forever,” Starlight muttered, eyeing the shadowy king in the distance wearily.

Twilight chuckled weakly. “Maybe not…” She mumbled under her breath before slowly getting back to a standing position, Rainbow was quick to move to her side and help her up, making sure she didn’t fall over. “But we can make sure it isn’t easy for him.”

Rainbow, still holding Twilight up, glared over at Sombra in the distance. She then flashed him a wide, cocky grin. “That means get lost, Smokey!” Sombra merely narrowed his eyes for a few moments before they disappeared back into the smoke. The mass of darkness then slowly began to lower to the ground, spreading out around the edge of the dome. Soon, surrounding the entirety of the Empire, save for a small crescent of abandoned buildings that rested outside the barrier, a thick layer of darkness watched and waited for an opening. All was silent for several seconds. Then, Rainbow looked at Twilight. “Twi, are you okay?”

“I’m alright,” she waved Rainbow off, still a little shaky on her hooves. She then shot Starlight a thankful smile. “Thanks, Starlight. I owe you more than one…”

“You’re welcome, but…” Starlight’s own smile faded away, replaced with a look of unease. “You’re right. We can’t keep this up forever,” her horn sparked a bit and she shrunk away from it a little.

“Well, how long can you keep this barrier up?” Rainbow asked carefully, circling around to stand in front of them, worry written on her face when she looked at Twilight.

“If he stays docile like right now?” Starlight began, looking up at her horn uneasily. “...Maybe a week?”

“And that’s assuming we can keep ourselves awake and fed,” Twilight furthered, grimacing as a small tingle of pain started dancing down her spine. “But if he starts attacking again… I’d say less than a day.”

Rainbow looked at the two for a few moments before she cursed under her breath. She trotted over to slam her hoof into the edge of the roof, an agitated shout ripping out of her lungs. “Dang it! What are we supposed to do?!”

Nopony had a good answer. Many seconds came and went as she stood at the edge of the roof, taking deep breaths to calm her nerves. Eventually, she actively looked down into the street to check the damage. She raised an eyebrow when she saw a large group of several dozen crystal ponies down there, looking up at her, Twilight and Starlight with wide eyes and gaping jaws. Those looks of shock slowly began to give way to relieved and happy grins. One of them began stomping his hooves in applause, as did another, then another. In no time at all, the entire assembly was shouting and cheering their gratitude, causing Rainbow to back up a step in surprise. She blinked before looking back at the two mares on the roof with her.

They, too, seemed caught off guard by what they were hearing. They shared a glance, then looked back over at Rainbow. “They’re cheering us on…” Twilight said quietly.

Rainbow blinked and looked down into the crowd again. Listening to their cheers, hearing their applause, seeing the thankfulness and relief in their faces… it put a smile on her own. She watched as some of the ponies below rushed through the crowd to find loved ones, crying tears of joy when they found them, checking each other over to make sure they were okay.

Something stirred in Rainbow’s heart, and her posture straightened. “Well, then…” she started before turning back to Twilight and Starlight. Her smile gained an edge of confidence and firm resolve. “We can’t let them down now, can we?”


View Online

Thorax’s tongue fluttered and danced erratically in his mouth. His nostrils flared and he had to struggle against the urge to start licking at the air. His stomach growled loudly, announcing his discomfort to Wind Whisper, who was hiding under a desk behind him and curled up tightly into a ball. She eyed him in concern but chose to remain as still and quiet as possible, like he had told her when he came back in.

After they had all been ordered back into the library, Thorax had immediately sought out Wind Whisper making sure she okay and the standing guard over her. The roars of King Sombra were heard beyond the walls for quite some time, and Thorax found his resolve dissolving with every passing minute. After a time, those monstrous sounds had died down, as had every other noise beyond the walls. The eerie silence would have made Thorax tremble at the possibility that Princess Rainbow Dash and the others might have failed, that there would be nothing but darkness and despair beyond those doors.

But then he glanced out a nearby window, letting his eyes adjust for a moment. When his sight came back into focus, he had seen an insanely thick layer of love energy blanketing the window, obscuring what his normal vision saw as slowly clearing skies. The more he looked, he realized it was inside the library, too, rising up from the floor and filling the entire building with a thick haze of deliciously pure love. It wasn’t just love, of course, but other comparable emotions were woven into the mix. Respect, admiration, relief, and gratitude were the big ones, and their presence made one thing clear to Thorax.

Everything was fine.


Not that he could actively reveal that he knew that without drawing some unwanted attention to himself. So he chose to play along, acting afraid and standing guard over Wind. He glanced back at her every now and then to give her reassuring smiles or nods, and every time he did, she seemed to relax just a little bit.

The rest of the group were off to his left, each one coping with their anxiety and the passage of time in their own little ways. Fluttershy was busying herself by tending to the frightened mare from earlier, who had identified herself as Scarlet Heart. She was still terrified, but thanks to Fluttershy’s assurances and some help from Pinkie Pie, she had managed to tone down her hysteria to simple anxiously pacing off in one corner of the library.

Rarity was looking through the history book they had found intently, hoping to maybe find some useful information before Twilight and Rainbow got back. Spike was by her side, trying to help wherever possible, though for the most part that amounted to reading with her. She seemed pleased by the company and effort, giving Spike small, charmed smiled every now and then.

Meanwhile, Applejack was also pacing somewhat deeper in the library, though not out of just fear like Scarlet Heart. Applejack was impatient, frustrated and worried for her friends on the outside, and it showed in the stiffness in her muscles and the perpetual scowl on her face. She constantly looked at the door, becoming visibly more and more agitated as time went on.

Thankfully, the wait finally ended when the doors to the library suddenly swung open, banging against the walls rather loudly. All eyes flew over to watch as Rainbow Dash came trotting in, looking a little tired and battered, but otherwise fine. She turned sharply the moment she was passed the doors and gestured for somepony unseen to go past in a ‘you first’ motion. Twilight and Starlight then came trotting in, their horns glowing brightly with sweat pouring down their foreheads. They were also looking a little worse for wear, but the fact that they were there at all was a huge relief to the others.

“Twilight! Rainbow!” Fluttershy called loudly in relief before galloping up and throwing her forelegs around the latter mare in a surprisingly tight hug. Rainbow yelped in surprise and stumbled back a few steps before returning the hug tightly. Fluttershy took a shuddering breath in before leaning back and checking Rainbow’s body for wounds. “Oh, I was so worried about you two. Are you okay? Are you hurt?”

“Easy, there. I’m alright, Fluttershy,” Rainbow assured her with a small laugh before gently prying her off. She reached over and ruffled Fluttershy’s mane before looking over at Twilight. “We’re all okay. For now, anyway…” her voice lost some of its confidence and she glanced over her shoulder to look outside.

“What does that mean?” Rarity asked in a hesitant voice, sounding like she didn’t really want to know. Spike decided he didn’t care much to wait for an answer either way and bolted over to Twilight, giving her the same tackle-hug treatment that Fluttershy had given Rainbow only a few moments ago.

Starlight answered in Twilight’s stead, clearing her throat and peering up at her horn. “We were able to force King Sombra to the edge of the Empire, then Twilight and I used a super-sized barrier spell to keep him out. The thing is…”

“We can’t maintain the field forever,” Twilight finished, shaking on her hooves a little from Spike’s collision. She wrapped a foreleg over him and pulled him closer, nuzzling the top of his head in relief. She lifted her gaze to the others after a moment and let Spike go. “If we don’t find another way to keep him out, then we’ll all be at his mercy when the barrier fails,” her eyes then drifted to the history book still floating in Rarity’s magic. She pointed directly at it. “Find anything useful?”

“Nothing yet,” Rarity sighed, closing the book with a heavy thump and a sad shake of her head. She passed it over to Twilight, expecting the other unicorn to take it in her magic. Twilight’s incredulous look and gesture towards her already occupied horn made Rarity rethink her decision, laughing sheepishly. “Ahem, ah, research was always your area of expertise, Twilight.”

“Then we can’t waste any time,” Rainbow agreed, nodding sharply and looking around the library carefully. “We need a spot that’s quiet and isolated so that these two can focus on their spell and Twilight can do her research without any distractions.”

Twilight looked over at Rainbow with a dubious look on her face. “Rainbow, the spell isn’t that fragile. We don’t need an isolated room or anything like that. The middle of the library should be fine for now,” she rebuked bluntly, making Rainbow flinch.

Spike rolled his eyes and shot Twilight a sly smirk. “Oh-hoh! Wow, Rainbow’s really getting protective,” he said playfully, poking Twilight in the ribs with a claw.

Rainbow coughed loudly and shot Spike an annoyed glare while Twilight gave him a disapproving smack on the back of the head. He just chuckled and stepped aside, removing himself from their path and the effective range of their hooves. Fluttershy tittered behind a hoof, much to Twilight and Rainbow’s chagrin.

Thorax watched them all from a little ways away, a relieved smile on his face. He then turned around and lowered himself to his belly to coax Wind out from under the desk. “Hey, we’re safe now. You can come out, Wind” he called gently, offering her a hoof.

Wind shot past the hoof and tackled him, tightly holding onto his neck in a bone-crushing hug and breathing raggedly into his shoulder. He quickly brought his own hooves and wings up to return the embrace, nuzzling her atop the head in an effort to ease her distress. She tightened her grip on him, and his eyes refocused to let him see more love drifting off of her in copious amounts. Reminded of just how hungry he was, his tongue started to wriggle in his mouth again, moving like an angry snake trying to squirm out of a cage. His stomach grumbled loudly and he physically went rigid with strain, struggling to contain his desire for food. I can’t eat. Not here, not now!”

“Squall?” Wind asked in a timid whisper when she noticed how tense he had suddenly gotten, leaning back to look him in the eye. “What’s wrong?”

“Stop being cute, stop being cute,” Thorax repeated to himself in his head over and over. Despite his best efforts to appear fine and confused by Wind’s question, the extreme discomfort he was feeling made his face twitch and his smile falter. Wind saw this and put a hoof to his chest, leaning up a little.


“It’s nothing,” he quickly dismissed her, his words slipping past his clenched teeth in a strained hiss. He shook his head and screwed his eyes shut, trying to shut out all of the love Wind was throwing at him- no, not him. This love was meant for Squall Dreamer, not Thorax. Thinking fast, he lifted a hoof to his neck to rub at it, twisting his face in fake pain. “Just, ah… made my neck a little sore when you hugged me is all. I-I’ll be fine, Wind, no worries.”

“I hurt you?!” Wind gasped, reaching out to his neck with her hooves. “Oh my gosh, I am so sorry! Is there something I can do?”

“You really don’t need to,” Thorax tried again, trying to gently push her away. She was stubborn, however, pushing back against his hooves and reaching out for him.

“But Squall-”

‘Wind! Stop it!” Thorax suddenly snapped in a voice that was far louder and angrier than he had intended. Wind Whisper gasped and then scrambled backward and away from, her ears going flat against her head. For several seconds, everything was absolutely silent. Wind blinked, then began to slowly lower herself down to the ground. Her eyes were shimmering with fresh tears, and her lower lip began to twitch and tremble.

“Wha…” she hiccuped slightly, scooting farther away from him. “What did I do wrong?” her voice was a quiet whimper, and Thorax could tell from the silence behind him that everypony was watching them.

He saw the look in her eyes, and immediately, felt an overwhelming sense of guilt building in his chest. With his own ears falling to rest flat against his skull, Thorax lowered himself down to his belly, his eyes never once leaving Wind Whisper. Gingerly, he reached a hoof out to her while letting a reassuring smile spread on his face. “Wind… I’m sorry, I didn’t mean to yell at you,” he offered her carefully.

She shuffled back just a little bit more, sniffling quietly. She couldn’t quite look him in the eyes. “...I’m sorry, Squall… I made you upset… I’m such a bad sister...”

Thorax felt his heart go cold at the sound of her voice and the words she just said. He scooted himself forward a few inches, pleading with his eyes for her to come over to him. “Hey, that’s not true at all,” he chastised her gently. “You have nothing to be sorry for, Wind. You’re the best little sister a pony could ask for, and that’s a fact.”

“But… I made you mad...”

“And I’m sure I’ve made you mad a few times,” he countered her, praying to whatever would listen that he was right about it. “We’re all on edge here, but that’s not an excuse for me to take it out on you…” he inched just a little bit closer. “I yelled at you, I shouldn’t have, and I am very, very sorry. You didn’t deserve that,” he could almost touch her now, he was so close. “You’re a wonderful little sister, Wind, and I love you very much. C’mere…”

Struggling to contain a sob, Wind Whisper finally relented and eased herself into another hug with Thorax, burying her face into her shoulder and crying quietly. Thorax did his best to comfort her for several seconds, shushing her and petting her mane. He nuzzled her atop the head, then put his muzzle next to her ear. “Don’t you ever call yourself a bad little sister again, okay? Just don’t…” he whispered into her ear before slowly turning around. Just as he had suspected, all of the others were standing around, awkwardly waiting for them to finish their little moment. He gave a sheepish grin. “Ah, sorry you all had to see this,” he called out softly, pulling Wind a little closer against his chest. “We’re okay over here. You girls do whatever it is you’re doing.”

Rainbow and Twilight narrowed their eyes skeptically, while Starlight simply nodded uncomfortably. Fluttershy had a hoof up to her mouth while her eyes showed off her sadness at having to see a little filly feel like that. Rarity looked like she wasn’t sure if she should feel offended by Thorax’s outburst or charmed by how quickly he had acted to make up for it, while Applejack merely held a frown of solemn understanding on her face. Pinkie just looked uncomfortable and confused, looking around as if to find something she could use to make this situation less depressing. Nothing presented itself, of course. Spike, for his part, just watched the scene playing out from Twilight’s side, awkwardly pressing the tips of his claws together.

Eventually, Twilight broke the silence. “If you say so…” she said with an understanding tone of voice, although her eyes conveyed a certain intensity which Thorax received clearly. With that resolved for now, however, Twilight opted to slowly trot down towards the center of the base floor of the library with Rainbow, Spike, and Starlight following close behind. She looked at the others with a small smile, and they fell in behind her, eager to learn what their next step was going to be and how they could help.

While they did this, Thorax slowly released Wind Whisper, patting her on the head a few more times for good measure. She was letting off love again, and it made his stomach growl very uncomfortably. He grimaced before slowly getting back to his hooves. “Hey, why don’t you go and see if you can help Princess Rainbow Dash?” he suggested softly, nudging her towards the group. “It’ll take your mind off of things.”

“Wh-what about you?” Wind asked in a still shaking voice, scuffing the floor with a still-shaky hoof. She looked up at him questioningly, still upset.

“I’m going to go get us all something to eat. We’re low on Applejack’s rations and, to be honest, we could use a meal that isn’t apples. Variety is the spice of life and all that, eh?” he explained to her while turning for the door. “I won’t be long.”


“Hey,” Thorax interrupted her softly, giving her a warm, reassuring smile. “Tell you what… if you help them out, then when I get back, I’ll give you some of those crystal berries. How’s that sound?”

That was enough to diminish some of her sorrows and put an eager smile on Wind’s face. Her anxiety washed away at the thought of those luscious berries, and her tiny wings gave an excited flap. “Oh, okay!” she said, galloping up to throw one more hug around his shoulders, nuzzling into his neck. “I love you, too, big brother…” she whispered to him. He chuckled and returned the embrace before setting her down and scooting her along the floor towards the others with his wing.

“Alright, run along. I’ll be back soon,” he said before cantering for the door.

“Bye, Dreamy!” Wind called after him, waving energetically before hopping down the stairs and using her wings to stabilize her descent. Thorax smiled back at her before slipping out of the front doors of the library, closing them behind them.

As soon as the latch slid into place, Thorax fell to his knees, his breaths starting to turn into ragged gasps. His pupils dilated and his stomach growled even louder, his entire gut flaring up with pain. The air out here was so saturated that it took everything he had to suppress his need to feed for even a second. Desperate for cover, he half galloped, half stumbled into a nearby alleyway out of sight of the entrance of the library. He was maybe three meters into the alley when his instincts finally overcame his self-control. His disguise vanished in a swirl of green fire, and the form of Thorax the changeling replaced that of Squall Dreamer the thestral.

His long, forked tongue flicked out of his mouth while an almost savage-sounding hiss of hunger and anticipation sprang from his lungs. His tongue was writhing in the air and tasting all of the love that was there, and he almost passed out in ecstasy when he realized just how much there was. He wasted no time, opening his mouth as wide as he could and pulling in as much as possible, greedily gulping down mouthful after mouthful of pure, unconditional love. His legs began to feel like jelly, and a sense of euphoria overcame him as his stomach was gradually filled up.

It was bliss.

But it wasn’t enough. Of course, it was never enough. The hunger of a changeling could never be satisfied, not truly. But this love in the air didn’t even decrease from how much of it he was consuming; if anything, it was still getting thicker. It was endless, an all-you-can-eat buffet of love. His eyes went unfocused and rolled up into his skull even as his legs crumpled beneath him. He fell to his haunches and tilted his head up, eating and eating and eating.

It tasted so good. He needed more. More, more, more, MORE! The whole world was fading around him. All thoughts that didn’t involve him eating everything he could right then and there melted away. He had never felt so good in his life...

The sound of hooves clopping against crystal somewhere behind him snapped him out of his trance. His heart rate spiked dramatically and panic bubbled up immediately in his chest. He clamped his jaw shut, severing the stream of love that had been flowing so freely down his throat. Despite his disappointment, he stood and restored his disguise as Squall Dreamer as quickly as possible, hoping he hadn’t been seen. He looked over his shoulder, seeing a crystal pony stallion trotting by the alley. Based on the mostly casual look on his face, Thorax was relieved to surmise that this pony had seen nothing. The two shared curious glances before the stallion disappeared behind the other building framing the alley.

Thorax released the breath he hadn’t realized he had been holding, then licked his lips, tasting some leftover energy there. He had never, in his entire life, had a meal that big before. He was still feeling light-headed from it all, and he drooled a little when he looked into the air and saw that the energy was still thick as ever. “This place…” he murmured, leaning against the wall of the building to his right while he caught his breath. “If we can get rid of Sombra… this place would be any Changeling’s dream!” he then paused, his veins going cold as a thought occurred to him. In the back of his head, he made an amendment to that notion.

This place would be every changeling’s dream.

Including Queen Chrysalis.


View Online

Several hours had passed since Thorax came back with an impressively large assortment of goods that were given free of charge by several of the Crystal Ponies. They had claimed that they were donating to Twilight and Starlight, specifically, so they could keep their barrier up and Sombra out longer. When all was said and done, Thorax wound up coming back with a few days worth of food and ingredients, and the promise that if they need more, they need only ask the locals. Needless to say, the group had enjoyed a lovely and varied meal that afternoon.

Since then, as the hours had ticked away in relative silence, Twilight kept her eyes locked firmly on the history book, perusing its contents and searching for any worthwhile information. At one point maybe an hour after their massive lunch, Spike began belching out letters containing status reports from the cities they had contacted. He had been pleased to report that the Ponyville evacuees had made it to Manehattan without incident, and the rest of the cities were awaiting instructions. While Rainbow Dash set about sending responses to the cities, focusing on organizing proper defenses against the Changelings, Twilight just kept focusing on her book.

Her progress was severely slowed, however, thanks to the strain being put on her mind from maintaining the spell while she worked. She had lost count of the number of times she had had to restart a page because of a twinge of pain in her skull or a stray spark of magic distracting her weary mind. She didn’t tell anypony this, however, not wanting to worry them or drop their morale. So she just remained quiet and focused all of her attention on the book.

The sun eventually began to set beyond the horizon, albeit far earlier than it normally would have. Chrysalis was undoubtedly up to something back in Equestria and was using the cover of night to her advantage. Now, all was silent, the glow of the sun had faded into the darkness of the night a couple of hours ago. Twilight’s friends had long since gotten out their sleeping equipment to get some rest in the center of the library, although she and Starlight did not have that luxury. To avoid disturbing the sleeping ponies or distracting each other, they isolated themselves on opposite ends of the library from one another, with Starlight grabbing a fiction novel to occupy her mind and Twilight focusing on the history book.

All around her were some candles she had managed to find stashed in a storage closet, and all were lit. The gentle, flickering orange glow they let off helped put her mind at ease even with the strain of the barrier and the need to focus on the book.

She turned the page, scanning the beginning of the next chapter with scholarly interest. She had to admit, what she had managed to glean about the Empire’s history so far was fascinating, if not exactly helpful as of now.

For the moment, she satisfied herself with looking at the first pages of the chapter depicting the Empire's royal family tree, which was beautifully illustrated in an almost stained-glass pattern. She looked it over for several seconds before starting to read the information on the Empire's first queen.

The First Queen of the Crystal Empire, Queen Amora, was known as a kind and benevolent ruler to all her subjects, holding many events that would kickstart some of the Empire’s most closely held traditions and customs. The Crystal Fair, the Crystallings, jousting tournaments, monthly competitions between craftsponies, and many more. The first years of her reign were-

Twilight’s horn sparked, and a throb of discomfort coursed through her skull, obliterating her concentration. She cringed and bit back a grunt of pain, inhaling sharply through tightly clenched teeth. She closed her eyes and took a long, deep breath.

“You okay?”

Twilight opened her eyes and looked to her left, seeing Rainbow Dash leaning against one of the bookshelves leading into her little area. Twilight gave a small nod. “Yes, Rainbow. I’m okay. Just a little tired, is all.”

Rainbow didn’t seem convinced but opted not to question it for now. She slowly trotted forward until she was by Twilight’s side, where she settled down onto her belly. “How’s the search going?” she asked quietly, scooting a little closer.

“Shouldn’t you be asleep?” Twilight questioned with a raised eyebrow, setting the book down and looking into Rainbow’s eyes. “You’ve got to be even more tired than the rest of us. Two rainbooms in one day? An aerial performance and a battle with a giant eldritch smoke monster?”

“Oh, I’m exhausted, yeah,” Rainbow replied casually with a smug grin before looking into the history book and scrutinizing the page. “But I couldn’t sleep… not without making sure you’ll be okay.”

Twilight snorted and lightly swat Rainbow on the shoulder. “I’m not a helpless filly, Rainbow. You don’t need to baby me,” she chastised with a disapproving frown, earning a small wince from the pegasus.

“I know, I’m sorry. I’m not trying to baby you or anything, I’m just…” Rainbow paused and ran a hoof over her face, trying to formulate her thoughts. “...I just want to make sure you’re doing okay, you know? I can’t help it. You go wandering off, trying to maintain a spell that requires both you and Starlight working on it all the time, while also needing to read a book, without sleeping… What, am I supposed to do something besides worry about you?”

“What about having some faith in us?” Twilight tried with a small shrug, earning a roll of Rainbow’s eyes.

“Corny much?” she asked with a playful nudge.

“You know it’s true.”

Rainbow’s face fell and her smile faded. “Yeah… yeah, it is, you’re right. I just can’t help myself… I…”

Twilight’s own gaze lowered a little, and she nudged the book away for now. They had some time, yet. It could wait. She shifted so she was looking directly at Rainbow, analyzing her posture. She looked… timid. Nervous, anxious, maybe even a little embarrassed. The way she kept looking at Twilight, then looking away, the way she kept opening her mouth to say something... “...It’s because you love me, isn’t it?” Twilight ventured hesitantly, not quite able to meet Rainbow’s gaze.

The other mare just sighed and nodded, slumping down onto the ground. “Probably… You’re just… always in my head, somehow.”

Twilight bit her lip, and a chilling silence fell over the two of them. In truth, she still didn’t really know for sure how she felt about all of this. Rainbow’s confession had come out of nowhere back in Hollow Shades, taking her completely by surprise, especially given the emotional stress the pegasus had been under at the time. But the confession had gone a long way in explaining a lot of Rainbow’s behavior over the course of their search for Starlight. The playful snark, physical closeness, comfort with sharing a bed, and even admitting to being relaxed when studying because she was with Twilight. Not to mention some subtle flirting that had happened in the Golden Oaks library before they left for Manehattan.

Twilight’s lack of a reply made the silence seem deafening, and Rainbow began to slowly inch away, any confidence in her posture fading away. “Look, I… It’s cool if you don’t feel the same way. I know I’m not really the best pony around…” she choked out in a quivering voice, standing up and turning to leave. “You, uh… You’re doing alright up here, so... I’ll leave you alone now-”

“Rainbow,” Twilight interrupted her, reaching out and grabbing Rainbow’s hoof. She stopped and looked back at Twilight with confused eyes. For several seconds, both of them were silent. Twilight tugged on Rainbow’s hoof and gestured for her to sit down, a very small and gentle smile appearing on her face. “I never said I don’t feel the same way… I said I don’t know how I feel,” she reminded in barely a whisper. “So… maybe… if you describe how you feel, I can have a frame of reference. Something to help me figure out what’s going on in here?” she emphasized her point by tapping a hoof to her chest.

Rainbow’s face scrunched up a little bit. “Are you sure that’s a good way to go about it?” she asked skeptically. “It’s emotion, Twi, not science.”

“Maybe not, but…” Twilight shrugged helplessly. “How else am I supposed to figure it out? This is all new to me; to us.

“What about Thorax?” Rainbow suggested, making Twilight blink in confusion. Rainbow shifted and gestured vaguely in the direction that the others were all in “I mean, he can see love in the air, right? Maybe we can have him take a look?”

“I don’t think it works like that,” Twilight shook her head slowly. “When we met, he described that they use ‘love’ as a sort of blanket term. Things like trust, comfort, companionship, respect, among other things, all fall under that blanket. That’s why they can feed off of somepony that only sees them as a friend instead of a family member or lover. Those types of emotions all create energy, and it’s that energy that they can see and eat.”

Rainbow’s ears drooped, and she looked down at the ground. “Right… figures,” she mumbled quietly.

Twilight’s own ears fell, and she found it hard to look at the pegasus in front of her. This wasn’t fair. Why was it so hard to articulate how she was feeling? Wasn’t it all just chemical reactions in her head?

“But… um… to answer your question…” Rainbow began, drawing Twilight out of her inner reverie. The cyan mare sat slowly upright, her ears starting to stand upright again. “Like I said before, I think I started… ah…”

Twilight felt her smile grow just a little at Rainbow’s face as she tried to make herself say it. “You can say it, Rainbow,” she urged her on gently, giving a reassuring gesture with a hoof. “You don’t have to be shy about this with me.”

Rainbow’s cheeks turned a little red, but she managed to nod and keep talking. “...I started falling… in love with you... when you came to save me from Nightmare Moon. I just… I kinda couldn’t stop thinking about you after that. You were always in my head in some way. I’d be at the market buying fruits or something, and I’d think ‘hey, I wonder what Twi would think of this,’ or, ‘what could I have Spike make with this that Twilight would really like.’ I’d be working in the sky, busting clouds, and I wouldn’t be able to keep myself from picturing you watching me from the ground and cheering me on, and I’d put an extra flourish to my work even when nopony was really there like I was trying to impress you. I remember, during winter, I was looking for some clothes to keep us warm, and I remember seeing this really fuzzy red coat. I pictured you in it and I thought you would look really nice in it.”

“You actually bought me that…” Twilight mumbled, recalling the gift in question, her eyes slowly going wide. “Called it an early Hearthswarming gift…”

“I couldn’t resist,” Rainbow shrugged, smiling very slightly as she, too, thought back on it. ”You liked it a lot… and I thought seeing you happy like that was just… the best thing. But…” her gaze fell, and her smile was replaced with a thoughtful look. ”I kept asking myself ‘why,’ you know? Why is Twilight always in my head? This kept going for months, and I kept thinking about you more and more and… I was getting confused, so I wound up asking Mom about it. Had Spike send her a letter. When I got a reply, it was from Cadance, telling me that those were a lot of the signs of… uh, falling in love with somepony. She also mentioned ‘butterflies in my stomach’ or something, and I guess that’s a good way to describe another sensation I kept feeling… I wanted to say something after that, but...” Rainbow closed her eyes and wilted somewhat, a tiny shake working its way into her muscles. “I was… scared. I was scared that if you didn’t feel the same way and I told you that I loved you, our friendship might be ruined… that’s…” she slowly looked into Twilight’s eyes, showing that tears were forming in her own. “That’s w-why I admitted it in Hollow Shades. I figured I’d already blown it w-with you, so… what harm was there in putting it out t-there? It’s not like it could have made things worse...”

While she listened, Twilight’s hoof slowly traveled up to rest over her chest, a small blush spreading on her cheeks. Her heart rate was steadily rising while Rainbow explained how she had felt, and when she heard Rainbow mention Hollow Shades, heard the residual pain the pegasus’ voice, saw how she shrunk at the mere memory of that whole ordeal… it stirred something in her, a compulsion to act.

She didn’t say anything. Instead, she reached out and pulled Rainbow into a gentle hug, burying her face into the other mare’s shoulder. Rainbow squeaked in surprise, but quickly melted into the embrace and returned it, holding Twilight close. Neither said anything for a good, long time, just taking comfort in each other’s hooves.

For Twilight, her mind was racing at a million miles a second while she replayed the last several weeks in her head, from Rainbow’s hangover in Ponyville to right now. And as she did, more and more did she realize just how closely Rainbow’s descriptions were lining up with how she had felt at the time… except for one thing.

But when Rainbow gave Twilight a gentle squeeze, pulling her closer and letting her breath tickle The unicorn’s ear… that one missing thing wasn’t missing anymore. Her entire belly began to feel warm and light, and indeed, ‘butterflies in her stomach’ was a good description. She held Rainbow even closer, the realization fully setting in.

Not far away, with her own horn still alight with magic, was Starlight Glimmer, watching them from behind one of the bookcases. She took a step back, her eyes looking down at the floor and showing with uncertainty. She cast the pair a guilty-looking glance before, without a word, she turned and crept away, leaving the two mares to their own devices.

“You have got to be freaking kidding me…” Pharynx said under his breath, looking on at the magically shielded crystalline city in the distance with a look of disbelief, awe, and dread. Thorax was somewhere in there, he just knew it. There was nowhere else in this snow-blasted wasteland he could have gone, especially if he was traveling with the last princess and her retinue. He was so close to finding his brother, it made his hooves tingle. Finally, he could get his brother back and, with any luck, talk him out of this. Maybe they could get lucky, and Chrysalis would be willing to show mercy.

As his hooves tingled with excitement, his stomach growled at the same time that his eyes refocused, allowing him to see the veritable shroud of pure, uncorrupted love energy that smothered the entire city. He sniffed at the air and began to shake in his chitin, his tongue licking his lips instinctively. He was too far away to eat any of it, but he could smell it, and it was wonderful.

Sadly, he couldn’t risk getting any closer. Disregarding the massive magical barrier protecting it, there was also the matter of that monster of pure darkness that licked and waited patiently around the edges of the dome, encircling the entire city. Occasionally, Pharynx could see those malevolent eyes he had potted previously emerging to peer inside, and each time he did, the love energy in the air would thin just slightly until the eyes vanished into the smoke once again.

“Hmph… fine… I can wait…” Pharynx muttered before turning and trotting back out into the snow. Before he could figure out a way to keep himself sustained until that shadow was gone, he needed to find shelter. “Just wait, Thorax,” he growled to himself. “I’ll find you soon enough…”


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Twilight wasn’t quite sure when Rainbow had fallen asleep in her hooves, but once she realized that the pegasus was starting to snore, she went out of her way to bring Rainbow’s makeshift pillow and blanket back to where they had been so closely embraced, resting her near the wall and tucking her in before going back to work on the book, periodically smiling at her as she slept. Hours slowly passed her by, and eventually, just outside a nearby window, the first rays of sunlight could be seen painting the sky. Songbirds were starting to sing, and if she didn’t know better, Twilight might not have realized they were in the heart of a frozen wasteland. The morning was a little earlier than if Celestia were handling it, but that didn’t matter as of now.

What was of more pressing concern was that Twilight could feel her eyes trying to force themselves closed on her more and more frequently as the time went by. The words on the page were starting to blur together and her ability to process some of the archaic writing was growing severely compromised by her exhaustion. She mentally cursed their luck, knowing that she wouldn’t be able to do anything but focus on the spell before much longer, and her search would come to a premature end likely before the day was even over.

To make matters worse, she had yet to find anything that could feasibly be used to drive out the Changelings back in Equestria. Whenever the book talked about the magic of the Crystal Empire, it was always cryptic, and what little she could surmise pointed towards purely defensive measures. Nothing mobile or transferable and, as such, nothing they could take back with them.

It was the sounds of the others talking to each other deeper in the library that finally drew Twilight’s attention from the book and roused Rainbow Dash from her slumber. The pegasus in question blinked open her eyes, which had dark rings under them, and sat upright with a dejected groan. Twilight looked her way and flashed her a small smile. “Sleep alright?” she asked quietly, drawing a snort from Dash.

“Nope,” was her only response before she stretched out her wings and forelegs. After a few seconds (and many satisfying pops coming out of her joints), Rainbow rose back to her hooves and wobble / walked her way over to Twilight, eyes focused on the book. “Any progress?” she asked through another yawn.

Twilight pursed her lips and shook her head. “Nope. Nothing concrete, at least. I have a few leads I can follow, but it might take a while to find anything usable.”

“Wow, really?” Rainbow raised an eyebrow while peeking into the book itself. “Twilight, I know you said twelve hours to a few days for our timetable, but I also know that you’re, like, the best researcher I’ve ever met,” she stated before shifting her gaze from the book to look into Twilight’s eyes. She saw the bags under them, the slightly red hue around the edges and the veins that were showing through her cornea. She leaned back slightly and cringed. “You’re… really tired,” she uttered quietly.

After a few seconds, Twilight nodded. “I am really tired,” she agreed in a despondent tone, a yawn then disrupting any further speech. She sighed and looked down into the book with a drooping frown. “But you know I can’t afford to get any sleep right now…” her eyes shot up to her horn, which let off a few tiny sparks as if to emphasize her point.

Rainbow’s eyes narrowed as she looked into that sizzling light. She then looked into Twilight’s eyes again, noticing that the pupils were fluctuating erratically as if her eyes were having a hard time focusing. “Maybe you should pass the book off to somepony else,” Rainbow offered gently, touching a hoof to Twilight’s shoulder. “You need to focus on your spell, anyway.”

Twilight looked almost offended and shook her head. ‘No, no, that’s okay,” she denied and pulled the book a little closer, stubbornly looking into its pages. “I can do this. I haven’t met a book yet that could beat me.”

Rainbow’s expression flattened. “What’s this word?” She asked in a deadpan, pointing at one of the words on the page with a hoof. Twilight blinked and scowled at Rainbow incredulously, although the pegasus just poked the word again while unrepentantly meeting Twilight’s gaze with her own.

“Ugh, fine. That word is… uhm…” Twilight narrowed her eyes as she looked it over, not wanting to admit that she couldn’t actually make it out through her blurring vision. “It’s… uh… prest… presto…. Prestidinner?” Immediately, upon hearing what she had just said, a small blush formed on her cheeks in embarrassment. She hung her head to hide her face. “Okay, fine. You got me. What is it?”

“Prestidigitation,” Rainbow said flatly, shaking her head in exasperation. “Honestly, if you can’t pronounce that right now, then you need to stop.”

Twilight gave Rainbow a smoldering glare. “Rainbow,” she tried to sound threatening, but another yawn worked its way through her, shutting her up. At the height of the yawn, a tiny squeak sound bubbled up from deep in her throat, making her blush grow just a little bit more. Without saying a word, she lightly nudged the book away from her, crossed her forelegs over her chest, looked away and pouted.

Despite the direness of their situation, Rainbow couldn’t help but snicker at the look on Twilight’s face. “Oh, don’t give me that look. You know I’m right,” she teased while lightly nudging Twilight in the ribs with her elbow.

Twilight’s muzzle scrunched, and she huffed indignantly. “Shut up…”

Rainbow just laughed some more before leaning over and nuzzling into Twilight’s shoulder and neck. “Nah, I don’t think so. Besides, I know you love it.”

Despite her annoyance, Twilight had to concede the point and gratefully returned the affectionate nuzzle. After a few seconds, she pulled away and looked back down and the book, hesitation clearly written on her face. “Who’s going to take over the research?”

Without even missing a beat, Rainbow thumped a hoof onto her chest and put on a big, cocky grin. “I can do it,” she said heartily, earning a derisive snort from Twilight. Rainbow shot her a questioning look. “What?”

Twilight just giggled under her breath and waved Rainbow’s question off. “Nothing, nothing,” she dismissed simply before moving to stand back up. As she rose, however, her posture wobbled and her words began to trail off and slur together. “I was just… jus… wha…?” without any warning, Twilight slumped forward and crumpled into a heap on the floor

“Twi?!” Rainbow blurted, Immediately by her side and checking her over for problems. It didn’t take her more than a second to see that the magical aura around Twilight’s horn flickering and sparking dangerously while her face contorted with pain and discomfort. Her eyes were screwed tightly shut, and gasps and grunts of pain slipped through her clenched teeth while her legs started to erratically twitch and kick out. Deeper in the library, Rainbow could hear Starlight letting out an alarmed shout.

Helpless to do anything, Rainbow quickly stood up and raised her head. “Somepony, help! Something’s wrong with Twilight!” she shouted as loud as she could before looking back down at Twilight with fearful eyes. For several agonizing seconds, all Rainbow could do was stand there and helplessly watch Twilight spasm on the ground, gasping in pain. This one moment seemed to drag on and on for eternity, every second making Rainbow draw closer and closer to outright panic. The sound of several pairs of hooves galloping towards their location heralded the arrival of Starlight, followed closely by Fluttershy and everypony else, minus Wind Whisper.

Starlight’s eyes locked onto Twilight before widening in surprise. “What happened?!” she demanded simply, cantering over to her.

“I don’t know!” Rainbow replied, scooting back a little bit, the echoing words and burning inside her skull forgotten for now. “She just fell over and started gasping!”

Fluttershy and Starlight were quick to go to Twilight’s aid, with Starlight examining her horn and Fluttershy doing her best to soothe Twilight’s discomfort, patting her on the back and whispering something to her. Everypony else could only watch in anxious silence from the sidelines, not sure what to do. For almost a minute this went on before, thankfully, Twilight’s ragged breaths started to calm down, and she was able to crack open her eyes. Fluttershy put a hoof on the back of her head and checked her eyes. “Twilight? Are you okay?” she asked urgently.

Twilight’s response was to let out a long, ragged groan of pain before trying to sit up. Fluttershy shifted and stopped her, nudging Starlight out of her way to do so. “No, no, Twilight. Try to hold still. Let me get a good look. That looked really painful.”

“Fluttershy, please,” Twilight tried to assuage her friend’s concern, but the weakness in her voice did very little to ease any of their tension, nor did the still errant sparks flying from her horn. With another groan, she got the flow of energy to stabilize, her breathing finally slowing back down to normal. “I just went a little dizzy, that’s all…”

Applejack scoffed the moment she heard that. “Dizzy?!” she asked quizzically in a raised voice. “Twi, Ah dunno who yer tryin’ to fool with that, but its a load of hogwash and ya know it! That was not bein’ ‘dizzy!’”

“Yeah, I’ve seen you get dizzy, Twilight,” Spike added in, stepping forward and nodding along with Applejack’s assessment. “This isn’t that.”

“Magic exhaustion,” Starlight suddenly cut in while stepping forward, her eyes losing a lot of their intensity. All eyes flew to her, and for a moment she shrunk a little bit under all of the attention. “It’s… uh... okay, when a unicorn casts a spell for too long, they start to get mentally tired, like how a runner might be tired after a longer-than-usual sprint, right? Well…” she locked eyes with Twilight, clearly uneasy. “Falling down and having spasms like that is an indication of severe magic exhaustion. It could actually be dangerous if it goes on for too long.”

Upon hearing this, Rainbow looked at Twilight with wide, worried eyes. Her ears pinned back against her head and a slight quiver worked its way into her voice. “S-so, uh… what kind of ‘dangerous’ are we talking about, here?” she asked haltingly while slowly and gingerly inching back in Twilight’s direction.

“The best-case scenario would be that she would pass out from the exertion and wake up in a few hours. That’s the most common occurrence… But the worst case…?” Starlight bit her lip and looked down, her ears also going flat. “The worst case scenarios could be… fatal… if we didn’t treat it right away…”

As a whole, the entire group let out a gasp of shock and horror at this revelation. Pinkie Pie’s hooves shot up to her chest. “What?! We can’t let that happen!” she exclaimed anxiously, her hooves fidgeting nervously.

“But what can we do?” Rarity asked, no small amount of dread in her voice. “If she drops her spell to hold off the exhaustion, King Sombra will get in, and then we’re all done for.”

“And if the exhaustion gets too bad, her spell will drop anyway,” Thorax added in a trembling voice, looking over his shoulder to look deeper into the library. “We’re stuck…” his words became choked with despair.

“Everypony…” Twilight began, but her words caught in her throat when another spear of pain ran through her skull, making her cringe. Slowly, she turned to look over at Rainbow Dash. The pegasus was looking back at her with wide, horrified eyes. Carefully, trying not to move too quickly, Twilight shifted around to look at Rainbow more directly. Fluttershy followed her gaze and wilted somewhat.

“Twi…” Rainbow started in barely a whisper. “This could… k-kill you?” she managed to choke out before looking at Starlight. The horror in her eyes slowly faded away, replaced by skepticism “And what about you. huh? Why aren’t you getting this magic exhaustion thing?!” her words dripped with venom and sounded almost accusatory.

Starlight’s ears went even farther back, and she took several nervous steps backward, though her own eyes narrowed in warning. “I’m tired, too. I’ll probably start having spasms before very long myself.”

Make her pay.

Rainbow’s face began heating up with rage, and try as she might, she couldn’t force down the anger that was steadily building up in her cranium. She took a threatening step in the lilac mare’s direction while flaring out her wings and baring her teeth. “Why didn’t it happen to you first?! I know you used more energy than Twilight yesterday! You did the fancy light show when I put on my aerial performance, you helped fight Sombra, and you’re casting the barrier spell with Twilight! so why aren’t you the one writhing on the ground?!”

“Rainbow, please…” Fluttershy ventured but immediately shrank back when Rainbow let off an angry snarl.

Starlight took another step back, sweat starting to form on her brow. “I’m not the one c-casting the spell, Rainbow! I’m lending power to it, but that’s not the same thing!” Starlight explained in a frightened and trembling voice, looking about ready to turn tail and bolt.

“MAYBE YOU SHOULD GIVE SOME MORE!” Rainbow screamed, her words echoing far away into the library. “At least then it wouldn’t be Twilight in pain!” her pupils dilated and her teeth ground together. She gave her wings a preparatory flap, about ready to launch herself at the other mare. Before she could act out in any way, however, a pair of deep purple eyes filled her vision, giving her pause. She went rigid, looking into Twilight’s eyes for several long seconds. A dreadful and tense silence fell over the entire assembly of ponies.

Twilight slowly reached out with one of her hooves. “Rainbow… stop. Please…” she whispered, touching the hoof to Rainbow’s cheek. “Don’t do this. Not again…” Twilight continued in what she hopes was a soothing tone, advancing just a little closer. Stiffly, with the anger slowly fading from her eyes and posture, Rainbow lifted up one of her hooves to touch Twilight’s. Her eyes flicked past the unicorn to look at Starlight again, then widened with horrified realization.

“What was I about to…” she choked out before, without another word, she shoved Twilight’s hoof off of her face, turned and galloped as fast as she could into the rows of shelves, leaving all of the others behind.


Nopony dared move.

Several seconds went by.

Finally, Twilight shifted her eyes to look down at her hoof, and her entire body began shaking. She looked into the shelves where Rainbow had disappeared, her eyes glistening with fresh tears. “W-wait! Rainbow!” she cried weakly, then went to follow her, but Fluttershy quickly put herself in Twilight’s path.

“Wait, Twilight. You need rest… and, um, no offense, but… I don’t think she’d react very well to seeing you right now… let me talk to her,” Fluttershy offered weakly while giving a small, reassuring smile.

Struggling to contain a sob, Twilight could only give a shaky nod and weak murmur of agreement before sitting heavily on her haunches and bowing her head. After a moment, Spike gingerly approached her and hugged her from the side, offering her whatever comfort he could. He looked over at Fluttershy with pleading eyes, silently begging her to make sure Rainbow Dash would be alright. Nodding slowly, the yellow pegasus took a deep breath and followed her fillyhood friend deeper into the library.


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Fluttershy wasn’t sure what she was expecting to see when she found Rainbow. She was figuring the most likely case would be that she broke something to vent her frustrations, or found a corner to hide away into calm down. So when Fluttershy found Rainbow Dash sitting with her back to one of the bookcases, her nose buried deep in a book, it was understandable that Fluttershy felt a little surprised. She could see that Rainbow was still shaking, her ears were folded flat against her head and her breathing was still ragged, but she seemed to be calming down, even if very slowly. Gingerly, Fluttershy inched closer to Rainbow, giving the book in her hooves a cursory glance.

1001 Recipes With Crystal Berries.

Rainbow had probably just grabbed the first thing she saw to try and distract herself and calm her mind. Fluttershy’s brow furrowed, and she sat down next to Rainbow. The movement finally drew a reaction from the distraught pegasus, who unceremoniously dropped the book to the floor and looked over at Fluttershy with a pitiful look on her face. “...Fluttershy,” she began in a croak before clearing her throat and trying again. “Ahem. Fluttershy, what are you doing over here? Twilight still needs attention, doesn’t she?”

Fluttershy shook her head. “Oh, no, she’s okay. But, um, you’re not. You’re really upset, and I don’t like seeing you sad, so… I want to help you,” she said carefully, inching just a little closer. “Are you feeling better?”

Rainbow sighed bitterly and gave a sharp shake of her head. “I almost lost control again,” she stated in a cold whisper, looking at her hooves and shivering fearfully. She closed her eyes and let her hooves fall to the floor. When she spoke next, the dread in her voice was almost tangible. “If Twilight hadn’t stepped in when she did… it would have been the train all over again.”

“She did stop you, though,” Fluttershy noted leadingly, her words calm and soothing. She reached out a hoof to Rainbow’s shoulder, giving her a reassuring squeeze. “Everything’s going to be fine.”

“No, it’s not,” Rainbow snapped abruptly, jerking away from her friend’s hoof and standing up. She took a few steps back, looking at Fluttershy with an expression of pure dread. “Did you see how I was acting back there?! I’m dangerous, Fluttershy! And we can’t do anything about it while Sombra has us under siege like this! If we let that barrier drop, even for a second, it’s game over! With both of our most powerful unicorns on the job, there’s no way we can get Discord’s stupid spell out of my head!”

Fluttershy slowly stood up, wilting a little under the volume of Rainbow’s words. Rainbow noticed Fluttershy’s response and took in a deep breath, then letting it out in a long groan of frustration. “I’m sorry, Flutters… I didn’t mean to yell.”

Fluttershy smiled weakly at the apology and gave another shake of her head. “It’s okay, Rainbow. You’re upset… but you’re not dangerous… you’re just…” she slowly approached while reaching out with a hoof. Rainbow backed away a step, prompting Fluttershy to pause as if to ensure she didn’t scare away an injured, frightened animal. “...You’re just a little lost, that’s all.”

“I appreciate it, Flutters, really, I do…” Rainbow sighed, looking down at the floor. “...but how can you possibly say that after everything that just happened?” she shifted and pointed in the direction of the others. “I mean, I was about to attack Starlight again…”

“Rainbow Dash, I believe that you’re not dangerous because I know that none of that anger and hatred comes from you,” Fluttershy explained while taking another few steps forward. Rainbow didn’t retreat this time, seemingly relaxing from Fluttershy’s gentle voice, soft smile, and shining eyes. “Like you said, it’s Discord’s magic making you act like that. So I know that whenever you’re acting mean to Starlight, it’s not you talking, it’s Discord… and the Rainbow Dash I know is being brave, screaming and fighting against it because she knows it’s wrong.”

Rainbow sagged and looked down at the ground. “...I mean, yeah… but…” she paused, not really able to formulate her words. Fluttershy’s smile just widened.

“But nothing,” She rebutted Rainbow’s sentence by gently pulling the other pegasus into a hug. “You’re not that big dumb meanie. You’re Rainbow Dash. You’ve been my friend since I was just a filly and the mare who protected me from bullies at the Cloudsdale Flight School. You’re strong, fast, confident, funny, and awesome.”

Rainbow visibly relaxed from the embrace and the compliments, nuzzling into Fluttershy’s shoulder and returning the hug. “I guess… thanks, Flutters…” she muttered before pulling back, a hopeless look on her face. “But all the reassurance in the world won’t matter if we can’t get rid of Smoke-butt out there,” she emphasized her point by jerking her head in the direction of one of the windows.

Fluttershy hummed quietly before giving a small smile. “Did you try asking nicely for him to leave?” she asked in what was clearly a joking way. Rainbow snorted and wore an amused smirk.

“Yeah, see, I don’t think that’d work very well.”

Fluttershy playfully pouted. “Even if you order him to go away as a Princess of Equestria?” she furthered, her voice still very playful. But when Rainbow’s smile slowly faded away at those words, Fluttershy found herself becoming worried. “Oh, um, I’m sorry. I know you don’t like your title…” she whispered, shrinking back a little.

‘No, you’re fine,” Rainbow said quietly, dismissing Fluttershy’s apology with an absent-minded wave of her hoof. “As a princess of Equestria…” she whispered, seemingly in deep thought for several seconds. A small gasp suddenly tore its way from her throat. “I have an idea!” she declared before, without any other warning, she broke into a sprint past Fluttershy, heading back to where the rest of their friends were. Fluttershy squeaked in surprise, then looked over her shoulder.

“Um… huh?” she asked before turning and breaking into a gallop after Rainbow, although she still fell far behind very quickly. When she finally caught up, she saw that Rainbow Dash had ignored any and all questions from the others, plucked the history book right off of the floor and was now flipping back to the first page. Twilight watched with uncertainty and confusion, then looked over at Fluttershy, her eyes begging for answers. All all the timid mare could do was shrug, sadly.

“Here!” Rainbow jabbed a hoof on the page, showing the publication year. She then turned back to Twilight. “Twi, I need to know; when exactly did the Crystal Empire get taken over by King Sombra? What year? It was in the book we found in the Castle of the Two Sisters, right?”

Twilight blinked in surprise, then nodded. “Oh, uh, yes! It was seventy-two years before the Celestial Era of Peace, so 72 BCE,” she recited, smiling fondly at the chance to recite some knowledge. Her face twisted with a frown, though. “But… I don’t understand. How is that-”

“Give me a second,” Rainbow interrupted her before then flipping to the table of contents. As soon as she found what she was looking for, she flipped deeper and deeper into the book.

“Rainbow, what are ya doin’?” Applejack asked incredulously, stepping forward to try and get a look.

“Shh!” was Rainbow’s sole response before she stopped turning pages and began studying the contents of the section she stopped on critically. Several tense seconds passed before she folded the corner of the page and closed the book, shooting Fluttershy a small smile. “Fluttershy, you have given me an idea.”

“Um… you’re welcome?”

Rainbow put the book down and stood tall, her eyes shimmering with newfound resolve. “Okay, Twilight and Starlight can’t keep their barrier up for long, but Sombra doesn’t know that. For all he knows, we could feasibly keep him out of here for months. Plus, Sombra has no claim whatsoever to the throne of the Crystal Empire; I just looked. His name isn’t on any part of the illustrated royal family tree.” she turned to Twilight with a small grin.

Twilight tilted her head, indeed interested to see where Rainbow was going with this.

“This book was published only two years before Sombra came to power, meaning that he was doing stuff at the same time as the true heir and last Queen. So that means he’s a usurper with no real claim to the crown of the Empire,” Rainbow then gestured to herself. “I don’t have a claim to it either, so as far as that goes, Sombra and I are on even footing.”

“Rainbow, dear, what does all of this have to do with our current situation?” Rarity interjected, her face twisted with confusion. “As impressed as we all are with the swiftness of these deductions, I think I speak for all of us when I say that it doesn’t seem particularly relevant to what’s happening with us now.”

Rainbow frowned at Rarity. “I’m getting to that, Rares,” she said flatly before continuing her descriptions. “We know that his true form is a unicorn, and we know that he is capable of communication; he talked to us when we were fighting him. Neither of us has a claim to the Empire, so, here’s what I’m thinking…” she closed her eyes and took in a deep breath as if bracing herself for a crash. She then opened her eyes and snapped out her wings. “As one royal to another, I’m gonna talk to him. I’m gonna try to negotiate with him.”

“WHAT?!” a chorus of bewildered and shocked voices shouted all at once, echoing all throughout the library.

Rainbow winced from the volume of the response and took a second to evaluate the opinions of her friends through their facial expressions. Rarity looked about ready to faint, swaying slightly on her hooves and gawking at Rainbow like a deer in the headlights of a train. Applejack just looked confused with wide eyes and a raised brow. Pinkie Pie had tilted her head with her jaw hanging open, looking like she was trying to figure out if this was some sort of prank or not. Fluttershy had her hooves covering her mouth with her ears flat against her head and her eyes wide open. Thorax seemed to have taken everything the most calmly, only looking somewhat unsettled by the notion. Spike was mirroring Applejack’s response, looking confused and skeptical. Twilight looked baffled, but also thoughtful like she was giving the idea some serious thought.

As for Starlight...

“With all due respect, your highness,” Starlight began slowly, narrowing her eyes and taking a few steps to the side to make herself better known. “That sounds like a really stupid plan.”

Rainbow turned an irked glare on the unicorn, her coat bristling. “Yeah, and so does sitting around on our flanks waiting for your horns to go out so King Smokey out there can turn us into a finely pounded mulch. I dunno if you’ve noticed, but we’re kinda short on good ideas or smart plans. But hey, if you happen to have a better idea, then please, speak up! I’m all ears,” she said in a cold tone, making Starlight wilt and back away.

Make her pay.

Not. Now.

Rainbow took a deep breath, then turned to look at Twilight, who was looking back at her with a scrutinizing gaze. “Rainbow,” she began, her movements slow and careful as she trotted up to be in front of the other mare. “Are you sure about this? There’s no telling what might happen if something goes wrong.”

“If we can’t talk to him, then we’re finished no matter what. We don’t have time for a better solution…” Rainbow said grimly, then lowering her eyes to look at the floor. “Look, I’m not dumb. I know this is stupid… but it’s all I’ve got.”

There were several seconds of considering silence, everypony looking between one another in deep thought. Finally, Twilight reached out with a hoof and lifted Rainbow’s chin so they were eye to eye. She put on a small, loving smile. “Rainbow Dash… this may just be the most desperate idea you have ever had, but…” she drew Rainbow into a tight hug, one which the young princess was all too eager to return. Twilight put her lips by Rainbow’s ear when she spoke again. “I think it’s a good kind of desperate… I’m with you.”

Rainbow nodded slowly, burying her muzzle into Twilight’s shoulder and taking several deep breaths. Despite the conviction she had shown when making her little announcement, Twilight could feel the nervous shakes she was experiencing. “Thank you…” she whispered before, finally, Rainbow backed out of the hug and looked to the others. “Alright… I’m gonna go to the edge of the barrier and, with any luck, I can get to chat with this guy.”

Rarity daintily cleared her throat and took a couple steps forward. “There’s no way to change your mind…?” She asked tenderly, pawing at the ground.


Rarity nodded, then put on an oddly enthusiastic smile. “Well then, I have something for you. Wait here a moment,” she said with an unusually high excitement in her voice before turning and galloping back towards the center of the library. Rainbow raised an eyebrow and pointed after her.

“Where’s she going?”

Nopony seemed to have an answer, a consensus of confusion washing over their little assembly. While she was perplexed, Rainbow decided not to question it and waited with all the others.

Pinkie broke the silence after a few short seconds of waiting. “So, just to be clear... you’re going to go talk to the big, giant evil smoke monster to try and make him leave us alone?” her voice was quieter than normal, making her question come off as kind of awkward. Regardless, Rainbow nodded at her, prompting an enormously large grin to appear on the party planner’s face. “That sounds fun! Can I come?”

Rainbow blinked, turning to face Pinkie fully. “Huh?” she asked dumbly.

“Ah’m gonna go with ya, too,” Applejack stated firmly, taking a couple steps forward and adjusting her hat on her head. “Somepony has to make sure ya don’t hurt yerself.”

“Me too,” Fluttershy added in with a smile. “I can cheer for you. Woohoo,” she said, though her cheer was so quiet that it was almost inaudible, the adorable display putting a small smirk on Rainbow’s face.

“I’ll come, too,” Thorax said, though the uncertainty in his voice couldn’t be missed. “I am sworn to protect the princesses, so that means I have to protect you.”

Rainbow frowned and shook her head at Thorax. “No, Squall. You and Wind Whisper should stay here. That filly’s had a bad week. She needs you,” she declined him simply.

Thorax’s eyes went a little wide. “B-but-”

“No buts!” Rainbow interrupted him sharply before continuing in a softer tone of voice. “You keep saying you want to protect her, so do it. Stay here, keep her safe,” she then shifted her attention to Starlight, not quite able to look directly into her eyes. “And… Starlight… you should stay here, too. I’m sorry, but I can’t afford to… be distracted while I’m out there.”

Starlight sighed and nodded slowly. “I understand…” she muttered in a dejected voice.

There were a few moments of silence before Twilight cleared her throat, resuming the stalled discussion. “I’m going, too,” She stated, putting a hoof on Rainbow’s shoulder. “And no, you can’t tell me to stay here.”

“I wouldn’t even dream of it,” Rainbow chuckled light-heartedly while reaching over and ruffling Twilight’s mane. The unicorn stepped back and pouted at Rainbow before blowing a raspberry in her direction, eliciting another light-hearted laugh from her. Most of the others managed to take some enjoyment from there antics, smiling or quietly laughing under their breath As that merriment was winding down, Rarity finally came galloping back with her saddlebags floating along behind her in her magical aura.

“Sorry for the wait. Ahem,” the fashionista set the bags down and flipped open one of the pouches. “If you are to be speaking with a king, then…” from inside the pouch, she withdrew a certain circular item. “It is only fitting you be dressed for the occasion, is it not?”

Rainbow’s eyes widened dramatically. “My… my crown…” she breathed, looking upon the piece of headwear she had thought she lost. “I… I thought that thing fell off my head in Canterlot! How did you get it…?”

“I actually kept it with us when pulling you out of Canterlot,” Twilight explained, smiling softly. Rainbow looked over at her curiously, so she elaborated. “After you went out of your way to get it and put it on… I thought you might want to have it. It did fall off of your head when we teleported out of the throne room, but I made sure to bring it with us. I asked Rarity to hold onto it after we left Ponyville; I knew she wouldn’t lose it.”

“I couldn’t live with myself if I did, darling. And I have been keeping it properly polished and cleaned to the perfection a princess deserves,” Rarity assured, turning the crown in the air to emphasize her point. The rubies and gold caught and reflected the light beautifully. Like she said, it was in pristine condition. She gave it one more flourish in the air before she drifted it over towards Rainbow, who sat down on her haunches and gingerly took it in her hooves.

She turned it over, examining the four rising points, the rubies embedded within, the gold of the circle and the inlaid etchings of abstract, silver lightning. She couldn’t help but smile a little bit as she looked it over. She used to hate this thing, and in truth, she still kinda did. But holding it in her hooves now… it was all she had left from Celestia, and looking at it now served to remind her of everything she was trying to save. Her smile grew in size and confidence before she lifted it up and placed the crown upon her head. A perfect fit, of course. She then stood back up and flared open her wings.

At her side, a proud smile spread on Twilight’s face, and everypony else also wore an expression of pride or happiness for their friend.

Taking comfort and confidence in the approval of her friends, Rainbow shifted slightly to look towards the distant exit of the library. Her eyes narrowed and her heart rate accelerated somewhat. “Alright… let’s go.”


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When the ponies of the Crystal Empire saw Rainbow Dash leading her friends towards the edge of the barrier with a golden crown atop her head and a fiery determination raging behind her magenta eyes, none of them were really sure what to make of it. All of her friends following close at her heels had matching looks of resolve and had brought along saddlebags which rustled quietly every step of the way with hidden contents. Many of the Empire’s citizens took to tailing the group of foreigners from a distance, watching with curiosity, trepidation and, in some cases, hope. Hope that the resolve in their eyes meant that they had some kind of solution to the mass of darkness that was waiting just beyond that wall of blue and purple light.

Alas, their willingness to follow Rainbow Dash and her friends ended more than a block away from the edge of the barrier, none of them brave enough to venture any closer to the limits of their safe haven. Rainbow couldn’t blame them; in fact, as she was drawing closer and closer to the edge of the barrier, her own heart rate was slowly starting to accelerate and her instincts screamed at her to double back and join them. A tightness was forming in her throat and her lips were starting to go dry. She took a second to glance over her shoulder, catching sight of all of her friends there, who nodded reassuringly on seeing the unease written on her face.

With what little comfort she could garner from the combined gesture safely held close to her heart, Rainbow gestured towards the group, signaling them to stop, which they did. She then turned her eyes to look at the writhing mass of pitch black smoke that waited for her barely ten yards away. Standing so close to it without the rush of the wind in her ears, she could hear the sounds it was making. It reminded her of the low rumble of distant thunder and a voice whispering in some unknowable language. With an unnerved shiver crawling down her spine, Rainbow took in a slow, deep breath, unfurled her wings, and stepped forward with her head held as high as possible.

“King Sombra!” She called out in the loudest, most authoritative voice she could muster. Almost instantly, those crimson pupils framed with poison green corneas snapped open in the smoke, glaring at her from the darkness. Swallowing down her fear, Rainbow took another few steps forward, making a point to hold her head high and angle it forward so Sombra could see her crown. “My name is Princess Rainbow Dash of Equestria. I am the adoptive daughter of Princess Celestia… and I’m here to negotiate.”

The eyes blinked as if in surprise. They then drifted down through the smoke to be closer to Rainbow’s eye level, narrowing in thought as they studied her. “...I was not aware that the Sun Princess had acquired a daughter,” Sombra’s voice echoed coldly, curious and skeptical at the same time.

“You’ve been gone a long time, Sombra. There’s a lot you don’t know,” Rainbow stated plainly, starting to slowly pace back and forth in front of the darkness.

Slowly, the face of King Sombra became more defined in the darkness. His red horn sprouted free above and between his eyes, while fur the color of darkened ash formed to reveal his face. His crisp jawline was lined with the faint traces of a well trimmed and maintained black-haired beard, while his sharp teeth became visible in a fascinated grin. “Is that so…?” he mused thoughtfully. “Do tell…”

“Nice try,” Rainbow snorted, shaking her head. “I’d be happy to share some of what I know with you; but only if you back off and leave the Empire alone,” as she spoke, she narrowed her eyes dangerously.

Sombra gave a low, entertained chuckle. “You are hardly in a position to be making demands, young one,” he pointed out, his head rising back into the air while the smoke thickened and gathered under him. “Your unicorns cannot hold this shield of yours indefinitely; when it inevitably falls, I will take my empire back.”

“Oh, I’m sorry, I wasn’t aware you had a claim to the throne,” Rainbow glowered in a sarcastic deadpan before looking into Sombra’s eyes unflinchingly. “Oh, wait, that’s because you don’t. You are a usurper and a traitor to the Crystal Empire, that much is as clear as day to anypony who has bothered to do some research,” she then resumed pacing, letting a smirk slowly appear on her face. “But you’re right; we can’t keep you out forever. But we can make you work, struggle and bleed for every single inch you take. We can wear you down for weeks, or months if we have to. And with every ounce of energy you waste trying to take something that doesn’t even belong to you, you’ll be leaving yourself open more and more to something even worse than you.”

Sombra raised an eyebrow at Rainbow’s boast, appearing to give her words some thought. “...Something worse, you say?” he questioned carefully, his eyes never once leaving hers.

“Yeah, something that makes even my mother and her sister look like a joke in comparison. Something that is coming here. But hey, if you’re sure you can handle it…” she turned and flashed him a taunting grin. “I can just leave you here to wear yourself out. I’m just convinced you can manage.”

Please fall for it, please fall for it, please fall for it...

There were several moments of tense silence, the two locking gazes. Sombra blinked slowly, then started to laugh. It started out as a quiet chortle, but soon he reared his head back and let out a long howl of uproarious laughter, causing Rainbow’s smirk to falter just a little bit.

Did he call my bluff?

Sombra slowly lowered his gaze to meet Rainbow’s again, his laughter dying away, although a fiendish grin remained plastered quite smugly on his shadowy face. “You’re confidence and nerve is admirable, little Princess...” his face retreated into the darkness, and a small circle was cleared in front of the barrier. “Very well… let us negotiate. Step into the shadows.”

Rainbow eyed the cleared space skeptically before a derisive snort escaped her. “Do you think I’m an idiot? I’m not leaving this shield,” she sneered simply.

Sombra’s eyes appeared above them yet again. “If you would speak with me, I would have it be in private. The common peasantry has no place listening to the discourse of royalty. Step into the shadows, or there shall be no further discussion,” with those words echoing in the air, Sombra’s eyes faded, and the circle where the darkness did not reach grew by several feet as if in invitation.

Rainbow’s ears twitched back somewhat, and the confidence and resolve in her eyes melted away a little. She looked back to the others, who all seemed just as indecisive as she did. After several seconds of thought, her uncertain expression hardened once again into one of resolve before she looked back at the darkness. “Fine, I’ll go in. But you can’t expect me to walk in there blindly,” she then turned to Applejack, whose face had morphed into a wide-eyed look of shock. “Applejack, did you bring some rope?”

“Wha?! Woah woah,” the farmer protested, cantering forward a few paces. “Ya can’t be serious about this, Rainbow! He’ll tear ya apart!”

Rainbow’s eyes narrowed just a little more. “I’m completely serious. Did you bring a rope or not?” she demanded sharply.

“Rainbow, please,” Twilight pleaded, also stepping forward until she was close enough to whisper. “It’s too dangerous. What if it’s a trap?” she breathed out, reaching a hoof for Rainbow’s cheek.

Rainbow sighed softly and leaned into the gentle touch of Twilight’s hoof, lifting one of her own to hold it there. “We don’t have any other options,” she whispered back, glancing behind her at the still waiting darkness. “If I can’t convince him to back off, he’ll figure out that I’m bluffing about the barrier pretty quick. It’s a risk I just hafta take…”

“Let me go instead,” Twilight offered hopefully, her eyes shining with worry and concern. “I can represent you in there. I could-”

“No!” Rainbow shot back in a slightly raised voice, grabbing Twilight by the shoulder with a tight grip. “Absolutely not! You’re the one holding up the barrier in the first place, so if you went in there and something bad happened, we’d all pay the price... Besides…” she lowered her gaze somewhat. “...I can’t let you get hurt… I won’t.”

Several seconds of silence came and went, the shadows waiting patiently beyond the barrier. Twilight looked down, biting her lip. Not far away, everypony else just watched, unable to figure out a better course of action and, more so, unwilling to disrupt the moment the two mares were having. Eventually, Twilight lifted her gaze to meet Rainbow’s own. “Okay… but, Rainbow?” she began in a quiet, quivering whisper.

Rainbow’s face contorted a little with concern when she saw the look in Twilight’s eyes. She looked… afraid, but not of the darkness waiting for them. Slowly, Rainbow reached a hoof out to brush away a stray strand of Twilight’s mane that had fallen in front of her eyes. “Yeah?”

Twilight hesitated, her eyes shifting with indecision for several moments. She let the hoof she had on Rainbow’s cheek slip around to the back of her head. Then, without any other warning, she leaned forward and kissed Rainbow softly on the lips.

The entire world went still. All other sound faded away. Rainbow’s eyes went wide and her already unfurled wings gave a flap of shock. What was...

The sensation ended before she could really begin to process it, sadly. Twilight pulled back, a blush on her cheeks and her lips forming into a small, timid smile. “...You come back to me in one piece, you hear me?” she ordered in a whisper so quiet that only Rainbow could hear her.

The pegasus gave a slow nod, not quite able to form words through the fog filling her mind. Thankfully though, she managed to find her voice after a few seconds and gave another slow, shaky nod. “Right… I will. I promise…” she answered in an equally silent voice. She couldn’t bring herself to look away from Twilight, so she didn’t when she spoke again. “AJ? Rope?”

Applejack appeared to be in something of a trance, though Rainbow’s question snapped her out of it. She gave a stiff nod with a solemn look on her face, then set about procuring a long coil of rope from her saddlebags. “Y-yeah, Ah brought some…” she relented distantly.

“Good. Tie it around my barrel. If I start yanking on it really hard, pull me out,” Rainbow instructed simply, her voice not all there. She just kept looking at Twilight, their eyes looking deep into each other. While Applejack did as she had been ordered, Rainbow couldn’t help the tiny, giddy smile that spread on her face or the little giggle that bubbled up after it. “I’m coming back to you,” she promised to the mare in front of her.

Twilight nodded slowly, her smile fading just a little. “You’d better…” she replied, letting the hoof she had on Rainbow’s head glide down her neck in a gentle patting motion.

It was Rainbow’s turn to plant a kiss on Twilight’s lips, the bookish mare tentatively returning the gesture. Now that Rainbow really had a chance to savor it, the sensation was heavenly. Somewhere, deep in her chest, her heart swelled with a happiness and joy she had never felt before, filling her veins with even more determination then she had felt before. “I can't mess this up,” she thought to herself when the two finally broke apart again, Applejack quietly signaling that the rope was secure. “There’s too much hinging on this for me to fail…

With that thought burning in her mind, she turned back to the barrier and took in a deep breath. “I can pass right through, right Twi?” she questioned, her voice starting to get some of it’s earlier intensity back.

“Mhmm…” Twilight responded quietly, sliding her hoof down to Rainbow’s shoulder. “Be careful…”

“We believe in you, darling,” Rarity chimed in, trotting up with a charmed grin. “And I know you won’t let us down. You have something far too important to come back to, now.”

“Yeah, Ah know that look…” Applejack nodded, a small smile forming on her face as well. “Ya got this, RD. Ah can tell.”

Pinkie Pie chose this moment to come bouncing forward, a wide and ecstatic grin on her face. “You can do it, Dashie!” she said before throwing her forelegs around the pegasus’ neck in a bone-crushing hug. “Now get up there and show that smokey king whos boss!” She then took a second to lean back, catch Twilight and Rainbow’s gaze, and wink at them. “Nice kiss, by the way. You’ve been keeping us all waiting for long enough, you silly fillies.”

“Pinkie!” Rainbow spluttered, a furious blush forming on her cheeks. “Not now!”

Pinkie just gave a wide and unapologetic grin before scurrying backward a little way.

Fluttershy, from a little ways away, gave a quiet ‘yay.’ For a few seconds, Rainbow just took the opportunity to look at all of her friends in turn, soaking up their cheers of confidence and assurance, her eyes lingering on Twilight the longest before she turned to Sombra once again.

“Alright… here goes…” she muttered under her breath before lifting her head up high and trotting forward. Twilight’s hoof stayed on her until she was completely out of reach, where she then brought the hoof to rest over her heart, looking into the back of Rainbow’s head longingly. Rainbow looked over her shoulder one last time to offer her a grin that said ‘I got this.’

Like Twilight had said, the barrier allowed her to pass through without any resistance. Almost immediately she could feel her heart rate spike at such a close proximity to the shadowy king without any protection, but she forged on, reminding herself of what she was doing this for.

Who she was doing this for.

She stepped into the center of the circle, looking up into the shadows expectantly.

All at once, the darkness rushed in and smothered her, blocking out all light and sound from the world beyond. She thought she could hear somepony crying her name, but the sound was lost to the smoke. A shocked gasp ripped itself out of her lungs as biting cold raced through her veins and, for just a moment, the image of her deceased parents flickered before her eyes. her breaths were suddenly heavy and labored, her lungs feeling like they had just been deprived of air for several minutes. She crumpled to her knees, struggling to calm her confusion and her breathing while her eyes slowly adjusted to the darkness around her.

“You seem close to those peasants with you…” the voice of King Sombra noted from just ahead, drawing Rainbow’s eyes to look at him. He was in his true physical form, looking at her with a respectful, if questioning, look in his eyes. True to the illustrations in the book from the Castle of the Two Sisters, King Sombra was a charcoal gray unicorn with crimson reptilian pupils, a short black mane, a well-maintained beard and a curved red horn. His neck, chest, and hooves were clad in steel armor, while a thick red cape lined with thick white fur billowed dramatically behind him in an unseen breeze. His smile morphed into a grin. “Now, then… as you called for these negotiations, why don’t you begin? What are your terms?”

Still short of breath, Rainbow slowly stood up on shaky legs. “Wha…? What did you do to me?!” she demanded with a forceless shout, her words hoarse.

“I blocked out the outside world, so we may conduct our negotiations without fear of prying eyes,” Sombra stated almost casually, his posture appearing amicable for a moment.

Rainbow looked up and around, taking in her surroundings. Beneath her hooves, the smooth crystal of the Empire’s streets had been replaced with a flat plane of rough gray stone, while in a dome around them, pitch black darkness smothered everything but the occasional flicker of poison purple or acid green magic, often taking the form of flickers of distant lightning.

“Now, I ask again, Princess Rainbow Dash...” Sombra continued in a far more serious voice, the smile dropping off of his muzzle in favor of a serious frown and narrowed eyes while his previously friendly stance shifted into one of authority and dominance.

“What are your terms?”

Northern Lights

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“Well?” Sombra pressed after Rainbow failed to answer immediately, his eyes boring into her with a spine-chilling amount of scrutiny. She took a moment to finish catching her breath, her lungs still burning from her unexpected smothering, before steadily rising back to her full height and meeting Sombra’s gaze intently.

“My terms, eh?” she asked before pointing at Sombra firmly. “Well, mainly I want you to back off from the Crystal Empire and leave it alone,” she stated plainly, though her voice was somewhat hoarse from her gasping fit.

Sombra raised an eyebrow at that, simply staring at Rainbow for a couple of seconds. “Is that so?” he eventually questioned in a slow, even voice, the darkness around them undulating slightly and letting off a disturbing chorus that made Rainbow think of hundreds of screams muffled by stone walls and thunder before being carried away by intense winds.

She maintained her composure and nodded sharply, however, not allowing the horrifying noises around her to be a distraction. She still had a job to do, after all. “Yeah. You need to pull yourself back so that my friends and I can stop worrying about you and find a way to stop the enemy that’s gonna be following us.”

Sombra snorted and showed his teeth in a disbelieving scowl. “Oh, please! Twice have I heard of it, and already am I growing tired of hearing you speak of an enigmatic enemy. Give me details, Princess! What is it you face that could supposedly dwarf the Sisters in their power?” he demanded in an impatient roar, the shadows around them pulsating and writhing like a pit full of angry snake. Rainbow’s hoof quickly flew to the rope around her barrel, though she did not yet tug on it, meeting Sombra’s gaze with a warning look in her eyes. The shadows steadily calmed themselves down, and Rainbow relaxed with them. Sombra still eyed Rainbow skeptically and began to slowly circle the young princess. His armored hooves clanged against the jagged stone beneath them, the sound eating away at Rainbow’s nerves.

She took in a deep breath and began to circle Sombra in turn. “Alright… not like telling you will hurt anything. Have you ever heard of creatures called changelings?” she asked carefully, her eyes carefully observing his response. His brow furrowed and the impatience on his face melted away in favor of mild curiosity and skepticism.

“I have not,” he answered. “I presume you have?”

“They’re parasites,” Rainbow explained, taking some confidence in the fact that Sombra was giving her his full attention. “Bug-like creatures that infiltrate a civilization while disguised as one of the locals, usually by replacing someone. They cozy up to the population, feeding off of love and affection. It’s how they feed themselves and grow their power,” Sombra noticeably winced at the mentioning of love, his posture shifting ever so slightly to the defensive. Rainbow noticed this and capitalized on it. “We came here to the Empire hoping to find a way of countering these things. They’ve already taken Canterlot and I’m pretty sure their Queen is gonna be coming after me and my friends… and that Queen is the one in charge of the day and night right now, FYI.”

“What?” Sombra demanded, his eyes losing their caution to abject disbelief. “Preposterous. That power rests with the Sisters alone!”

“Pay attention,” Rainbow snarled in response, snapping her wings wide open. “She has that power because she has my family prisoner. A sneak attack on Canterlot caused both, Celestia and Luna to be captured. Now they’re being used like batteries to empower the Changeling Queen. Don’t believe me? Just keep an eye on the sun and moon. They’ve been off-schedule ever since you got back, right?”

Sombra grimaced, conceding the point. “I had noticed something off about that, yes… Hmmm… These Changeling creatures feed on love, you say? That means that my Empire would be a prime target for them indeed,” he mused, bringing a hoof up to his chin.

“It’s not really yours, but whatever,” Rainbow shook her head, ignoring the venomous scowl Sombra shot her way at that remark. “The point is, if you keep up this siege of yours, my friends and I are going to be too busy trying to slow you down to figure out how to get the changelings out of Canterlot. If you make us do that, you’re going to waste a lot of time and energy, leaving you open for the queen to tear you a new one when she comes flying along,” she explained before ending her pacing and facing Sombra directly. “And she will be coming, sooner or later. So back. Off.

Sombra, too, ceased his pacing and considered Rainbow’s demand for several lost seconds. After a moment, a small glint came to his eyes as he flashed Rainbow a small, snide smile. The look in his eyes… Rainbow wasn’t sure why, but it sent a shiver down her spine, one which she struggled to suppress and hide. “...You make a valid point, Rainbow Dash,” he began in an exaggerated display of thoughtfulness. “But if you are able to make such astute observations about your enemies, you must also be able to tell that, even if it isn’t in my best interest, you are still at my mercy. I am the one pinning you down behind a barrier that won’t last forever, and you cannot expect me to end my efforts without expecting something in return.”

Rainbow swallowed heavily, a horrible feeling building in her gut and the hairs on the back of her neck standing on end. Whatever this creep had in mind, it couldn’t be good. That look in his eyes, the tone of his voice… she thought she could see his tongue briefly lick his teeth, revealing an unnatural fork in its tip. After a moment, she managed to find her voice again. “I… guess not,” she admitted uneasily, unable to hide the anxiety she was feeling. “Fine. What do you want?”

Sombra’s grin widened, and already Rainbow regretted saying those words. “If what you say is true, and these changelings were able to outsmart the sisters and overthrow Canterlot, then you need all the help you can get. I will remove myself from the Empire’s doorstep and keep to the tundra. If any of these ‘changelings’ come through, I will deal with them personally. You will have time to figure out your counterattack. But as soon as you are able to overcome this adversary…” his crimson eyes glowed slightly, and his grin shrank into an intimidating smirk. “...As soon as victory belongs to you, then you and your friends are to remove yourselves from the Crystal Empire and surrender it to my authority.”

“What?!” Rainbow exclaimed, her ears folding back and her eyes widening to the size of dinner plates. She took a step back, her heart rate spiking severely. No, no, this is bad! We can’t let him have the Empire! He’s a tyrant! The ponies are terrified of just the memory of him!

“That is my offer, Rainbow Dash, and it is as good as you are going to get,” Sombra stated slowly, lifting his head up high and looking down on her with superiority and confidence in his position. “If you refuse, I shall resume my siege on your barrier. Even if the beings you speak of are as powerful as you say, they have never contented with a being like me. I’m willing to take my chances. Make your decision, Princess, and make it now.”

Rainbow watched him for several seconds with horror in her eyes. Behind those eyes, she was struggling with the dilemma he had just placed before her. She couldn’t agree to these terms, could she? The Empire would suffer under this guy, and if he was in charge again, who knew what kinds of damage he would start to cause?! His usurpation of the Empire was evidence of his insane lust for power, his use of dark magic to preserve himself and throw the Empire off of the world for a thousand years was a sign of his raw determination and resourcefulness.

Of course, she didn’t have to tell the truth… as dirty a tactic as it might have been, lying to him might be a good idea, given the circumstances, and she found herself considering doing just that.

“Alright, I can agree to that,” she said with a firm nod. Sombra grinned, and his horn began to spark with poison purple and acid green magic. In front of him, a tattered and pale scroll materialized in mid-air. The scroll faced Rainbow Dash to reveal that there was writing on it outlining the terms of their truce. Rainbow felt her skin crawl, and any and all confidence in her voice was lost when she saw the almost sadistic glint in King Sombra’s eyes.

“Then all that remains is for us to sign,” he stated plainly, two black-feather quills materializing along with the scroll.

“What’s the point in that?” Rainbow asked cautiously, eyeing the quill that drifted towards her like it were a poison arrow.

Sombra’s grin grew even more sadistic. “We don’t want either side to be breaking their word, now do we?” he asked knowingly, then laughing quietly under his breath. “This treaty, when signed, will bind us to our written agreements. Neither side can break their word.”

Rainbow’s heart fell into her stomach. The sly devil, Rainbow should have known he’d pull something like this! She looked at the scroll, the quill, and Sombra, her heart rate escalating yet again. Sombra watched her, his smile twisting with villainous glee. “You seem hesitant, your highness. Don’t tell me you’re having second thoughts?”

“I…” Rainbow choked out, her entire body starting to shake.

She was stuck. If she signed her name on this treaty, there would be dire consequences in the future…

But if she didn’t, she, her friends, the Empire and Equestria were all doomed…

Hesitantly, with shaking legs and a pit forming in her heart, Rainbow reached out, took the quill out of the air, and signed her name on the scroll. With every scratch of the tip on the parchment, her heart felt colder and colder.

Sombra’s smile grew even larger when she was done, a quiet chuckle sounding from somewhere deep in his voice. He pulled the scroll over and signed it himself, flashing her another gut-wrenching look. The chill in her chest was like ice. “Excellent…” the King of Shadows began, his physical form slowly beginning to fade and dissolve into the shadows around them. “I look forward to my Empire being returned to me, little princess. I do hope you are one to keep your promises. After all, you would hate to learn what I do to liars…

The darkness around Rainbow Dash suddenly dispelled, and the jagged rocks beneath her turned back into the smooth surface of a street in the Crystal Empire. Sombra’s towering body of smoke looked down on her, those eyes narrowing as if in warning. Then, without any other words, he began to retreat. Rainbow watched him as his large form lowered itself slowly into the snow in the distance, before vanishing out of sight completely on the horizon.

Silence. A chill breeze rushed by, and she crumpled to her knees, struggling to contain a sob of guilt. She screwed her eyes shut and stamped a hoof onto the street in frustration, hissing under her breath. I’m so sorry… I had no choice… she thought to herself. After almost a minute, she slowly stood, turned and looked at the barrier, and at the ponies on the other side. She gradually made her way back to the edge and passed through, head hung low in shame. She was immediately tackled by five other mares, all of them crying out in relief at seeing her unharmed. Of course, first and foremost was a purple unicorn who held Rainbow closer and tighter than any of the others, breathing shakily into her neck.

“Oh, Rainbow! We saw him swallow you whole! I thought you were a goner, but… Ooh! Don’t you ever scare me like that again!” Twilight scolded her in a quivering voice before leaning back and looking deep into Rainbow’s eyes. “Are you okay? You are okay, right?! Please tell me you’re okay!”

“Twilight, calm down. I’m fine. Just…” Rainbow looked away, not quite able to meet the other mare’s gaze. If she knew what I’ve done… she’d hate me. “Go ahead and take down the barrier,” she said, working her limbs through the mass of ponies to return Twilight’s embrace.

“Are ya sure?” Applejack asked, looking out to where Sombra had disappeared with uncertainty. “Are ya sure we can trust this guy to stay away?”

“I’m sure…” Rainbow said in a quiet voice, nodding her head and looking down at the ground. Twilight caught the despondency in her voice and gave her a squeeze, trying to comfort her. As she did so, the light on her horn, finally, sputtered out. All at once, the barrier over their heads faded away, letting the natural, beautiful blue of the sky shine through once again.

Rainbow smiled softly at the sky before lightly nudging the others so they could all get off of her. One by one, her friends backed away from the hug, until it was just Twilight hanging on to her, unwilling to unlatch herself. Rainbow couldn’t help but snicker under her breath while poking the bookish mare in the shoulder. “Twilight, are you, uh, ya know, gonna let me go?”

“I don’t want to…”

“And I don’t want to be rooted in place.”

Twilight pouted at her before slowly and hesitantly backing out of the hug, though she remained in very close proximity to her. Not like Rainbow minded at all; the warmth her body let off was comforting, in light of what she had just done. With her restraints lifted, Rainbow finally noticed the extremely large crowd that had gathered around them.

Crystal Ponies.

Thousands of them.

They looked on at her with wide, shocked eyes. There was an awed hush over them all, and now that the rest of Rainbow’s friends noticed the assembly, they all turned their eyes to the pegasus princess as well. Finally, from the crowd, one mare stepped forward. It was the same one they had spoken to in the plaza the previous day, who had helped to direct them to the library. “Is he… is he gone? Are we safe?” she asked in a nervous voice, just loud enough for Rainbow Dash to hear her while her eyes darted up to the sky every so often.

Rainbow glanced over her shoulder, then looked to the mare again. She put on a happy smile and pointed behind her with a hoof. “He looks pretty gone to me. Yeah, you’re safe,” she replied almost casually, causing the mare to let out a sigh of relief.

I’m so sorry… Rainbow apologized in the back of her mind. I hope you can forgive me, and I hope I can find a way to save you...

Then the mare did something that Rainbow Dash was not at all expecting. She dropped into a deep bow, closing her eyes and wearing a peaceful smile. Rainbow’s eyes widened, and she gestured uselessly towards the mare. “O-oh, uh, there’s no need for that!”

A stallion followed her into a bow of his own.

“H-hey, cut it out! I’m not your ruler or a-anything!”

Another few ponies bowed, and Rainbow’s complaints steadily lost all their force.

“So… uhm… Yeah, you’re not listening...” she sighed in defeat as, one by one, more and more of the crystal ponies began to bow to her. Soon, there was not a single crystal pony not bowing to her. As they did, the air around them began to shimmer with faint blue and pink light, drifting upwards towards the sky and giving the entire area an impossibly serene feeling. High in the sky above them, ribbons of colorful light began to appear, originating from the top of the palace and expanding out towards the southern horizon. Rainbow turned her gaze skyward, jaw hanging open. She then turned to look to all of her friends, hoping for the explanation.

Her eyes settled on Twilight, who was also looking on at the crowd and the lights in the heavens with a wide-eyed look of shock and amazement. “These… these are the northern lights!” she whispered in awe. “I thought they were just a legend… nopony has seen them in over a thousand years...” Then, that look of awe and wonder was replaced with a glowing smile of pride and realization. She turned that look towards Rainbow Dash. “I guess this is how the Empire’s emotions spread all across Equestria, huh?”

“Wowie!” Pinkie Pie suddenly shrieked with delight, bouncing over and over in place while looking up at the sky. ”You made so many ponies happy that the sky lit up! That’s amazing! No wonder all of them are bowing,” she spewed out before, while beaming happily, also dropping into a low bow. “Finally, some recognition for my favorite princess!”

‘Wha, Pinkie?!” Rainbow exclaimed, her wings snapping open in surprise and a blush appearing on her cheeks. “Why are you bowing!? Stop that, it’s weird!”

Pinkie shook her head and let out a cute giggle. “Nope, no way!”

“I must confess,” Rarity started, also looking up at the sky. “That in all my years, I have never seen anything quite so fabulous. It is just... awe-inspiring…” she lowered her gaze to Rainbow as well before giving a more restrained bow of her head. “I’m going to have to ignore your order for us to not bow this one time, darling. Pinkie Pie has the right of it; you’ve earned your bows this time.”

“Rarity…” Rainbow tried to protest, but the strength in her voice was quickly fading away as, nodding along to that sentiment, Applejack gave a low nod of her head as well, and Fluttershy did a low bow like Pinkie, although hers was somewhat awkward. Before Twilight could do any such thing, Rainbow pointed a hoof at her. “Don’t you dare,” she said warningly.

Twilight just rolled her eyes and did a quick, teasing little curtsey before smirking playfully at the flustered pegasus. “I dared. What are you gonna do about it?” she asked in perhaps the cheekiest voice Rainbow had ever heard from her.

“Oh, horrible things,” Rainbow replied, puffing up her cheeks indignantly before gazing back out at the crowd in front of her. As the seconds ticked by, she realized that the more she took in this scene… the more she realized that she actually felt okay with it. There was a moment of confusion before she remembered something from a long, long time ago.

“He’s a massive jerk.” Rainbow snorted through a mouthful of burger.

“He is…” Cadance looked down slightly before getting up from her seat in the booth. Rainbow glanced up and then scooted over when Cadance motioned towards her seat. “Your status is also getting to you, isn’t it?”

“I’ve been officially recognized as ‘Princess Rainbow Dash’ for only a day and already it’s worn out its welcome if you ask me…” Rainbow mumbled tiredly. “I mean, I’m all for ponies praising me when I do awesome stuff. Hay, I live for moments like that,” she took another bite from her burger. “But I haven’t done anything with this title of mine yet and already I’ve got almost every single pony I meet treating me like Celestia.”

Timidly, Rainbow reached a hoof up to touch the crown resting on her head. The barely audible ting that came from the contact sounded almost deafening in the silence around her. At that moment, holding a hoof to her crown and remembering that moment so many years ago with Cadance… it finally clicked with her.

Even if the peace she had just negotiated would be short-lived, the point was that these ponies were bowing to her not just because she was a Princess and that it was a protocol or something; but because she had just, from their perspective, saved them from a shadowy tyrant king. She had walked head-on into his darkness and, when she came trotting back out, Sombra had gone away. For the first time since she had become a princess, she had earned the praise she was being given.

Of course, if they knew the conditions of Sombra's departure, they'd probably be chasing her out of town and cursing her name by now...

Looking into the sea of faces, and looking between her friends, Rainbow made a resolution then and there. "I just need to find a way to break that contract... I can't let these ponies down now."

With that thought firmly lodged in her mind, Rainbow let a small smile spread on her face before she stepped forward and cleared her throat. “You can rise, now, everypony,” she announced to the crowd in a far less flustered tone. Gradually, the crowd did indeed stand, each one looking on at her with huge smiles and untold amounts of gratitude and respect. Her friends rose back to standing positions as well, their own faces reflecting their happiness and pride for their friend, and how far she had come.

Meanwhile, many miles to the south, in a remote portion of the Equestrian Heartlands, Queen Chrysalis looked down on the small town of Sire’s Hollow from the surrounding hills. Her teeth showed in a pleased grin as she watched her drones at work rooting out what few remaining ponies there were that had managed to escaped being cocooned in their opening assault. “Stupid ponies,” she chuckled heartily under her breath when she saw an orange mare being dragged out of a house alongside a purple stallion, both of them kicking and screaming even as one of her drones started covering them in the quickly hardening green slime that would become their new permanent home. “They never realize that they’ve been infiltrated until it’s far too late to do anything to stop us. This is almost too easy…”

She would have spoken more, but her smile dropped away when an odd smell tickled her nose. Curious, she sniffed at the air, her eyes narrowing with focus and concentration as she tried to nail down the source of the smell. It was coming from over her head… odd. She lifted her nose to the sky and sniffed again. She felt her mouth water and her eyes instinctively widen when her nostrils were assaulted with an impossibly strong whiff of pure, uncorrupted love, far more than this puny village could ever hope to generate in a lifetime. She instinctively snarled at the air, trying to pull some of it in, only to realize that the energy was not actually there. She was merely smelling it. But for such a strong scent, but the energy to not actually be there…

Her eyes refocused, and she spotted ribbons of blue and pink light stretching across the sky, slowly weaving their way farther south. As she scanned the heavens, she saw many more such ribbons branching over other parts of Equestria far in the distance, hard to make out against the midday sky, but if one looked hard enough, they could see them coming from the north.

“The north…” she hummed to herself before an amused chuckle slipped out of her. Of course. It just made so much sense. It was that runaway princess, Rainbow Dash, and her friends; she just knew it. They must have found something quite special indeed to create such a spectacular light show.

Such a shame for them that the beautiful display would lead her right to them.

She couldn’t contain the jubilant laughter that burst out of her at the thought, the sound ringing out across the captured town and the surrounding countryside and capturing the attention of her drones. They all turned their gazes up at her in curiosity, watching as she lifted into the air high above them on her wings.

“Changelings! Hear the words of your Queen and listen!” she declared before turning and pointing to the sky. “Do you see that? Do you smell that?!”

The only response she received was the uncontrollable, instinctual snarls and hisses of starving changelings far below as they realized what she had discovered. A wicked grin spread across her lips. “That, my subjects, is the purest and most unfiltered love I have ever seen! And it comes from the north! Gather up the cocoons and return to Canterlot to regroup at once! Once the new crops are secured, make ready to depart for the frozen north! We will find the source of this love, and we shall make it our own! If it is even half as strong as the smell and light suggest, then we can feed upon it until the end of time! Our eternal hunger may at long last be satisfied!”

The cheers of her drones and their complete lack of hesitation in abandoning the poor town to its fate was music to her ears. Anypony already cocooned was hoisted up and carried along by the swarm, and anypony else was left in the almost ghost town to fend for themselves. Chrysalis let out a manic cackle before looking once more to the north, and those beautiful, delicious lights. As she did so, however, the scar on her cheek gave a small twinge of pain, making her smile turn crooked. One of her hooves drifted up to the wound, and her joy gained a sadistic edge.

“Food for my hive… and a chance to get revenge on that purple pest…” she whispered bitterly, green fire momentarily flickering across her horn and behind her eyes. “Oh… oh, how she will scream… she will pay for how she humiliated me…” her smile faded away, and she moved to lead her swarm back to Canterlot.

She will pay dearly...

Masks Off

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“How much longer do we have to wait?” Wind Whisper asked in a drawn-out whine, leaning against Thorax’s side while the disguised changeling draped his fake, leathery wing over her. She looked up at him and gave a pitiful pout and pawing one of her hooves against his foreleg. “I’m bored…”

Thorax looked down at her, letting out a quiet snicker when he saw just how adorable her face was. He reached out with the leg she touched and ruffled her mane and giving her an affectionate squeeze with his wing. “Not much longer now, kiddo. Not much longer,” he expressed in a hushed tone before looking over at Starlight, who was presently seated at one of the desks, sipping down some tea they had managed to macgyver from a few crystal berries once Rainbow and the others had left. His smile fell away as she looked at her horn, which had been letting off more and more sparks ever since the others had left. Her posture was getting more slouched as well. It was becoming increasingly obvious that she couldn’t maintain this flow of energy for much longer. Tentatively, he cleared his throat. “Starlight? How are you holding up over there?”

She looked his way after a second or so of not reacting whatsoever, her eyes showing her answer clear enough. The dark rings under them had gotten several shades darker and grown in size. Her forehead was creased with stress, strain, and discomfort while she maintained her stream of energy into Twilight’s spell. “Do I have to answer?” she shot back bluntly before taking a very deliberate sip of her tea. The slurp made Thorax cringe.

He gave an awkward, sheepish shrug, then turned his attention to Spike. The baby dragon had opted to stay behind when the others left, citing that ‘he would probably just get in the way.’ He had belched up a couple of new letters from Manehattan and Cloudsdale while they were waiting, and was currently reading through the latter of the two with vested interested.

Deciding that ‘not much longer’ was not a satisfactory measurement of time, Wind Whisper let out an indignant puff of air before squirming out of Thorax’s grip and then cantering over to one of the baskets full of food he had brought back. Curious, Thorax stood up and followed after her at a more leisurely pace. The little filly dug into one of the buckets and rummaged around for a little bit. When she came back up, she had a really big crystal berry held in her hooves and a hopeful smile on her face. She then turned and held it out to Thorax. “Catch?” she chirped out with a huge smile.

Thorax eyed the berry, then Wind with a mixture of surprise, skepticism, and adoration. This little filly could sure be creative when she needed to entertain herself. Hide and seek in the castle of the two sisters, and now catch with food. “You wanna play catch with a berry?” he asked through a small fit of amused giggles, drawing an enthusiastic nod from the filly.


Spike, having been listening in on their chatter, looked up from the scroll and put on a playful smile of his own. “Hey, you could put a reward on it. Make it so that if somepony drops or misses the berry, the other one gets to eat it.”

“What?” Thorax looked over at Spike incredulously. As he did, the berry Wind had been holding went rocketing by his face at an alarming speed, eliciting a startled squeak from him. The berry soared through the air before striking the end of a bookshelf with a sharp ringing sound and clattering to the floor in three pieces. Some pink juice splattered out and stuck to the bookshelf and floor, filling the air with it’s sweet aroma. Thorax looked at the shattered berry, then turned to look at Wind Whisper, about ready to gently reprimand her for wasting some food. Of course, the fluffy little bat didn’t bother waiting for him and went barreling by his other side for the juicy and sweet remains.

“Hey!” Thorax protested, doing a full three-sixty spin before he finally got Wind in his sights and frowned disapprovingly at her.

Spike let out a hearty laugh and set aside the letter in his claws before standing up. “Ha! That’s one point for Wind Whisper and one tasty treat!”

“What are you doing?” Thorax asked in an increasingly flustered voice. Spike smirked and winked at him.

“I’m being the referee. Twilight and Rainbow had me keep score during their contests all the time when they were fillies. I like to think I’ve developed a flair for commentary,” he explained casually, putting one claw on his hip and lifting the other to his face and twirling a non-existent mustache.

“I never agreed to this,” Thorax protested, turning and watching helplessly as the thestral filly ravenously devoured the berry on the floor. She did it so quick he didn’t even get the chance to remind her to not eat things off of the floor. She stood up tall and licked her lips, shuddering with ecstasy as the sweet, crunchy treat traveled to her stomach.

“Oh, I love this game…” she cooed before turning a hungry eye on the bucket. “C’mon, Dreamy! Grab another one!” she squealed out, practically bouncing in place. Her wings gave a few eager flaps as well, further emphasizing her desire for treats.

“But, I, what about… uh…” Thorax stumbled over his words before looking to Starlight pleadingly. “Starlight, a little help?”

She just shrugged. “Hey, don’t look at me. They’re picking on you,” she pointed out coyly, a teasing smirk on her face in spite of her clear exhaustion. She lifted her tea up and took a far more taunting sip.

Could a sip of tea be taunting, Thorax wondered. Eh, Questions for later.

His attention was pulled away from the unapologetic unicorn when Wind Whisper let out a tiny sniffle. “Come on Squall… pwease…?” Wind stuck out her lower lip and widened her eyes as much as they could while also shrinking down so she looked tiny against the ground. “We haven’t played catch in a long time…”

In that moment, Thorax learned another thing about the filly he was defending. Wind Whisper had the most adorable puppy eyes he had ever laid eyes on. He couldn’t have resisted that face even if he wanted to. With a charmed smile, he relented and trotted over to the bucket and reached in to grab another berry. “Heh. Alright, sis. Anything for you.”

Wind Whisper clapped her front hooves together and let out a high-pitched squee, the look of joy on her face melting the hearts of all present. Spike chuckled merrily and stood up tall, pretending to hold a microphone up to his mouth. “And now fillies and gentlecolts, Spike is proud to present, a game of catch with berries!” he bellowed out in an announcer’s voice. Starlight rolled her eyes before levitating up the scroll he had discarded, rolling it up and smacking him in the back of the head with it.

While those two were interacting, Thorax withdrew another sizable one and grinned at Wind. “Just don’t expect me to easy on you, alright?”

“Just throw it!” Wind bounced in place before lifting into the air with a flip of her wings and holding out her hooves. Thorax just laughed and reared back to throw the berry.

He stopped, however, when an incredibly powerful scent drifted up his nostrils, making his muscles lock up and his stomach growl.

Love. Lots of it.

His eyes refocused to see an impossibly thick pink haze in the air, growing more and more intense with every second that ticked by. Even just inside of this library there was more pure and unconditional love energy then he had ever seen before in his entire life, and it was still growing thicker. A low throb began to form in his belly, reminding him that the hunger of a changeling was everlasting. His tongue wriggled in his mouth, his eyes went wide and unfocused and his throat began to swallow instinctively. At the same moment, the light on Starlight’s horn flared up before sizzling out, drawing her attention. “Huh?! Twilight ended the spell!” she squawked in surprise, reaching a hoof to touch the pointy appendage.

Spike looked over at her with a cocky smile. “Ha! Rainbow must have totally told Sombra off! I knew she could do it!”

“I hope your right…” Starlight replied nervously before turning her gaze back to Thorax. She frowned when she saw that he wasn’t moving. “Uh… Squall? Are you okay in there?”

Thorax wasn’t listening. His breaths were coming in heavier and heavier gasps while his eyes locked on Wind Whisper. His tongue fluttered behind his lips, and it took every ounce of restraint he had to not drop his disguise and feed on her then and there. The berry slid out of his hoof and struck the floor. The clang it made was deafening in his ears, and pained groans began to slip into his breaths. Wind noticed his discomfort, her ears slowly lowering before she took a couple of steps closer to him. “Dreamy? Are you okay?”

The haze was only growing thicker. He couldn’t resist any longer.

“Wind… oh… oh no!” in a panic, he suddenly scrambled back and away, tripping on the bucket of food and knocking it over. Dozens of berries were sent scattering and rolling along the floor, sounding not dissimilar to small marbles or pebbles rolling across the smooth surface. He toppled after them, his back hitting the floor with a loud thump and crunch, many berries crushed beneath his weight. Pink and blue juice expanded out from the source of impact, sticking to his fur and filling his nose with just one more sensation to overwhelm him with. His hooves clamped over his muzzle and he squeezed his eyes shut, on the verge of hyperventilating.

“Squall?!” Wind shrieked before sprinting over to his side, their game of catch completely forgotten. Spike and Starlight also got up, moving to offer him whatever aid they could. He saw them coming and shook his head violently.

“Get away!” he barely managed to gasp out, trying to back away with his hooves still on his muzzle. He couldn’t make much progress, barely squeaking along an inch at a time, but luckily Spike and Starlight headed his words, halting their advance.

Wind Whisper, sadly, did not listen.

She slid to a halt right next to him, putting her hooves on his chest and shaking him. “Dreamy! What’s wrong?!” she asked in a desperate and scared voice. His eyes opened to look into hers by reflex. Time crawled to a stop when their gazes met, and a million thoughts raced through his mind.

She felt worried, scared and powerless… worried and scared for her brother, and powerless to help him. A brother that she didn’t even know had been taken away from her weeks ago. Thorax’s heart twisted with guilt and regret, looking into those enormous, ice-blue innocent eyes.

The fear and worry that she was feeling for the pony he was disguised as… it became too much. Before he could do anything to stop it, a wave of green fire swirled around him, burning away the facade of Squall Dreamer replacing it with the true form of Thorax the changeling drone. His wings buzzed aggressively as he shot up to his hooves, his forked tongue flicking out of his mouth to taste the air and the love in it, emphasizing his long sharp fangs. A horrific snarling hiss bubbled up from his throat at the same time.

Wind Whisper screamed.

When that horrible sound hit his ears, Thorax froze, sucking his tongue back into his mouth and silencing his snarls. His vision had blurred with hunger and primal feelings there for a second, but now that he was looking again…

Wind Whisper had scrambled back from him, her eyes wide with terror and her ears flat against her head. Spike and Starlight had similar expressions of shock and horror, not sure if what they were seeing was real or not, both of them having taken several fearful steps back. Wind choked down a sob and backed away a few more steps, her entire body shaking and her wings twitching on her back. Thorax also took a step back, still struggling to force down his instincts. “W-wind… I-” sadly, it wasn’t enough. His words were interrupted by another hiss and snarl of starvation, his tongue again licking at the air. Again, Wind Whisper backed away, a heart-wrenching wail tearing itself out of her throat.

Starlight seemed to snap out of whatever trance she was in when she heard that, and she lit up her horn again with powerful magic. Her eyes narrowed with disgust and hatred, all of it directed directly at Thorax. As sparks began to fly off of the tip of her horn in dangerous amounts, she briefly looked to the terrified filly and the flabbergasted baby dragon. “Wind! Spike! Both of you get behind me, NOW!” she barked without any room for debate, stepping in Thorax’s direction aggressively.

He managed to reign in his instincts long enough to take several steps back, his own ears drooping. “W-wait!” he begged, raising a hoof in an effort to placate the advancing unicorn. “Please, let me explain-”

“Shut the hay up!” Starlight snapped, a beam of magic flying from her horn. It tore through the air and struck Thorax squarely in the chest, exploding on impact and hurling him across the room and into a bookshelf. An agonized cry of pain ripped itself out of his lungs before he fell to the floor in a crumpled heap. The force of the impact knocked most of the contents off of the shelves, sending an avalanche of ancient books falling down to bury him. Wind Whisper cried out in fear from the action before following Starlight’s advice and scampering to cower behind her along with Spike. Without waiting a second, Starlight used her magic to pull away the books, sliding them off of the drone so she could then lift him into the air with her own magic.

He managed to regain his faculties and started to squirm in her hold. His efforts were in vain, however; her grip was just way too strong. “Please, s-stop!” Thorax begged, fresh tears forming in his eyes. The raw emotion in his voice gave Starlight pause. When he realized she was no longer rising him into the air, he kept talking. “P-please, I surrender!”

With an angry snarl, Starlight slammed him down into the floor on his back with enough force to kick the wind clean out of him. Colorful spots exploded across his vision, and he began to gasp and heave desperately for air. Even when the spots cleared, his vision swam for several seconds, everything blurry and fuzzy while all sound was drowned out by the incessant ringing in his ears. He tried weakly to stand up, but found that all of his legs were pinned down by Starlight’s magic. His vision finally focused enough so that he could see, and he spotted Starlight eyeing his carefully. He looked past her at Wind Whisper, who shrank away even more when he did.

He felt his heart break just a little more. “I…” he began, though his words hitched in his throat when he saw Starlight step forward in warning. He decided that, right now, she didn't matter, and looked at Wind again. “I’m sorry, Wind,” he stated before anything else.

“You’re sorry,” Starlight snorted, stepping up to him and leaning down to look into his eyes. The fiery contempt and rage in hers made Thorax whimper in fear “Really? You’re sorry? Oh sure, that solves everything, doesn’t it?!” the grip her magic had on his hooves tightened, drawing a pained hiss out of him. “You expect any of us to believe that?! And even if we did, do you think that being sorry makes up for all of the horrible things you monsters have done?! The ponies you’ve hurt!”

Thorax weathered her onslaught well, all things considered. He opened his eyes, which had closed on reflex, and looked back up at her grimly. “Of course not,” he muttered solemnly, letting his head thump back onto the hard crystal floor. Starlight blinked, some of the intensity fleeing her eyes at that. She leaned away somewhat before glancing over at Spike, who could only helplessly gesture with his claws that he had no idea what to do. A heavy silence fell over the entire library, every second that ticked by filling Thorax’s gut with guilt and dread.

“Where’s Squall?”

Wind’s voice cut through the silence like a knife, and all eyes turned to her in surprise. She took a couple shaky steps forward, bravely trying to contain her emotions. They still showed through in the tiny whimpers in her throat, the horrible trembling in her hooves and lips, and the fresh tears that freely ran down her cheeks. “Where’s my brother…? What did you do to him?” she asked again.

Thorax looked at her for several moments before tearing his eyes away and screwing them tightly shut. “He’s… back in Canterlot…” he admitted slowly. He could almost feel it when Wind Whisper’s ears fell even further flat against her head. “I took him away before the fighting even started… I’m sorry...”

Wind lifted a hoof up to her mouth in an attempt to stifle a withering gasp. She couldn’t maintain her composure anymore. With a heart-ripping scream of sadness, she turned and fled for the doors of the library, ignoring Starlight’s shout for her to come back. She barreled through the doors, flapped her wings and flew off and out of sight, her cries still echoing in their ears.

Had it not been for Thorax being unable to contain his own guilty whimpers, the library would have been absolutely silent…

Pharynx eyed the crystal city from afar, his lips tightening into a thin line as he analyzed what he was seeing. That towering monster was gone, and the barrier around the city had been dispelled. It looked like a perfect opportunity to sneak in and start looking for Thorax, but he couldn’t be sure. What if that smoke monster came back? He’d be a goner if it did. Still, he didn’t imagine he was going to get another chance to slip in, and the unthinkable amount of love around the city was making it hard to think with anything but his stomach.

He licked his lips before allowing green fire to swirl around him. When it dissipated, he had assumed the form of a white earth-pony stallion with an equally white mane and tail. His cutie mark depicted a set of fox paw-prints in the snow. “Alright, Thorax…” he snarled to himself before starting to gallop for the edge of the city. “It’s time to take you home!"

Liar's Promises

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Thirty minutes passed in a tense, awkward silence, and Wind Whisper had not yet returned. Growing worried about the filly, and also eager to bring this news to Twilight and the rest, Spike had run out a few minutes ago to find them, leaving Starlight and Thorax on their own. She still had him pinned down to the floor with her magic, although as time went on, and she studied the look on his face more and more, some of the conviction and hatred she had been feeling earlier was starting to melt away. She was feeling an odd combination of sympathy and skepticism as time wore on, looking into those sorrowful eyes and hearing his shaky breaths. If he weren’t one of the creatures that tore Canterlot apart, she’d have asked him if he was okay.

But of course, he was one of those monsters.

His own cries had died down several minutes ago, and now he just stared long and vacantly up at the ceiling, a resigned, miserable expression on his face. His gaze briefly shifted to look at Starlight, but before either of them could say anything, he returned to studying the ceiling in excruciating detail.

Starlight was starting to fear that the silence would drag on forever. Finally, though, the doors to the library were slammed open, Rainbow Dash and Twilight sprinting in, Spike riding on the unicorn's back and all of the others galloping closely behind them. Rainbow came to a screeching halt at the top of the stairs and looked down on the scene with wide eyes. Once she saw Starlight, though, those eyes narrowed dramatically.

“Starlight, let him go!” She ordered harshly before snapping open her wings and leaping down to the ground floor. She gave her wings a few hard flaps to soften her landing before touching down and leveling a sharp glare at Starlight. “Now!”

She backed away a couple of steps, her eyes widening and her ears folding back. “What?! But he’s a changeling! One of the enemy!” she protested incredulously, gesturing at Thorax with a hoof. “Why should I let him go?!”

“Because I ordered you to!” Rainbow shot back impatiently, snapping her wings open and grinding her teeth together. “Now shut up and let him go!”

“Rainbow, calm down!” Twilight quickly interjected, sliding to a stop by Rainbow’s side and grabbing her by the shoulder. “This is a bad time to lose your temper! Wind is still missing, remember?”

Rainbow glanced over at Twilight and, after a second or two, visibly relaxed. She slowly folded up her wings and let out a tired sigh. “Right… sorry. Starlight, this changeling is an ally. We can trust him. Let him go,” she said again in a far more diplomatic tone before looking at Thorax. She winced when she saw his despondent appearance. “And you… Thorax, what happened?”

“Thorax?!” Applejack asked in disbelief, coming to a stop at the base of the stairs. She looked first at Thorax, then at Rainbow Dash. “How long have ya known this thing?!

Pinkie Pie pouted. “Aw, Applejack, that’s not very nice!” she whined, poking the farm mare in the shoulder with a hoof. “Just because he’s a horrifying shapeshifter doesn’t mean you have to call him a ‘thing.’ That’s just mean.”

Rarity looked sideways at Pinkie Pie, one of her eyebrows rising to be hidden by the curls of her mane. “And calling him a horrifying shapeshifter isn’t?” she questioned dryly, earning a sheepish chuckle from Pinkie.

“In answer to the question,” Twilight interrupted, shooting Applejack a harsh frown. “Rainbow and I have known him since before we left Ponyville, Applejack. I found out he was a changeling first when his disguise failed out of hunger. He approached Rainbow and I with Wind Whisper, hoping to give us some intel about the changelings and how they worked before moving on.”

Rarity cleared her throat and carefully spoke up. “I say this with love, Twilight, but are you sure that trusting him was a wise decision? What had he done to earn your trust at that point?” she asked carefully, briefly looking at Thorax’s fangs and cringing. “I know I would be more than a little… cautious.”

Twilight furrowed her brow. “So was I. But when his instincts were kicking in, he went out of his way to restrain himself so that he couldn’t hurt me. If nothing else, that gave me a reason to hear him out,” she spelled out plainly.

“I just wanted to protect her…” Thorax suddenly blurted out in solemn resignation. All eyes flew to him, and he returned their gaze with his own. “I wanted to take her as far away from the fighting as I could so that she’d be safe… I promised that I’d protect her until I could get her brother back.”

Starlight shot him a skeptical look, but a firm glare from Rainbow finally coerced her into letting go of her spell. As the light around her horn faded, so too did the bindings around all four of his hooves fade away, allowing him to slowly and sluggishly sit upright. He looked at all of them one at a time, then looked down at the floor in shame.

Rainbow visibly wilted upon seeing that, then she shook her head and focused. “Twi convinced him to stay with and help us instead of running away,” Rainbow continued on carefully. “I can’t speak for the rest of you, but I trust him. I haven’t seen him do anything to make me doubt him.”

A humorless chuckle came from the depressed changeling, and he momentarily looked up at them again. “Glad somepony thinks I’m not a monster…” Thorax mumbled dryly, plunging the room once again into silence. He looked back down at the floor, feeling all of those eyes boring into him. “...Even if you’re wrong.”

“Thorax…” Twilight whispered, looking towards Rainbow for a moment. She looked like she was remembering something unpleasant.

Everypony looked amongst themselves for several seconds, trying to figure out what to do. Eventually, Fluttershy become discontent to just watch, and drew closer to Thorax, not at all deterred by his frightening appearance. Once she reached his side, she settled down next to him. “Thorax?” she asked in a quiet whisper.

“Be careful Fluttershy,” Applejack cautioned, moving a little closer herself. “RD and Twi may trust ‘im, but Ah don’t.”

Fluttershy shot an appalled frown at Applejack. “How can you say that? Look at him!” she chastised with surprising volume and force before looking at him again. “How can you be scared of him…? He’s sad and scared…”

Thorax blinked and lifted his eyes to look into hers. For several long seconds, there was silence. Then, Fluttershy reached out a hoof towards Thorax’s face, moving as slowly as she could. He shied away from the hoof at first, but a gentle, soothing hum from Fluttershy made him relax. When her hoof touched his cheek, just below his eye, she felt the damp streak where his tears had been falling, and she let out a quiet gasp.

“Oh, you poor thing…” she whispered before reaching out and pulling him into a gentle hug. She felt her muscles tense and twitch in discomfort from the foreign feeling of his smooth, cold carapace, but she pushed through the unfamiliar sensations and held him close to her chest.

“Wha… Fluttershy?” Thorax asked weakly, taken off guard by the embrace. She slowly pulled back and looked into his eyes again, offering him a kind and gentle smile.

“It’s all gonna be okay… Thorax, right?” she questioned for clarification, to which he just nodded. With that, she again pulled him close, gently rubbing a hoof down the back of his head next to his fin. She closed her eyes and gave him a comforting squeeze. “It’s all gonna be okay, Thorax. I got you.”


“You don’t have to hold it in; I know. Go ahead. Cry. Let it all out. I won’t judge you.”

Everypony else, who had been watching with either curiosity or caution, collectively widened their eyes when Thorax screwed his eyes shut and hugged Fluttershy back, burying his face into her shoulder and letting out a loud, anguish-filled scream. Fluttershy pulled him closer and nuzzled comfortingly into the side of his head, then looked past the weeping drone at all of her friends, a question burning in her eyes.

“Are you still scared of him?”

Rainbow and Twilight who wore looks of surprise and sympathy, respectively. Applejack looked down at her hooves and lowered the brim of her hat a little to hide her face while Rarity just awkwardly looked at anything and everything else while fussing with her mane. Pinkie Pie had a tiny, gentle smile on her face while she sat on her haunches.

Several minutes ticked by in which Thorax just cried his eyes out with Fluttershy offering him whatever assurance she could, making soothing sounds, petting the back of his head and holding him close. Everyone else just watched, not willing to interrupt the moment. Finally, Thorax’s wails began to die down. First into quiet sobs, then puny whimpers, and finally shaky breaths. He slowly withdrew himself from Fluttershy’s embrace, offering her a crooked, thankful smile. “Th-thank you… Fluttershy,” he choked out in a still broken voice.

Fluttershy smiled in response. “You’re welcome, Thorax…”

“So, uh, I hate to be that guy…” Spike piped up tentatively, looking towards the still wide-open doors of the library again. “But Wind Whisper is still missing.”

The group all turned to look. “She doesn’t know the city,” Twilight commented grimly, biting her lip and folding her ears back. “She could be lost out there.”

“And none of us know this place very well either,” Rainbow groaned, running a hoof over her face in frustration. “Plus she’s just a little filly, and this is a big city! We’ll never find her out there!”

“I could try asking some of the local critters for their help,” Fluttershy suggested, still holding on to Thorax. “The birds could get an overhead view of the land.”

“Oh, oh!” Pinkie Pie, grateful for an opportunity to be useful, reached into her mane and withdrew a box of crayons and a stack of parchment. “I could draw up ‘missing pony’ posters and stick em up all over town!”

“Where did you get those?” Starlight asked, looking at Pinkie in pure bewilderment. Pinkie just shot her another one of those infuriating smirks.

“Haha, please.”

“All of you, stop,” Thorax said while shaking his head. He started to stand up, Fluttershy following him up, not quite willing to let him go yet. “I can find her,” he stated with what little resolve he could muster. Everypony turned to him curiously, making him shrink back and look down at the floor. “I… I know what she smells like. I can track her down a lot better than any of you.”

Rarity shuddered and cringed. “Her smell? Oh, no thank you,” she balked in a decidedly disgusted voice. “If Twilight and Rainbow trust you, then I do too, but please don’t come near me with those nostrils. it’s just creepy.”

Thorax sighed, dejected. He lightly brushed Fluttershy’s hooves off of him and offered her one more thankful nod and smile before starting for the door. “I won’t smell you Rarity…” he muttered, his gossamer wings spreading open. As he trotted by Twilight, his chitin-clad hooves clicking against the smooth floor of the library, he paused and looked over at her. Their gazes met, and he let out a withering sigh “You were right… I couldn’t hide who I was forever… I should have shown her who I was sooner.”

Rainbow’s brow furrowed, and she reached over to tap him on the shoulder, drawing his attention. “Hey, one of us should go with you,” she suggested. “There is no way she’ll take it well if it’s just you coming after her. One of us going with you might help her calm down.”

Thorax shook his head solemnly, continuing on his way for the door. “No… I need to do this myself. If she see’s somepony other than me, she might think you’re a changeling, too, and start panicking. Besides… it’s my fault she feels like this. It’s my job to set things right.”

“Are you sure?” Twilight pressed softly, reaching out to him. He nodded and shrugged her hoof off of his shoulder before looking back at all of them.

“I’m sure.”

Fluttershy stepped up again, a pleading look in her eyes. “Thorax?” she called after him, making him pause and look back at her. For a moment, she seemed unsure of what to say, but then she put on another small smile and nodded at him. “You can do it. You may not be related, but I know you care for her like she was your own little sister.”

Thorax tilted his head at Fluttershy, raising an eyebrow. “Huh? What makes you so sure about that?” he questioned curiously.

Fluttershy hid a little behind her mane. “Because, um, I've seen how you've been treating her. You've been so good to her, so kind and gentle, and I know that none of it was fake. If it were...” her smile grew and she peaked out a little more from behind her mane. "Then you wouldn't have been crying your eyes out like that."

Thorax seemed a little taken aback by Fluttershy’s comment, but gave a small nod all the same. With that, he was engulfed momentarily in green fire. When it faded away, he had assumed the form of a remarkably unremarkable pegasus stallion. With his disguise in place, he stepped through the doors and took off to look for the runaway little filly.

More than a few ponies had tried to stop Wind Whisper as she ran through the streets. When they heard her cries, they had called out to her, asking what was wrong. Some had even tried to catch or follow her. She had shot past all of them, ignoring their protests or requests for her to stop, just running as far and as fast as she possibly could. Her wings eventually began to burn from the exertion, and she was forced to come back down to the ground and run. Her landing, in her distraught state, was sloppy and uncoordinated, however. She lost her balance the instant her flailing hooves met the surface of the street, tripping onto her face and rolling along the ground for a surprising distance before she finally came to a rest face-down.

She hadn’t bothered to move from that spot since she got there, her face buried in her hooves and her cries never ceasing, even if they grew quieter. After a while, when nopony came to see if she was okay, she briefly lifted her head to take in her surroundings, tears still freely flowing down her cheeks and dripping off of her chin. She was in the back of an alleyway in an area that looked like it didn’t get a whole lot of traffic. The lack of background chatter made it clear that she was pretty far away from most of the crowds.

She sat up and wiped the back of her foreleg over her eyes, struggling to calm down her hysterical crying. It didn’t work, of course… how could she be calm at a time like this? Her brother was gone and she hadn’t even known it. She should have noticed that something was wrong, that ‘Squall’ was acting different! All this time, she’d been showing love and affection to a monster, love and affection meant for somepony else entirely. She felt sick to her stomach as she thought about that, and she shuddered uncontrollably. “I’m so stupid…” she whimpered, letting herself crumple back down into a lying position. “Some little sister I am… couldn’t even tell that he was gone… that it was a fake…”

She was alone. She had thought she wasn’t, thought that she had her big brother there to fight away all of the scary things. But it was all a front. A lie. Squall had been gone since before the battle in Canterlot. There was nopony there to make the world seem less scary now, to make her feel safe and protected when things got bad. Wind curled up into a ball, her cries growing even louder. It was slowly dawning on her just how far away from her family she was, and just how horrifyingly small and vulnerable she was out here.

“I’m so sorry.”

Wind gasped and scrambled to her hooves, looking around for the source of the voice. She found it at the entrance of the alleyway, looking back at her with a sorrowful expression. The changeling was sitting on his haunches, watching her with solemn eyes. Wind whimpered and backed up until she felt herself pushing up against the wall of a house. “S-s-somepony! Help me! There’s a monster!” she screamed, turning around and pounding on the wall.

There was no response. The house was unoccupied, and after several moments of continuing to beat on the wall and scream for help, Wind was forced to turn around and face the monster that had taken her big brother away. She found it strange, though. For a monster, he looked surprisingly sad…

When he lifted his eyes to look into hers, she could see tears rolling down his cheeks just as surely as they were running down hers. He slowly lowered himself down until he was lying flat on his belly and folded his wings as tightly against his sides as he could, trying to look as small as possible. “I’m so sorry for what I’ve done to you, Wind…”

Wind sucked in a breath, narrowed her eyes and bared her fangs. “G-go away! Leave me alone!” she shouted at him, but her words carried no force. The changeling just sighed and looked down, his own ears falling down as well.

“...My name is Thorax,” he said just loud enough for her to hear. She hesitated somewhat, then looked around the alley. She found a half-empty dumpster and sprinted over to it. Hyperventilating, she pulled the lid off with her hooves and threw it at Thorax, though her small body could not muster enough strength to actually hit him with it. It clattered to the ground a few feet away, the loud metallic sound echoing loudly in the claustrophobic alley.

“GO AWAY!” she screamed again, louder this time. She reached into the dumpster and pulled out a discarded, broken glass cup. She hurled it at him, and it bounced off of his head with a loud clang. “LEAVE ME ALONE!”

“I can’t do that…” Thorax replied solemnly, not even trying to defend himself as Wind just kept throwing stuff at him. An empty box of candies, a half-eaten fruit, a deflating ball, and many other pieces of junk were lobbed at him, and he weathered them all without complaint. When she ran out of things to throw, Wid let out a frustrated scream, her eyes locking on Thorax.

“WHY NOT?!” She shrieked, anger starting to boil in place of her fear or sorrow. She strutted right up to Thorax and grabbed him by the shoulders, shaking him heavily. “Why can’t you just leave me alone?! Why can’t you just go back to wherever you came from!?”

Thorax slowly lifted his gaze to meet hers, and when she again saw the pain in his face, she stopped shaking him. “Because…” Thorax began in a quiet whisper, never looking away. “I made a promise that until I could save your brother and get you back to him, I would look after you for him.”

“But you’re the one who took him away!” Wind snapped, shaking him again. “Why do you want to save him?!”

“Taking your brother away from you was the biggest mistake of my entire life,” Thorax replied solemnly, closing his eyes and sighing. “I thought I had no choice… I was afraid of what would happen to me if I didn't. I thought that I would be punished, that I’d have my life taken away from me… I was a coward and a fool… and I can never put into words how much I regret what I’ve done to you and your family…”

“Th-then bring him back!” Wind barked, her voice starting to break with emotion again. “If you’re so sorry, bring him back! Bring him back so I don’t have to look at you anymore!” her volume increased to that of a full-voiced scream before she broke down again, falling forward and burying her face into his shoulder, crying hysterically.

Thorax went to wrap a hoof around her, but thought better of it and put the limb back down. “I’m trying, Wind… I just need some more time to get a good opportunity, okay?”

“Why can’t you do it now?” she raged through her tears, shoving off of him and trotting away, turning her back to him and refusing to look in his direction. “You’re one of them! Can’t you just walk in?”

Thorax shook his head. “No, I can’t… I’m a traitor to the changelings, Wind. The others would capture me and… do unspeakable things to me before I got anywhere near where your brother is being held,” he explained regretfully, looking down at the ground. “So until a good opportunity for me to sneak in comes up, all I can do is keep my promise and protect you.”

Wind snorted and shook her head, her hysteria slowly dying back down. “...Y-you’re a liar…” she choked out, looking farther away from him and closing her eyes. “How can I trust you? You’ve been lying to me since I met you…”

Thorax looked into the back of her head for several seconds, his eyes shifting with contemplation. He let another heavy sigh slip past his lips, and slowly sat up. “You’re right… I am a liar. I lied to my own kind about what I was doing so I could go get you, and I’ve been lying to you about who I am this entire time… It just comes with being a changeling, I guess…” he shook his head. “But Wind?”

She opened her eyes just a little and looked over her shoulder at him, part of her face hidden by her now messy mane. “W-what…?”

Thorax slowly lifted a hoof to his chest, as if he were swearing a solemn oath, and looked directly into the one of her eyes he could see. “I may be a liar, but if I only ever get to keep one promise that I make, let it be this one: I promise you, Wind Whisper, I will get your big brother back, and I will bring him back to you. And as soon as you two are together again, you... y-you will never have to see me again. I’ll... I’ll leave and n-never ever show my face to you again… and you can h-hate me all you want, and I w-won’t blame you. You can move with your l-life, knowing that… that you w-were right… I’m a liar and a monster...” his voice was cracking with emotion, and fresh tears were forming in his eyes. A lot of the intensity and contempt in Wind’s expression began to melt away as he spoke. “B-but until then, I’m going to do what I promised your brother and keep you s-safe…”

Wind looked down at the ground, her eyes shifting with indecision. She sniffled again before turning to look at Thorax directly. Her eyes drifted past him, however, and a fearful shriek tore itself out of her lungs and she quickly backed away. Alarmed, Thorax shot to his hooves and turned around to see what had caused the thestral filly’s reaction. His eyes widened in shock at what he found. “What the?! Pharynx?!”

Sure enough, the purple-eyed drone stood at the entrance of the alleyway, his eyes narrowed and his teeth showing in a vicious snarl. “Hello… Thorax."

Brother's Quarrel

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“Pharynx, what are you doing here?!” Thorax asked in abject disbelief, taking a step back. Was this real? Was Pharynx actually here? When he saw the vicious look in his elder brood-mate’s eyes and the way he was baring his fangs, though, it became perfectly clear that this wasn’t some sorrow-induced hallucination.

Pharynx growled and took a threatening step forwards. “I’m here to take you home, Thorax,” he stated plainly before his eyes darted past Thorax to look at Wind Whisper. His expression turned even more hostile, eliciting a terrified whimper from the little filly. “And I see you’re still running around with this little filly…”

“G-go away…” she pleaded in a trembling voice, taking several steps back and shrinking down to the ground.

Thorax looked over his shoulder at her and saw the fear on her face. He felt his face heat up with anger. He quickly put himself between Pharynx and Wind, snapping out his wings and spreading his posture into a defensive stance. “Wind, stay behind me!” he ordered firmly, eyes never leaving his brother.

Wind’s eyes widened slightly, and her ears perked up a little bit. “Wh-what?”

“Stay back!” Thorax said more forcefully, stamping a hind hoof for emphasis. Wind yipped at that and didn’t question him any further, slipping further back against the wall at the end of the alley and keeping herself hidden behind the blue-eyed drone.

Pharynx snorted derisively as he continued his advance. “How cute… but the game’s over Thorax. Come quietly and this won’t have to get violent,” he threatened before pausing his advance, his next words coming out much softer. “Don’t make me hurt you.”

“I’m not going back with you, Pharynx,” Thorax shot back, though the strength and confidence in his voice were very quickly fading away. He took a step back, memories of all of the times Pharynx had physically overpowered him and hurt him resurfacing in his mind.

Pharynx narrowed his eyes dangerously. “You don’t have a choice. I don’t have a choice!” he shouted before lunging forward with staggering speed. Thorax tried to react, to dodge or block, but he was too slow. Pharynx’s hoof slammed into the side of his head with enough force to send him tumbling to the ground, a pained shout slipping out of his lungs. At the back of the alley, Wind Whisper screamed, cowering even more against the wall, tears starting to trickle down her cheeks as she watched the scene unfold.

Thorax, gasping for breath, struggled to get back to his hooves. He rose up just in time for Pharynx to grab him by the back of the head with one hoof and drive his face down into the other. Sparks exploded across his vision before he was hit in the face again, and again, and again. Now dazed, he weakly flailed against his attacker, trying desperately to pry him off. It was to no avail, his hooves uselessly sliding off of Pharynx’s smooth carapace before he found the ground flying up to kiss him on the horn. More pain exploded across the entirety of his skull, his two-toned voice ringing out in an agonized scream.

Wind watched the fight carry on with her entire body shaking. Fearful cries and wails let themselves out of her throat in a wanton stream as she watched the changeling that had just sworn to defend her being brutalized. His cries of pain were growing quieter, probably from how dazed and confused he was becoming with every blow to the head he took. Pharynx drove his head down into the ground again, and this time there was a blood-curdling crack. When Pharynx pulled him back up, there was a fresh pattern of cracks along Thorax’s cheek. For a second, he managed to look in her direction, his eyelids starting to swell up from how horribly bruised they were. The look in his eyes was one of apology, regret, and resignation.

Wind saw that look, and her coat bristled. Somewhere, deep in her head, something snapped. It was almost audible, like a branch being broken, or a rope being cut. With tears still flowing down her cheeks, she shot up to her hooves, baring her teeth. “S-stop hurting him!” she suddenly shouted in desperation before galloping forward and tackling Pharynx’s hind leg, knocking him off balance. He grunted in agitation, his horn igniting with green magic and grabbing Wind’s tail in telekinesis.

“Let go of me, you stupid bat!” Pharynx snapped, trying to pull her off with his magic. She could feel her grip getting loose, and started to panic. Acting quickly, she opened her mouth as widely as she could and then clamped down on the knee joint. The sound her teeth made when they pierced his chitin was similar to that of a particularly crunchy apple and a very juicy orange being bitten into. She shuddered in revulsion at that awful taste in her mouth, but she did her best to keep her jaw clamped down.

Pharynx dropped Thorax to the ground and let out a scream of agony. His purple eyes looked down at the thestral, burning with a ferocity and rage that made all of Wind Whisper’s bravado and sudden bravery evaporate like a shallow puddle in a dessert. He gave another hard tug of his magic and, with her confidence gone, Wind was powerless to hold on. He pulled her off of him and then hurled her against the nearby trash can hard enough to knock it over. She cried out in pain, the contents of the can spilling over and partially burying her in old, stinky garbage. From her lying position, she began to cry all over again, this time from the pain.

Thorax saw this transpire with horror. All of the anger and rage he had felt when Pharynx scared her exploded into his mind again, and his resignation to his fate was burned to cinders in its wake. His eyes widened and he wasted no time in getting back to his hooves to tackle the still off-balance Pharynx as hard as he could, driving him back into one of the other walls of the alley and trying to pin him there. Sadly, Pharynx’s far superior combat training allowed him to recover and, with a quick flick of his wings, gain enough altitude to drive his hind legs into his little brother’s chest and shoulder. Thorax stumbled back from the force, while Pharynx kept using his wings to keep his hurt leg off the ground. He hissed angrily and lurched forward again, driving his good hind leg into Thorax’s side in a powerful kick, sending him sprawling to the ground yet again in a crumpled heap.

Wind Whisper, her head feeling fuzzy and heavy while her side throbbed in pain from her collision with the can, slowly pulled herself into a sitting position, garbage and junk sliding off of her to clatter to the ground. Her eyes struggled to refocus for several seconds, finally giving her a clear picture. She saw Thorax on the ground again and stood up to try and help, her wings flaring open.

“Wind, Stay back!” Thorax shouted at her, lifting a hoof in her direction even as he tried to stand back up. Pharynx didn’t let him talk anymore, flying down and driving his good hind-hoof into Thorax’s face again for good measure. The younger drone’s head slammed into the street from the force, and he slumped limply to the ground. His breaths were coming in ragged gasps and his eyes lazily drifted to look up at Pharynx, who’s horn lit up with more green magic. Thorax felt himself being lifted up by his hooves, soon hovering in mid-air in front of his brother, all of his limbs restrained.

“Please, stop!” Wind begged, her voice breaking with emotion again. She ruffled her wings, but a look from Thorax made her reconsider leaping to his aid again. “Stop hurting him! Please! Just leave him alone!”

Pharynx shot the little filly a sideways glance, then punched Thorax in the face one more time. His head snapped back to look up at the sky with the smack of the impact reverberating in the air around them for several seconds. A shaky exhale slipped out of Thorax’s lungs before his head came falling forward to limply hang there, his eyes barely open.

For Thorax, alongside the unbearable pain rushing through his skull, there was also an impossibly loud ringing sound in his ears to go along with it. He thought he could hear someone, a female, crying out his name, but he couldn’t be sure. Every beat of his heart sent more white-hot nails of pure agony stabbing through his cranium and his ribs. It was hard to breath, hard to open his eyes through the swelling and the bruising on his face, and hard to think through the dizziness. He felt something touch itself to the base of his horn and slowly lift his head up. He saw Pharynx there, looking at him with a mixture of anger and… sorrow? What was that glistening in his eyes?

Was Pharynx… crying?

“Why?” he asked quietly, putting his hooves on Thorax’s shoulder once he was sure the other drone could keep his head up. “Why are you fighting back? You know what Chrysalis is going to do to you if you resist!”

Thorax blinked slowly before shaking his head. “Pharynx… you… you know that… that I’m already done for… if I go back...” he mumbled out, his words coming out slurred and quiet. ‘Besides… you know why I’m doing this…”

“NO! I DON’T!” Pharynx denied in a shout, harshly shaking Thorax. “I don’t know why you’re doing this! I don’t understand! This filly should mean nothing to you, but you’re going so far out of your way to protect her! Why? You know full well that Chrysalis is going to kill you if you keep doing this! I won’t be able to convince her to spare you... I can’t lose you, Thorax! You’re the only family I have!”

Thorax groaned in discomfort from the shaking, his head burning in protest. “Then… then don’t take me back,” he said slowly, his voice steadily gaining back some of it’s lost strength. “Come with me. If you help us, maybe we can both survive this. We can take Chrysalis down and work through all of this together.”

“Thorax, nothing can stop her now,” Pharynx argued, his grip on Thorax’s shoulders tightening and his ears drooping. “She has the combined powers of three alicorns and the entire population of Canterlot! There is not a force in this whole world that can stand up to her anymore. Trying to stop her is a fool's errand.”

“You’re wrong. If anypony can stop her, it’s these ponies,” Thorax replied sternly, his voice softening somewhat, like he were trying to calm a wild animal. “In the time I’ve spent with them, I’ve seen them pull this entire city back into the world after it was banished for over a thousand years. I’ve watched just three of them drive back a monstrous king made of shadows and evil, and then one of them talked that king into backing off. And besides… these ponies have something that Chrysalis will never have and never understand.”

Pharynx was looking more and more unsure of himself as Thorax spoke but narrowed his eyes questioningly at the remark about Chrysalis. “And what might that be?” he asked slowly, backing away from his brother.

Thorax smiled at him. “...Honest, pure and mutual love for one another. They have friendship.”

Pharynx snarled quietly. “Thorax, that just makes them food for us. You know that, don’t you?” he asked in an incredulous tone before marching back up to Thorax and glaring into his eyes. “Just stop, Thorax… come back with me. Maybe I can convince Chrysalis to spare you, but you have to stop resisting me… please…” he put his hoof on Thorax’s shoulder again, his eyes and tone pleading. “Just… come home. You’re all I’ve got…”

Thorax grimaced when the bonds around his hooves were released, letting him drop back to the ground. He found himself being caught by Pharynx, who gingerly and carefully helped him to his hooves. He wobbled unsteadily for several moments, but soon managed to stand upright. After a moment of standing still and feeling his brother’s hoof on his shoulder, he let out a quiet sigh and lightly shoved him away. Pharynx stepped back, his ears going flat and his jaw hanging open in disbelief. Thorax, still on trembling legs, put himself between Pharynx and the onlooking Wind Whisper yet again, his eyes narrowed with resolve. “I’m sorry, Pharynx, but no means no. I’m not leaving them. I can’t.”

Pharynx took a step forward, not even trying to hold in his tears any longer. “Why not?!” he demanded to know in a broken shout.

Thorax glanced over his shoulder at Wind Whisper, his still fuzzy vision refocusing enough for him to make her out clearly. She was watching him with wide eyes and a gaping jaw, those ice-blue iris’ shimmering with an emotion he could only describe as… awe? It was hard to pin it down, but he then returned his gaze to Pharynx and took in a deep breath. “I can’t go back with you because I made a promise, Pharynx. A promise that I would be breaking if I went back with you. I swore to keep Wind Whisper safe until her brother is free, and I am not going back on my word, not this time, no matter what.”

Wind Whisper reached a hoof to gently rest over her chest as she listened to Thorax talk like that, fresh tears breaching her eyes.

He lifted up one of his hole-ridden hooves, staring down into it with a look of disgust before he looked into Pharynx’s eyes again. “If keeping my promises and doing the right thing means being branded a traitor for the rest of my life and suffering Chrysalis’ judgment, then…” he swallowed the lump in his throat and continued with finality. “Then fine! I can live with those consequences, but I could not live with the consequences if I turned my back on these ponies after everything they’ve done for me!”

Pharynx visibly deflated on hearing this, it finally dawning on his that, no matter what he did, his brother was lost to him. He looked down and shook his head. When he lifted his eyes to meet those of Thorax again, they refocused on instinct, and a small gasp slipped out of him when he saw love energy starting to flow out of the little filly and into Thorax in droves. For a moment, he shifted back on his hooves, a haunted and unnerved expression appearing on his face. Then, a small, proud smile appeared on his face, just for a moment, before it faded away into a resigned frown. “Fine, then. I guess I’ll just have to drag you back,” he stated matter of factly.

Thorax, too, visibly wilted on hearing this. But he quickly composed himself and braced his legs. He peeled his lips back and hissed savagely at Pharynx, challenging him to come and try.

Pharynx took the challenge, his entire body being engulfed in a swirl of rapidly expanding green fire. Thorax took a step back and squinted against the flames. When they faded away, he gasped when he saw what Pharynx had turned himself into. An enormous and imposing beetle with massive lobster-like pincers reaching out in front of it now stood before them. It’s purple exoskeleton snapped open behind it as two giant wings buzzed in the air, while sharp and twitching mandible on his face spread out to reveal sharp teeth that wiggled and reached like fingers. It’s purple eyes let off a ghostly glow, and a deep chittering sound came out of it.

Thorax let out a yelp of shock before quickly launching himself into the air with his wings, barely avoiding a strike of Pharynx’s new pincers. He looked down, a grimace on his face when he saw the gargantuan creature following close at his hooves. Pharynx reached for him again, and again he dodged around it, even if only barely. Another chattering shriek came from Pharynx in frustration, before he rotated and used one of his six legs to kick Pharynx in the side.

Thorax bit down on his tongue to keep from screaming but made use of the momentum from the kick to put some distance between him and his aggressively buzzing adversary. Pharynx closed the gap pretty quickly, though, snapping and grasping for Thorax constantly. Every strike was just barely avoided, and Thorax knew he couldn’t keep this up forever.

Their chase carried them across the sky over the Empire, drawing the attention of many of the ponies below. Most of them ran for cover, screaming in panic at seeing a monster in their sky, while others made their way for the library, presumably to notify Princess Rainbow Dash of the situation. Thorax momentarily was distracted by the swiftly mounting chaos down below, to the point that he only caught sight of Pharynx’s next attack out of the corner of his eye.

He let out a frightened shout when the pincers came short of his face by only a few inches. Any relief he may have felt for evading the attack was washed away when the pincer was engulfed in green flames, embers and sparks flying against his face and leaving several burning spots in his chitin. His hooves flew up to shield his eyes, and he considered himself lucky that the flames missed his eyes. What didn’t miss him, however, were the sharp talons that wrapped around his entire body, constricting his movements and squeezing the air out of him. The deafening eagle’s call he heard, even if muffled by his entrapment, made it clear that Pharynx had shifted into the form of a roc, a giant bird of prey. The talons squeezed on him tighter, forcing the air from his lungs and causing pain to explode along his side.

Two can play at that game…

Knowing that this was going to be really painful, Thorax grimaced and screwed his eyes shut before allowing green flames to swirl around himself as well. Black chitin was replaced with thick skin and brown fur, hooves filled with holes were replaced with paws sporting several dagger-length claws, and his body size increased many times over. The sudden growth of the drone he carried, combined with the green fire burning his talon, caused Pharynx to open up and let Thorax go with an agitated shriek. He was expecting Thorax to have become a flying monster as well, but he was not expecting a grizzly bear that had dug its claws into his ankle and now hung on for dear life.

With an angry roar, Thorax bit down on Pharynx’s leg, causing him to scream and dispell the form of a roc. The green fire began to form, and Thorax was just quick enough to let go and kick off before the heat had a chance to rush down his throat. For a second, he was in a free-fall before quickly changing back to his natural form. He let out a strained growl between clenched teeth before managing to right himself in the air and ending his fall. Panting heavily, he looked up just in time for Pharynx, also back in his natural form, to tackle him at full speed with green flames surrounding his head, adding extra force to the blow.

The impact drove the wind out of him, and Thorax gasped as he found himself spiraling back and down to the ground. He managed to regain his senses enough to look down and regain control of his flight, just in time to avoid slamming into the base of a building. He swerved around it, then duked and weaved through a small gathering of crystal ponies, all of whom let out startled exclamations as he passed them. Once he cleared the ponies, he climbed into the air and rotated to look for Pharynx. He didn’t have to look for long, and saw him attempting the same maneuver again. With a grunt of effort, Thorax suddenly touched his hooves to the ground and vanished in another flurry of green flames. Pharynx went rocketing into the street where he had been, slamming into it hard enough to create a changeling-sized crater, a tiny fly buzzing around it in indignation.

Dust was kicked up and sent flying from the impact, obscuring his vision. Pharynx squinted to see through the haze, an impatient hiss sounding deep in his throat. His eyes widened when that unassuming fly buzzing around his head was enveloped in green. In its place, another grizzly bear reared up and brought it’s paws down on the startled drone before he would react.

The paws smashed into his back, driving him into the ground again with a shout of pain. He turned his eyes up at Thorax, who was rearing up to hit him again. Thinking quicky, Pharynx let a beam of uncharged magic shoot out of his horn, hitting Thorax in the knee and causing him to topple backward with a roar. Pharynx took advantage of his opponent’s prone position, standing back up and charging up his horn, about ready to finish this fight once and for all.

He missed his mark, sadly, when the grizzly bear vanished in another flash of green. His shot hit only the crystal street, while a large constrictor snake lay coiled at his hooves. It hissed at him, then lunged forwards, using the momentum of its leap to wrap it’s entire body around his throat, cutting off his airflow. Pharynx would have changed shape again, but when he felt its teeth clamping down on his horn, he thought better of the idea.

Now struggling to breathe, Pharynx pummeled his hooves against the constrictor several times, it dawned on him that he was trapped. His vision was starting to blur, his lungs were burning and his eyes were watering. He feebly struck Thorax a couple more times before all of the strength left his hooves, and he crumpled to the ground in a silently squirming heap. He still struggled for several seconds, trying desperately to get some breathing room. Eventually, however, his efforts ceased entirely, and he fell completely still.

Everything fell silent, a small circle of awestruck onlookers starting to gather, muttering among themselves about what they had just witnessed. Finally, once he was sure that Pharynx was down for the count, the snake relaxed its grip, uncoiled itself from his neck, and transformed back into Thorax. He fell to his haunches, gasping raggedly for breath and looking down at his unconscious brother with wide, unfocused eyes. Those eyes briefly turned skywards, then rolled into the back of his skull before he toppled over and also passed out, his body slumping over his brother’s.

The last thing he saw before the waking world fled from him entirely was the blurry silhouette of a thestral filly flying down to him, and her young voice crying out his name was the last thing he heard before the world turned dark and utterly silent.

New Accomodations

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When Thorax woke up, it was to a low, intense throbbing deep in his face and skull. Every beat of his heart made the pain increase for a moment before it simmered down again, and then the cycle would repeat when his heart sprang into action again. The blood pumping through his cranium was audible, a steady rhythm of deep, booming drums that steadily returned him to the waking world. He managed to open his eyes after a little while, taking in his surroundings and groaning in quiet discomfort under his breath.

The room was clearly part of the Crystal Empire, the architecture gave that away immediately. It was colored a rich blue, with the smooth walls rising to the wall on his left in a sort of half-dome shape. On his right, a glass door could be seen that led out onto a balcony that, from what little he could see, was overlooking the entire city. Opposite the glass door was a wooden door, presumably leading into the main bulk of whatever building this was. Deep maroon curtains had been peeled back from the glass door to let the moonlight streaming into the room, painting a large section of it in a gentle, pale blue light with stripes blocked out thanks to the reinforcement bars of the window.

He was tucked into an absolutely amazing bed with a comfy mattress and thick, wonderfully warm blankets resting on top of his sore body. Directly next to the bed on his right was a bedside table with a few candles, once lit somewhat recently, if the smell of burnt wax was anything to go off of. To his left was another bedside table with a first-aid kit and, against the far wall, a wardrobe made of wood that he surmised had been imported from somewhere else before the Empire was banished, given it’s ancient and archaic stylization.

But above all of the wonderful designs in the room and the comfort of his bedding, what caught Thorax’s attention was the yellow pegasus mare sitting in a comfy looking chair by the glass door, her eyes fixed onto a thick, leather-bound book with a red cross and jagged-text. She looked like she was starting to get sleepy, but there was also a determination and commitment in her expression that put him on edge. Was something wrong?

Thorax shifted slightly to sit up so he could call to her but hesitated when he felt a previously unnoticed weight pressing down on the blankets and against his left side. He looked down and his eyes went wide on seeing Wind Whisper there, laying on top of the blankets and curled up to his side, sleeping peacefully. There was a small, happy smile on her face, contrasted by how disheveled her mane was and the large bruise on her side. Confused, Thorax looked back up at Fluttershy, who was now looking back with wide eyes.

“Oh! You’re awake!” she whispered just loudly enough for him to hear, setting down her book and rising from her seat to canter up to him, urgency and worry on her features. “How do you feel?” she asked while leaning over the blankets on the opposite side from Wind to get a better look.

“Um… like I got hit by a ton of bricks thrown by Princess Rainbow…” Thorax groaned in response, easing his head back onto the pillow. “What happened? Where am I?”

“Um… we’re in the Crystal Palace, actually,” Fluttershy replied with a small smile while relaxing back into a normal standing position and glancing up at the roof. “One of the locals had a key, and when we went asking around for medical supplies to help treat you, he remembered that the palace had an infirmary and really good medical supplies. He remembered that he worked as one of the guards at night, and his patrols usually took him through the medical wing. So, he let us in.”

Thorax blinked and looked around again. Now that he thought about it, it made sense. The balcony, the luxurious bed, the curtains, and the first aid kit that he distinctly remembered Fluttershy did not have when they got to the empire. “Wow… okay, well, what’s my diagnosis?” he asked, wincing slightly when his facial muscles reminded him that they were still very brutalized with a sharp throb of pain. “Ack! Am... I gonna be okay?”

Fluttershy nodded gingerly before glancing over him at Wind Whisper. “Yeah, you are. You’ll need a day or two of rest before you’re back in good shape, and even then, I wouldn’t advise doing anything extreme. But your injuries were mostly on the surface, don’t worry. The only thing serious was a burn mark on your leg, and that’s already been treated.”

“Right…” Thorax nodded, remembering Pharynx’s beam attack and the searing pain that had gone running up his nervous system when it struck. The thought of his brother sent a small chill down his spine, and he began to anxiously fidget his hooves over his chest. He stared blankly up at the ceiling and licked his lips, trying to figure out how to voice his concerns. “And… um… what about Wind? How is she?” he eventually questioned, his gaze drifting to the filly in question.

Fluttershy slowly trotted around the bed, her eyes never once leaving Wind Whisper. “She has a small bruise on her side and her wings are really strained, but aside from that she’s completely fine,” she explained happily, then shot Thorax a knowing grin. “And, more importantly, she kept asking if there was anything she could do to help you.”

Thorax’s eyes widened and he shifted so he could look at Fluttershy better. He mouthed like a fish for a few seconds before he found his voice. “Really? She… wanted to help me? After everything I…?”

“Mhmm,” Fluttershy softly nodded her head while gently reaching down to brush a stray strand of Wind’s mess mane back into place, tucking it behind her ear. Wind murmured something unintelligible from the contact but did not wake. “She was really worried about you… Whatever you said to her, it must have worked. She refused to leave your side once we got you tucked in.”

Thorax looked down at Wind, his face a mix of relief, confusion and solemn joy. A crooked smile spread on his face, and he felt a warm feeling in his chest when Wind shifted a little, a tiny squeak coming out of her throat as she did. He let his head flop back down, a tiny, inexplicable chortle bubbling up. Fluttershy tilted her head in confusion from the odd reaction to the good news but just shrugged it off for the time being. After a second, Thorax’s little laughs faded, and he turned his eyes to Fluttershy again. His facial expression was far more serious, now, and he decided to bite the bullet and ask the question. “And… What about Pharynx? The, uh, other changeling I was with?”

Fluttershy’s ears drooped and her smile faded away. “Oh, um… he’s…” she hesitated and looked down, biting her lip and suddenly looking remarkably nervous. It was her turn to fidget with her hooves, not sure how to respond. “He’s… uh…”

Thorax’s brow angled with concern and worry. Was Pharynx not okay? Had he gone too far in their fight?! Thorax leaned slightly towards her, anxiety and fear for his big brother seeping into his voice, making it quiver. “Fluttershy, he’s my brother. Is he okay? Is he alright? I didn’t hurt him, did I? Please tell me that he’s okay!”

Fluttershy lifted a hoof to her lips and made a quiet ‘shh’ sound, reminding Thorax of the sleeping filly pressed up against him. He grimaced, but nodded, shrinking back into the blankets and letting Fluttershy explain in her own time. She bowed her head, still not quite meeting his gaze. Finally, with a deep breath, she found her voice and started talking. “No, he’s okay, but, uh… um… you see, we… um… I… Rainbow Dash had him… um… put in the dungeon...” she finally managed to explain, her ears folding even farther back against her head.

Thorax blinked, his own ears flattening back. Visibly deflating, he lay his head back down on the pillow and closed his eyes. “It makes sense, I guess… just… I had to fight my own brother… I didn’t want to hurt him…”

“And you didn’t. He’s going to be fine, from what I can tell. Although…” Fluttershy turned her eyes to Wind again, and her expression became somewhat more disturbed when they caught a glimpse of one of her pointy fangs poking out from her upper lip. “Uhm… he might not be able to walk without help for a while. Wind Whisper… her fangs did a lot more damage than I would have thought for how small they are. They punched right through his chitin and did some damage to the muscles underneath. I cleaned the wound and did my best to treat it, but there’s only so much I can do. I don’t know anything about changeling biology or anatomy, and a lot of the infirmary medical supplies here are… really outdated.”

“Hence the book?” Thorax ventured while gesturing to the tome that now rested by the foot of the chair, earning a nod from Fluttershy.

“Oh, yes. I’ve been reading it for hours, now, making sure I know how to make use of all of these old items… Anyway…” her smile returned and she finally looked at Thorax again. “You still need some rest, and we don’t want to wake up Wind. Go ahead and get some more sleep, if you can. I’ll be right over in the chair if you need anything.”

“Alright… um…” Thorax shifted slightly to get a bit more comfortable and let out a comfortable sigh. “Goodnight, I guess…”

“...And Thorax?”


“I’m proud of you.”

Thorax opened his eyes for a moment, just a crack, then closed them again, a small smile appearing on his face. “Thanks…”

Rainbow Dash set her crown down on the bedside table with a long exhale, relief washing over her like a warm blanket. “Whew… busy day, huh?” she asked while turning to face Twilight, who was currently, and sluggishly, peeling back the blankets on the other bed in the room and climbing in. The dark bags under her eyes, the lack of coordination in her movements, the way she was yawning every ten seconds or so… yeah, she really needed some quality sleep.

“I still think I could… could…” Twilight tried to voice a protest, but an enormous yawn interrupted her mid-sentence. Her muzzle scrunched up in annoyance when it was over before she tried again. “I still think I could get some more stuff done before going to bed…”

“I mean, yeah, you could,” Rainbow agreed nonchalantly before, with a quick flutter of her wings, she bounded over to Twilight’s side and poked her in the ribs, making her let out a high-pitched yip and jump back into her bed. Twilight pouted pitifully in response, and Rainbow just smirked. “But that would mean going without sleep, and you need some. Lay down and get some rest, okay? Out of all of us, I think you’ve earned it.”

“Makes sense, coming from you… you’re the queen of napping,” Twilight murmured, sitting upright on the bed and using her magic to straighten out the blankets. “But what about Starlight? She did about as much as I did today,” she then questioned, her words partially slurred.

Rainbow Dash winced at that question, a slight burning sensation starting up at the base of her skull. She forced the feeling down before giving a noncommittal shrug. “Yeah, I guess, and she did help maintain your barrier dome and stuff, but she didn’t cast it,” she dismissed before smiling down at Twilight, who was sliding under the blankets and practically melting into the mattress. “But, to be fair… I’m a little biased.”

Twilight snorted in amusement. “Psh. Yeah, you are…” she agreed dryly before another yawn worked its way out of her. “So very… very biased…”

“Hey,” Rainbow continued in a quiet, playful whisper while bringing her face closer to Twilight’s. “At least I picked something really good to be biased towards, eh?”

Twilight just rolled her eyes at the hypocritical irony in that sentence before shaking her head. “Rainbow, I’m not sure you understand how bias works…” she murmured, her eyes starting to drift closed.

“I totally know what bias is,” Rainbow rebutted, a hoof flying up to her chest in mock offense. “And, as an unbiased fact, you are the best. Period.”

Twilight gave an adorably drowsy giggle before reaching out and poking Rainbow on the nose, making her sputter slightly. “Heh, that’s still your bias talking,” she teased even as Rainbow reached a hoof up to grab her own.

“Nuh-uh,” Rainbow protested, refusing to let go of the unicorn’s hoof even as she tugged it back. “I can prove that you’re the best with a simple math formula.”

Twilight’s ears perked up and one of her eyes opted to remain open. “Really?” she asked in an almost taunting voice, her efforts to pull her hoof back leading it to just kind of loosely swinging back in forth in front of her as Rainbow held on to it.

“Yuh-huh,” Rainbow affirmed with a chirpy nod. “It’s easy, really. Twilight plus sparkle equals the best thing ever. It’s simple science, and I know you like science.”

Twilight gave another, louder giggle and finally rugged her hoof free before playfully shoving Rainbow Dash in the chest. “Oh my gosh, that’s bad. You really don’t understand science, do you?”

“I understand that I made you giggle. I don’t really need to understand more than that,” Rainbow casually dismissed before quickly leaning down and planting a kiss on Twilight’s lips, catching her off guard. The unicorn regained her faculties after a moment and hummed from the contact, returning the loving gesture as well as she could in her sleep-deprived state. Rainbow eventually pulled back though, drawing a disappointed huff and quiet whine out of her. Rainbow gave her a much softer smile while gently running a hoof over her mane. “Now get some sleep, okay? We need everypony at their best… and, uh, no offense, but you look awful when you don’t get sleep.”

Twilight just hummed under the ministration on her head and nodded, not willing to retort to Rainbow’s comment on her looks. She cooed quietly and let her eyes drift totally closed. Rainbow took another few moments to just pet Twilight’s mane before standing up and heading for her own bed, which was only a couple of steps away. Once she was under the covers, she looked at Twilight across from her with a glowing smile.

Sadly, that smile slowly began to fade away as the memory of her agreement with King Sombra snaked its way back into the forefront of her mind. She thought of what would happen if the others found out, if Twilight found out, and that horrible feeling of guilt reared its ugly head again. Except for this time, she couldn’t spill her heart out about it, like she had done after the incident with Starlight on the Manehattan train. She had to keep it to herself for now… if only because she couldn't stand the thought of Twilight looking at her with such disappointment and contempt again.

And she knew that this time if she couldn’t find a way to break the contract, there would be no salvaging their relationship, nor forgiveness for what she had done. Attacking one innocent mare in a fit of rage caused by a Spirit of Chaos messing with her head was one thing… but knowingly and willingly dooming an entire city of innocents, who were a thousand years out of time, to live the rest of their lives in fear and pain under a tyrannical, shadowy monster of a king? That was something else entirely...

She wasn’t able to look at Twilight anymore. She rolled over and faced the other wall, her eyes unable to close, sleep unable to find her as scenario after heart-wrenching scenario raced through her mind. Each one was worse than the last, and fresh tears began to form in her eyes. She kept her vocalizations of distress as quiet as possible, hoping to not disturb Twilight’s rest.

As if sensing the other mare’s thoughts, Twilight, from where she lay, opened her eyes and stared into the back of Rainbow’s head. She saw her shaking, heard the quivering in her breaths, and her expression became one of worry and sympathy. Without a word, moving silently, Twilight slipped out of her bed and approached Rainbow’s. Then, with a gentle tug of her magic, she pulled back Rainbow’s blankets and went to slide in next to her; there was enough room for both of them, after all.

Rainbow glanced over her shoulder but said nothing as Twilight wrapped her forelegs around Rainbow’s barrel and snuggled into her back before using her magic to pull the blankets over both of them. She gave the quivering pegasus a gentle squeeze and nuzzled into the back of her neck, letting out a gentle, comforting hum. “It’s okay, Dash… I’ve got you.”

Rainbow sniffled slightly, then let her eyes drift closed again, her head falling back to the pillow. For several long seconds, her shaking breaths continued, with Twilight offering her comfort with quiet whispers and gentle squeezes. Finally, after a while, there was silence. The two mares fell into a silent, peaceful slumber, the corners of their lips starting to curl into small smiles.

First Contact

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The swarm had been moving for several hours, now. Under the shadow of the night, they had not stopped once for rest since departing Canterlot, their hunger driving them on despite the protesting muscles attached to their buzzing wings. Chrysalis, at the head of the swarm, glanced back on her drones out of curiosity, and a look of agitation spread across her face when she saw the exhaustion in their ranks. Lightweights. They could not afford to waste any time!

Still, she supposed, it could not be helped. If she drove them too hard, they would drop from the sky. With a resigned groan, she rotated around to face her army and spoke up. “Swarm, stop!” she shouted out, her words echoing around them. All at once, the enormous cloud of changelings came to an abrupt stop in the air, looking to their queen for instructions.

Chrysalis studied the swarm for a moment, making sure they really needed the rest. It became pretty evident when she saw more than a few of them struggling just to keep in the air. “You are all tired, and we have been traveling for quite some time. Get down to the ground, find a secluded spot and get some sleep. Divide into groups of four and determine a rotation for night watch amongst yourselves,” she ordered plainly, and the relief in the swarm was palpable, many of them vocalizing their gratitude with loud sighs.

While her subjects set themselves down on the ground beneath them, Chrysalis took a moment to study their environment, slowly spinning in the air as she did so. Directly beneath them, the hills around the Canterlot Mountain smoothed out into a long, flat expanse of grassy wetlands, pocketed with hundreds of small ponds and shallow rivers. If it weren’t so vibrant, she might have considered it a swamp. Looking to the east, much of the moisture could be observed coming from an impressively enormous waterfall spilling its contents from the top of a tall cliff-face. The cliff itself was surrounded by a lush patch of forest that, sadly, seemed to be adverse to the overabundance of moisture let off by the waterfall.

If Chrysalis really strained her ears, she could just hear the roar of the rushing water, even from so far away. She believed that was Neighagra Falls, if she was remembering the maps of Equestria she had studied back in Canterlot correctly. She then turned her gaze to the west, revealing more of the wetlands as far as the eye could see. Scattered about in small, albeit dense patches were pockets of trees and shrubbery.

And, of course, to the north was the mountain range that separates the Frozen North from the rest of Equestria, the steep slopes capped with centuries of built-up snow. In the distance far beyond those frost-tipped peaks, Chrysalis could just make out the last, dwindling vestiges of the northern lights. The ribbons of colorful light had slowly faded over the course of the day, although the smell that they left in the air was still unthinkably intoxicating. Just thinking about it made her legs feel like jelly and her mouth water excessively with eager anticipation.

With her stomach growling somewhat as she thought back on those heavenly lights, Chrysalis decreased her altitude and eventually touched down on the grassy ground, surrounded by her subjects on all sides. Most of them were already curling up on the ground to get some much needed rest, hiding themselves under bushes or anything else they could use to hide themselves. There were also several dozen drones scouring the area for spots to hunker down and blend in for their turn taking watch, many of them opting to just turn into birds or other small creatures and find perches in trees.

Satisfied that her subjects would be fine for the night, Chrysalis soon found a spot on the ground covered in a thick patch of damp moss and settled down on it, her muscles relaxing under her chitin from the cushiony substance. A small exhale worked its way out of her nostrils, and she closed her eyes to get some rest of her own.

Her rest would be delayed, unfortunately, by the tell-tale tingling of magic reaching her horn. Recognizing the sensation immediately, she sat up and opened her eyes, answering the tingle with a quick flick of her magic. A sphere of green magic began to form in the air in front of her, letting out an ethereal hum as it grew it scale. After a few more moments and an unstable quiver in the sphere’s surface, an image was shown, revealing the inside of a cave made of ice, illuminated by a green campfire with four changeling drones sitting around it and looking back at her. While they all gave low bows, a small smirk appeared on her face. “Ah, my scouting party…” she mused with interest, her ears standing upright. “I was wondering when I would hear from you. What do you have to report?”

The leader of the drones stood tall and cleared his throat before beginning to speak. “Your highness, we’ve made considerable progress in tracking down the Princess and her entourage. While we lost the tracks for a time in the snow, a sudden eruption of light and love in the sky has given us a clear direction to follow. What’s more, there seems to be a large city of some sort farther north, and that is where the love is coming from.”

“A city…?” Chrysalis hummed in thought, her interest piqued. She lifted a hoof up to her chin, a curious smile appearing on her muzzle. “Fascinating… I haven’t heard of such a place. What have you learned about it?”

“So far, I am afraid, nothing,” the drone replied with an apologetic bow of his head. “A powerful blizzard has picked up and forced us to seek shelter in this cave. Until the storm passes, we will be unable to continue our mission.”

“Then stay where you are,” Chrysalis ordered firmly, her eyes shimmering with predatory delight. “Harvest what you can from whatever local wildlife you can find and wait for the swarm.”

“The swarm, my queen?”

Chrysalis’ sharp teeth showed themselves in a spine-chilling grin. “Why yes, my subject. We saw the light all the way down here in Equestria as well, and we have already started our journey to lay claim to it. The love in that light…” she involuntarily shuddered and licked her lips, remembering that tantalizing aroma from earlier. “It could be enough to finally end our eternal starvation…”

The drones in the cavern shared some eager and hopeful looks and chattered amongst themselves for a moment before the leader gave another bow of his head. “Very well, my queen. We shall hold this position and await your arrival,” he raised his head back up. Suddenly, he looked to the side and spread into a defensive stance. “What was that?!” he barked out in surprise, his comrades rising to their hooves as well.

Chrysalis, confused, narrowed her eyes and stepped closer. “Drone, report. What did you see?” she demanded sharply, drawing the drone’s eyes again while his companions began to cautiously spread out.

“I thought I saw something in the darkness. It must have just been…” his words trailed off, his eyes slowly going wide and his ears going flat against his head as he looked past the sphere of magic. Chrysalis glanced over her shoulder for a moment, expecting to see some monster or something lurking in the shadows, but found nothing. Unnerved, she then looked back at the drone. She saw the fear building in his eyes as he took a few steps back, his entire body shaking. His comrades weren’t much better off, similarly backing away from something that Chrysalis could not see. The way they were staring past the sphere on their end made Chrysalis feel like something was looming just behind her.

She grit her teeth and pressed her face into the light, trying to get a better viewing angle on whatever it was that had scared her drones so much. “I can’t see anything! What is it?!”

“The Queen have mercy…” one of them whimpered out before, all at once, the image in the green magic was smothered in tendrils of eldritch darkness. Chrysalis leaped back in alarm, a startled hiss escaping her throat even as her horn lit up with magic. Her blood began to run cold when she heard the terrified and pain-filled screams of her scouts on the other end of the spell. She could hear them letting off spells, trying to defend themselves, but their screams never ceased. A harrowing roar reverberated out of the sphere and, at the same time, the screams faded into an eerie silence. Several seconds passed with only the slowly diminishing crackles of the fireplace coming out of the sphere, before those too fell silent. Chrysalis composed herself, set her jaw and stepped forward.

“Drone? Anyone? What is happening over there? Answer me, right now!”

For a moment there was yet more silence. If she really strained her ears, Chrysalis thought she could hear something hard being dragged across ice and stone… like a body, perhaps. She couldn’t be sure, however, as the sound was so muffled. Then, two eyes snapped open to glare at her with crimson iris’ and reptilian-slit pupils. The whites of the eyes were a glowing acid green, while poison purple trails of magic drifted out of them. A curved, crimson horn could be seen fading back into the darkness above those eyes, and a crescent-shaped grin filled with razor-sharp teeth spread out below them.

Chrysalis narrowed her eyes in scrutiny. “What are you? Do you speak?” she demanded in a cold, threatening growl.

The grin slowly faded away into a neutral expression before speaking. “You must be these changeling creatures I was told about…” it mused in a deep, authoritative voice with impressive carry. The eyes looked down towards something Chrysalis couldn’t see, and a disappointed snort could be heard. “I was expecting something more… intimidating.”

Chrysalis scoffed dismissively before a fiery spark lit up in her eyes, and her teeth were once again bared in a furious scowl. “What did you do to my drones, demon?”

“Demon?” the shadow parroted with amusement before a low chuckle slipped free from it. “No, I am not a demon…” the eyes flared up with a crimson glow, and the shape of a stallion’s face could briefly be seen in the undulating smoke. “I’m what demons fear.”

“A bold claim,” Chrysalis shot back dryly before her eyes shifted in an attempt to look past this creature, hoping to catch sight of the cave and her drones. “But you did not answer my question, and I do not have the patience to ask you again.”

“Your minions are alive, don’t worry,” the darkness answered in a mocking tone, the face of one of them emerging from the smoke. His eyes were wide open and colored the same acidic green as those of the monster that held him with those same, ominous purple trails leaking out the sides. His jaw hung limply open and there was no discernable expression on his face. He looked like he was in a trance. The teeth hovering over his shoulder formed into a sadistic grin. “They’re just… taking a little nap.”

Chrysalis scrutinized the drone for several moments, her eyes narrowing. “Scout, can you hear me? Say something!” she barked, but no response came. The drone’s mouth shifted up and down like that of a fish, but only slightly.

“He cannot hear you; as we speak, he is seeing all of the things he fears and hates the most…” the darkness hummed before it looked down at the drone hungrily again. “I can allow his fears to be heard, however… if you wish to know.”

He didn’t wait for Chrysalis to respond either way. The Drone suddenly jerked back to life, his eyes darting around in a panic while his hooves reached up to protectively shield his heart. His breathing began to come in ragged, terrified gasps, and fresh tears spilled freely down his cheeks. “Wait, my queen! P-p-please! I can do b-better! I’m begging you, d-don’t do this to me!”

“I’m not hurting you,” Chrysalis tried to assure him, her brow furrowing with confusion. “What are you talking about?”

The drone didn’t respond to her words, simply continuing to thrash. After a few seconds, though, he went rigid, his expression going from panic and desperation to dread and quiet despair. “M-my queen?” he choked out in a hoarse whisper before his eyes slowly turned to look over his shoulder. “Wha… n-no, wait! Please!” he tried to reach out towards something unseen in front of him, but only fell forwards to his knees. “Don’t let him take me! Please! I don’t want to be in the darkness again! Please-”

His shrieks and pleas were suddenly silenced, that empty look coming back onto his face before he was slowly pulled back into the smoke, vanishing from Chrysalis’ point of view. The shadows smiled pleasantly and then shot an expectant glance towards the stunned changeling queen. “I see… he fears you and me equally…”

Chrysalis felt one of her eyes twitch, her blood starting to boil with unthinkable rage. “Why did you attack them? What purpose does it serve you?!” she asked in an infuriated shout, unable to suppress the snarl in the back of her throat.

The shadows seemed entertained by her question. “Your servants were trespassing in my domain. And should you follow them into the snow, you will face the same fate.”

“What is your name?” Chrysalis demanded through clenched teeth in a quiet growl, her own eyes starting to glow out of a desire to make this monster suffer for his insolence.

“Me?” the shadows grinned again, that stallion’s face, for a moment, becoming clearly defined. “I am the King of Shadows, Lord of Terrors, and the one true ruler of the Crystal Empire. I am King Sombra!” the face then drew closer to the light, it’s eyes taking up the entirety of Chrysalis’ side of the spell. “And to you, changeling, I am your worst fear made solid.”

Chrysalis eyed Sombra intently for several seconds, not flinching even slightly from his threat. She could feel her subjects behind her watching the exchange, and she could smell their fear in the air. A sickeningly amused smile slowly began to grow on her face. “Is that so? Oh, that is quite the impressive list of titles you have, King Sombra...” she said in a soft-spoken coo, stepping closer to the light. Her expression then hardened and the glow in her eyes magnified many times over. “But if you believe that I am afraid of a formless shadow, then you clearly know nothing about me or the powers at my beck and call.”

“Everything is afraid of something….” Sombra noted ominously, bringing his face closer to the sphere. “I look forward to discovering what it is you fear most...”

Chrysalis grinned hungrily. “Oh, I can’t wait…” she remarked before bringing her face just a little closer to the light, so close that if they were in front of each other in person, their foreheads would be touching. “And I look forward to showing you what you fear most as well.”

Sombra raised an eyebrow, visibly intrigued. “Oh? What might that be?”

Chrysalis lidded her eyes, blinked softly a few times and licked her lips before she spoke in a soft, gentle whisper.


Sombra, for a few seconds, seemed taken aback by Chrysalis’ remark, and the way she had made it. Then he began to laugh. It began as a low, entertained chuckle that then swelled into a loud, hysterical fit of maniacal laughs that echoed all around Chrysalis, washing over her and her drones like a tsunami of malevolence. Then, with his laughter slowly dying down, Sombra lowered his gaze to look at her again, an unspoken challenge being relayed through his gaze alone. A challenge which Chrysalis happily accepted with her own.

Then, with a sputter and a flash, the sphere shattered and faded into the night, leaving Chrysalis standing there and looking out onto a world bathed in moonlight. But with that laugh still echoing in her ears and the image of those eyes burned into her mind, the moonlight seemed distinctly less comforting then it did before...

Luna's Strategy

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“I never thought I would be so appalled to call a princess my friend...”

“We coulda helped ya if ya had just told us the truth!

“Why… why did you do it, Rainbow? The didn’t deserve this...”

“Those ponies are going to be sad for the rest of their lives! HOW COULD YOU?!”

“...Why didn’t you tell us? Why didn’t you tell me?”

Rainbow Dash took a few steps back, her ears flat against her head and her heart hammering violently against her ribs. The ephemeral phantoms of her friends stalked towards her, their bodies made up of distorted shadows while their eyes glowed ominously. All around them, the once beautiful Crystal Empire had been turned on its head and corrupted into something nightmarish. Masterfully carved buildings of blue crystal had been transformed into perverted mockeries made of jagged, dark crystals that practically oozed misery and sorrow. The once pristine smooth streets were now pitch black, and branching spikes poked out of them. In the sky far above them, the clouds could be seen. They were the same colors as fire and smoke, and in the center of it all, there could be seen a shadowy vortex pulling in the clouds and any hope in the world. At the center of that vortex was a small point of light, barely visible and slowly growing dimmer.

“Well?! What do you have to say for yerself?!” Applejack demanded, stomping a hoof down hard enough to create a spider-web crack pattern.

Quivering with fear and whimpering in guilt, Rainbow stumbled back again, her eyes locking onto the damage to the street. “I-I’m sorry…” She finally managed to choke out. “I thought I could save them…”

“You were wrong, clearly,” Rarity snorted dismissively, her entire body flickering and distorting for a second before snapping back to its normal shape, albeit still made of darkness. “And all of us have had to pay the price for your lack of judgment!”

“Don’t waste yer breath on her,” Applejack sneered bitterly, turning her back on Rainbow and beginning to trot away. “Either leave her to her fate or bring her to it. Ah don’t rightly care, either way. As long as she pays the price.”

“Applejack, wait-” Rainbow cried out, taking a step forward. Twilight suddenly appeared in front of her with the sound of booming static, the distortions on her body even stronger than the others. Barely stifling a shout, Rainbow scampered backward several feet before cowering lower towards the ground. “Twi…”

“I’m sorry, but you need to be punished…” Twilight sighed, clearly pained but what she was doing. Her horn lit up with corrupted dark magic before a beam of it shot out and struck Rainbow between the eyes. Her world became nothing but white-hot pain, an agonized wail making her vocal chords go raw.


“Does being sorry make up for everything you’ve done?”

Rainbow couldn’t answer. The pain in the center of her head was just too much. Screaming out, she crumpled to the ground, powerless to do anything to protect herself.


All at once, the magic tunneling into her head dissipated into nothingness, and the pain went with it. Gasping raggedly for breath, Rainbow Dash lifted timidly her head and saw that the fallen Crystal Empire had been replaced with a seemingly endless field of grass and flowers, softly illuminated by the pale glow of a full moon in the night sky over her head. A soothing breeze washed over her and the flowers, and she felt herself starting to relax as a realization occurred to her. She got back to her hooves, took in a deep breath, then turned around. Just like she had suspected, she saw Princess Luna standing not far away, looking back at her with a happy, if exhausted, look on her face.

That exhaustion did nothing to deter the surge of joy Rainbow Dash felt, however. “Aunt Luna!” she shouted and shot forward with a powerful flap of her wings, wrapping them and her forelegs around Luna’s neck in a tight hug. “Oh my gosh, I’m so glad to see you! Are you okay, are you hurt?” she babbled out, burying her face into Luna’s shoulder.

Luna grunted from the force of the tackle and staggered back several steps before giving a light-hearted laugh and returning the embrace. “Haha, calm yourself, my niece, I am unharmed,” she replied while giving a tight squeeze and nuzzling affectionately into Rainbow’s shoulder. “I am glad to see you as well… are you and your friends faring well?”

Rainbow slowly pulled back and gave a slow nod. “We’re holding together, yeah. We made it to the Crystal Empire like you told us,” she replied simply.

Luna seemed to visibly relax upon hearing that before her brow furrowed with concern. “I suppose that would in part explain the contents of your dream… I recognized it as the Empire as soon as I saw it, if perhaps… horribly corrupted. Has something happened?” she asked with a ginger tone of voice, carefully observing Rainbow’s reaction.

The pegasus visibly wilted and sighed, letting her head hang down in front of her. “Y-yeah… King Sombra came back along with the Empire. We managed to get him to back off for a while, but he’s not gone...”

Luna blinked and, for a moment, was utterly silent. “...How?” She finally asked, seemingly baffled. “When I met him, he was as unflinching in his ways as I was in mine as Nightmare Moon. Relentless, cold, merciless, and unwilling to accept compromise. He would never have backed off from an objective.”

Rainbow swallowed the lump in her throat, hoping that the anxiety in her voice wasn’t too evident. “I, uh, managed to convince him to back off. Negotiations and the like…”

Luna’s eyes widened slightly before she, too, visibly wilted. She reached out a hoof and set it on Rainbow’s shoulder. “He made you sign a contract, didn’t he?” she asked in a quiet, knowing whisper.

Rainbow looked up at Luna with wide-eyed shock. “Wha…” she choked out. For a moment, she merely mouthed like a fish before sighing and nodding. “H-how did you know?” she asked with a tremor in her voice, tensing up in expectation of some kind of harsh scolding.

Luna growled deep in her throat and looked off to the side. Rainbow followed her gaze and saw magical light swirling together to form an image of King Sombra, standing tall and imperiously, in front of an assembly of ponies. They were all bowing to him, with thick, heavy chains linking them together. Unusual helmets made up of darkly colored steel completely encased their heads with green glows coming out of the viewports. “King Sombra is a manipulator where brute force will not work. He is not an idiot and he knows his limitations… He sows seeds of fear, paranoia, doubt and hatred wherever possible to weaken his enemies and further his own ends. This includes things as severe as total mind control to something as subtle as a carefully worded treaty or a falsified rumor. Such tactics were a large part of what let him take over the Empire, to begin with, so very long ago...”

“You knew him, I take it?” Rainbow asked cautiously, glancing up at her aunt.

Luna nodded grimly. “Yes, I did. Celestia and I fought side-by-side against him when we learned of his coup, and we had hoped to overthrow him, find the rightful heir and restore them to the throne. Alas, when we turned him to shadow, he cast a curse upon the Empire and made it vanish. We tried to find the heir, but sadly, we never could…”

Rainbow nodded slowly before looking down and letting out a heavy sigh. “I’m sorry, Aunt Luna. I couldn’t see any other way to save my friends. If I didn’t sign that scroll, I probably wouldn’t be talking with you now. He’d already have the Empire and taken out my friends and I.”

Luna nodded in understanding while patting Rainbow on the head with a hoof. “I believe you, Rainbow… but I have to know, what were the terms of the contract? What does he want from you?”

Rainbow began shaking at the question but answered nonetheless. “He wants the Empire. He’s keeping to the tundra for now, and whenever Chrysalis and her army come buzzing through, he’s going to make it as hard as he can for them to get here. But once we’ve beaten Chrysalis…” she was just able to choke down a sob as she thought back on all of those ponies bowing to her… the ponies she had doomed. “W-we have to leave the Empire in his hooves and not resist him in any way…”

Luna’s brow furrowed and her lips tightened into a thin line. For several seconds, she said nothing. Eventually, she let out a breath and gave Rainbow’s shoulder a firm squeeze with her hoof. “I see… that is horrible, my niece, and I am terribly sorry you had to make such a decision. But I am afraid there is no way for you to break one of his contracts once signed. Are there any loopholes or technicalities you think you could exploit?”

“None…” Rainbow sighed while shaking her head. She shifted slightly and brushed Luna’s hoof off of her shoulder. “If there is one, I didn’t have enough time to read it and figure it out…”

There was a heavy silence between them for several agonizing moments. Luna eventually let out a quiet grunt and rose back to her full height. “We will have to address that problem at another time. For now, I need to inform you of an important development.”

Rainbow looked up at her questioningly, also rising to her hooves. “What is it?”

“The changelings are on the move; heading north,” Luna explained simply, looking at the magical depiction of Sombra. The magical energy that made up the image melted into a flat plane, which then began to grow several bumps and shapes. Before long, it was a three-dimensional map of Equestria, with Canterlot in its very center. “In one of the few times I was able to gain conscious and stay aware of my surroundings, I overheard the Queen relaying orders to her army. The entirety of her swarm has left Canterlot, heading in your direction.”

Rainbow’s ears fell flat against her head and her face morphed into one of abject dread. “Oh… oh, no… the Northern Lights…” she breathed out in horror, realizing that that display would have been like a beacon to the love-hungry invaders.

“Exactly…” Luna nodded along before a small, sly grin appeared on her face. “Which means that everything is going exactly according to plan.”

Rainbow blinked and looked up into Luna’s smirking face with no small amount of skepticism in her own. “Um… what?” she asked dumbly, one eyebrow shooting up to become hidden under her mane.

Luna’s smirk grew in both size and smugness. “The Changelings feed off of love, which means that the Crystal Empire would be an irresistible target to them. But what they don’t know is that the Empire has one of the most powerful means of self-defense in the whole world. I had heard tales of this power being able to erase any enemies of the Empire within its borders, without exception. Sombra somehow nullified this power, leading to his coup going off without a hitch, but if you can find a way to restore it…” Luna looked down at Rainbow with an almost predatory glint in her eyes. “Then Chrysalis and her army will be flying directly into a trap.”

Rainbow’s other eyebrow flew up to join its twin and she looked down at the map. Then, she too began to grin confidently. An ecstatic and relieved laugh burst out of her lips before she turned to face her aunt again. “Oh my gosh, Luna, that’s genius!” she exclaimed eagerly before jumping over and wrapping Luna in another tight hug.

Luna chuckled merrily while draping a wing over the happy pegasus. “I like to think I have my moments, yes,” she cheekily replied before her tone turned serious again, and she gently nudged Rainbow back to the ground. “I do not know how much time you have, but if the changelings can all fly, then they can make better time than you and your friends did on hoof. How long did it take you to get to the Empire?”

Rainbow’s brow furrowed and her smile was replaced by a worried grimace. “Uh… it took us a week,” she replied uneasily, shifting on her hooves. “So… that means…”

“They will be upon you within a week…” Luna mused grimly, her expression darkening. She looked to Rainbow with a small glimmer of hope. “Keep your eyes on the southern horizon. I know not how fast these creatures are. They may arrive any day. Have you found the Empire’s power yet?”

“No,” Rainbow shook her head and growled in her throat. “The locals all have some sort of amnesia going on, too. So unless one of them spontaneously remembers something, we’re going to have to do this the old-fashioned way and read up on it.”

Luna grimaced and looked down at the map. “A shame… then I strongly advise you get back to work on that as soon as you awaken. You have no time to lose.”

“Right…” Rainbow nodded sharply before looking down at the map again herself. “Heh… I don’t suppose it’s realistic to think Chrysalis left Canterlot unguarded, huh?”

Luna shook her head. “She did indeed leave a skeleton guard. I have seen a few drones trotting by the throne room on patrol since she left, but their numbers are severely limited. Their decreased numbers are a large part of why I am able to maintain this dream with you, now; none of them are around right now to notice that I am up to anything.”

Rainbow got another smile on her face. “Good… that means they’re vulnerable there,” she said thoughtfully while leaning down to more closely study the map.

Luna watched her for several seconds, a great deal of curiosity in her expression. She leaned down to better see what Rainbow was looking at before giving a voice to her question. “What are you planning, my niece?”

“The changelings rely heavily on swarm tactics and misdirection to confuse their enemies and gain the upper hoof,” Rainbow recited the words Thorax had said to her about his kind when they were en route to the Empire. “Fewer changelings means a smaller swarm. A smaller swarm means fewer bugs to cause misdirection or confusion. I can send a message to Manehattan, Cloudsdale and the Wonderbolts with Spike’s Dragonfire, and get those cities to send forces to Canterlot. They can take back the city and bust you, mom and Cadance out of those gross cocoon things.”

Luna hummed thoughtfully while Rainbow explained the plan, rolling it around in her head for a few seconds after. “It isn’t a bad plan…” she commented before narrowing her eyes in warning. “But you must be careful, Rainbow Dash. We know very little for sure about these creatures or their full potential; I would not advise recklessness.”

Rainbow shot her a cocky smirk. “Don’t worry; I’ve got a pretty good source of intel,” she assured Luna before standing upright. She went to say some more, but never got the chance.

The world around them suddenly shook violently as a thunderous boom echoed through the air. The sudden movement tossed Rainbow from her hooves and to the grass below. She grunted in pain from the impact, feeling the flowers and grass decaying under her body. “What the hay was that?!” she shouted while quickly picking herself up and leaping into the air with a flap of her wings.

Once in the air, she caught sight of Luna, and her eyes widened. The other princess was curled up on the ground with her hooves on her head, gasping and crying out in pain. When Rainbow went towards her to offer help, Luna looked up at her to shout. “Stop! Come no closer!” Rainbow did as she was told, stopping in the air and then reluctantly backing away.

“Luna, what’s happening?!”

“I have- ACK! I have been in this dream for too long! The cocoon is beginning-” she let out a strangled groan of pain, curling up even more. Rainbow then looked up into the sky, the color draining from her face when she saw everything in the world around them starting to melt into a disgusting green goo. Even the moon could not be saved from this fate, it’s entire ship elongating and distorting as gravity pulled the slime down to earth. Luna managed to find her voice and speak out, even as the grass and soil beneath her also started to deform into slime. “The cocoon is beginning it’s harvesting cycle! You must wake!”

Rainbow’s eyes widened when she saw a point of light forming on the tip of Luna’s horn. “W-wait! Aunt Luna!” she shouted, shooting down towards her with her hooves reaching out. The light on Luna’s horn expanded rapidly just as the alicorn fell into the slime and disappeared. The expanding light washed over Rainbow Dash, forcing her to screw her eyes shut. At the same moment, an impossibly powerful gust of wind slammed into her front, sending her spiraling head-over-hooves into the sky with a disoriented scream.

And then the dream ended.

“LUNA!” Rainbow Dash cried out while sitting bolt upright in the bed. Her heart beat against her ribs like a blacksmith hammering away at his newest masterpiece, and a cold sweat suddenly broke out over her entire body. Her eyes frantically darted around the room for a moment before she felt Twilight’s hooves on her back and shoulder, helping to return her to reality a little quicker. Her ragged pants gradually began to calm down and, after a moment, she looked to her right to see Twilight sitting upright next to her, looking worried, if also still very tired.

“Are you okay?” Twilight asked softly, nuzzling into Rainbow’s shoulder in an effort to comfort the still panting pegasus. Rainbow nodded and draped a wing over Twilight in response.

“Y-yeah… I’m okay…” she mumbled despondently before glancing towards the curtains covering the glass door that led to the balcony. Based on the gentle golden glow coming from behind the thick fabric, she was figuring it was sometime in the early morning. “The sun’s up… we should probably get up with it.”

Twilight nodded and slipped out of the bed along with Dash. They spent a few moments of stretching and tidying up their manes, Twilight using magic and Rainbow using her hooves, they both trotted over to the curtains and pulled them back, allowing the morning sunlight to spill into the room. Rainbow felt the warmth on her face and chest and visibly relaxed, a content exhale making itself heard.

Twilight, from Rainbow’s left, looked her over before leaning into her side. “Did Princess Luna contact you?” she asked in a quiet whisper, resting her head against Rainbow’s shoulder.

Rainbow, again, draped a wing over Twilight and nodded. “Yeah… she did,” she answered in an equally hushed voice.

“What did she have to say?”

Rainbow winced and looked at Twilight, only to find her looking right back up at her. The two of them locked gazes for a few moments. Rainbow, after a few silent seconds, tore her gaze away and looked out at the city beyond the glass. “...Let’s gather the others. It’d be better if you all heard it at the same time,” she replied solemnly. She then looked at Twilight, her eyes drifting a little above her eyes to look at her mane. Rainbow snorted and put on a playful smirk. “Plus, you really need to comb your mane. The thing looks like a rat’s nest.”

“Oh, har har. Look who's talking,” Twilight rebuked while smacking Rainbow in the back of the head.

Rainbow just chuckled.

To Work

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Maybe an hour later, Rainbow Dash finished her explanation of the situation to the rest of her friends, all of them gathered around a circular table in a spare, mostly empty room. With her expositing over, she leaned back and looked at each one of them in turn, assessing their reactions. Fluttershy was trembling slightly and had started doing so when the fact that Chrysalis was on her way reached her ears. Applejack was doing her best to offer comfort to the uneasy pegasus while Rarity and Pinkie Pie both shared anxious glances. Thorax was looking down at the floor, hiding his face from the others while Wind Whisper stood next to him, her eyes looking up at him with concern. Starlight Glimmer merely eyed Rainbow from across the table with a thoughtful look on her face, although Rainbow did her best to not look back at her. Spike, who was to Rainbow’s left, looked around at all of them while tapping his index claws over his chest nervously.

And, of course, there was Twilight, who stood to Rainbow’s immediate right. She raised a hoof to rub at her chin with a quiet, thoughtful hum. She was silent for a moment before she looked at Rainbow directly and set her jaw. “We don’t have any time to waste, then. I’ll go back to the book and see what I can find out.”

“I’ll help you,” Starlight offered with a sort of eagerness in her voice, trotting around the table to join Twilight. “Two pairs of eyes are better than one and all that.”

Rainbow, for a moment, looked distinctly uncomfortable with the notion, but when she shifted her attention from Starlight to Twilight, she gave a solemn nod. “Alright, you two get on that. Applejack, Rarity, Pinkie? I need you three to go out into the city and start asking around. If somepony remembered that they worked here, maybe the others are starting to remember things too.”

“Oki Doki Loki,” Pinkie Pie confirmed with a big grin. She ducked below the table and then came back up with a brand new pair of night-vision goggles over her eyes. “Operation ‘ask the amnesiac’ is a go.”

Applejack, unfazed by Pinkie’s powers of random item conjuration, gave a curt not to Rainbow. “Alrighty, Rainbow. We’ll see what we can do.”

“I’m sure the darlings have remembered something useful,” Rarity added with a small smile. “We just have to look.”

“What about me?” Fluttershy asked, though she almost instantly regretted it due to all of the others looking her way. She shrunk back slightly from the attention before swallowing a lump in her throat and trying to look brave.

In response to her question, Rainbow pointed plainly at Thorax. “Thorax is still hurt after his little spat with his brother,” she explained before then looking to the drone in question, who had lifted his gaze to meet hers at the mentioning of his name. “Thorax, you’ll be staying here with me. I’m going to want to know everything you know about changeling tactics and strategy; every last maneuver you can think of, every formation, tactic… everything.”

Thorax gave a slow nod, his eyes not quite able to meet Rainbow’s. “Uh… right. I’ll see what I can do…” he said in a hesitant voice. Rainbow Dash raised an eyebrow in response to his reluctance but chose to ignore it for now.

She wouldn’t have gotten a chance to voice her question, anyway. She felt Spike’s claw tapping against her shoulder and glanced down to see him looking back up at her. There was an eager, determined and hopeful fire in his eyes. “What about me?” he asked, ready to do his part.

Rainbow smiled and reached down to pat him on the head. “You are gonna help me send some messages to Manehattan, Cloudsdale, and the Wonderbolts. If the whole swarm’s coming here, we’ll need to capitalize on that and hit ‘em in Canterlot and bust mom, aunt Luna and Cadance out.”

Spike nodded and gave a sharp salute. “Aye-aye, Princess!” he declared loudly, smirking only slightly at the annoyed pout Rainbow shot his way. “I’ll go get some parchment!”

While Spike scampered off, Rainbow turned back to the rest of them. “We don’t have a lot of time, so let’s hop to it!” she ordered before slapping one hoof against the table. A loud and resounding smack was accompanied by a general vocalization of enthusiasm and agreement before each group splintered off to carry out their respective orders. Although, as Starlight went for one of the doors with Twilight by her side, the latter paused and glanced back at Rainbow uneasily.

Rainbow looked her way as well. She took note of Twilight’s expression and frowned, turning to look at her more fully. “Something wrong?” she asked with mild concern.

Twilight flinched and looked down at the ground for a moment. Her ears drooped and she visibly shuddered before she spoke up. “Y-yeah… we still have to tackle Discord’s spell in your head.”

Rainbow’s heart skipped a beat, and her blood began to run cold. She visibly tensed and looked down at the ground with her ears drooping. “Oh… y-yeah, that is still a thing we gotta deal with, huh?” she mumbled, anxiety and dread dripping from her every word.

Starlight glanced over at the two from the doorway, an unreadable look on her face. She looked first at Twilight, then Rainbow Dash, before a small smile formed on her face. She shifted back from the door, cleared her throat and spoke up in a reassuring voice. “Twilight, you go ahead and help her with that, okay? I can get a start on the book and you can join me when you’re done.”

Twilight perked up slightly and looked at the other unicorn quizzically. “Are you sure?” she asked, clearly anxious at the prospect.

“I am,” Starlight responded with a curt nod. “Plus, if you can get it done quickly, it’ll make it a lot easier for Rainbow Dash and I to work together through all of this. And like she keeps telling us...” her eyes drifted from Twilight to the cyan mare in question. “...We all have to be at our best.”

Rainbow didn’t miss the slightly bitter edge that came into Starlight’s voice, and despite the irritation that formed in the back of her skull, she knew that, deep down, Starlight had every reason to be a little bitter. She forced down her anger and nodded slowly. “A-alright… you’ve got a point. Twilight, we can do that just as soon as Spike and I have sent out our messages.”

Twilight gave a slow nod, her eyes already showing with a degree of regret for what she would have to do later on. “Okay…”

Starlight watched them for a moment before, with a slow exhale, she departed through the door, plunging the room into a cold, awkward silence.

Luckily, the silence would be short-lived, as Thorax chose this moment to cut in by clearing his throat. All eyes turned to him and he spoke up. “If you’re going to do that, then it might be for the best if we wait until after that’s done to talk about the Changelings. I can go talk to Pharynx in the dungeon in the meantime… maybe I can sway him to our side.”

Wind Whisper looked up at Thorax and visibly wilted at the idea. “Do you have to?” she asked him nervously. “He’s really mean…”

Thorax nodded solemnly while looking down at her, his eyes pleading with her to understand. “He kinda is, yeah… but he’s my big brother. I know I can talk some sense into him.”

Wind Whisper deflated somewhat and side-stepped to be closer to Thorax, although she twitched slightly in discomfort when her soft fur met his hard chitin. He went to wrap a hoof over her but hesitated. He began to return it to its place, but Wind reached out to it with her own hoof and guided it to one of her shoulders, eliciting a questioning look from him.

After watching that little exchange, Rainbow gave a slow nod. “Kay, fair enough. See what you can do,” she gestured at Thorax with her hoof swinging in a ‘go do your thing’ motion before turning back to the door Spike had run out of, waiting for his return.

Thorax nodded, then looked down at Wind Whisper. “You stay with them, okay? I don’t want Pharynx to hurt you if he tries anything,” he asked her in a quiet whisper.

To his surprise, she vehemently shook her head. “Nuh-uh. I’m going with you,” she replied resolutely while pawing one of her hooves against his own.

Thorax blinked incredulously. “But… why? Why do you want to come with me if he was so mean?” he asked in disbelief, shifting to look at her more directly.

She looked down at the floor while putting a hoof on her chest, clearly struggling to hold something in. A shaky sound slipped out of her throat, almost inaudible. “He was mean to me… but so were you,” she finally said in a tiny voice. When she looked back up into Thorax’s eyes, there were the beginnings of tears forming in hers. “But then you protected me… you promised me you would keep me safe. And you promised me you would do that until you could bring S-squall back…”

Thorax saw the look in her eyes, heard the emotion in her voice, and was quick to sit down in front of her. Hesitantly, he reached one of his hooves out to her, although he hesitated mere inches from her shoulder. “Wind…”

“You promised me,” Wind reiterated, her voice gaining some volume. She then took her hoof from her chest and planted it on his. “You protected me… just like Squall would have. So, maybe... maybe your big brother just needs somepony to protect, too.”

Thorax leaned back slightly in surprise from the contact, his eyes widening. A small smile appeared on his face after a moment, though, and he reached both of hooves up to hold her own, pressing it gently into his chitin. “Maybe you’re right…” he acknowledged in a quiet voice of his own.

A loud cough snapped the two of them out of their little moment, and they both looked over to see Twilight looking at them with an enormous, warm smile. Rainbow Dash just looked up at nothing, whistling innocently. Fluttershy, who had been largely quiet the whole time, looked on with a similarly warm smile to Twilight’s, her hooves tightly clutching to her chest as if to cuddle a small critter. In one of the doorways, Spike stood with a small stack of parchment, a quill, and a sealed inkwell held under one of his arms. He had been the one to cough. “So, uh… did I miss something?”

Fluttershy let out a delighted giggle under her breath and nodded to Thorax and Wind. “No, Spike. These two were just about to go, right?”

Wind Whisper visibly blushed at the way they were all looking at them, “H-hey! No spying on other ponies!” she whined out in an adorable display of complete, childish indignation. “It’s rude!”

Rainbow burst out laughing at that. “Yeah, well, heh, maybe you shouldn’t have your super sappy moments in the middle of a room filled with other ponies,” she replied with jovial sarcasm, all of the tension from a minute ago having been washed away. “Kinda hard not to watch.”

Wind Whisper flapped her wings and blushed even more, spluttering incoherently in an effort to come up with a witty retort. “Wha- but, you- uh… Y-you, shoulda just walked out of the room, then!”

“That’s kind of inconvenient on them, dont’cha think?” Thorax joined in on the teasing with a playful look of his own.


Fluttershy nodded along and chose that moment to add her own two-bits. “He has a point. Imagine if we all had to leave the room every time Twilight and Rainbow gave each other those lovey-dovey looks.”

“Hey!” Rainbow’s amusement at the situation quickly turned to indignation and embarrassment. “What the hay, Fluttershy?! I thought we were friends! Don’t turn this around on me!”

Wind Whisper looked over at Rainbow’s slightly blushing face and how it had contorted with embarrassment. Her wings had snapped open and, from a little ways behind her, Twilight could be seen blushing, but giggling behind a hoof at Rainbow’s expense. The look in her eyes was one of absolute mirth and delight. Wind looked between the two for a moment, then looked up at Thorax again. “I think we need to leave the room…” she said in a whisper that everypony managed to hear anyway.

Thorax chuckled heartily, ruffled her mane with a hoof, and then winked at Rainbow Dash. With that done, the changeling drone and thestral filly stood and trotted side-by-side out of the room, leaving behind the very flustered princess, the amused unicorn and Pegasus, and the supremely bemused baby dragon to their own devices.

Rainbow slowly turned to glare at Fluttershy. “I hate you, Flutters,” she said in a deadpan.

Twilight rolled her eyes and playfully punched Rainbow in the shoulder. “Oh, hush. No, you don’t.”

“I hate you, too!” Rainbow countered before turning away, sitting on her haunches and crossing her forelegs with a huff.

Twilight tittered before leaning over and wrapping Rainbow up in a hug from behind, nuzzling into the pegasus’ neck. “Well, that’s okay… because I love you,” she whispered into Rainbow’s ear so only she could hear.

Her blush intensified many times over. “Uh… uh-huh…” she replied in a slightly stunned voice before glancing over her shoulder at Twilight. “Heh… haven’t heard you say that one, yet.”

Twilight shrugged and made a non-committal ‘eh’ sound.

“Okay, as adorable as all of this is,” Spike finally decided to cut in with an impatient voice. “But don’t we have work to do? C’mon, my arms are getting tired here.”

Twilight nodded slowly and pulled away from Rainbow Dash, who visibly wilted with the realization that they still had a full day ahead of them. Twilight then turned back to Fluttershy with a more serious look on her face. “He’s right. Fluttershy, you should probably go catch up with Wind and Thorax. Both him and his brother might still need medical treatment.”

Fluttershy perked up as if in alarm, a strand of her long mane falling in front of her eyes. “Oh! Right. Okay,” she nodded sharply before brushing the offending lock aside, turning and cantering out of the room after Thorax and Wind. Once her hoof-falls were out of earshot, Rainbow turned back to Spike.

“Alright… let’s get to work."

Brother's Pride

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The dungeons of the palace were a lot less dreary than Thorax had been expecting, all things considered. The neatly gridlike hallways made up of blue crystals were well lit with glowing gems embedded evenly along the walls. It almost looked inviting and it was all kept very clean and tidy. A far cry from what he recalled learning about the Canterlot dungeons when he was on infiltration duty with Stinger, Spiracle, and Pharynx.

Speaking of...

Pharynx would be in one of these cells, which too looked somewhat nice, if sparsely furnished and claustrophobic. There was usually a plain, basic cot sticking out of one of the walls, a hole in the floor in one corner to be used as a toilet, and a startling lack of bars or iron. Instead, there was a transparent wall of crystal that separated each cell from the hallway beyond. Thorax could see from the design that they would be lifted up into the ceiling, similarly to a portcullis when opened. The levers for each cell were presumably somewhere else in the dungeons to mitigate escape attempts.

Wind Whisper trotted along by his side, looking at everything with wide, inquisitive eyes. Her mouth hung open a little bit with each new and interesting thing she looked at, but she managed to refrain from asking about any of it. After all, she knew the gravity of the situation. She would make this clear by periodically looking up at Thorax with worried eyes and a frown on her muzzle.

Fluttershy was also looking around in awe at their surroundings, following closely behind him. Despite her clear appreciation for the design work of everything in this palace, she still looked more than a little pensive about their destination and their goal. Thorax could hardly blame her, really.

Eventually, they found it, and the one guard who had regained some of his memories looked up at them from beside Pharynx’s cell, his eyes narrowing dangerously at Thorax. But once he caught sight of Fluttershy and Wind, he recognized him as not being a threat and visibly relaxed. “I take it you’re here to talk to the prisoner?” he asked plainly, glancing over his shoulder, presumably at Pharynx.

“Uh-huh. Is he doing alright?” Thorax asked without hesitation, concern bleeding into his voice.

Fluttershy nodded along to Thorax’s question, also stepping forward. “How’s his leg?” she asked simply, glancing furtively at Wind with a somewhat anxious look.

The guard nodded in response to both questions and stepped aside. “Yes, he’s fine. His leg seems to be recovering quite nicely. I know because he tried to bust out a few times. The magic-suppression field in the cell is making that impossible, thankfully,” he explained plainly before glancing at the cell itself, frowning. “Although, there is one thing that’s bugging me…”

Thorax tilted his head. “What is it?”

“He hasn’t eaten anything, yet…”

“Oh, I’m sure he has…” Thorax replied with a slight bit of relief while stepping past the guard. “Just not anything you’ve fed him. Changelings don’t really need physical food the same way you do.”

The guard merely shrugged. “Meh. I’m just gonna pretend to know how that works and let you do your thing.”

Thorax didn’t listen to anything else the guard had to say, opting instead to canter up to the cell and look through the blue wall at his big brother. Pharynx sat perfectly still against the far wall, almost hidden in the shadows at the back. The only parts of him that was really clear were those two glowing purple eyes, glaring back at him. Thorax saw the intensity in that gaze and swallowed down the lump that had formed in his throat.

“What do you want, Thorax?” the older drone asked in a low growl, unmoving from his seated position. “To gloat? To brag? To rub it in my face that you beat me at something for a change?”

Thorax visibly wilted and slowly shook his head. “No, Pharynx… I came to make sure that you’re okay,” was his reply, his tone low and regretful. He saw Fluttershy and Wind moving to join him, but a sideways glance and shake of his head at them made them reconsider and back off.

Pharynx glanced down at his bandaged hind leg, then shot Thorax a questioning glare. “You put me in here, you know,” he spat out the words like bile.

“I didn’t want to,” Thorax countered earnestly, putting a hoof on the door. “I want you out of there more than anypony, but I can’t if you’re going to try to hurt any of us.”

Pharynx scoffed and slowly began to rise to his hooves, keeping the weight off of his wounded hind leg. “You’re really stupid, you know that?” he asked through grit teeth, limping forward and leaning against the screen. He huffed out a breath and glared sideways at his younger brood-mate. “Chrysalis is going to kill you when she finds you.”

Thorax’s ears drooped, and his face fell sorrowfully. “I know that… I’m sorry I can’t go back with you,” he mumbled out, his eyes screwing themselves shut.

“No, you’re not!” Pharynx suddenly snapped with a raised voice, slamming a hoof into the screen and sending a few ripples of light across the enchanted surface. Thorax jumped back in alarm from the loud sound and saw the agitated face of his brother glaring right back at him. “You’re not sorry you can’t go back! No, you’re sorry that you got caught leaving!


“Do you have any idea how long I’ve known about how much you’ve hated your lot in life?! Huh?! I saw you hatch in the nursery hive, you know, I remember seeing the fear and confusion on your face even as all of the other hatchlings climbed over our Queen! I’ve seen your disgust and hatred for what we’ve done build up over the years, your discontent for your fellow Changeling, your guilt and sorrow every single time you were sent out to perform spy work in Canterlot before the invasion!” Pharynx punched the wall again, sending more ripples across it. “So don’t you dare try and sell to me that lie that you’re sorry for leaving your entire race behind!”

Thorax shied away from his brother’s rage, unable to at him in the face. “Pharynx, I… I just…” he stuttered out, not able to form a proper response.

Several seconds passed them by in a tense silence. Finally, Pharynx broke the silence with a heavy sigh and grunt.

“...Hmph. You know, in a weird sort of way… I’m proud of you.” he mused, his anger bleeding away to a more melancholy emotion. His words drew a questioning glance from Thorax. “You’ve been such a pushover your whole life, you know? So passive, so unwilling to fight or hurt… you were weak, but only because you didn’t want to fight. You didn’t have anything to fight for…” a small smirk appeared on his face, and the intensity in his eyes softened severely. “But then you start caring about something, a little filly that you barely even knew, and all of a sudden you changed… while before you were just a small gnat to be brushed aside, now you’re like a speeding train without brakes. Even I was powerless to do anything to stop you…”

Thorax swallowed heavily again while gingerly approaching the wall. “Well… It’s not like I never learned how to fight… you taught me everything I know. Like you said, I just never had a reason to use any of that knowledge…”

“That’s what I’m proud of,” Pharynx noted, a fond, reminiscing look spreading on his face. “After seeing you struggle with what you were for so long, to see you finally find something you thought was worth fighting for…” his smile fell away to be replaced by a look of regret. When he looked at Thorax again, there was a faint glistening in his eyes. “It made me so proud, to see so much conviction and resolve in you. Outside Canterlot, and in that alleyway… I just wish that it didn’t have to lead to me losing the only family I ever had…”

Wind Whisper, who had been standing off to one side with Fluttershy, chose that moment to inject herself into the conversation, despite Thorax’s earlier glance. She slowly stepped into Pharynx’s line of sight, eyeing him with a combination of fear and curiosity. He looked back at her with an unreadable look and narrowed his eyes. She flinched back from the look but stood her ground. She gulped heavily and began speaking. “You know…” she began hesitantly, coming to a stop by Thorax’s side. “You don’t have to lose him.”

Pharynx looked at Wind for several moments before scoffing and shaking his head. “If you brought the filly to try and guilt trip me, Thorax, it won’t work,” he snarked out through clenched teeth.

“Pharynx-” Thorax went to say something, but Wind cut him off.

“Thorax is your little brother, isn’t he?”

Pharynx glanced sideways at Wind with a scowl. “Yes. What of it, child?” he demanded with a cold grimace.

Wind pouted at the word ‘child,’ but otherwise didn’t react much. She stood up tall, cleared her throat, and then spoke up while trying to make her voice sound like Squall Dreamer. “It is the ultimate duty of the big brother to protect all of his little siblings. If the parents can't do it, then he must be the last line of defense.”

There were several seconds of silence before Wind pointed at Thorax, her eyes locking firmly onto Pharynx’s. “That’s what my big brother said, at least. So why aren’t you going to protect yours…? It’s your duty, isn’t it?”

Pharynx shook his head without hesitation. “No, it isn’t. A touching sentiment, but nothing more. My duty is to my queen, my fellow drone, and to the continued feeding and prosperity of the hive. That is my duty, and I swore an oath to it as soon as I grew from being a mere larva to a full drone.”

Thorax seemingly perked up a little bit at that. “Our oath… I remember it…” he mumbled before looking at Pharynx with a small glimmer of hope burning in his eyes. A similar spark lighting up in his heart, he shifted so he could look directly into his brother’s eyes. “The oath said to never fail your queen, right?”

“Right,” Pharynx muttered, lowering his gaze. “That was one part of it, anyway. Never fail the hive, never hinder the hive, follow the queen’s command without question, and work always to ensure the continued prosperity of the hive and your fellow changeling... Which means I have broken my vows already. I promised to report you if you proved unreliable, and I didn’t. I hindered my queen and, as punishment, I was sent to capture you and bring you back after you ran away. I failed to do so… my life is forfeit. You aren’t the only one who’s going to suffer for their mistakes when Her Majesty finds us.”

Thorax took a step forward, still hopeful. “Pharynx… both of our lives are forfeit, now. If you help me, help these ponies... If you stand by our side and fight back against Chrysalis, we might just both make it out the other side,” he pleaded, his ears perking up just slightly and a small smile appearing on his face. “Please… I don’t want to lose you either.”

“It’d be a waste of time…” Pharynx snorted, shaking his head in solemn resignation. “Deny it all you like, but the fact is that Queen Chrysalis is the most powerful creature alive right now. Nothing you or anything in this city can do will be enough to stop her. You’re finished. We are finished... it’s just a matter of time”

“So you’re just going to give up?” Fluttershy suddenly piped up, also stepping into Pharynx’s line of sight until she was right in front of the screen. “You’re going to give up on saving your little brother? A little brother, I might add, who loves you very much?

Pharynx, taken aback by the sudden appearance of Fluttershy, took a step back. He then snarled angrily in response to her tone of voice. “I don’t recall asking for your opinion, pony,” he growled bitterly while baring his fangs.

Fluttershy, remarkably, seemed unfazed by his remark, stepping forward and giving him her own, almost hostile glare. “Too bad. You listen to me right now, buster! This is your family we’re talking about!”

“Fluttershy, please,” Thorax tried to interject, but Fluttershy was having none of it.

“Thorax talked about you, you know,” she continued on, starting to pace in front of the door and never once taking her eyes off of the purple-eyed drone. “He told me how you taught him how to take care of himself, how to defend himself, and how you protected him when others tried to bully him for being different! You even admitted that you were proud of him for finding something to fight for!” she turned and pointed a hoof at Wind Whisper, pausing briefly in mid-stride to let the gesture sink in.

“Her! He’s protecting her! They aren’t even related! But I will tell you now, with Celestia as my witness, that hasn’t stopped him from giving all of himself to keeping her safe! The affection that I’ve seen him shower her in today alone is nothing short of what a good big brother would show to any of their little siblings!” she stopped mid-step and jabbed a hoof at Pharynx. “So what I want to know is why you’re choosing some evil queen that you’re clearly afraid of over your own little brother who is willing to risk his life for others out of the kindness in his heart?!”

When Fluttershy finished her tirade, her breath was noticeably heavier than it had been before. Whether or not it was due to exertion or emotion, however, nopony could tell. A stunned silence fell over everypony present. Seconds ticked by agonizingly slowly, with nopony else daring to move a muscle. Finally, Pharynx shifted to look Fluttershy squarely in the face, pressing his forehead against the wall. He grimaced and let out a heavy sigh. “...Listen to me, pony. I want to choose my brother, I do… but what difference will it make if I do? When Chrysalis finds us, it’s the end for both of us, no matter what side I’m on. I might as well go out with something of my dignity and pride left intact…”

“Pride?” Wind Whisper asked in disbelief, trotting up to the door and putting a hoof on it, drawing Pharynx’s attention. “...Didn’t you say you’re proud of him?

Pharynx blinked, looking at the tiny thestral with a blank look on his face. For several seconds, he mouthed like a fish, trying to form a proper response. When he finally looked away, giving up on a reply, Thorax chose that moment to add his own thoughts. “Pharynx… I know I probably can’t change your mind, but… for what it’s worth…” he stepped forward, gave Wind a gentle nudge to one side and rested his own forehead against the transparent wall right in front of Pharynx. “...When the time comes for me to face Chrysalis… I know that nothing would give me more pride than getting to face her with you at my side... as my big brother…”

There was silence after those words were whispered. With nothing else to say, Thorax turned and slowly began to trot back down the hall, and Wind Whisper fell into stride with him, glancing over her shoulder occasionally at the cell. Fluttershy lingered for a few moments, shooting a now conflicted looking Pharynx a far more gentle smile.

Pharynx looked at her, an empty look in his eyes. “Just… go away…” was all he said to her, his voice quiet and emotionless. Fluttershy looked down, her smile fading away, and cantered off to follow Thorax and Wind down the hall. As their hoof-falls fell out of earshot, and the guard re-took his position by the cell, Pharynx subtly refocused his eyes. They widened dramatically and his mouth watered profusely when he saw a thick haze of love in the air right outside his cell… from all of them.

To his great shock, most of it came from Wind Whisper and Fluttershy...

And it was all meant for him. Not for a mask, not for a creature he had been disguised as and not for anypony else nearby… all of it was for him.

And it all sat right outside of his cell, just beyond his reach...

Unnecessary Suffering

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To say that Rainbow Dash was scared of what was about to happen would be an egregious understatement. She was terrified, and was only just able to hold herself together because of who it was standing in front of her, repeatedly telling her that it was all going to be okay. Twilight looked back at her with a look of utmost sympathy and borderline guilt, not quite able to look at her in the eyes. Spike stood not far away, his mouth clamped shut and his claws tightly clasped behind his back, watching the proceeding trepidatiously.

They had already sent the last of their messages to the Equestrian cities maybe ten minutes ago and had spent the last five minutes just trying to prepare themselves for what had to happen next. Twilight had gone over the exact process of the spell numerous times, offering reassurance and comforts wherever possible. Still, her assurances did little to calm the agitated pegasus’ nerves, and Twilight knew that no amount of explanation or assurance would really make what was to come any easier or less painful.

She shifted slightly on her hooves and looked down at the ground, having just finished one such explanation. “Are… are you sure about this?” she asked pensively, her ears slowly drooping.

Rainbow gave a stiff, reluctant nod. “Yeah, I think so… do what you gotta do,” she replied in a trembling voice before screwing her eyes shut.

Twilight slowly nodded, catching her bottom lip with her teeth. She took a deep breath and began her approach. “Okay…” her horn started to glow with purple light, the sound of her aura ringing in the air. Rainbow Dash went rigid on hearing that sound, her eyes trying to close themselves even tighter, to the point that her facial muscles began to give erratic twitches and spasms. Twilight was quick to respond, sitting down on her haunches and putting both of her hooves on Rainbow’s shoulders. “Sit down, please. Try to relax.”

Rainbow wordlessly did as she was instructed, rigidly falling to her haunches and waiting for the coming contact. She let out a heavy breath and gave another nod. “I’m ready…” she choked out, her tone making it evident that she was not, in fact, ready.

Twilight gave her shoulders a reassuring squeeze with her hooves before taking another deep breath of her own. She slowly began to draw closer, angling the tip of her horn down somewhat. “Okay. I’m going to start the spell in three… two…” without finishing her countdown, she pressed the tip of her horn to Rainbow’s forehead, putting her magic to work.

Immediately, a strangled gasp tore itself out of Rainbow’s lungs. Her wings snapped open and her already tense muscles spasmed in a reflexive attempt to get away. Twilights hooves on her shoulders were just enough to help her stay in place while the unicorn searched her mind, although it wasn’t enough to silence her distressed wails.

Twilight closed her eyes as tight as she could and did her best to drown out Rainbow’s steadily worsening whimpers, desperate to find Discord’s spell and get rid of it as fast as possible. The less she had to hear those screams, the better.

In her own mind, she found herself appearing within a visualization of Rainbow’s psyche. It revealed itself to her as an endless void filled with dark blue mist and drifting particles that comprised all the colors of the rainbow. All around her was a complex web of windows that let her peer into the other mare’s memories and thoughts, connected by smooth links made out of colorful glass. Most of the windows were misted over and obscured, a sign that Rainbow’s natural mental defenses were trying to shelter her from the intruder. Of course, Twilight wasn’t here for Rainbow’s memories, but if she wanted to find Discord’s spell, she would need to find the thoughts he had attached it to.

Another one of Rainbow’s agonized sobs echoed throughout the abstract space, making everything shudder and the windows rattle. Twilight grimaced with guilt and picked up her pace, drifting up to one such window and lightly touching it with her hoof. The surface was cold and frigid, the chill sending a spike of dull pain through her foreleg. She jerked it back with a yip of pain before taking a deep breath. She reached out again but didn’t quite touch the surface, instead directing her magic to gently coax the thought to reveal itself. “It’s okay… I’m not going to hurt you.”

Rainbow subconscious resisted her, at first, but she found she was able to make it relax to her efforts after several seconds of trying. The mist cleared away, allowing Twilight to see a memory from when the two of them were just fillies. Her eyes widened as she recalled the event itself.

“Twilight, no magic! We’ve been over this!” Rainbow barked in very mild frustration while trotting over to Twilight. The filly in question currently stood recoiled and braced for what she had been expecting to be an imminent impact from a high-velocity dodgeball. Her horn was lit up with magic that clutched the ball in question mere inches from her face. Twilight cracked open an eye and huffed at Rainbow.

“Well, maybe if you didn’t throw it quite so fast I wouldn’t have to use magic to protect my face,” She shot back with a frown, letting the ball drop from the air. Rainbow was swift to catch it and roll her eyes.

“It’s called dodgeball for a reason, Twilight. You’re supposed to, you know, dodge?” She teased with a small smirk.

“Yes, and we’ve also talked about the fact that I am not as into these sports as you are, Rainbow Dash,” Twilight bluntly stated before sighing slightly. “Frankly, I don’t like this one at all. A bit too… brutish.”

Rainbow slapped a hoof into her face. “Twilight, do you even realize how much aerial finesse this game requires when played in mid-air?”

“We’re not in the air, though,” Twilight pointed out while waving a hoof at their surroundings in the west castle courtyard. “We might mess up the plants or the hedges or something!”

“This isn’t helpful…” Twilight mumbled, reluctantly easing off of the memory of simpler times and drifting away. She floated alongside one of the glass bridges to the next memory attached to it. The window she came to let its mist fade away after a few seconds of gentle prodding, revealing another memory of similar irrelevance. Another scream from Rainbow Dash echoed through the area, and Twilight was only just able to stifle a sob of her own. “I’m so sorry, I’m so sorry, I’m so sorry…” she began whispering to herself over and over again while drifting to another window.

Every window she reached, while they all filled her with nostalgia and fondness, did not in any way help her find the spell Discord had planted into her mind. But luckily, just when she was beginning to feel overwhelmed by how daunting of a task this was, she finally saw something that stood out from everything else. One window, significantly larger and with a thicker frame, was glowing brightly. Its dark frame was covered in numerous scorch and burn marks, and there were the shattered remnants of a thick chain and lock drifting around it. One of the glass bridges that connected to the window was similarly scorched and distorted, like a fire had been sent running over it many times.

Curious, Twilight drew closer to the window, a feeling of dread welling up in her heart when she heard more cries of emotional agony coming from the other side. But these cries were different from the ones echoing around her… they were younger. Way younger. When she finally reached the window and looked through, she felt her eyes widen and her jaw drop.

She could see two ponies that she had never met, but she instantly knew who they were. They were Rainbow Dash’s biological parents, lying motionless on a street and covered with dust and small pieces of rubble. Through the window, she could see Rainbow’s tiny hooves shaking the mother, while her voice, sounding so young, screamed.

“Mom! Dad! Please don’t leave me like this! Please!”

The emotion attached to the memory was… tangible. Twilight’s heart twisted in her chest, and tears formed in her eyes before she had a chance to try and remind herself that these weren’t her memories. But the more she looked, the more and more she was drawn into it.

In the window, Twilight watched as the little filly Rainbow Dash turned away from her deceased parents, everything around her suddenly blurring together, any and all structure the world had once had being lost in a wave of despair and confusion. She cried out for help, for somepony to save them.

But when somepony did finally come, it was too late. Her parents were gone.

She didn’t believe it.

“No! NO! They’re not! They can’t be! They’re my mom and dad! They can’t go away! They CAN’T!”

Rainbow refused to leave them, clinging to them even as hours dragged on, the memory becoming fuzzy and somewhat incoherent. She had lost track of time, it seemed, shutting out everything but her parents. Sadly, she couldn’t stay with them forever, and her tears would not bring them back. A dark blue aura of magic wrapped itself around her, gingerly lifting her into the air and away from them.

“No! No, put me down! PUT ME DOWN, DANGIT! LET ME GO! MOM! DAD!”

Only when a fire danced across the scorched link and over the frame of the window did Twilight tear her eyes away. The fire swirled over the window screen, with three words echoing in its wake…

“Make her pay…”

Twilight briefly saw Discord’s yellow eyes and crimson pupils staring through her from the memory, followed by an image of Starlight Glimmer, a sadistic and manic grin splitting her face, standing just behind Rainbow’s parents… looking proud of herself.

The color drained from Twilight’s face and her blood began going cold. Even as she followed the trail of the flames and found it’s source, a small sphere of red and purple energy attached to Rainbow’s memory of Starlight, she found herself unable to really process her discovery. She blinked and looked back through the window as the memory began to play itself back.

She let out a tiny whimper when she saw how it happened, and felt exactly how Rainbow had felt in that moment. It was the worst feeling that Twilight had ever been forced to endure. And it was only made worse by one stark, horrible realization...

This was what Rainbow was forced to endure every single time somepony cast a spell on her. Every time she was held in magic, she had to relive this one memory all over again, as fresh as the day it had first been made.

Twilight had known that this was what happened, of course... but now she understood.

And she could not do it anymore.

With a cry of her own, she cut off the flow of her magic, backed out of Rainbow’s mind and swiftly yanked the pegasus into the tightest hug she could, burying her face into her shoulder and joining her in weeping. For almost a minute it stayed like this, Twilight’s distress never decreasing even as Rainbow grounded herself back in the here and now.

“Is… I-is it over?” Rainbow finally managed to ask in a hoarse, trembling voice. “Did you do it? Is the spell gone?”

Twilight didn’t answer her, holding Rainbow even tighter. For a moment there was silence from the pegasus. Then she pulled back, holding Twilight’s shoulders to keep her from clinging onto her so tightly. She blinked when she saw just how miserable Twilight appeared to be and looked into her eyes. When their gazes met, all Twilight could do was desperately try to choke down her own regretful sobbing with Rainbow’s questioning eyes boring into her. Finally, she managed to find her voice, squeaking them out. “N-no… I c-can’t do it...”

Rainbow's brow furrowed and a frown of confusion appeared on her face. “Twilight, what are you talking about? Of course you can. You’re the best mage I know. This should be child's play,” she tried to sound reassuring, but her words found no purchase in Twilight’s grieving mind.

The unicorn wildly shook her head and forced herself past Rainbow forelegs to hug her again, still shaking horribly. “I just c-cant… I can’t keep hurting you like that…” she whispered, not willing to let go. “Not anymore…”


“I saw it, Rainbow… the memory you have to see every time…” Twilight mumbled with her breathing, at last, starting to calm down. When Rainbow didn’t immediately respond, she continued. “I’ve known that using magic on your brought it up, but… I n-never really thought about it… what it was like to lose your family like that… now I know… and I n-never want you to feel like th-that again...”

Rainbow sagged, her eyes drifting closed and a quiet exhale slipping out of her lips. She gently nudged Twilight back so she could look into her eyes, which were turning red and puffy from all of the tears they were discharging. She bit back the urge to kiss Twilight then and there to try and comfort her, instead opting to speak up. “Twi… it’s okay. I can take it. I trust you. You can do this… I need you to do this… besides, it’s not like I haven’t felt that pain before.”

“That doesn’t mean you should have to!” Twilight all but screamed back, any composure she had managed to muster immediately shattered by her outburst. She looked down and screwed her eyes shut, not able to keep another heart-wrenching cry from escaping her.

Spike looked between the two for a few moments, his own ears drooping as well. The only sounds were those of Twilight’s anguished sobs for several seconds before he finally found the courage to break the silence. “Guys… what does this mean?” he asked despondently while tapping his claws together over his chest.

Twilight sniffled, ran a forehoof over her eyes and glanced back at the tiny baby dragon in defeat. “It means we’re stuck… I just…” she looked into Rainbow’s eyes again and shivered. “I can’t go any farther… I’m so, so sorry.”

“Twilight, please…” Rainbow all but begged, firmly squeezing Twilight’s shoulders. “You’re the only one who can help. I need you, here… It’s okay. No matter how much it hurts, no matter how bad it makes me feel, I forgive you.”

Twilight shook her head again. “You can forgive me all you like…” she mumbled before slowly letting herself fall into a much more loose hug with Rainbow. “But that doesn’t mean I’m going to forgive myself…”

There were several seconds of silence, nopony in the room willing to speak up. Spike looked back and forth between the two helplessly, running his wrist over his eyes himself to try and dispel his own tears. Rainbow let out a quiet sigh and softly nuzzled into the side of Twilight’s head. “The sad part is… I know what that’s like…”

Abruptly, one of the doors swung open, revealing Starlight Glimmer trotting in with the History of the Crystal Empire book floating in her magic next to her. Everypony turned to look at her as she strolled in, and all were taken aback by the look of sympathy in her eyes. Given her silence, the slowness and tenderness of her movements, and the look in her eyes, it was clear that she had been eavesdropping on them. She set the book down on the circular table, then turned to face Twilight and Rainbow. For a long while, the two parties just stared at each other, trying to figure out what the other was thinking. Eventually, Starlight broke the silence with a heavy sigh. “I know you’re going to tell me no, but… I can do it.”

What?” Rainbow asked quickly, tightening her hold on Twilight significantly to keep herself grounded.

Starlight flinched from the sharpness of the response but elaborated. “Breaking Discord’s spell. I can do it. I… know more than I probably should about mind spells,” she admitted with a hint of shame in her voice, scuffing the floor with a hoof and looking away. “I know you don’t trust me, Princess Rainbow Dash, and to be honest, there are a lot of problems with me… but I also know that you…” she managed to lift her eyes to meet Rainbow’s gaze, then, an honest fire burning in her own. “You’re a good pony… and if I didn’t try to help you, I’d be falling into the same deadly pit I barely managed to dodge when I was just a filly… And that’s not to mention…” Starlight’s gaze shifted to Twilight, and when she continued, her tone was much more gentle. “I… don’t have the same bias towards you that Twilight does. She won’t willingly cause you any pain because she loves you… but I don’t.”

Rainbow, for a moment, bared her teeth at Starlight before forcing herself to calm down.

“Make her pay!”

“For what, being right?!”

Rainbow sighed and looked over at Twilight, who looked back at her with uncertain eyes. For a moment, the two were quiet, searching each other’s gazes for something to go off of. Then, Rainbow asked her a simple question: “Do you trust her?”


“Do you trust her?” Rainbow repeated more firmly, her grip on Twilight tightening just a little. “Yes or no, do you trust Starlight with this?”

Twilight mouthed like a fish for a moment, not quite able to form a response to this abrupt question. But in the end, she settled for a very simple reply.

She nodded.

With that confirmation given, Rainbow slowly shifted to look at Starlight. “Alright… fine. If Twilight trusts you, then…” she dropped her head in resignation and closed her eyes. “Then that will have to be good enough for me. I trust Twilight not to lead me astray… So do it.”

Starlight blinked in surprise, clearly not expecting her proposal to be accepted. She briefly glanced at Spike, who nodded at her, then at Twilight, who mimicked the drake’s response. Starlight then took a deep breath to calm herself and slowly approached Rainbow, with Twilight shifting out of her way to hold onto the shaking from the side. Soon enough, Starlight was sitting down on her haunches in front of the two, her horn slowly beginning to glow with her own bright blue aura.

Rainbow visibly trembled, her breathing getting heavier and more anxious with every passing moment. Twilight felt her tremors, heard her distress, and gave her a reassuring squeeze. She then leaned over and planted a kiss on Rainbow’s cheek, helping her calm down and brace herself. Once her gasps had calmed down, Twilight looked in Starlight’s direction and gave a subtle nod, urging her to get to work.

Starlight nodded in response and leaned forward. “I promise, I’ll make this as quick and painless as possible…” she whispered before touching her horn to Rainbows forehead.

The reaction was immediate. Rainbow Dash let out a strangled shout and tried to jerk away in a panic, her eyes shooting open and her pupils dilating. Twilight held on tight, keeping her in place and doing everything she could to comfort her. She whispered soothing things into her ear, gently shushed her, stroked her mane with a hoof, nuzzled into her neck and shoulder, among other things. Thankfully, her efforts were just enough to keep Rainbow in place, despite her agonized screaming.

Spike finally grew discontent with standing on one side of the room. Spurred on by the pained screams one of the mares he had grown up with, he stood tall and ran over to Rainbow, throwing his arms around one of her forelegs and hugging it tightly. He began doing his part to help keep her sedated, holding on tight, offering pets where he could, and joining Twilight in whispering to her. “We’ve got you, Dash. Twilight and I have got you. It’s okay, it’s okay,” he muttered to her in a shaking voice. Between his whisperings, he just caught Twilight smiling at him in thanks before another jerk and scream from Rainbow forced the two of them to double their efforts.

The light on Starlight’s horn was gradually growing brighter and brighter, a few errant sparks occasionally flying off to the sides. As the seconds began to turn into minutes, the strain of the spell was becoming more and more apparent. Between Rainbow’s violent reactions dying down to incoherent mumblings and whimpers, and Starlight actively beginning to groan in pain, Twilight felt herself worrying that their efforts might have been for nothing.

Starlight’s face began to twist with strain, and low growls sounded in her throat every so often. Beads of sweat were forming all over her body, matting down her fur, and she was shaking terribly from head to hoof. Then, with a triumphant shout, there was a flash of light and a loud pop.

At the same moment, she yanked her head back and drew the swirling glob of red and purple magic out of Rainbow’s head to float in the air between them. With her horn no longer touching Rainbow, the pegasus crumpled to the floor in a gasping, crying heap, with Twilight and Spike quickly following her down and trying their best to comfort her.

Several seconds passed with everypony just collecting themselves, taking deep breaths and letting the tension of the situation fade away. Twilight eyed the spell from one side, wishing to break it into its bare components so she could destroy it, but for now, Rainbow took priority. Eventually, the pegasus in question managed to lift her eyes to meet Starlight’s, half expecting to feel that fire and rage in her skull at the mere sight of her.

There was nothing, though. No such reaction was set off by the sight of the lilac mare before her and, for the first time since she had met Discord in the Canterlot hedge labyrinth, Rainbow realized that she was experiencing a feeling that she had all but forgotten about.

Peace of mind.

Starlight, still out of breath, lowered the glob of swirling magic until it floated directly in front of Rainbow’s face. She put on a small smirk as she then set it down on the ground, encasing it in a small shield to give a solid presence. “Do you wanna destroy it? Or should I?” she asked plainly, lifting up one of her hooves and giving it a good flex.

Rainbow eyes the sphere of magic with a critical eye. “This is Discord’s spell?” she asked between her pants. She slowly rose back to her haunches, Twilight and Spike following her up.

“Yup. I’m kinda surprised; he used normal magic to do this to you. No fancy chaos energy or anything,” Starlight explained almost casually before letting out a relieved laugh. “To be honest, once I learned that, removing it was a cake walk. It was pretty basic as far as mind magic goes-”

Starlight’s description died in her throat when Rainbow stood up and slammed her hoof into the sphere, a hate-filled shout tearing itself out of her lungs. Everypony jumped back when she stomped it again, and again, and again. She reared up and drove her hoof into it one last time, shattering the solidified spell into little more than stray shards of the barrier and swiftly dissolving wisps of magic. The force of her stomp had put a substantially sized spider web crack in the floor, and her entire foreleg was now throbbing with pain. She remained still for a moment, catching her breath before lifting her hoof to look at it. Rainbow then grimaced when she saw a few pretty nasty scrapes on the surface, and she knew that those were going to bleed later.

Either way, she set that hoof back down, then looked at Starlight with an odd look in her eyes. It was like she was seeing Starlight for the very first time, and without that fire burning in her mind… she kind of was. A small chuckle sounded in her throat, and she shook her head in mild disbelief.

“So… is that it?” Spike piped up, reaching up to Rainbow’s shoulder and giving it a firm squeeze. “Are you okay now?”

Rainbow nodded down at him, then looked at Starlight again with a small smile on her face. She held out her uninjured hoof to Starlight Glimmer as her smile grew. “Welp, now that that spell is gone… I don’t think we’ve been properly introduced, Starlight…” she began before a cocky grin spread on her face. “It’s a pleasure to meet you… The real you.”

Starlight’s eyes widened slightly. Then, with a smile of her own, she tentatively reached out to shake hooves with Rainbow. The moment their hooves met, though, Rainbow grabbed onto her and pulled her into a tight hug, eliciting a startled and confused squeak from the mare. For a moment she just stood there, motionless, until it finally registered in her mind just what was happening. With a relieved laugh, she wrapped her forelegs around Rainbow to return the embrace.

“The pleasure is all mine, Princess."

A Missing Heart

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Eventually, no matter how much they all wished it were not so, the hugging had to stop. Rainbow and Starlight disengaged from their embrace and looked at each other, a newfound respect and curiosity emanating from both of them. With their animosity dissolved, maybe now they could really start to learn about each other. Spike and Twilight both looked on at the two of them with wide smiles, the weight of Rainbow’s hatred at long last lifted from all of them. It was such a pleasant feeling. They all took a moment to just bask in the peaceful moment, not yet willing to be reminded of their situation.

Sadly, though, that serenity also had to come to an end. Reluctantly, Rainbow glanced past Starlight at the book she had left on the table before gesturing at it. “So, uh, what happened with the book? Did you find anything?” she asked curiously, starting to trot around Starlight to have a closer look.

That got the attention of the others, and all of them trotted over to the table to look it over. Starlight gave a curt nod and pointed at the page she had turned to, near the back of the book. “Yeah, I did. It sounds kind of silly, but when compared to the rest of our week, it’s pretty tame,” she explained, sliding the book a little closer to herself with her magic and peering intently at the page.

“So what did you find?” Spike asked, a certain spring in his step and an eager smile on his face. “Something good?”

Starlight gave a small, noncommittal shrug. “Maybe,” she replied before lifting the book into the air and turning it around to face the others. There was a stylized depiction of an elegant looking white mare standing upon a balcony, looking down on an enormous crowd of crystal ponies with a warm, loving smile on her face. “The Crystal Empire’s first queen apparently established their most important tradition during her lifetime; a ‘Crystal Fair’ that they held every year,” Starlight explained before flipping the book back around and tapping a part of the page. “According to this, it was held every year to, and I quote, ‘renew the spirit of love and unity in the Empire so they could protect it from harm.’ Sounds like a good starting point if you ask me.”

“Yeah it does,” Spike nodded, puffing up a bit. “What would we need to pull it off?”

Twilight looked down at him with a raised eyebrow and questioning smile. “Well, aren’t you eager to be helpful?” she teased lightly, making Spike huff indignantly.

“Hey, I’m just pumped up because Rainbow’s better! She’s been a wreck for, like, a month!” he declared while throwing his arms wide for emphasis. He then stiffened when he remembered that the mare in question was right there. He turned to her sheepishly while rubbing the back of his head with a claw. “Oh! Uh, no offense…”

Rainbow didn’t reply to his apology, just looking long and hard at the book in Starlight’s magic. The others noticed her silence, and they all turned their attention fully to the pegasus. All they got from her in response was an empty, blank stare. Her eyes were wide open and completely unfocused, and a slight tremor was steadily working its way into her muscles. Starlight’s brow furrowed in confusion. “Uh… Dash? You in there?” she asked, lifting a hoof and waving it in front of her eyes.

Rainbow didn’t hear her. Her ears were filled with a loud ringing and the sound of her heart beating heavily against her ribs. Her entire body felt like it was being filled with solid lead, and any strength in her muscles was being sapped. She wasn’t able to stay standing for long, and she crumpled to the floor in a heap while a ragged gasp tore itself from her lungs. Now breathing heavily, her body numb to the world, she was only just aware of Starlight’s surprised face being obscured by the worried gaze of Twilight Sparkle. Their eyes met.

Rainbow’s vision was flooded with blinding white.

The heart of the Crystal Empire felt positively crowded now, as compared to earlier. There were hundreds of ponies moving from one established tent to another, acquiring food, knick-knacks, trinkets, taking part in games, and all in all enjoying themselves as much as they could. There was still a tension in the air felt by all of them, no doubt because they knew King Sombra was still out there, but they were able to forget that tension for now in favor of the festivities.

“Seeing all of this… I feel like I’m starting to remember. Remember things from before the king,” a mare said, her eyes turned to look at the ground and her brow furrowed in thought. She was a bright blue color with a darker blue mane and tail, although those colors were noticeably muted. From her right hoof, a string attached a lively green balloon to her, which drifted and bobbed around merrily behind her. To her left, another crystal pony mare, this one with a yellow coat and maroon mane and tail, looked at her with an equally thoughtful look.

“Me, too…” she mumbled, looking down at the corn on the cob in her hooves. Both of them paused for a moment, the sounds of the Crystal Fair all around them, ponies enjoying the attractions and displays.

Rainbow Dash, not far away and nibbling on her own piece of corn on the cob, listened in out of curiosity. “Keep the crystal ponies happy,” she thought to herself in reminder, watching the two mares interact out of the corner of her eye.

Suddenly, both mares lit up in a flash of light, their colors becoming significantly more vibrant as delighted smiles appeared on their face. Together, they beamed at each other and loudly exclaimed “The Crystal Heart!”

That got Rainbow’s complete, and undivided attention.

“Do you think they really have it?” The yellow mare asked her friend with a hopeful tone of voice and an enormous smile.

Rainbow wasted no time in answering for her, remembering the carving Twilight had put together. She shot over and wrapped a foreleg over the mare’s shoulders while gesturing towards the palace. “Of course we have it! Can’t have a crystal fair without the crystal heart, right?” she said in a voice that implied it was obvious.

Another voice cut through the little moment, then. “Of course you can’t,” it said, drawing the attention of the three mares. Rainbow instantly recognized the mare they had met in the library earlier, who had also been remarkably unhelpful. She, too, was smiling. “The whole point of the Crystal Fair is to lift the spirits of the crystal ponies, so that the light within them can power the Crystal Heart, so that the Empire can be protected!” as she spoke, her voice gained volume and enthusiasm, until she, too, was engulfed in a flash of light, and her dulled colors became vibrant again. “Ha! I do work at the library!”

Applejack, not far away, seemed to overhear them from her stand and made her way over, a look of unease on her face that mirrored Rainbow’s. The pegasus swallowed heavily, discomfort seeping into her posture. “Uh, what’s that about ‘powering the heart’?” she asked slowly and carefully.

The mare, oblivious to Rainbow’s sudden nervousness, continued. “I just can’t believe you found it! King Sombra said he had hidden it away where we would never see it again!” she explained before looking up fondly into the sky, a dreamy look on her face. “I just hope it will be just as beautiful after all these years…” her eyes fell from the heavens to look at something behind Rainbow and Applejack. “Hmmm~! Funnel cake!” she noted before trotting off towards the food item in question.

Rainbow Dash and Applejack shared horrified looks.

The vision shattered.

Rainbow gasped heavily as she returned to reality, her head now throbbing with dull pain and her sense of balance severely compromised. Having her brain effectively drilled into twice before a flash was a recipe for a severe headache, she noted while taking a moment to catch her breath. After a moment, she began to slowly sit back up, feeling Twilight’s hooves on her back and shoulder. The mare in question re-entered Rainbow’s field of view with a worried look in her eyes. “Are you okay?” she asked quickly, looking deeply into Rainbow’s eyes intently.

“I’m alright,” Rainbow dismissed her gently and gave her a small smile. She then glanced past Twilight to look at the only other unicorn in the room. Starlight looked unsure of how to react, just kind of awkwardly standing to one side and anxiously rubbing one foreleg with a hoof.

“What did you see?” Spike questioned, drawing Rainbow’s attention temporarily away from Starlight. He put a claw on Rainbow’s back and helped Twilight ease her back up into a stable sitting position, earning an appreciative nod from both of them. Rainbow ignored his question for the moment and looked towards the book on the table.

She then lifted a hoof and pointed at it. “Starlight- ow!” her sentence was cut off by a sharp spike of pain in her head, making her groan in discomfort before it died down again. “Ow, my head… you guys did a number on me,” she weakly joked, earning some bashful looks from the two unicorns. Rainbow then focused her attention and pointed at the book again. “The book. What’s it book say about the Crystal Heart?” she asked while slowly getting back to her hooves.

Starlight blinked in surprise, looking between the book and Rainbow with a raised eyebrow. “The crystal heart? How did you know about that? I didn’t say anything,” she asked, bewildered.

Rainbow tapped a hoof to her head. “Heard about it in the Flash I had just now. So what's the book say?” she explained simply.

Starlight blinked and looked at the book again, seemingly satisfied with that response. “Oh, well, uhm… that it’s the centerpiece for the fair, is supposed to be set up at the center of the plaza under the Palace, and…” she turned the page and grimaced. “...Oh… And there’s a page missing.”

Rainbow groaned heavily with frustration. “Ugh! Go figure,” she growled before letting out a small sigh. She brought a hoof up to run over her face, thinking this new bit of information over carefully.

Starlight looked at her in confusion, her other eyebrow flying up to be hidden by her mane. “Why do you ask? Is it important?” she inquired curiously, taking note of the grim look on the pegasus’ face.

Rainbow managed to remove herself from Twilight and Spike’s collective grip and trotted forwards. “Yeah, it’s important. The Crystal Heart is actually a relic of some kind for the Crystal Empire, and King Sombra hid it somewhere,” she explained before scrutinizing the book. “He hid it pretty well, I’m guessing. Enough to gloat about it to the locals while he was in power.”

Twilight’s expression also darkened, trotting up to Rainbow’s side. “If King Sombra decided to hide it, that means it’s probably a threat to him. Maybe this is the magic of the Empire that Luna sent us here to find.”

Rainbows gave an agreeing nod. “It totally is. The Crystal Heart is, from what I can tell, powered by the locals having their spirits lifted. It’s what keeps the Empire safe.”

“So if we want Princess Luna’s trap to work, we have to find the Crystal Heart,” Twilight surmised stoically, putting a hoof on the table and eyeing the book.

Spike looked around for a moment before his facial expression morphed into one of concern. “But, uh, how are we going to do that, though? This place is gigantic!” he pointed out while gesturing at the room they were in. “The palace alone would be a nightmare to search, much less the city outside. It’d take days!”

Starlight winced at Spile’s assessment and nodded. “Spike has a good point, there. If we want to find this thing as quickly as possible, then we’d need to start looking right now. We don’t have a lot of time to cover every inch of this place, either. Chrysalis is on her way,” she reminded, her ears folding back against her head.

Rainbow frowned and bit her lip, then let out a puff of air while running over the situation in her mind a few times. “Right… okay. Twilight, Starlight, you two can do a quick search of the inside of the palace. Don’t be too meticulous at first; just a quick sweep.”

Starlight gave a sharp nod and looked over at Twilight, an expectant look on her face. “I’m guessing you have a search pattern in mind already?” she asked, getting a sideways glance from Twilight.

A search pattern? Please,” the bookworm replied with a wry grin. “I have several.”

Spike crossed his arms and gave Twilight a look. “I’d guess four or five,” he commented cheekily. “Knowing you.”

This was enough to draw a snort from her, although Rainbow was quick to cut in. “Girls focus!” she said quickly, getting their attention again. “Jeesh. Now, while you’re looking around in here, I’ll take a fly over the Empire and see what I can see from the sky. Spike!” she turned to the dragon in question.

In response to being addressed, Spike stood to attention and puffed up his chest while throwing a salute. “Yes, your highness?” he asked dutifully as if he were a guard.

Rainbow’s expression flattened. “First of all, don’t do that,” she said in a deadpan.

“Do what?”

Rainbow blinked. “...I want you to wait here for Thorax, Fluttershy and Wind Whisper. When they get back, tell them to wait for me in the entrance lobby. I’ll talk to them when I get back,” she ordered simply before flaring open her wings and giving them a good stretch. “Let’s move out. Like Starlight said, we don’t have all day!”

“What about Rarity, Applejack, and Pinkie?” Twilight asked, glancing out the door they had left through. “We could use their help with this.”

Rainbow paused, thinking it over for a second. She then went back to stretching her wings. “Good point. I’ll send them back to help you two out if they haven’t found anything useful yet,” she replied before straightening her posture and heading for the door. She paused as she was passing by Twilight, though, and looked at the other mare intently.

The two just looked at each other for a second, with Starlight and Spike backing up a bit to give the two their space. After a time, Twilight decided that staring at each other was getting old and decided to break the newfound silence by leaning over and planting a quick kiss on Rainbow’s lips. Their separation was signaled by an audible smack, and Rainbow visibly blushed from the contact. After a second of being seemingly dumbstruck, she shook her head and put on a wide, crooked smile. When Rainbow waggled her eyebrows, Twilight just rolled her eyes and playfully smacked Rainbow on the back of her head. “Stop ogling me and get going. Fly safe, okay?”

Rainbow, chuckling under her breath, gave a firm nod. “Alright. You two stay safe yourselves, alright?” she replied before resuming her journey for the door. Once she was passed the threshold, she broke into a gallop, gave her wings a hard flap, and shot down the hall incredibly quickly, vanishing from sight and leaving a rainbow-colored trail in her wake.

Needles and Haystacks

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“Are you sure, dear? Absolutely sure?” Rarity asked gently, receiving a slow nod from the mare she was speaking to. She sagged somewhat in reaction. Another dead end.

The mare in question was a dark green color with a rich brown mane and tail. Her orange eyes had turned to look at the ground apologetically and her ears drooped against her head. “Yes, miss. I’m sorry. I’ve remembered a few things but… nothing that could help you,” she explained sadly before flashing Rarity an encouraging smile. “B-but don't let me slow you down! I’m just one mare. I’m sure if you keep looking, you’ll find somepony who can help you.”

Rarity gave a small nod and a warm smile. “Well, thank you very much for your time, and I hope you get your memories back soon. Have a wonderful day, now,” she said with a forced smile before turning and making her way past the mare and down the street. Her destination was already visible a few blocks away, thank goodness for that. It was a fairly large plaza with a large and ornate fountain in its center. Several benches had been carved into the base of the fountain, and it looked like Pinkie Pie and Applejack were both already there, sitting next to each other discussing their findings.

I just hope they’ve had better luck than I have...

When Rarity came up to them, Pinkie was the first to notice her. She waved spastically with a gigantic grin on her face. “Hey, Rarity! How did your search go?” she asked in a remarkably chipper voice.

Rarity managed a weak smile, Pinkie’s enthusiasm rubbing off on her just a little bit. “It… didn’t go exactly as I had hoped,” she understated with a sheepish laugh before her smile faded away. “I’m afraid I didn’t find anything, darling. I had hopes somepony had overcome their amnesia by now, but alas, that doesn’t seem to be the case.”

Applejack nodded sharply before hopping off of the bench and standing up. “Yeah, but it looks like the symptoms are gettin' weaker,” she noted, glancing down the street she had come from, her face one of thought. “One of the gals Ah talked to just remembered that she ran a flower shop outta the blue. Happened at about the same time that Ah mentioned Rainbow Dash. She got right happy when Ah did that.”

Pinkie Pie nodded in agreement, glancing towards the palace. “Oh, I noticed that, too! These Crystal Ponies really to like her, now!” she said before letting out a delighted giggle. “One of them even asked me to ‘give her majesty their best.’ Ha! Can you believe it?”

Applejack raised an eyebrow. “Really? One of ‘em asked ya to say that?

“Are you honestly surprised, Applejack?” Rarity questioned with a small roll of her eyes.

“Well, kinda,” Applejack replied, turning her gaze back to Rarity and shrugging. “She ain’t their leader or anythin’. She’s a foreigner here, like us…”

“Think about it for a moment,” Rarity urged her patiently, gesturing towards the palace. “Remember, the first thing she did when we got here was put on an aerial performance for the whole city, ending off with a sonic rainboom. After being under a shadowy tyrant, I hold no doubts that they needed some good entertainment. And then, when King Sombra showed up at the Empire’s edge, Rainbow Dash was the one who led the charge in bravely driving him back. And then, when it became clear that Twilight and Starlight couldn’t keep him out forever, she was the one who managed to talk him down, saving the Empire in the process. I, for one, find it only right that they recognize her status after how much she has done for them.”

Applejack shrugged absently. “Ah guess Ah hadn’t thought about it. Kinda had more on mah mind than RD’s status,” she explained before turning her gaze towards the palace. Her eyes gained a far more serious look, and a worried frown appeared on her muzzle. “Speakin’ of Rainbow... how do ya think they’re doin’ up there?”

The other two mares followed her gaze, and the mood instantly darkened. Rarity audibly gulped, shifting on her hooves. “I… well, I know that Twilight is a perfectly capable unicorn. Her skills with magic are second to none, so I am sure that Discord’s spell won’t be a challenge for her in the slightest. Rainbow will be back to her old self in no time at all!”

“But Dashie’s afraid of magic,” Pinkie Pie pointed out, her own tone far more somber than usual. She looked over at Rarity with concern breaking through her happy veneer. “And Twilight’s gotta use magic on her to break the spell.”

Rarity cringed and looked down at the ground. “I remember, Pinkie, yes… wh-what I meant was that if anypony can do it without hurting her, it’s Twilight.”

“Don’t fret over it,” Applejack soothed her in a gentle voice, reaching out to rest a hoof on her shoulder. Rarity looked up to see the farmer smiling back at her with reassurance. “Rainbow’s tough. Like ya said; she faced down Sombra. Twice. And Ah know that Twi won’t hurt her. They’ll be alright.”

Rarity let out a small sigh and offered Applejack a thankful smile. “I appreciate the sentiment, Applejack,” she said before her eyes turned back to the Palace. “Oh… but I do wish we had a way to check up on them from out here. Not knowing how they’re doing is driving me insane!”

It was at about that moment that Pinkie’s gaze returned to the palace as well, and her solemn expression brightened back up almost instantly. “Oh, you can ask her yourself!” she proclaimed while pointing up. “‘Cause she’s right there!”

Applejack and Rarity glanced at Pinkie, then scanned the skies for a few seconds. Sure enough, like Pinkie said, Rainbow Dash could be seen swooping down towards them through the air with a friendly smile on her face, although the fire in her eyes made it clear that this wasn’t a social call. She slowed her flight and came to a soft landing maybe fifteen feet away and broke into a brisk canter to close the rest of the distance between them. “Hey, girls. Find anything?” she asked simply, coming to a stop not far away.

Rarity sighed and shook her head. “Alas, I am afraid not. None of us made much progress. Everypony still has amnesia.”

Pinkie, as per her usual self, chose that moment to derail the conversation. “How’d the surgery go?” she asked, leaning forward with a hopeful look in her eyes. “Did they rip it out of you, or was it more of a precise extraction? Did it glow? Was it sparkly? Did it smell like petunias?”

Rainbow raised an eyebrow at her, bemused, then looked over at Rarity and Applejack. “One of you wanna translate that? You’ve been with her all day.”

“She means yer, uh, thing with Twilight,” Applejack explained bluntly, giving a shrug. “And yeh, I gotta ask that too. How did it go?”

“Are you better now, dear?” Rarity asked, trotting forward and putting a hoof on the side of Rainbow’s head as if checking for a fever. “You are better, yes?”

Rainbow chuckled and lightly brushed Rarity’s hoof away. “Yes, Rarity, I’m fine. We got Discord’s spell out of my head.”

“Oh, thank heavens. And how are you feeling now?” The pearly mare pressed, although the relief in her voice could not be missed. She then realized how close she was to Rainbow and, with a sheepish grin, backed up a few steps.

“I’m okay. Got a bit of a headache; turns out flashes and skull-digging spells don’t go well together,” Rainbow candidly explained before her face twitched visibly in discomfort. “Ngh! It’s not too bad, though.”

Applejack came closer, her eyes widening. “Ya had a flash?! What did ya see?” she asked urgently, coming to a stop right by Rarity.

“Was it awesome?!” Pinkie Pie chimed in, joining them.

Rainbow shook her head. “It wasn’t awesome, Pinkie. What I saw… you remember that really helpful librarian in that big flash we all had at the library?” she questioned. When the others nodded, she continued. “Okay, so, that mare apparently does work at the library. In my flash, I saw her get all of her memories back. She told the other me about something called the Crystal Heart, which is an important relic for the Empire. And, furthermore, it’s the source of the Empire’s power.”

“Ooh, it sounds sparkly!” Pinkie Pie deduced, sitting on her haunches so she could clap her hooves together. “Where is it? How do we turn it on?”

Rainbow winced. “I… dunno. That’s the problem. King Sombra, the sore loser he is, hid the stupid thing somewhere. I’ve got Twilight and Starlight looking for it in the palace. I need you three to go back there and help them out however you can,” she explained before snapping out her wings and giving them a quick stretch.

“And what about you?” Applejack asked, raising an eyebrow.

“I’m gonna look around out here,” Rainbow answered before folding her wings back up. “I’ll stick to the skies. I can see everything from up there, and I can cover it all a lot faster than anypony else in our group.”

Rarity nodded along in understanding. “Very well. Come along, Pinkie, Applejack. We have a palace to-”

“RACE YA!” Pinkie Pie suddenly shouted, cutting off Rarity’s sentence and then shooting off down the street as little more than a blur. They could then hear her calling back to them. “Last one there is a muddy stick!”

Rarity and Applejack took a second to look between themselves, mildly confused. Then, with a shrug, they both nodded and ran off to follow Pinkie Pie back to the palace, leaving Rainbow Dash alone in the middle of the small plaza. She watched them go for a few short time before looking back up into the air, taking in the wholly undisturbed blue of the cloudless sky. She then gave her wings a hard, powerful flap and kicked off of the ground. A small blast of air erupted from where she had been standing, kicking up some dust and signaling her return to the skies.

The inside of the Crystal Palace was eerily quiet as Twilight and Starlight worked their way through its many halls and rooms, each one with their horns glowing. They would enter a room, run a few quick scans with their magic for anything out of the ordinary, then move on. Every now and then they would find a residual enchantment, but they turned out to always be benign and unrelated to their search. A reinforced mirror here, a self-sorting bookcase there.

Starlight had to pull Twilight away from that one.

They had been at this for hours, now, and still had found nothing. Pinkie, Applejack, and Rarity had shown up not all that long ago to join in the search, keeping to the lower floors while Starlight and Twilight worked their way up. Thorax and Fluttershy had gone to join Rainbow Dash outside after the first hour, and Wind Whisper was staying with Spike in one of the many studies in the building.

“Ugh… This is getting ridiculous! It’s like looking for a needle in a haystack,” Starlight growled as another door slammed shut behind her, her face contorted in a frustrated grimace. “And we don’t even know how this stupid castle is laid out!”

“Actually, it’s more of a tower than a castle,” Twilight corrected without missing a beat, glancing up at one of the chandeliers on the roof.

Starlight slapped a hoof to her face with an audible smack. “Ugh!”

Twilight paused mid-sep to grin sheepishly. “Heh heh, sorry, not the point…” she apologized before opening another door with her magic and looking in. Her horn let out a few sparks before she drew back and closed the door with a disappointed frown. “Storage Closet. Woo.”

Starlight sighed, shook her head, and kept moving, opening up another door with her magic. “How many is that, now? Six?”


Starlight hummed in response before focusing on what rested beyond the door. The room looked like a guest room designed for foals or other young creatures. The two beds were topped with thick, colorful blankets that were decorated with fun, playful shapes. The walls were brighter than those in most bedrooms, with stylized patterns of simple shapes running along. The idea of it being a foal’s room was completed by a bookcase stalked with a few board games along one wall and a chest filled to the brim with hoof-made toys in the corner. With a tiny smile on her face, remembering the happier parts of her own foalhood, Starlight scanned the room with her magic. She lingered on the spell longer than normal, just letting the sweet innocence of the room wash over her.

Twilight, not far away, caught sight of Starlight’s reluctance to leave the room and trotted over. “Find something?” she asked curiously, nudging the door open and also peeking in.

“Nope,” Starlight replied plainly, dropping her spell and stepping back. “Just a foal’s room.”

Twilight looked around it herself, her eyes soon resting on a discarded ball next to the chest. She blinked at it, a recently refreshed memory reminding her that it existed.

It’s called dodgeball for a reason. You’re supposed to, you know, dodge?

Twilight smiled slightly at the memory before closing the door and following Starlight down the hall again. She glanced at the other mare every now and then, seeing her slightly lifted spirits. After checking another room and finding nothing, she decided to break the silence with a question. “So… now that she’s not seething with rage every time she looks at you, what do you think of Rainbow Dash?”

Starlight glanced over at Twilight, surprised by the abrupt question. She looked straight ahead and slowed to stop, pondering her response for a moment. She then put on a small smile. “Well… I don’t really know, yet,” she admitted with a slight shrug of her shoulders. “I’ve only interacted with her without the spell once so far. But, well…”

Twilight tilted her head when Starlight’s voice trailed off. “But…?” she gently prodded, stepping a little closer to the other unicorn.

Starlight then glanced at Twilight, her smile growing significantly. “But from what I have seen, especially between you and her, I don’t think there’s going to be much of a problem.”

Twilight let out an audible sigh of relief. “Oh, that’s good,” she said with a small chuckle before opening up another door. Another storage closet. “Nine,”

“Ooh, we’re on a roll!” Starlight jabbed in a playful voice, also moving on.

Twilight, disgruntled by how right Starlight was, Puffed out a breath. She then closed the door and moved on.

Starlight, once she had checked her own next room, looked in Twilight’s direction with a question of her own. “You two grew up together, right?”

Twilight nodded happily. “Uh-huh. She moved into Canterlot when she was nine. I was eleven at the time. She was…” her smile slowly grew, a look of fond remembrance and even longing slipping into her face. “She was… really different, back then. She was a lot more energetic, sure of herself, competitive, confident…” her smile slowly began to fade. “It was always fun to be around her… but after Discord…” she stopped and sighed, her ears falling against her head and her smile fading away.

Starlight looked away, not wanting to say what she was thinking.

“She’s… she practically can’t go for a day without apologizing for something,” Twilight continued, her voice soft and solemn. “It’s like all of her confidence and self-assurance went right out the window after we dealt with Discord. She’s easily upset, emotionally unstable, and she’s doubting herself all the time… To be honest…” she then looked up at Starlight, an apology burning in her eyes. “That’s why I agreed to go with her to find you in the first place. I thought that, maybe, if I could get her to stop being afraid of what your other self did, I could get my Rainbow Dash back…” she looked down and closed her eyes.

Starlight wilted, an awkward silence weighing down on both of them. She then, albeit slowly, reached over to give Twilight a few comforting pats on the shoulder. “Well, for what it’s worth… I’m sorry I scared her so badly.”

Twilight blinked and looked back up at Starlight. “But… why? You didn’t do anything wrong.”

Starlight frowned and retracted her hoof. “Didn’t I? Maybe it wasn’t me as I am now, but the fact remains that some version of me went back in time to destroy your lives. And from what everything I know about that, I know that almost turned out the same way this time around…” she let her ears droop, a regretful look coming to her eyes. “If Sunburst hadn’t contacted me when he did, I… I don’t think I could have been saved. I would have turned into a monster...”

Twilight raised an eyebrow, moving slightly closer. “What do you mean?”

Starlight shook her head sadly. “...Remember that deadly pit I mentioned earlier?” she asked. When Twilight nodded, she kept talking. “When Sunburst left, I was… damaged. I felt betrayed, alone and confused. My dad didn’t seem to understand, and so I started pushing him away… I kept asking myself ‘why’, you know? Why did my best and only friend just up and leave without saying goodbye…?

“I was little, but I was trying to piece the logic together. All I knew for sure was that, in a flash of light, Sunburst had a cutie mark, and in the next moment he was gone…” a small snort of bitter amusement slipped out of her. “I was really stupid, looking back on it now. But at the time, all I had to connect the dots were a cutie mark, and Sunburst leaving me behind. I…” she closed her eyes again. “I started to not want a cutie mark. I also didn’t make any more friends… I was scared that I’d lose them, too.”

Twilight, a look of sympathy on her face, reached out to Starlight to offer her some comfort. “I’m sorry you had to go through that…” she said weakly before Starlight gently batted her hoof away.

“Oh, it gets worse,” she continued, her eyes glued to the floor as she began to pace back and forth. “I wasn’t just scared of losing new friends. I started getting angry. Cutie Marks took away my best friend, I thought, and I started wanting to get back at them. I…” she stopped and screwed her eyes shut. “I… came up with the idea to make a spell. A spell to…”

Twilight couldn’t see Starlight’s face, but from the way she was shaking, there was no doubt it wasn’t a good one. Starlight slowly lifted a hoof to look at it. She took a deep breath and continued speaking, her tone cold and emotionless. “...A spell to remove cutie marks.”

Twilight let out a quiet gasp, her eyes going wide. “Wh-what?!” she shouted in shock. “Starlight, please tell me you’re not serious!”

Starlight sighed and turned around, locking eyes with her. “I am serious. The spell was designed to remove a cutie mark from its owner without causing physical damage. Their destiny would be blocked, their special talent muted, and their personalities dulled… anypony the spell was used on would basically be the same. Equal… in all the wrong ways,” she looked down again.

Twilight, still reeling from all of this new information, finally managed to find her voice. “Do you… still have it?” she asked cautiously.

Starlight snorted and looked back up at Twilight. “Don’t worry. I never finalized it. Sunburst got back in touch, remember? I burned all of my notes on it when he did… heh. I felt like such an idiot...” she said with a small smile, then a tiny laugh. There was still a bitter edge in her voice, though. Her eyes narrowed slightly and she looked straight ahead down the hall. “Although he could have done so a lot sooner… would have saved us ALL a lot of trouble.”

“Are you… angry with him?” Twilight asked hesitantly, carefully studying any reaction Starlight had to the question.

Starlight let out a low groan, closing her eyes and slapping a hoof to her forehead. “I don’t know how I feel about him. I mean, it’s great to have my friend back, yeah. Hay, I came with you to the Empire so I could save him. But two, almost three years without contacting me…?” she scoffed and opened her eyes. “I do have a few choice words for him about that.”

Twilight shrunk back from the well-hidden frustration she was hearing from the other mare, her ears flattening back. Thankfully, though, Starlight gave a slow shake of her head and went back to trotting down the hall, throwing open another door and looking inside. Once her scan spell was concluded, she drew back and closed it before offering Twilight a reassuring smile. “Come on. We still have to find the Heart.”

Twilight gave a slow nod before falling into step next to Starlight, the two of them continuing their search through the palace.

Sunset Over Ice

View Online

“Nothing…” Rainbow Dash grimaced as she looked over the Empire, the swiftly setting sun painting the world in various shades of orange and yellow. Chrysalis was setting it almost an hour earlier than it should be for this time of the year, and that alone was enough to throw Rainbow’s mind for a serious loop. Still in the skies above the Empire, she looked down into the snowflake pattern of the streets one last time, hoping for something she might have missed, some tiny detail that slipped past her eyes. And, just like every other time, nothing presented itself.

Their search was a dud, then. Fluttershy and Thorax were flying towards her from different directions, both wearing equally disheartened looks on their faces. They hadn’t had any better luck. Thorax was opting to be disguised as Squall again, if only for the comfort of the locals. It was Fluttershy to speak first, fidgeting with her hooves over her chest. “Um… I’m sorry, Rainbow. I didn’t see anything…”

“Me neither,” Thorax spoke, revealing that his voice was not disguised. He gave his head a slow shake and let out a heavy sigh. “We’ve been at this for hours… my wings are getting exhausted.”

Rainbow slowly nodded, her posture sagging. They weren’t going to find the Crystal Heart; not today, at least. She gave herself a quick shake and gestured towards the palace in resignation. “Alright, okay, let’s head back. We could all use a bit of rest. Plus, you still need to fill me in about Changeling battle strategies, Thorax.”

The changeling nodded as the group turned and made their way back to the Crystal Palace. The flight was made mostly in silence, all of them thinking about something or other while they went. For Rainbow Dash, she was trying to think of anywhere she hadn’t looked or anything she might have overlooked when she shouldn’t have. Nothing sprang to mind, sadly, and she let out another puff of air.

The three, after a minute or so, touched down safely on one of the balconies overlooking the Empire, having seen Pinkie Pie waving at them from it before darting back inside. The glass door was standing wide open upon their arrival, allowing them to gaze inside without any hindrances. Inside the room, what looked to be a sizable lounge packed with comfy chairs and couches, Wind Whisper could be seen playing some manner of a board game with Spike in the middle of the floor. While they did that, Twilight, Starlight, Applejack, Pinkie Pie, and Rarity were all sat in chairs or couches around the room, watching on with interest. They all looked tired and frustrated, probably due to a similarly fruitless search.

Wind looked up the moment the three fliers touched down, and she beamed when Thorax’s disguise was swiftly dispelled in a swirl of green fire. “Thorax!” she squealed happily, standing up and cantering up to him. She beamed enormously once she was right in front of him, looking up into his eyes. “You’re back.”

He gave a nod and small smile, leaning down towards her. “Yeah, I am. How have things been up here?” he asked, then chuckling under his breath when Wind tightly hugged him around the neck.

Applejack gave a grumpy snort and adjusted her hat on her head. “Nothin’. We didn’t find nothin’. This Crystal Heart thing is hid better than one of Pinkie’s ‘emergency’ items back home.”

Pinkie looked over and Applejack as if she were horrifically offended. “Hey, it’s not my fault I hid them so well!” she whined, placing a hoof on her chest.

“It kind of is,” Twilight retorted with a playful smirk before rising from her seat and trotting up to Rainbow Dash. As soon as she reached her, the two wrapped their forelegs around each other in a warm, loving hug.

Rainbow buried her face into Twilight’s shoulder, taking in a deep breath through her nose, catching a whiff of Twilight’s scent. Unsurprisingly, as none of them had had a proper bath in days, Twilight didn’t exactly smell great right now. She filed that piece of information away as potential teasing material before leaning back. “We didn’t find it, either,” she said simply, looking down at the floor and wilting in defeat. “We pretty much wasted our whole day.”

“Oh, don’t speak such nonsense,” Rarity softly chastised, getting back to her own hooves and trotting over. “We may not have found what we were looking for, but the fact remains that we got plenty done today.”

“I ripped Discord’s spell out of your skull,” Starlight commented with a small smile of her own from the couch she was on. She shifted slightly so she was laying on her side, a cheeky little grin in full display. “You smashed Discord’s spell, and then we learned that the Crystal Heart is a thing. Unless none of that counts for anything?”

Rainbow rolled her eyes at the lilac mare’s snark and jabbed a hoof at her. “You shaddap,” she shot in a playful tone before slowly backing out of the hug with Twilight. “But you’ve got a point. We got some stuff done. We could have done a lot more, though…”

“Don’t beat yerself up over it,” Applejack chimed in with a friendly smile, leaning back in her seat. “We’ll manage. We always do.”

Rainbow managed a small smile and did her best to take the encouragement to heart. She then looked down at Spike, and her smile widened. “What about you, Spike? What are you doing?” she questioned, glancing at the game board in question. A spark of nostalgia lit up in her heart when she saw that it was the same game she had played with Twilight and Fluttershy in Cloudsdale so many years ago…

The one she lost every single time.

Spike crossed his arms over his chest and looked at Wind Whisper with an impatient frown, while the filly in question was still dangling from Thorax’s neck even though he had stood back up to his full height. This led to her swinging back and forth in the air and putting a strained look on the drone’s face. Spike grunted and pointed at the duo. “Oh, you know, waiting for Wind Whisper to make her move. It’s your turn!” he called to her while throwing his arms open in irritation, causing the thestral to look back at him sheepishly.

“Oops!” she sang back at him before releasing Thorax’s neck (much to his relief), dropping to the floor and scampering over to the board again. She slid to a halt by her hand, plucked it back up off the floor and studied it for several seconds while Thorax cantered over to sit by her side, looking at the board curiously.

Spike gave him a warning glare. “No helping her, now. That’s cheating,” he said, his tone threatening.

Thorax recoiled and let a hoof fly up to his chest in mock shock. “Me? cheat?” he then waved dismissively at Spike with a small laugh. “Heh. Don’t worry. I don’t even know the rules of the game. I’m just gonna watch, if it’s all the same to you.”

Wind picked up the dice and gave them a quick roll. Two 3’s. With all eyes now curiously trained on the board, Wind picked up her piece and moved it ahead six spaces, only three behind Spike’s piece. She frowned when she saw the space she landed on. “Aaw… red.”

“That means you lose resources,” Spike declared with an evil little cackle, looking over at Twilight with a big grin. She just smiled and waved at him. He then looked at Wind expectantly. “Well? Cough ‘em up.”

Wind looked at him, then at the small assortment of cards she had clutched in her hooves. Then she shook her head. “Nuh-uh.”

Spike blinked. “I… I beg your pardon?”

Wind, with an evil look of her own now in her eyes, and a fang-filled grin splitting her face, pulled up one of her cards in a very theatrical manner. “Nuh-uh! ‘Cause I got this!” she then slapped the card down, and Spike’s face was quickly drained of all of its colors.

“You’ve gotta be kidding me...” he choked out before raising his eyes from the board to look into Wind’s triumphantly smug stare. “Please don’t! I just wanna win one time!” he all but begged, dropping his cards and clasping his claws together.

Wind, still looking really evil, just shook her head. “Nuh-uh. Lemme see here,” she looked down at the card, her grin widening. “So I get to move all the way…” she dragged the words out while moving her piece along the spots, well past Spike’s piece, all the way to the end, where she then set it down. “Here! And now, I get three resource cards.”

Rainbow winced with sympathy at the look of utter devastation on Spike’s face. She knew how the little guy felt. It was so frustrating to feel like you had victory in your clutches, only to have it be snatched away by a sneaky move. She slowly slinked over and leaned down to whisper in his ear. “Hey, uh, Spike? Don’t feel too bad… I never won this game either.”

Twilight, having followed closely behind out of curiosity, overheard those words. With an evil little grin of her own, she nonchalantly sauntered up and bumped her flank against Rainbow’s in passing, shooting her a teasing grin over her shoulder. “Only because I think before I play, Rainbow.”

Rainbow’s face turned a brilliant shade of tomato from that little action. “Wha- but- Oh, C'mon! Did you think about the fact that there are other ponies in the room with us?!”

Twilight nodded ‘innocently’. “Uh-huh. Why do you think I did it?”

Rarity covered her muzzle with a hoof, barely able to stifle her delighted giggles. Applejack and Pinkie Pie, however, had no such reservations. The two of them burst out into hysterical laughs at the heavily flustered pegasus. Fluttershy just smiled happily at the two while Starlight looked away slightly, seemingly uncomfortable with the open displays of affection. Nevertheless, she did smile, finding the mirth of the situation.

Meanwhile, Thorax’s eye twitched, as did his lips. “Guys, Rainbow has a point. I’m right here,” he said at about the same time his stomach growled quite audibly.

Wind Whisper nodded along with that sentiment, pointing at herself. “Me, too! Stop being all mushy around me!” she complained indignantly before sticking out her tongue in childish revulsion towards romance.

Thorax frowned at her, raising an eyebrow. “Wind, you don’t eat love,” he pointed out flatly, drawing a puffy-cheeked glare from her.

“I know! But it’s weird!”

Spike managed to lift himself from his pit of misery and suffering long enough to lean over and nudge Wind in the ribs. “Oh, trust me. This is nothin’. Just wait until all this is over and they get to go home. The amount of flirting they did before they were like this was-”

“Spike!” Rainbow snapped all-too-quickly, her blush getting even worse. She shot over and smacked him in the back of the head with a hoof, eliciting a loud, echoing clop sound. “Shut!”

Everypony got another merry laugh out of that, much to Rainbow’s displeasure. The agitated pegasus puffed up her cheeks, glared at each of them in turn, then let out a deflated sigh. “Heh... I gotta get used to this, don’t I?”

Twilight nodded with a happy ‘mhmm’ before trotting over and sitting back down on the couch she had been lounging on. She then patted the space next to her. “Come on, you should sit down. You’ve been in the air all day, Rainbow. You could use the rest,” she offered in a far gentler voice, her eyes showing genuine concern.

Rainbow rolled her shoulders as if it were no big deal, but had to relent that sitting down seemed like a great idea. With the grace of a drunk giraffe on stilts, she turned around and flopped into a sitting position next to Twilight, draping a foreleg over her shoulders. While those two cuddled up, the rest of the room went back to the positions they had been in previously, with Spike demanding a rematch from Wind Whisper. The filly accepted with great enthusiasm, and Fluttershy and Thorax took up positions behind Spike and Wind respectively.

As time carried on, in spite of the swarm slowly working its way towards them from the south, nopony felt the need to break the mood just then. Watching the two young ones play their silly game, boasting and gloating, taunting and snarking, and all in all just enjoying some friendly competition while everypony watched… it was nice.

And for Rainbow, it reminded her of what they were trying to save.

Rainbow looked to each of her friends, one at a time. Fluttershy, Spike, Wind Whisper, Thorax, Applejack, Pinkie Pie, Rarity, Starlight… her gaze lingered on the unicorn in question, and she half expected to hear those three words in her head, or feel that fire burning in her skull again. But, much to her relief, there was nothing. No echoes of Discord telling her to make her pay, no uncontrollable rage breaking down her self-control… she took a second, then, to really look at Starlight. Up until that morning, every time she had looked at Starlight, she had been ‘distracted’, after all.

Despite the fact that she was the exact same mare from the flashes, the same mare who had, in another life, completely undone the world around them, ending an entire version of history, she managed to look...peaceful. Nice. Like a mare that Rainbow would not mind getting to know. Maybe it was how she held herself, the soft, charmed smile on her face, or the look in her eyes… it was hard to tell.

Rainbow’s eyes then left Starlight and rested on the mare right next to her, discovering that Twilight was staring right back at her. Both mare’s blushed just a little bit when their noses brushed together, although Rainbow was quick to capitalize on the closeness to steal a quick kiss of her own from Twilight. The other mare blinked and blushed even more heavily when Rainbow pulled back, drawing a quiet giggle from the pegasus.

“See? Not so fun on the receiving end, is it?” she whispered teasingly, pulling Twilight a little closer with her foreleg.

Twilight smiled gently, her eyes shimmering somewhat. “Actually… that was really nice…” she replied in an equally quiet tone. She shifted slightly and rested her head on Rainbow’s shoulder, watching Spike and Wind play their game, even as it became clear that Wind had, once again, gained the upper hoof.

Rainbow slowly nodded and went back to watching the game, as well, her smile softening as well. “Heh. Killjoy.”

“That’s my nickname…” Twilight murmured, glancing back with a teasing look in her eyes. “Don’t wear it out.”

Rainbow opted to remain silent, though she did give Twilight an affectionate squeeze. Soon enough, their attention returned fully to the game, just enjoying the easy atmosphere. Every now and then, one of them (usually Twilight) would mutter to the other about how Spike could turn it around, then giggle to themselves when he messed it up.

Eventually, though, the orange glow from outside dwindled and faded away, the world outside slowly descending into the darkness of the night. Reluctantly, the gathered ponies, dragon and changeling had to agree that the time had come to put the games away and get some sleep. They all piled out, heading off to find the rooms they had used the previous night. All the while, Twilight, and Rainbow stayed close to each other, too comfortable in each other’s presence to separate.

When they finally made it back to their room, they didn’t go for the bed straight away. It was still early, relatively speaking, so they contented themselves with sitting down on the balcony and looking out onto the world below. The moon was conspicuously absent, Rainbow noticed when she glanced up at the sky. Chrysalis probably decided she didn’t want it casting any light on her or her drones while they rested. Luckily, the stars provided plenty of illumination.

And that wasn’t to mention the gentle aetherial glow the Empire itself emitted.

It was beautiful.

But with the moon conspicuously absent, the night sky only served to remind Rainbow of their situation. She found her thoughts drifting to Princess Luna and, by association, Princess Celestia. Her relaxed smile slowly began to drift away, replaced by a worried, almost sad expression. One which Twilight was quick to notice.

“You okay?” she asked in a quiet voice, nudging Rainbow in the shoulder with a hoof.

Rainbow nodded. “I’m fine. Just thinking about Aunt Luna… and mom…”

Twilight hesitated, then leaned over to pull Rainbow against her side in a comforting hug. “We’ll save them. They’ll be alright,” she whispered, giving Rainbow a loving nuzzle.

“I know, Twi…” Rainbow mumbled, returning the nuzzle with a grateful hum. “But I’m still worried about them, you know? They’re… they are my family… I miss them...”

“Mhmm,” Twilight hummed, reaching a hoof up to pat Rainbow on the back of the head. “I miss my parents and Shining Armor… I know how you feel.”

“The others are all worried about their families, too,” Rainbow pointed out, leaning forward and resting her hooves on the balcony rail, momentarily leaving Twilight’s hoof behind. “Applejack’s folks and Rarity’s sister in Manehattan... Fluttershy’s parents and little brother up in Cloudsdale... Pinkie Pie’s family… uh, wherever they are…”

“We’ve all got plenty we’re trying to save,” Twilight said in a soft but firm voice. “We won’t fail. We can’t. There’s too much riding on it…”

Rainbow let out a quiet snort, her eyes narrowing with residual frustration. “Well, we can’t very well protect them if we can’t save ourselves. If we can’t find that Heart, we’re done for.”

“No, we’re not,” Twilight quickly countered, her own voice hardening significantly. “If we can’t find it, we’ll think of something else.”

Rainbow shifted and looked back, studying Twilight carefully. She was so sure of what she had just said, the resolve burning behind her eyes and in her face, as well as in her posture. Rainbow found the energy and enthusiasm to be contagious, a small swell of confidence building in her chest. “Heh. Alright, sure, let’s roll with that,” she replied before leaning back again. “Still, our odds will be better if we can find the Heart. I just have no idea where to look…”

Twilight hummed in response, her brow furrowing with thought. “Well… we can figure it out in the morning, I think. I’m getting kinda…” her voice trailed off, disrupted by an enormous yawn. When her jaw clamped itself closed, she blinked and looked at Rainbow indignantly. “Shut up.”

“I didn’t say anything,” Rainbow laughed, raising a hoof to block an oncoming smack from Twilight.

“You were thinking it,” Twilight muttered under her breath. She then sighed and got back to her hooves, giving a languid stretch. “I’m going to bed. Come on in whenever you’re ready,” she called back while trotting into the room, shooting Rainbow another smile. “I’ll be waiting.”

Rainbow nodded at her before turning her eyes back to the night sky again. There were several seconds of silence, with her just sitting there and watching everything. Then, with a languid stretch and a satisfied groan of her own, she stood back up and returned to the bedroom, about ready to get some sleep.

Of course, in the back of her mind, she was hoping that Princess Luna could find an opportunity to contact her and offer some advice on finding the Crystal Heart. Right now, they could use all the help they could get. Luckily, those worries were smothered a few moments later when she climbed into bed with Twilight, the two of them snuggling close together and basking in the warmth of their embrace.

The Queen's Stinger

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The wetlands had given way to open grasslands that, in the cold of the night, were covered in a thin layer of frost. Her breaths could be seen in the air as small clouds of mist, and the chilling air burned her sinuses with every breath she took through her nose. In the distance to the north, the slopes of the crystal mountains could be seen rising up to block their view of the frozen north.

The peaks rose high into the air, and large swaths of the slopes were smothered in thick layers of snow and ice. Even in the total darkness of the moonless night, Chrysalis could see that it would be quite an arduous endeavor to pass through safely. And, as such, she came to a stop mid-flight to look back at the rest of the swarm.

“We have gone far enough today!” she called back to them, the drones all coming to a stop and listening to her voice. “Same as before; find a place to sleep and figure out night watch amongst yourselves. Try and find places where you are sheltered from the cold, if possible. Bundle up or transform only if you have to; we need to conserve our energy. Get moving!”

Her drones, again, were visibly relieved for the reprieve and wasted no time in following her orders. Chrysalis, too, dropped herself down to the grass at the front of the swarm and looked on at the mountains in front of her. Somewhere beyond those mountains, King Sombra was waiting for her and her drones to arrive.

Her eyes narrowed and her long, forked tongue lashed out to lick at her lips. Oh, how he would pay for what he had done to her drones. As she ruminated on how exactly she would torture that seemingly formless shadow, the sounds of the changelings moving around her gradually faded away into silence, signaling that they had come to a full rest. The quiet that followed was deep, only occasionally disturbed by the sound of a cold breeze rustling the grass and what few trees there were in the area. Somewhere, a night owl let out a hoot. A rat scurried by in the grass, making the blades twitch and shift as it passed.

Taking in the sounds of the night, Chrysalis slowly lay down on her stomach and closed her eyes. She took a little while to just drink it all in, trying to ease her tired mind while preparing to get some sleep herself. They had been flying all day, and even with the immense power she had at her disposal, her wings were still limited in what they could accomplish. The dull throbbing at their bases serves as an all-too acute reminder of that limitation.

After almost thirty minutes, just as she was preparing to set her head down and sleep, Chrysalis heard steps crunching against the frosted grass behind her. Frowning with displeasure, she shifted to face whichever drone was foolish enough to approach her. To her pleasure, she saw it was none other than Stinger, who gave a low bow upon being spotted. “My queen,” she acknowledged respectfully.

Chrysalis grinned. “Ah, my ever loyal Stinger…” she cooed out before her grin slipped away, replaced by a questioning frown. She rose back to her hooves, looking down on her with cold eyes and a colder tone. “I thought I ordered you to rest. The swarm is useless if it is exhausted.”

Stinger looked up at Chrysalis, her expression unreadable. “I can’t sleep, your highness. The anticipation... it’s driving me crazy,” she explained slowly before turning her eyes down again. “The idea that our hunger might finally be over…”

Chrysalis let out a quiet humph of understanding before turning to look up at the Crystal Mountains again. After a moment, she sighed and shook her head. “Ugh, very well. If you cannot rest, then you may as well make yourself useful,” she relented plainly, her glowing eyes narrowing.

“Anything for you, my queen. What do you need from me?” Stinger asked, her bow deepening to the point her nose was touching the dirt. Chrysalis glanced back at her, her grin returning at the sight of the warrior and infiltrator groveling so willingly.

Seeing the sight was enough to stir a feeling of pride in Chrysalis chest, and she leaned down so her face was closer to Stinger’s. “I can see you’re rather eager, Stinger. You’ve been so loyal for so long, now, and you are one of my most decorated agents. Perhaps I have underutilized you…” the towering queen whispered, moving closer until her lips were by Stinger’s ear, almost brushing against it. “You long to prove yourself to me, don’t you? You want to show me what you can really do... I can practically smell the desire to serve drifting off of you…” as if to make her point, Chrysalis sniffed heavily at Stinger’s neck before rising back to her full height.

The smaller drone shuddered from Chrysalis breath, closing her eyes and biting down hard on her tongue to keep herself quiet. “I live to serve you, Queen Chrysalis.”

Chrysalis’ teeth became visible in the near-perfect darkness before she turned to once again size up the mountains. “Then you can serve me now by scouting out that mountains. Look for a safe way through for the swarm to utilize in the morning.” she pointed out the spot, Stinger looking at the pass and nodded.

She slowly stood up, her eyes shimmering with anticipation. “Of course, your majesty. I’ll leave right now.”

As the drone went began to fly for the mountains, Chrysalis’ horn briefly lit up with a green magical aura, catching Stinger’s tail and holding her in place. “Ah ah ah, Stinger. Not so fast, now,” she said as if lightly scolding a child, drawing a quizzical glance from the eager drone. “I still have something to say to you…”

When Chrysalis released her tail, Stinger floated in the air in front of her while bowing her head and closing her eyes. She could feel Chrysalis’ piercing gaze boring into her, and she shrank under the weight of her queen’s judging eyes. “O-of course. I’m sorry, forgive my impatience.”

Chrysalis chuckled under her breath, stepping forward. She reached out with a hoof and lifted Stinger’s chin so that the two of them were looking into each other’s eyes. The smile on Chrysalis’ face softened somewhat as she spoke. “Do not be sorry for your eagerness, Stinger. Your will to serve the hive, to serve me is admirable. You are one of my most decorated soldiers, second only to Pharynx.”

Stinger visibly cringed at the name, her teeth briefly becoming visible in a scowl and her shoulders tensing up. Chrysalis caught that reaction but chose not to comment on it for now. “Now, to business...” she retracted her hoof and looked to the north again. ”You know of the self-proclaimed King of Shadows that captured my scouting party, yes?”

Stinger nodded slowly, her expression hardening with resolve. “Yes, my queen… what of him?”

Chrysalis flashed Stinger a bitter frown. “That monster easily overcame an entire squad of my scouts, and he managed to get the jump on all of them,” she explained in a cold tone, making the drone flinch and look away with discomfort. Satisfied that Stinger was listening, Chrysalis continued on. “You are an incredibly gifted warrior, Stinger, but even you would fall incredibly short against such a force. If you encounter this ‘King Sombra,’ do not attempt to fight him. If he spots you, then you are to fall back to the swarm immediately. If not, then you are to observe from afar only. Take no unnecessary risks.”

Stinger mouthed like a fish before dropping to the ground. She shuffled in place, turning her eyes to look at the grass beneath her hooves. Chrysalis got an almost mothering smile on her face as she watched her squirm, shifting down and speaking in a softer voice. “Is something bothering you, Stinger?”

Stinger opened her mouth to speak several times, but the words kept lodging themselves in her throat. She lifted her eyes fearfully to meet those of Chrysalis before finally finding her voice. “Wi… w-with all due respect, your highness, I am your sworn warrior, and King Sombra is an enemy of the Changelings… and I swore to devote my life, all of my life, to the hive, my fellow drone, and my queen. If I perished trying to destroy our enemies, I would perish proudly.”

Chrysalis’ smirk grew even more. “Oh, Stinger… Your devotion is truly a prime example that all of your fellows should strive to live up to. Such determination, such willingness to do whatever you must…” her smirk slowly fell away in favor of a bitter scowl. “A trait that, sadly, I fear Pharynx has lost…”

Stinger blinked, tilting her head in confusion. “I… My queen? What do you mean?”

Chrysalis looked up at the mountains, her eyes narrowing. “Pharynx is to our north, chasing down his traitor little brother, Thorax. You worked with both of them in Canterlot, did you not?” she slowly questioned, her tone cold and bitter.

Stinger nodded, her own face twisting with distaste at the memory of Thorax’s lackluster performance. “Yes, I did. Pharynx was quite…” she sucked in a breath, as if to pull something back, then continued. “...But Thorax was…” Stinger sighed and shook her head. “Absolutely useless. He only really became useful in any way a few days before the invasion began when he captured that one thestral.”

“He betrayed us,” Chrysalis suddenly spat out, her tone venomous. Stinger flinched back and watched as her queen took a few ominous steps towards the mountains. “And I feel that Pharynx may not be too far away from joining his little brother in desertion. When I ordered him to track Thorax down, do you know what he said to me?”

Stinger merely shook her head. When Chrysalis looked back at her, it was with a fire in her eyes that made her cower down against the dirt.

“He tried to fabricate excuses! Already, his competence had been brought into question when he failed to prevent his brother from turning his coat and running away. When he dared to question me, he showed that his loyalty was equally dubious…” Chrysalis ranted, the vitriol in her voice sending a terrified tremor through Stinger’s body. Silence fell over the two for a moment before Chrysalis turned a fang-filled grin on Stinger again, her earlier anger having evaporated into thin air. “Which is why you are not to get yourself hurt, Stinger. If Pharynx is discovered to be any more unreliable, then I will need someone to take his place…”

Stinger’s eyes snapped wide open, prompting her to sit bolt upright from her cowering position. “Wha… really? Are you talking about me?” she asked, daring to hope.

Chrysalis leaned down until her eyes were mere inches from Stinger’s. “But of course… every wasp has a stinger, does it not? Every queen her favorite soldier?” she whispered, reaching out and putting a hoof on the drone’s chest. “So you stay alive, yes? Do that for me, and you shall be my stinger.”

Stinger looked like she was about to faint, her body starting to shake. Her eyes darted from the hoof on her chest to those half-lidded, reptilian green eyes that stared back at her. With her legs feeling like they had turned into jelly, she only just managed to maintain her composure and bowed her head deeply. “O-of course… I will not let you down.”

Chrysalis hummed, again petting the back of Stinger’s head. “I know you won’t… now go.”

Stinger rose back to her full height from under Chrysalis hoof and gave a sharp nod. Then, with her wings buzzing furiously into life, she rose into the air and shot towards the mountain pass in the distance, barely able to contain the delighted laugh that was threatening to burst free. Chrysalis watched her go, a pleased smirk on her face as the enthusiastic drone flew off to server her.

So Close, But...

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Rainbow Dash’s eyes slowly fluttered open as she came drifting back into the waking world. She saw that the light of the morning sun was just starting to seep in through the window, lightly scattered against the far wall by the closed curtains. The glow was gentle and pleasant, adding to her already substantial relief from the fact that her sleep had been undisturbed by any nightmares. Adding to this relief and ease-of-mind were the four lavender colored hooves that were tightly wrapped around her barrel from behind, squeezing her and making her feel secure.

She shifted to glance over her shoulder to see Twilight’s peacefully sleeping face right there, mere inches from her own. She took a moment to just soak it in, nudging herself a little closer to the other mare, and Twilight reflexively tightened her grip. A quiet, drowsy hum came from behind her lips, and Rainbow had to force herself to not croon at how adorable she thought it was.

She did, however, smile and let out her own content murmer, draping her forelegs over Twilight's. The silence that followed was serene, and she thought she may just fall right back to sleep. After a few minutes of that blissful tranquility, though, Rainbow’s smile fell away. While it was true that she had not had any nightmares last night, she had, sadly, also not been contacted by Princess Luna.

Still searching blind, then.

With that grim reminder in her mind, Rainbow determined it would be pointless to try and get any more sleep. After a few minutes more of just trying to relax, she decided it was time to get up. Slowly and with great care, she managed to untangle herself from Twilight’s hooves and slip out of bed. The book-loving unicorn let out a few quiet whines of protest as Rainbow slipped away but otherwise did not wake. Once she was up, Rainbow made sure that Twilight was still tucked in, and took a moment to just appreciate the peaceful sight. Twilight’s mane was extremely messy, one of the more extreme cases of bed-head that Rainbow had ever seen on her. However, it didn’t seem to detract from her slumber, and a tiny smile was on her face. Her chest rose and fell evenly with her breaths.

Rainbow admired the sight for a good minute before realizing that she was staring. Mentally kicking herself, she turned and stepped as quietly as possible out onto the balcony. Once the glass door was shut behind her, she turned to look out over the Empire. She could see only a few Crystal Ponies up and about in the early sunlight, probably just getting in walks to wake themselves up, considering the vast majority of them were still without their memories. There were a few wild clouds on the southern horizon, working their way to the northeast.

Watching it all moving out there for a time, Rainbow pondered her next move. The Crystal Heart had to be somewhere, they just had to figure out where to look. There had to be some way to narrow down their search. Rainbow turned around, planning to wake Twilight and ask her for her opinion, but she paused with her hoof right on the glass. She saw Twilight there in the bed, still sleeping. She hadn’t stirred even slightly and was still peacefully sleeping under the covers.

Seeing that, Rainbow decided it would not be worth it to wake her up. Instead, she slowly turned back around, took a deep breath, and closed her eyes. “Okay… okay, let’s think this through… Twilight style…” she whispered to herself before unfurling her wings and lifting into the air with a gentle flap. She glided lazily over the city, her eyes opening up to passively soak in a lot of details while she was thinking. “Okay, so… King Sombra hid the Crystal Heart somewhere, somewhere where the locals ‘would never see it again…’”

Her gaze loosely bounced between several of the ponies who were out and about, and those that spotted her gave respectful nods or bows. She mostly ignored the formality, for now, not having the desire to dampen whatever good mood they may have had. Instead, she came to a stop and examined her surroundings critically and carefully. “What would that mean… where could he hide it where the locals could never see it…?”

Rainbow looked down at one of the ponies, studying them. Then her eyes went to another and another. With her brow furrowing, she looked out towards the snow. “So, uh, lemme see here… ah…” she lifted a hoof to her head and gave it a few light taps, trying to knock the cobwebs off, so to speak. “He… might have hidden it out there in the snow… the arctic is pretty expansive, it’s almost always snowing. There would be plenty of places to hide it…” her brow furrowed even more after a moment of mulling this idea over. “But… on the other hoof, there are plenty of wild animals out there in the tundra that might break it by accident, and I get the feeling he’d want it close…”

Growling under her breath, she rotated in the air to look at the city itself again. “So where would he have hidden it-” her words hitched in her throat when she saw a group of four Crystal Ponies standing together and looking at an old, closed cafe. They were talking to each other, looking as if they were speculating about something. Probably about whether or not any of them lived there. What stood out about these four ponies, though, was simple: none of them had wings or horns. Come to think of it, Rainbow hadn’t seen a single Crystal Pony with wings since she had gotten here. They were all just like Earth Ponies, except sparkly and depressed all the time.

The cogs in Rainbow’s brain began to turn at a rapidly increasing rate, her eyes widening. “Where they could never find it… Sombra had total control, and he probably made his home in the Palace…” she looked up at the palace itself, a grin slowly appearing on her face. “And… none of the locals can fly, and there are only four small entrances on the ground floor of the palace. He’d probably keep those entrances locked and guarded by slaves if what Luna said about mind control is real, so…” her eyes then began to trace up along the side of the palace, towards the tip. “So… oh, oh, OH!” she began to rise higher into the air, her heart rate accelerating with excitement at the possibility that maybe, just maybe, she was right about this.

Once she was at the same height at the roof of the palace, she looked at it. A gigantic, cocky smirk appeared on her face. “So… he’d hide it where nopony could go! The top of the palace! Without wings, none of the locals would be able to reach it!” she declared, shooting forward towards her goal with such excitement that she came close to breaking the sound barrier then and there. She managed to maintain her composure just long enough get to the roof itself and examine it more closely.

It had a surprisingly open design, with the top of the Palace being a perfectly flat platform. On one side, the top of a descending stairwell could be seen leading back into the Palace. Around the edges of the roof, a rail predictably made up of crystals, encircled the entire platform, at about the same height as a typical pony’s shoulders. Several thick pillars rose out at even intervals around the edge, gracefully providing support for a smoothly sloped roof that came to a sharp tip, creating a sheltered observation platform of sorts. It was all several shades of a very lively, rich blue color.

And, sure enough, floating in the air just above the very center of the platform, was the Crystal Heart. It was fairly large, easily the size of Rainbow’s upper torso. It’s immaculately carved surface was a brighter blue than any of the other crystals Rainbow had seen, and the whole relic emitted a gentle blue glow. Whatever magic was making that light, it put a feeling of complete tranquility into Rainbow’s heart, relaxing her muscles and softening her excitement into something more serene.

She slowly touched her hooves down on the very edge of the platform, gazing at the Heart with wide eyes and a gaping jaw. “Wow… this thing looks awesome…” she whispered to herself, starting to trot towards it. The light within seemed to be calling out to her, begging her to claim it and use it, to spread love and light over the Empire once again.

She took another step. “Finally. I can save mom, aunt Luna, and everypony else,” she said, her excitement once again mounting. Another step forward. “I can get rid of Chrysalis! YES!” she took one last step and prepared to leap for the heart, to grab it and rush it to the plaza at the bottom of the palace. But just as she was about to kick off, her legs locked in place, and her will to move any closer to the heart died all at once.

Rainbow Dash blinked, confused. “Wha… what?” she questioned, glancing down at her hooves. She noticed then that she was standing partway inside of a circle on the surface of the roof where the crystals were a different shade of blue, and that circle was pulsing with shadows. Was it a trap?! She scrambled backward and away from the Heart with an exclamation of fear, half-expecting something to spring forth from the darkness and maul her. But, to her relief, nothing came. The pulsing shadows faded away, and she was left completely unharmed.

There was a moment of silence. Shaking her head, Rainbow straightened her posture and tried to approach the heart again, this time from the air with the help of her wings. Sadly, it seemed that it didn’t matter how she approached it. She found that she could not bring herself to move any closer than she had before, even in the air. Those pulsing shadows serving as a reminder of her failing efforts. Growling with frustration, she touched back down onto the floor a few feet away and glared at the Heart. “What’s the big idea, huh?!” she demanded, snorting angrily. “Why can’t I grab you?!”

“Is it really so hard to understand?”

The blood drained from Rainbow’s face, rendering her pale. At the same moment, her muscles went rigid and her blood went cold. She knew that voice… “King Sombra…” she choked out. In the corner of her eye, she saw the King of Shadows step into reality, a sinister look in his eyes. She whipped around to face him, ready to tackle him and defend herself against him. She hesitated when she saw that it was merely a projection, his body flickering and distorting with magical shimmers. He glanced at her from the side, a grimace on his face.

“Princess,” he greeted coldly before looking at the Crystal Heart. “I do not know how it is that you found out about the Crystal Heart or discovered it’s location, but I will save you from wasting your time and energy on it; you will not move the Crystal Heart from this spot, and you will not inform any of the population where it is.”

Rainbow blinked, his voice sending chills down her spine. While his projection walked closer to the Heart as if to admire it, she flared out her wings. “Oh yeah? And how can you be so sure of that?!” she demanded, circling the heart to keep herself in his line of sight.

Sombra openly laughed at that, a rumbling and spine-tingling noise. He leveled his crimson eyes at Rainbow while a grin grew on his muzzle. “Do you remember the terms of our treaty? You and your friends are not to resist my claim to the Empire in any way, remember?”

“How does that even apply here?!” Rainbow shouted, incredulous. “For one thing, Chrysalis isn’t defeated yet, and we aren’t allowed to resist you after that! And if we want to beat her, we need this thing!

Rainbow Dash’s ire only served to increase the size of Sombra’s grin. “You must have forgotten to read it all the way through, Princess… allow me to educate you,” he drawled out in the most condescending way possible, making Dash’s coat bristle. “If you were to move the Crystal Heart and use it to destroy Chrysalis, then she would need to be within the Empire’s boundaries. This would imply that I allow her entrance to the Empire in the first place. Furthermore, using the Heart would…” he gave his next words some thought, narrowing his eyes. “ severely detrimental to my claim. And that, I like to think, is a pristine example of offering resistance.”

Rainbow’s ears slowly fell flat against her head, her rage, and anger being replaced with dread and despair. “But… But...” she stuttered out, her entire body shaking. “You said that…”

Sombra looked at her almost as if he pitied her, but the delighted flicker in his eyes made it clear he was loving every moment of her horror. “I said that you and your friends could not stop me, Rainbow Dash. If you had bothered to read through the fine print, you would know that the Crystal Heart is off limits to you. So, Princess Rainbow Dash, you may not remove it, utilize it, or reveal it to the population. The same limitation applies to your friends, as you signed on their behalf as their ruling monarch.”

Rainbow fell to her haunches, her eyes leaving Sombra’s projection to gaze at the Heart in longing. All of the hope drained from her eyes, and her once rigid wings fell limply to her sides. Satisfied that the message was received, Sombra merely chuckled under his breath. “Do not worry, your highness,” he continued mockingly. “You do not need the Heart to destroy Chrysalis… You just need me.”

With those words echoing in the air around her and burrowing into Rainbow’s skull, Sombra vanished into thin air, leaving her all alone. Rainbow barely even noticed his departure, her mind racing at a million miles an hour, the anguish of what she had done settling in all over again. “I… what have I done…?” she asked herself hollowly, lowering her face and looking at her reflection in the smooth surface beneath her hooves. She felt her heart twist with guilt, her stomach churn with disgust, and the back of her head began to burn as she looked at herself.

She had been so close! The Crystal Heart was right there! She could almost touch it, and she could feel the love and light it held washing over her, trying to ease her pain. It was because of that love and light that she was able to keep herself from screaming her lungs out.

No matter how hard she tried, she was powerless to grab the Crystal Heart, to use it to save her friends, her family or herself. They were done for… They were going to be utterly powerless when Chrysalis descended upon them...

And it was all her fault.

...So Far Away

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Twilight awoke with a start when the balcony door of the bedroom was abruptly thrown open, a loud bang echoing through the entire room. Her eyes snapped open and she sat bolt-upright in alarm, a high-pitched yelp slipping out of her. Standing in the frame of the balcony door was Rainbow Dash, her eyes wide open and her entire body quivering. The pegasus barely even acknowledged Twilight while stumbling up to the bedside table and grabbing her crown off the top. With the golden circle held in one of her hooves, she turned and began to trot across the room, her movements stiff and her eyes fixated on a tall vanity mirror leaned up against the wall.

Wide awake now, Twilight hurled the blankets off of her body and hopped out of bed. She quickly made her way to Rainbow’s side, her worry evident on her face. “Rainbow? Are you okay? What happened, what’s wrong?!” she asked rapidly, barely giving a chance for Rainbow to reply. The mare in question responded by looking over her shoulder into Twilight’s eyes and shrinking back as if she were afraid. Twilight’s ears drooped when she saw tears welling up in Rainbow’s eyes. She didn’t get a chance to act on it, though, as Rainbow shoved passed her to get to the mirror, where she then sat down on her haunches and looked at her reflection.

All was silent after that. After a few seconds, moving slowly, Twilight continued her advance and reached out with a hoof. “Rainbow, what’s wrong? Please, talk to me…” she whispered as soothingly as possible, her hoof brushing against Rainbow’s shoulder.

Rainbow twitched from the contact, her wings partially extending. The sudden reaction made Twilight back off a couple steps, a quiet gasp escaping her. For several moments, neither of them moved. Rainbow kept staring at her reflection, and Twilight kept watching Rainbow with confusion and concern. Finally, the cyan mare, with stiff and slow movements, set her crown on her head, her eyes narrowing.

“...Rainbow?” Twilight asked tentatively, her voice having almost no strength.

“It’s funny…” Rainbow suddenly said, her voice cold and without emotion. Twilight tilted her head and got braver in her approach, picking up her pace.

“What is?” she asked, reaching out with a hoof to tentatively touch Rainbow’s shoulder again. Rainbow didn’t even acknowledge the contact, her eyes never leaving her reflection in the mirror.

She lifted a hoof to point at her reflection. “Princesses in Equestria are supposed to be these… uh… I dunno… paragons of all that’s good and right with the world, right?” she began before letting her hoof drop back down to the floor. The thud it made was almost deafening. “Each one is supposed to be the best example of whatever it is they represent, a shining beacon to reach for, a golden standard to try and live up to… even if they sometimes muck it up…”

Twilight’s ears slowly perked back up, and she found herself curious about where Rainbow was going with this.

She didn’t have to wait long. Rainbow let out a slow breath through her nose, her eyes briefly flying up to look at the crown on her head. “When somepony looks at a princess, they’re supposed to feel… I dunno… love and admiration or something… respect, at least…” she mumbled before her gaze slowly drifted back down to look at her face in the mirror. It was then that Twilight noticed that the shaking in her body was getting worse. Rainbow’s face was starting to twitch subtly, and her shoulders were hunching up.

“Dash, what-”

“So it’s kinda funny that when I look at myself in a mirror…” Rainbow continued without waiting for Twilight to finish, her voice starting to crack. “...I don’t feel respect or admiration… I just…” the shaking was getting even more intense, and Twilight took an instinctual step back out of fear. It was almost like she was watching an angry animal. A comparison that proved on-point as, suddenly, Rainbow’s eyes widened, her pupils dilated, and with an ear-splitting scream of hatred, she tore her crown off of her head and drove it, along with her hoof, into the mirror in front of her.

The smooth surface shattered all at once, several of the shards sticking into Rainbow’s hoof and foreleg and piercing the skin. Although at that moment, she was too high on rage and adrenaline to care. She dropped her crown to the floor, one of the rubies having been dislodged. “YOU STUPID IDIOT!” she screamed before driving her hoof into the mirror again, punching through the wooden back of it and sending splinters and pieces of wood everywhere.

Twilight stumbled back in shock, a hoof flying up to her chest at the sight. She watched as Rainbow struck the mirror, again and again, steadily dismantling it before hurling the frame against the wall with another infuriated shout. She stopped then, her breaths coming in ragged, desperate gasps. She shifted slightly. Her wounded hoof brushed against a shard of glass on the floor, drawing her gaze to it. When she saw herself looking back, she didn’t even hesitate in stomping the shard, shattering it and adding even more glass to her hoof.

Twilight had seen enough.

“Rainbow Dash, stop!” she cried out, sprinting forward and wrapping her forelegs around Dash’s barrel and dragging her back from the wreckage. “Please! You’ll hurt yourself!”

Rainbow briefly struggled against Twilight’s hold, but only very briefly. In only a couple of seconds, her rage evaporated, and she let herself fall limp against Twilight’s chest. With her thrashing ceased, the two of them took a moment to collect themselves. After maybe ten moments of trying to catch her breath and calm herself, Twilight helped Rainbow sit upright on her haunches before sitting down before her. They locked gazes, and Twilight’s heart fell into the pit of her stomach when she saw the fresh tears in Rainbow’s eyes.

“Rainbow, what happened?” she asked in barely even a whisper, reaching a hoof out to touch the princess’s cheek.

That feather-light touch was all it took to break down the dam.

With a miserable wail, Rainbow hurled herself against Twilight and buried her face into the unicorn’s shoulder. She shuddered, sniffled, and openly began weeping. Twilight wrapped her forelegs around Rainbow on reflex, holding her close and doing her best to calm her down. Despite her confusion over what could have gotten Rainbow so upset so quickly, Twilight did everything she could to soothe Rainbow’s distress. She rocked them back and forth, she stroked the back of her head with a hoof, she whispered reassurances into her ear. This dragged on for several minutes, with the sound of Rainbow’s crying echoing in Twilight’s ears, just as it had when she had entered her mind, or when Rainbow had confessed how she had felt in Hollow Shades. It was a sound that Twilight had hoped to never hear again…

Finally, Rainbow’s cries began to die down, and after about ten minutes, she finally built up the strength to pull herself out of Twilight’s embrace. Her eyes had gone bloodshot and there were long trails leading down her cheeks where her fur had been matted down. She was still shaking terribly, but at least now she looked like she could talk. “Twi… I’m…” she tried, her voice broken and hoarse. Before she could get any more words out, however, a pained yelp tore itself from her lungs, the glass shards that had embedded themselves in her foreleg reminding her that they were there.

Twilight’s eyes widened and her face went pale at the gruesome sight. “Oh my gosh, you’re leg! Hang on, I’ll go get Fluttershy. She’ll fix you up-”

“Twilight…” Rainbow cut her off through clenched teeth, her good foreleg grabbing onto Twilight’s shoulder and holding her in place. After a second or so, she managed to open her eyes again, looking into Twilight’s. “...Get the others, too… I need to talk to all of you…”

Everypony was assembled in the bedroom not long after. While Fluttershy tended to Rainbow’s foreleg, picking shards of glass out of her leg with a pair of tweezers she had gotten from a first aid kit. Everypony else stood in various places around the room, listening to her. She didn’t dare look back at them, her head hung low and her eyes closed as she recited her tale, informing them of the treaty she had signed with King Sombra. She would have told them that she knew where the Crystal Heart was, but the words always got stuck in her throat, no matter how hard she tried to say it. It wasn’t all that hard for the others to figure out, though, and she could tell that Twilight must have put it together immediately.

When she finally finished her explanation, there was a silence the likes of which she had never heard. Nopony moved. They barely breathed. The only disturbance to the quiet was Fluttershy carefully extracting another piece of glass from her leg before running a disinfecting swab over it. She could feel their eyes on her, judging her. Too emotionally worn out to cry anymore, she shifted on her haunches to be more comfortable and sighed. “I’m sorry, everypony… I ruined everything… this is my fault…”

“Yes, it is,” the voice of Starlight Glimmer’s cold voice suddenly cut through the silence, making Rainbow cringe while everypony else audibly gasped in surprise from that statement. She didn’t seem content to let that verbal assault be the end of it, though, and kept talking. “How many ponies did you betray when you signed that treaty, huh? How many ponies live here in the Empire? Hundreds? Thousands? Tens of thousands?!”

Of course, Twilight was the first one to jump to her defense. “Starlight, please. She did the best she could-” she tried in a diplomatic tone, but Starlight was having none of it.

“The best she could?!” The irate unicorn shouted, and Rainbow finally looked up at the two when she heard hooves stomping on crystal. Twilight was backing away while Starlight advanced towards her, a seething glare on her face. “Twilight, I understand that you love her, you’re biased, but you cannot honestly think she did the right thing here! Even if we somehow beat Chrysalis, there’s still one more power-hungry villain in the world, and we’ll just have to hoof the Empire over to him!”

Twilight scoffed and stood her ground, her eyes narrowing. “I never said I agreed with her decision, Starlight, and I sure as hay didn’t say I like it! But what was the alternative?” she demanded, trying to be the voice of reason. It wasn’t hard to tell that her desire to protect Rainbow was overwhelming any ability she had to be diplomatic, though.

Starlight’s eyes shot from Twilight to glare at Rainbow Dash bitterly. Dash flinched back as if struck, and grimaced when more white-hot pain danced up and down her foreleg. “Oh, I’m sure she could have found one if she looked,” Starlight accused, stamping her hoof again.

“Are you implying she didn’t?” Twilight shot back, her coat starting to bristle. “I know Rainbow Dash and you don’t! Don’t go assuming things about her before you know her!”

Starlight turned back to Twilight incredulously, her eye twitching. “Oh, look at you! Jumping to her defense without even considering the possibility that she did something wrong!” she shouted before taking another step towards Twilight. “Let me say it again; you’re biased here. Your opinion doesn’t really count for much!”

“And you’re passing judgment on her without knowing her, or how far she'll go to do the right thing!” Twilight countered, shoving Starlight back with her hooves. “Try growing up with her, or living with her for nine months!”

“She’s doomed an entire empire of innocent ponies to live the rest of their lives as slaves under a monster!” Starlight screamed, her horn suddenly lighting up. “I don’t think I need to know any more!”

“BOTH OF YOU, STOP!” Fluttershy suddenly shouted, stepping in between the two of them and shoving them apart. Rainbow blinked. She hadn’t even seen her move… Fluttershy turned to face Starlight, the look in her eyes making the unicorn take a step back. “That’s enough! Please!” her words lost some of their strength after that, and tears began welling up in her eyes. "Please stop fighting..."

Starlight didn’t seem appeased by the timid mare’s efforts, but she did at least opt to refrain from throwing more insults around. Her angered eyes shot between everypony else in the room before, with a huff, she turned and stomped for the door. Throwing it open with her magic, she paused only briefly in the frame to glare back at Rainbow. “I take back what I said before; you’re not a good pony.”

With those words hitting Rainbow Dash like a brick wall, Starlight punctuated her parting sentiment by slamming the door shut behind her. The following quiet was so thick that Rainbow swore it could have choked her. At that moment, she almost wished that it was. Anything would be better than what she was feeling right now. Eventually, Fluttershy turned around and wordlessly sat back down by the wounded leg, checking it over for any residual shards of glass.

Pinkie Pie looked down, her mane partially deflated. “Well, this is a huge bummer…” she said quietly, scuffing the floor with a hoof.

Rarity shuddered, nervously tugging on her mane with a hoof. “Understatement of the year, I should think…” she solemnly agreed, briefly glancing at Applejack. The farmer’s eyes were hidden underneath the rim of her hat, though the tightness of her lips made it perfectly clear how she felt.

“...Ya lied to us,” she finally droned out, drawing Rainbow’s attention. Applejack then lifted her head so that her eyes were visible underneath her hat. “Why? You shoulda said somethin’.”

Rainbow shook again, her eyes drifting over to look at Twilight, who was now sitting down with her eyes closed and her head low. Barely stifling a sniffle, Rainbow answered. “I didn’t say anything because... I… I didn’t want to lose Twilight again…”

Twilight’s ears perked up, but she otherwise didn’t respond.

Applejack snorted in disbelief. “Ya didn’t wanna lose Twi again? Ya never lost her before, ya know,” she reminded in a bitter tone, The shadow cast by the brim making her disapproval almost palpable.

Rainbow looked away. “I know… but… back on the train…” she choked out before going silent. Those words were enough to make Applejack’s calm anger dissolve into something more regretful.

“That’s enough,” Twilight suddenly cut in, getting back to her hooves and glancing at Applejack, a sour look on her face. “We don’t need to dig those old wounds open, especially not right now. We need to work on coming up with a plan. We still have to protect the Empire from the changelings, and the Crystal Heart isn’t an option anymore.”

Thorax, who had been standing off to one side, watching all of this unfold in silence, looked down at the little filly at his side. Wind Whisper was pressed tightly against his foreleg, looking on in confusion and fear at the scene in front of her. Spike was with her, although the look on his face made it clear that he understood the gravity of what was happening perfectly well.

“Dashie should take a little while to calm down, first,” Pinkie Pie suggested gently, sliding over to put a hoof on the aforementioned pegasus’ shoulder. “I can’t focus when my friends are all pouty…”

Rarity let out a sigh of her own. “I am going to have to agree with Pinkie on this one, even if that’s not how I would personally have phrased it…” she agreed while giving a despondent nod.

Applejack simply lowered her head until her eyes were hidden again, giving a non-committal harumph.

Thorax watched them all, a horrible feeling building in his gut. Their morale had just plummeted. They were angry, nervous, they didn’t have the resources to fend of Chrysalis, and they didn’t have anypony but themselves to help fight off the swarm. It was as clear as day to him…

When Chrysalis arrived, they wouldn’t stand a chance.

A Changeling's Hunger

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Hours later, Thorax and Wind Whisper had returned to their room, the latter propping herself up on the railing of the balcony to look out at the Empire, trying to distract her mind with all of the pretty sights. Thorax was sat down on the edge of the bed, his eyes glued to the floor and a thoughtful expression on his face. He didn’t really know what all of the others were up to, or how Rainbow Dash was faring at this point. The last he had seen of her she was limping towards a chair in her room with Twilight supporting her.

The look on Rainbow’s face had been that of hopelessness. The face of a mare who had given up. Thorax grimaced at that thought.

“Thorax?” Wind Whisper’s voice suddenly drew Thorax out of his ruminations, and he lifted his gaze to meet hers. She had dropped down from the railing and was slowly walking up to him, a questioning look in her eyes. She stopped in front of him and scuffed the floor with her hoof, looking down slightly. “Do you think Princess Rainbow is gonna be okay?” she finally asked, her voice timid.

Thorax hesitated in his reply, his face twisting somewhat as he thought it over. “I… don’t know, Wind. I think she’ll pull through if we give her some time, though,” he answered, trying to sound confident in his answer. “I mean, she’s been through a lot. She’s tough.”

“I know,” Wind Whisper nodded, hopping up onto the bed and sitting down next to him. “But… she looked so sad. And she looked like her leg was hurt.”

Thorax cringed and looked down, wringing his hooves together in his lap. “She was. Glass shards in her leg. She punched a mirror, I think,” he recited what he had heard Twilight and Fluttershy discussing. “She’ll be alright, though. It was mostly surface damage, I think. Give her a day and she’ll be okay.”

“...What did Starlight mean?” Wind asked after a few seconds, looking down. “She called Rainbow a bad pony, didn’t she?”

Thorax sighed and closed his eyes. “She did…”


“Because…” Thorax opened his eyes and gazed directly ahead before puffing out a breath between his lips. “Because she was angry. I can’t say I blame her, either. Rainbow Dash made a pretty big mistake, after all. But I’m sure that once she calms down a little bit, those two can start to patch things up.”

Wind didn’t seem convinced but chose not to question it further. She did, however, lean against Thorax’s side, closing her eyes and letting out a quiet hum. Eventually, she sat up again, opened her eyes and lightly poked his shoulder. “So… what is this stuff that you have instead of fur?”

“Hm?” Thorax blinked and lifted one of his hole-filled hooves. “Oh, it’s Changeling Chitin. It’s a lot like the exoskeleton of things like beetles. It’s thick and strong, and fairly flexible… although…” he lifted that same hoof up to brush against the mostly healed cracks on his face from his fight with Pharynx. “Not as flexible as your skin.”

Wind, fascinated by this, reached over and poked a hoof against one of Thorax’s transparent wings. “And your wings? What are they made of?”

The runaway drone couldn’t help but chuckle in amusement at that. “Why are you so interested in my body all of a sudden?” he asked, shifting so he could face the filly more directly.

“I’m just curious,” Wind replied, poking his wing again. “I haven’t really had a chance to really look at you. There’s been a lot going on, we’ve always been running somewhere or doing something, or you were off looking for that Diamond Heart thing or something.”

“Crystal Heart,” Thorax corrected with a teasing grin.

Wind pouted at him in disapproval. She then jabbed him in the wing a bit harder, drawing a small yelp from him. “Tell me.”

Thorax’s wings buzzed slightly from discomfort her hoof had caused before he relented. He turned slightly and extended the one that wasn’t being abused all the way out so Wind could see it. He shifted again and gestured to it with a hoof. “Well, it’s actually made of more or less the same thing as the rest of my body. It’s just thinner and structured differently,” he explained while giving it a few slow flaps. "Hence the see-through surface.”

“And why does it have holes in it?” Wind furthered before glancing at his legs. Her muzzle scrunched as she leaned in to get a closer look. “And why do your hooves have holes in them, too? Isn’t it painful?”

Thorax’s face fell, and his wings tucked themselves back up to his side. “It kinda is, yeah… see… we Changelings are always hungry, Wind,” he began solemnly, lifting one of his forelegs to show the holes. He slowly rotated it, letting the little filly get a good, long look at all of the details. “Some of the oldest and smartest drones in the hive’s history have speculated that, if we can ever really feed ourselves fully, then these holes will fill up. That they’re a symptom of our hunger. Like when you’re hungry, your stomach starts to hurt a little bit, right?” When wind nodded, he traced the tip of his other hoof along the edge of one of the holes and exhaled quietly. “I don’t know if they’re right or not, though… another theory, the one I personally believe, is that it just looks creepy.”

Wind nodded and reached out to touch her hoof to his foreleg, sliding it over one of the holes that ran all the way through the leg. “Woah… and you said you feed on love, right?” she suddenly asked, looking up at Thorax.

He nodded with an awkward smile. “I mean, yeah, kinda. Love, trust, admiration, respect, comfort, lust, affection; pretty much any positive feeling you could have for another creature generates a sort of magic energy. It comes off of the body naturally, creating a cloud of love around whoever it belongs to. That energy is what Changelings eat. We can pull it directly out of other creatures if we have to, but...” he cringed. “It’s… not pleasant. It’s extremely painful and can poison the love we’re eating with fear and hatred. Bad feelings like that ruin the taste and, more importantly, make it less filling...”

“So you can’t eat physical food?” Wind was quick to ask when she saw how uncomfortable Thorax was with that train of thought.

“Oh, we can. It just…” he shook his head. “Doesn’t do much for us. You might be full after eating a tub of ice cream, but I’d probably just get kinda cold. Y’know, because it’s ice cream.”

Wind nodded, making an ‘o’ with her mouth. Then, without any other warning, she leaned over and wrapped her hooves around Thorax in a really tight hug. He went stiff from the contact and looked down at her.

“Wind? What, uh, what are you doing?” he stammered, squirming in her grip.

Wind just held him tighter. “I’m giving you some love,” was her reply, nuzzling into his shoulder.

Thorax’s jaw dropped in shock. Was she…? He looked back up into the air and let his eyes refocus so he could see any love in the air. His stomach audibly growled when he saw the thick pink haze in the air around the two of them, and it was steadily getting thicker. His tongue instinctively rolled out of his mouth to taste it, flicking like that of a snake. His eyes widened and he inhaled sharply through his nose when he tasted who the love was meant for.


It was all meant for him. Nopony else.

He licked his lips, his mouth watering, but tried to refrain for the moment. “W-wind… are you sure?” he asked quietly, his voice and lip trembling. “I might get kinda… snarly…”

Wind nodded into his shoulder. “You’re hungry… and you took care of me… it’s the least I can do to say thank you,” she whispered, giving a reassuring squeeze. ‘Eat up.”

Just like that, Thorax’s restraint fell away. He opened his mouth and began to suck the love out of the air and down his throat. It was delicious, he realized as it slipped down his tongue and swam down his throat. It tasted even better than the love he had sucked up in the alleyway a few days ago. He didn’t understand why, at first. He racked his brain, trying to think up a good explanation for why this love energy was so much tastier and… filling. His eyes widened even more.

No way.

A dull pain that had been in his stomach since the day he was born began to decrease. His brain stalled, instinct taking over. True to his word, he began to snarl and growl at the air as he drank in all of that wonderful love, and his body began to shiver in abject ecstasy as the pain faded more and more.

Sadly, Wind Whisper could only generate so much energy so quickly, and Thorax had eaten most of what she had to give for the moment. The pink haze in the room was almost gone, now, and what little was left was not enough to draw in. Thorax refocused his eyes and looked down at Wind with a look of shock on his face while his brain caught up with everything that had just happened. He mouthed like a fish for several seconds before lifting a hoof to his stomach. The pain was still there, of course, but it had been numbed. “Wha… Wind… what did you do?”

Wind tilted her head and blinked up at him, totally oblivious to his confusion. “Huh? What do you mean? I just hugged you and you got all snarly. Did something else happen?” she asked curiously.

Thorax looked straight ahead, his breathing getting a bit heavier in a strange combination of excitement and confusion. He gently nudged Wind off of him and hopped off of the bed, his wings buzzing on his back erratically. He began to pace back and forth, trying to figure it out. “I don’t get it. I’ve had meals dozens of times larger than that before, and they kept the hunger at bay, but you…” he turned and pointed at her. “Somehow, you managed to feed me. Like,” he slapped a hoof to his belly. “I feel fed. Actually fed. My stomach doesn’t hurt anymore! How? How did you do that?!”

Wind shrunk back, looking worried by Thorax’s sudden rush of questions, confusion, and enthusiasm. “Uh… I dunno…” she mumbled, raising a hoof to play with her mane. “I just hugged you and thought nice things about you… like how you protected me from your big brother, or how you promised you’d bring Squall back.”

Thorax froze. An idea came to him. “Wait… wait, wait, wait…” he slowly stepped forward again, his ears standing up tall. “When I was disguised as Squall, you genuinely believed that he was right there, right? That I was him?”

Wind visibly wilted at the reminder of her brother’s absence, but still nodded. “Mmhmm…”

“So whenever we were hugging or talking or playing games, you were thinking about Squall, not Thorax,” he pressed while planting a hoof to his chest, drawing another nod from Wind. And with that, it clicked.

He understood.

“Wind,” he began in a voice so filled with ecstatic delight that the thestrals’ own somber mood was quickly dispelled. Thorax lifted into the air on buzzing wings and flew right up to her, grabbing one of her hooves with his and grinning like he was the excitable little filly. “Oh my gosh, that’s it! Of course! Oh, you are amazing!”

Wind blinked and looked down at her hoof. “Um… thanks? I don’t understand.”

Thorax let go of her hoof and lifted higher into the air. “Don’t you see?” he asked with a delighted laugh. “Changelings have been stealing love all along! We’ve been taking love that wasn’t meant for us! That’s why it wasn’t filling! That’s why we’re always hungry! But you,” he pointed at Wind. “You just showed love for me. You shared love for me, and you did it freely! It wasn’t for somepony or something I was disguised as!”

Wind’s face began to blossom with a smile of her own, and she giggled when she realized that the insect-like creature was flying in circles near the roof. She leaned forward and grinned widely. “So ponies just have to like you?”

“Yeah!” Thorax nodded along, his wings buzzing even harder. He had to duck slightly when he almost smacked into the ceiling, and he, too, laughed merrily at the realization. “Oh my gosh, THANK YOU!” he then stopped flying in circles, touched down by the bed and practically tackled Wind Whisper. His hole-ridden hooves wrapped her up in a bone-crushing hug, one which she returned quite happily. The two fell over onto the bed, both of them managing to laugh with joy at their revelation.

Eventually, their giddy giggles died down, and the two separated from their hug, flopping down next to each other. They took a few moments to catch their breath and let their laughs die down, laying on their backs and looking up at the ceiling. Thorax let out another quiet laugh and closed his eyes. “Oh, man… so this is what a full stomach feels like...”

Wind nodded and scooted over to playfully pat Thorax on the belly. “Yay! You. Are. Full~!” she sang with each word coinciding with a smack.

Thorax laughed again and nudged her hoof away with his own. “For now, yeah. Oh, wow… seriously. Thank you,” he said again, smiling over at her warmly. “I dunno how I went without feeling like this for so long…”

Wind rolled onto her belly and propped herself up. “Well, I mean, if it’s so simple, why aren’t most changelings nice?” she asked innocently.

And like that, Thorax’s mood dropped. His smile fell away and he looked up at the ceiling. “It’s… complicated…” he began in a solemn whisper. He slowly sat up, and Wind scooted up to sit by his side.

“Why? You’re nice,” Wind pointed out, putting a hoof on his shoulder. “Somepony must know that being nice is better than being mean.”

Thorax grimaced. Of course, she wouldn’t understand… she was just a child. He let out a quiet sigh before sliding off of the bed and sitting down in front of her so they were face to face. He looked directly into Wind’s eyes, his gaze intense. “Wind… look at me. Look at my face and tell me what you see. Describe it to me,” he commanded in a gentle but firm voice, narrowing his eyes somewhat.

Wind didn’t seem to really grasp why he asked that but went along with it anyway. “Um… your face is all black and shiny. You’ve got a curving horn with a sharp tip, and a little nub sticking out of it. You’ve got sharp teeth, and two really big fangs sticking out. Your eyes are all blue and they glow in the dark…”

“Now, Wind,” Thorax continued softly, narrowing his eyes even more. “I want you to think back on how you felt when you first saw me. When you realized that I wasn't your brother. Tell me… how did you feel? What did you think of me?”

Wind’s ears drooped, and she looked away as if in shame. “I… I was angry… I was upset…” she answered before shaking her head. “But I didn’t know you yet!”

“That’s the point, Wind. You thought I was a horrific monster,” Thorax concluded for her, closing his eyes and sighing despondently. “I know because that’s how I felt about myself, too. The things I've done to your family..." he shook his head and carried on, "You know me now, though. You know that I’m not a monster…” he slumped and flopped back onto the bed, staring up at the ceiling. “...That is one thing you ponies have going for you more than other creatures…”

Wind scooted up to him and looked down at his face. “What?”

He smiled weakly and poked her on the nose with his hoof. “You’re all really friendly. I have never seen a more compassionate race… so full of love and trust and understanding… you lot can see the best in just about everyone you meet... But all of the other species we’ve met…” his smile was replaced with a disappointed frown. “...Hated us the moment they laid eyes on us. As far as I know, in the earliest days of Changeling history, before Chrysalis was the queen, we did try more than once to approach other races peacefully. But they were never interested, and always attacked us on sight, driving us away. They thought we were magically tainted abominations. They saw monsters that needed to be destroyed… and they tried to wipe us out.”

“That’s awful…” Wind muttered, shaking her head slowly. “How could they…?”

Thorax stifled a snort and looked over at Wind. “The better question is: Why don’t you?”

Wind smiled and poked him on the nose in turn, giggling when his muzzle scrunched up. “Like you said. We can see the best in everyone we meet…” she then leaned forward slightly and rested her head on his chest, listening to his heartbeat through his chitin. “...You just need to make sure it’s where we can see it.”

Thorax slowly wrapped a hoof over Wind’s shoulders to pull her closer, taking comfort in her embrace, and giving some serious thought to her words. He looked down at her, taking in every single detail. This sweet, innocent little filly… this adorable little thing that, despite her troubles with anxiety and her tender age, was able to be so wise.

“I may be a liar, but if I only ever get to keep one promise that I make, let it be this one: I promise you, Wind Whisper, I will get your big brother back, and I will bring him back to you.”

He leaned down to affectionately nuzzle the top of her head before slowly shifting and nudging her off of him. She looked at him quizzically as he stood up and turned for the door. He shot her a small smile. “I’ll be back in a little while, okay? I just thought of something I need to talk to Rainbow Dash about.”

Wind tilted her head. “What is it?”

Thorax lowered his gaze somewhat, not quite able to look her in the eye. “...The best way to keep the promise that I made to you,” he said quietly before shooting her another reassuring look. “Stay here, alright?”

Wind nodded happily. “Okay! Don’t be gone too long. I like talking to you.”

Thorax nodded, smiled weakly, and then stepped out of the room. Once the door was closed behind him, he let out a shaky breath that he didn’t realize he had been holding. He looked over his shoulder, a regretful look on his face. “I love talking to you, too…” he whispered before turning to slowly trot for Rainbow and Twilight’s room.

“Which is why I have to go…”

The Only Way

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“I’m such an idiot…” Rainbow mumbled to herself, her eyes closed and her good hoof pressing into her forehead. She was seated in the cushioned chair that sat at one end of the bedroom. Twilight was sitting on her haunches right next to it, watching Rainbow with an expression that could only be described as helpless. She reached out with a hoof, grasping Rainbow’s shoulder and squeezing firmly.

“No, you’re not, Rainbow. You had to make a horrible decision, and I know you did the best you could,” she said in as gentle a voice as possible. Rainbow did not seem soothed by her words, however, shooting her a disbelieving look. “Please, Rainbow. Don’t beat yourself up over-”

“Twilight… please don’t…” Rainbow interrupted her coldly, brushing Twilight’s hoof away with her own. She closed her eyes again and let the hoof slump down to her side. “I let everypony down… again…

Twilight’s ears drooped and her face fell on hearing that. She bit her lip, trying to think of something, anything she could say to bring Rainbow’s spirits back up. “Well… uh… We might find a way to get you out of it,” Twilight ventured while returning her hoof to Rainbow’s foreleg, stopping where the bandages began. “There has to be some loophole or something. If we can-”

Rainbow just shook her head. “Don’t bother. We don’t have any time to waste. And besides, the guy’s thorough…” she muttered dejectedly before tilting her head back to stare at the ceiling. For several seconds, both of them were quiet. Rainbow gradually let her head fall back down, a shudder working its way through her body. Then, with a loud growl of frustration, she slammed her good hoof down onto the armrest of the chair.

Twilight squeaked and flinched back when this happened. She looked at Rainbow with a rueful look in her eyes. Seeing the look on Rainbow’s face, the shaking in her body, the despair in her voice… it made it clear that there was nothing Twilight could do to help her get over this. Not right now, at least. It was a horrible feeling and a horrible thing to see. “Rainbow…” she whispered, hoping against everything that some magic words would spring out of her mouth to make it all okay.

Sadly, nothing came.

There was a gentle knock on the door before it slowly creaked open. Twilight turned to see who it was and saw Thorax hesitantly entering the room, his eyes locked onto Rainbow. His face twisted in a grimace when he saw the bandages and, more specifically, the look on the princesses face. He quietly shut the door behind him, then stood there, watching them. An awkward silence filled the air.

Rainbow eventually opened her eyes to look at him, looking beyond tired. “What do you want, Thorax?” she droned out in a voice devoid of emotion or passion.

Thorax licked his lips and steeled himself. “I…” he began, looking between the two for a moment. He shook himself and then took a deep breath before continuing. “I still need to tell you about Changeling battle tactics, Rainbow,” he managed to say before visibly wincing as if that was not what he meant to say.

Twilight frowned and slowly stood up, glaring at the drone in quiet objection. “Thorax, I know you’re trying to help, but now is not the best time for this,” she said coldly, her eyes narrowing. “Please, leave us alone right now… Rainbow-”

“Can speak for herself,” Rainbow cut her off, slowly sliding out of the chair to stand up. Twilight looked back at her apologetically before moving to support her, pressing against her side. Once she was upright, Rainbow began limping towards Thorax. “I could use the distraction, but… why talk to us about this now? Twilight’s right; not the best time for this.”

Thorax looked down and scuffed the floor while biting his lower lip. After a moment, he managed to meet Rainbow’s gaze, resolute. “I know, but this can’t wait anymore. I’m not gonna get another chance to tell you,” he said, standing tall.

Rainbow and Twilight both went rigid. The latter, clearly bemused, blinked and tilted her head. “How come?” she asked with curiosity.

Thorax maintained his resolve before looking out the nearby window. “If you’re right, and the Crystal Heart is off the table, then you don’t have any other way of really defending yourselves and the Empire against the swarm for long. And then there’s Chrysalis herself...” he shifted on his hooves and locked gazes with Rainbow. “Pharynx is right; she’s probably the most powerful creature in the world right now. If you want to beat that, then you are going to need the Elements of Harmony and… I’m volunteering to help get them back.”

The two mare’s both widened their eyes before glancing at each other. It was Rainbow who spoke next, shifting to eye Thorax skeptically. “That’s… real nice and all, but they’re all the way in Canterlot. You wouldn’t be able to cross that whole distance before Chrysalis gets here.”

Twilight suddenly shook her head, giving Rainbow a quick nudge in the ribs with her elbow. “Actually, no,” she said before shooting Thorax face that bespoke a newly formed hope. “Any army has to slow down to match the speed of the slowest creature. The swarm is enormous,”

“And I’m not the slowest changeling around. Plus, I had to move on hoof during our trip up here,” Thorax finished for her with a sharp nod. “I can cover the distance a lot quicker in the air. Plus, Sombra’s going to be out there, slowing the swarm down. I can reach Canterlot and help with the counter-attack before they can take the Empire!”

Rainbow slowly nodded as she processed this plan. After a few seconds of mulling it over, she flashed Thorax a tiny smile. “I see you’re point… it’s a pretty good plan, but…” she narrowed her eyes at him inquisitively and replaced her smile with a questioning frown. “What I wanna know is why? Why are you volunteering for this?”

Thorax lowered his gaze, closed his eyes and heaved a heavy sigh. “Because,” he began before glancing at the door next to him. “It’s the only way for me to keep my promise to Wind. I told her I’d get her brother back, but I can’t do that if we can’t beat Chrysalis,” he explained before lowering his gaze and scuffing a hoof along the ground. “Believe me, if I could find a way to do this that didn’t send me back there, I’d take it in a heartbeat… but I made a promise. I can’t go back on my word now; not after everything that’s happened.”

Rainbow and Twilight shared a glance, pondering the suggestion. Finally, Rainbow gave a slow nod and looked back at Thorax. “Alright, then. Do what you gotta do. But first, let’s have it; tell me everything,” she stated before turning to limp back to the chair. Thorax followed the two of them and, once Dash was seated, he began telling them about every single tactic and strategy the swarm might use that he could think of. They took it all mostly in silence, with Twilight acquiring a notepad and quill from the dresser and taking meticulous notes.

It took them well over an hour to cover everything, from dive-bombing with magic and shapeshifting into copies of the enemy, to overwhelming numbers and ambush practices. He finally finished off his explanations and looked at the two mares in front of him expectantly. Twilight slipped away the notebook so she and Rainbow could study it later, then looked the drone up and down, sizing him up in a way. “So when are you going to leave?” she eventually asked in a gentle voice, leaving Rainbow’s side to move a little closer to the drone.

Thorax gulped and, again, looked over his shoulder at the door. He shuddered and took in a long, deep breath. Once he let the breath out, he looked at her from the corner of his eye. “Right now,” he said quietly, an edge of guilt in his voice.

Twilight raised an eyebrow. “Right now? You’re going to say goodbye to Wind, aren’t you?” she asked anxiously.

Thorax shifted and pulled the door open with a quick burst of telekinesis magic. His eyes betrayed the dread he was feeling over what he had to do next. “Yeah… I am,” he muttered quietly. He looked down at the floor, then back up at Twilight with a small smile on his face. “Oh! And, uh, Twilight?”


Thorax’s smile widened a little bit. “Thank you… for sparing me when we met. I owe you.”

Rainbow threw in her own smile, albeit a weak one. “Hey, you bring us the elements, and your debt is as good as paid,” she said, just the tiniest hint of her old cocky self managing to seep into her words.

Twilight nodded in agreement, flashing Thorax one more smile. He took a moment to look at each of them in turn before slipping out of the door and closing it behind him.

The halls were almost completely silent as he walked, allowing him to let his mind wander freely and without distraction. He thought about Wind Whisper, and how disappointed she was inevitably going to be. He could just see the tears in her eyes now, how they would slide down her cheeks and matte down her fur. He could see how her lip would tremble, how her wings would ruffle and twitch erratically on her back, how her ears would droop and rest flat against her head. He could just imagine her sniffling and begging him not to go, asking that he tell her why he had to leave her now, too.

He came to a stop right by the door that led to their room and looked at it. He didn’t reach for the handle though. Instead, he put his ear up against it and listened in. He could just hear the thestral filly humming a little tune to herself, and the sound of polished wood tapping against hard crystals informed him that she was playing with one of the toys she had opted to keep after her games with Spike. Thorax let his own ears droop to rest against the back of his head, a few tears coming to his eyes. Slowly, he reached out for the handle, trying to steel himself for what was to come.

He paused when he heard the tapping sound stop and Wind shifting. He could hear her hooves clopping against the floor. She was trotting around, presumably pacing. Her humming slowly faded away. “C’mon, Thorax…” she mumbled impatiently, the tempo of her hoof steps increasing somewhat. “Where are you? You said you wouldn’t take very long…”

If I go in there, it’ll be to tell her that I’m going away… he thought, biting his lip with indecision. After several seconds of hesitation, Thorax slowly began to retract his hoof from the handle. He let out a silent sigh and sagged, stepping back from the door and looking at it. He let his eyes refocus to see love in the air and, sure enough, there was more of it, drifting into the hall from just under the door. It was saturating the hall in a thick pink haze, slowly drifting and waving in what little airflow there was.

He smelled it, tasted it on his tongue. It was, of course, all for him. He backed away from the door a few more steps so he could see it better, before opening his mouth and pulling in what he could. As before, the pain in his stomach decreased somewhat. There wasn’t as much as before, and much of it was gated off inside the room, so he made sure to savor it, letting every drop roll slowly across his tongue.

Finally, he finished drinking in what he could and looked at the door one more time. He tried to make himself move towards it, to open the door and break the news to her as gently as possible. But every time he tried, he’d imagine the sad look on her face, the crying in her voice, the tears in her eyes, and he’d lock up. After several false starts, though, he managed to push through his dread. He stepped up to the door one more time, pushed it open and wore a brave face.

“Thorax!” Wind shouted in childish delight the second he entered the room, galloping over and throwing her forelegs around his neck in a tight hug. He grunted and stepped back from the force of her tackle before wrapping one of his own forelegs around her to return the embrace. After a few seconds, she leaned back and lightly jabbed him in the chest. “You were gone a lot longer than you said you would!”

Despite what he knew was coming, Thorax managed to chuckle at her antics, lightly nudging her back. “Heh, sorry about that. The conversation got kinda involved…” he told her. It wasn’t technically a lie, after all. He closed the door behind him and trotted over to the bed, Wind once again trotting by his side with a happy bounce to her step.

Finally, Thorax sat down on the edge of the bed. Wind went to join him, but he stopped her by placing a hoof on her shoulder and holding her back. She glanced up at him and tilted her head. “What’s wrong, Thorax?” she asked, noticing the solemn look in his eyes. “Are you okay?”

He looked at her for a good few seconds, just memorizing every last detail of her face. After all, he figured, there was a decent chance he wouldn’t be seeing her again once he left. After several long seconds of silence, he managed to take a deep breath, then turned his gaze from her to look at the wall directly ahead. He licked his lips and braced himself. “W-wind… we… we need to talk,” he finally said in a whisper, folding his forehooves in his lap and looking down.

Wind, now with a confused and worried look on her face, moved until she was directly in front of him, then sat down on her haunches. She looked up into his eyes, tilting her head again. “Thorax…?” she asked in that sweet, oh so adorable voice.

The drone bit his lip and forced himself to look back into her eyes. “Wind… I… I’m going to go away for a little while,” he finally managed to say, wanting nothing more than to screw his eyes shut. Already, he could see the dread in Wind’s eyes. “I’m going to Canterlot.”

“What?” she asked, before letting a tiny, crooked smile appear on her muzzle. “Oh, heh. That’s a funny joke, Thorax,” she said, a clearly forced laugh slipping out of her lungs. When Thorax didn’t join in her laughter, though, it petered out. Her smile fell away in favor of a wide-eyed look of fear. “Thorax…? Please tell me you’re joking…”

He shook his head. “I’m not joking… this is the only chance I’m going to get to keep my promise to you, Wind,” he stated in the most soothing voice he could manage. “I told you I’d rescue your brother, and this is my last opportunity to do it. The swarm isn’t in the city; I can get in, save him and help retake the city. Then I can bring him back to you.”

Wind just looked at him with a blank look in her eyes. Thorax was beginning to think she had willfully not listened when the tiniest sob came from deep in her throat. She shook her head, never taking her eyes off of him. “You’re leaving me all alone, too…?” she choked out, the first tears starting to form. “But… but… what did I do wrong?”

Thorax, on hearing those words, reached down to gently lift Wind Whisper up and hug her tightly against his chest. “You didn’t do anything wrong, Wind. I thought I said I never wanted you to talk like that again?”

Wind shook her head, hugging him back. “But… b-but you were pretending to be Squall, weren’t you?”

“I still meant it,” Thorax whispered in her hear, reaching a hoof up to per the back of her head. ”And besides, you won’t be alone, Wind. Fluttershy and Applejack will look out for you until Squall comes back. Then you’ll be with him.”

Wind sniffled and clung to Thorax’s chest as tightly as possible. She was shaking horribly, now, barely able to speak through her building sorrow. “Don’t go…” she whimpered, a tiny sob slipping out of her lungs. “I don’t want you to go away…”

Thorax sighed softly as she said those words, giving her another reassuring squeeze. He thought back on how she had been screaming at him in that alleyway before Pharynx showed up, and pulled her tighter against him with a tiny smile appearing on his face. “I know, Wind… I don’t wanna go either. But I have to…” he told her before planting a very gentle kiss on top of her head. “I’ll miss you… so much...”

Wind sobbed again, looking up into his eyes. “I-I’ll miss y-you, t-too…” she stuttered out. She then buried her face into his chest again, openly crying and wailing to let out her grief.

And there the two sat, holding each other tight and not wanting to let go. But no matter how much they wished it didn’t have to be, they both knew that Thorax couldn’t stay to help her feel better forever. When her cries finally began to die down an indeterminate amount of time later, he gently let Wind back down onto the ground before standing up himself. “Alright… I have to go, now. Go find Fluttershy, okay? Let her know what’s going on, and…” he leaned down to give her one last nuzzle on the head, a gesture she shakily returned. When he pulled back, he gave her a reassuring smile. “And when Squall comes home, put in a good word for me.”

Wind nodded, still sniffling. “A-alright… okay, Thorax. I will. I’ll put in the best word in the world! I… I promise…” she said weakly. Satisfied with her answer, Thorax made his way to the door and pushed it open. Before he could move any farther down the hall, though, the filly hugged one of his forelegs one more time. He looked down at her to see her eyes looking right back up at him.

He reached down with his other hoof to per her mane one more time, smiling. “Goodbye, Wind…” he whispered.

Wind sniffled and hugged his leg tighter. She didn’t say anything though. After a moment, she reluctantly let his leg go and made her way for the door directly across from theirs, where Fluttershy stayed. Thorax watched her go, his heart feeling unbearably heavy in his chest. Once she had a hoof on the handle, she looked back at him. He could see by the focus in her eyes that she was memorizing him; much like he had done with her earlier.

He gave her a tiny smile and nod before turning and beginning to trot down the hall. He heard the door to Fluttershy’s room swing open and then closed. The thud sound that was made sent a chill down his spine and made him stop mid-step. He barely managed to choke down a sob of his own before taking several deep breaths to calm himself down. After a minute, he finally managed to compose himself and, with a look of firm resolve on his face, began to make his way for the dungeons.

There was still, after all, one more creature in this palace he had to talk to before he could leave.

Brothers And Sisters

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The crystal pony guarding Pharynx’s cell gave Thorax a questioning look as the drone came walking into the dungeons with a distant, sorrowful look in his eyes. When Thorax didn’t even bother to say anything to him as he passed, the guard came to the accurate conclusion that, right now, bothering him was ill-advised.

Thorax trotted past cell after cell until he found Pharynx’s. He came to a stop just shy of being able to see inside so he could martial his thoughts and reign in his emotions. Then, with a deep breath, he slowly strode forward to stand in front of the cell and look at the drone inside. Pharynx was sitting down on what constituted as a bed, looking at Thorax out of the corner of his eye with a grimace. For several seconds, the two just stared at each other in complete silence.

After a while, Pharynx became tired of their little starting contest and turned to face his younger brood-mate directly. It was then he noticed the look in his eyes. Pharynx recoiled at the sight, clearly taken aback. But after a few seconds of studying Thorax’s face, his eyes narrowed. “What’s got you looking so miserable?” he asked bluntly, sliding off of the bed to approach the transparent wall that separated them.

Thorax sighed and looked down at the ground. “...I’m leaving, Pharynx. I’m going back to Canterlot,” he explained simply, forgoing any pleasantries and cutting straight to why he was here. The older changeling paused as he heard this, tilting his head in curiosity.

With a quizzical look on his muzzle, Pharynx tilted his head. “Is that right?” he asked in surprise. “Why? Are you turning yourself in?”

Thorax lifted his gaze and shook his head. “No. I’m going there to help Rainbow Dash’s forces retake the city, free the princesses and…” he hesitated while his eyes flicked down to his side. He had already gotten so used to Wind Whisper standing there... “and I’m going to rescue Squall Dreamer. Wind Whisper’s big brother. I’m going to keep my promise to her.”

Pharynx watched Thorax for several moments, analyzing him intensely. Then he began to laugh. He closed his eyes, hung his head and shook it in disbelief. When his chuckles died down a moment later, he looked back at Thorax with tears in his eyes. “Wow. You are really going all out on the whole traitor thing, aren’t you?” he tried to joke in a quiet, trembling voice.

Thorax winced at that remark, his ears falling back. “I’m not trying to betray the hive, Pharynx. I’m just trying to save who I can and stop some of this suffering. It’s completely unnecessary.”

Pharynx rolled his eyes and leaned against the wall of his cell. “You know that still makes you a traitor, right?” he pointed out in a deadpan, gesturing at Thorax with a hoof.

He gave a grim nod. “I know…” he mumbled before falling silent. Pharynx raised an eyebrow, having expected Thorax to say something else. After a few more seconds of silence, he did indeed speak again. “Look, Pharynx, I didn’t come down here just to give you a status report or anything.”

Pharynx snorted. “Yeah, I can tell. So let’s just cut to the final act and be done with it; why are you telling me this?”

Thorax shuffled back a couple of paces from the hostility in Pharynx’s voice. He paused, took a moment to compose himself, then stood up straight. He looked into Pharynx’s eyes, silently pleading with him to heed his next request, “I’m telling you this because I want you to come with me. We’ll have a much better chance of winning and living through Chrysalis’ wrath if you do.”

Pharynx’s smile faded away, replaced with an irritated frown. “Again with this? Thorax, I admire your tenacity, but you seriously need to get it through your thick skull! You know I won’t do that. My loyalty is to the hive. I cannot betray it,” he growled out, making his stance clear.

“Look, Pharynx, please-”

“I’m not going to join you on your crusade, Thorax,” he spat before turning around and sitting down, his back pressed up against the transparent cell door. Thorax stared into the back of his big brother’s head for several moments before sighing, turning and sitting down as well so they were back to back.

“I know… your loyalty is with the hive. You swore an oath; we all did...” he said gently, making Pharynx’s ears perk up, “never fail the hive, never hinder the hive, follow the queen’s command without question, and work always to ensure the continued prosperity of the hive and your fellow Changeling…”

Pharynx audibly sighed as he recalled the words. “Yes, Thorax, I remember my oath perfectly fine…” he mumbled, closing his eyes and letting the back of his head thump against the wall.

Thorax was silent for a good few moments. Then, with the faintest of smiles, he spoke up, “you know… one of those conditions doesn’t really fit with the others,” he commented in an almost teasing voice. He heard Pharynx let out a disinterested scoff. When he did not reply, Thorax took that as his cue to continue. “Specifically, following the queen’s commands without questioning her… but what if those commands hinder the hive, or make it harder for our fellow changelings to prosper? What if she’s leading us down the road of our own self-destruction?”

Pharynx scoffed even louder, driving one of his elbows into the crystal behind him. “Don’t get started, Thorax. I don’t want to hear it,” he snarled in warning, turning a bitter eye to look at the back of Thorax’s head.

But Thorax was undeterred by his brother’s hostility and kept going. “Chrysalis ordered us to invade Canterlot, replacing ponies and stealing the love that was meant for them. But what if we had tried to be peaceful about it? What if, instead of appearing as snarling and vicious monsters who pony-napped their nearest, dearest friends, we came to the ponies on peaceful terms? What if all of the love we got from them was meant for us?” he slowly lifted a hoof up to rest over his stomach, smiling warmly. “What if we’ve been doing it wrong the whole time?”

“Love is love, Thorax,” Pharynx spat, standing up and starting to trudge to the back of his cell. “It doesn’t matter how we get it. It never has, it never will.”

Thorax stood back up as well and turned to face him with a steely glare. “You’re wrong, Pharynx. And do you wanna know how I know that?” he asked intensely, giving Pharynx pause. The older drone slowly turned to glare at Thorax, albeit with a question burning in his eyes. Now that he had his attention, Thorax allowed a warm smile to spread on his muzzle. “Sure, love is love… but none of it has ever been for us. It’s always been meant for the creatures we replaced or the identities we made up for ourselves to blend in. So the love was never going to us; not enough to matter, at least.”

“What are you getting at?” Pharynx snapped impatiently rotating fully to face Thorax.

He just smiled even wider. “Pharynx… I’m full.


Nothing moved.

Pharynx blinked, shook his head, and gawped wide-eyed at Thorax like he had grown a second or additional leg. “Wha… what?” he asked quietly, slowly starting to trot towards the cell door. “You can’t be serious…”

Thorax simply nodded. “I am being serious. I’ve spent the last few days getting to know Wind Whisper, and she’s been getting to know me, the real me, for who I am. We’ve gotten close… and she cares about me. Me,” he lifted a hoof up to his chest to emphasize his point. “Not someone I was disguised as, not a fake identity. Me, Thorax the changeling. And when she really let it all out…” he allowed that hoof to slide down to his stomach. “When she willingly shared her love with me, I… I was fed. The pain in my stomach went away.”

Pharynx just blinked, seemingly unable to believe what the other changeling was saying. He narrowed his eyes and stalked a few paces closer, trying to get a good look at Thorax’s face, to see if he was lying. But then his mind wandered back to the love energy that had lingered outside of his cell when Thorax visited last. He remembered how it had smelled, and how much he had wanted to feast on it, only blocked from doing so by the cell he was in.

But he refused to speak again. His eyes remained intensely glaring into Thorax, who visibly sagged. Disappointed, he nodded slowly and turned to go. “My point is that Chrysalis is leading us down a road where we can never really stop being hungry. And that means that following her command without question is the same thing as violating all three of the other parts of our oath. So if you want to uphold that oath… then please, come with me.”

Pharynx didn’t reply, standing perfectly still. After almost thirty seconds of silence, Thorax sagged, sighed and began to trot for the exit. However, before he could get very far, Pharynx hurled himself against the crystal wall, slamming against it and making a rather loud sound. “Thorax, w-wait!” he called, his voice making his desperation perfectly clear. In response, Thorax turned around with a look of surprise on his muzzle. Pharynx slowly let himself off of the wall, sagging in resignation. Then, the tiniest ghost of a smile appeared on his face. He laughed softly under his breath before wiping a foreleg over his eyes to dispel his ears. “Thorax… oh, Thorax… my little brother… Look at you…” he whispered, his voice full of pride.

Thorax shifted uncomfortably, taken aback by just how much raw emotion his brother was openly displaying.

“Just…” Pharynx gestured at the other changeling loosely. “Look at you. Who’d have ever thought that my wimpy little brother would figure out what our entire species has spent centuries looking for…?”

Thorax’s eyes widened. “Wait, do you mean…?” he began hopefully, but unwilling to finish the sentence in case he was wrong.

“I don’t know how you managed to do it… but I do know this…” he leaned forward again to put one of his hooves against the crystal wall. “I am so proud of you. So proud...” he managed a tiny smile, just one little droplet starting to roll down his cheek. “And if I didn’t go with you, then… I would be ashamed of myself...” a look of determination began to burn in his eyes. “And if I have to go out, then I might as well go out with what little pride I have left still intact.”

Thorax’s eyes widened, and a gigantic smile appeared on his face. “Really?! Oh, thank you, Pharynx!” he all but cheered, throwing himself up to the crystal wall and placing his hooves on it. He grinned ecstatically at his big brother for a few moments before glancing over his shoulder. “The guard has the keys. I’ll go tell him to let you out.”

Pharynx managed to widen his smile into a full-on cocky grin in return. “Make it quick, eh? My wings are getting stiff in here!” he called out after Thorax as the younger drone turned to gallop out of the hallway.

Fluttershy had not been in her room when Wind Whisper entered, leaving the little filly to her own devices while she waited for her to come back. For the last ten minutes or so, Wind had been sitting on the older mare’s bed, crying to herself with her head hung low and her mane hanging loosely around her face hiding it from view. She ran a hoof over her eyes to try and wipe her tears away, but much to her growing frustration, more of them immediately took their place to roll freely down her cheeks. She tried to take a deep breath, but it did little to quell her grief.

After another few minutes, the door swung open. Sadly, through her shaking breaths and quiet sobs, Wind Whisper didn’t hear it. She did hear Fluttershy’s shocked gasp, and her hooves cantering across the floor, however. She looked up to see the worried look on Fluttershy’s face as she trotted over. “Wind Whisper? Are you okay? What’s wrong?” Fluttershy asked quietly, hopping up onto the bed next to Wind and draping a wing over her shoulders.

She leaned into the embrace, grateful for the company of an adult. She took a moment to compose herself before managing to get her whimpers under control enough to speak. “Th-thorax is g-gone…” she choked out, closing her eyes and burying her face into Fluttershy’s side.

“What?!” Fluttershy asked in alarm, pulling Wind closer. “What do you mean? What happened?”

“He l-left… he’s going to Canterlot to save everypony… he t-told me to stay with y-you until Squall comes to get me...”

A look of realization slowly dawned on Fluttershy’s face, then, followed by a small smile. “He’s going to save your big brother...” she said in a soothing whisper, starting to rock both of them back and forth. “He’s a good changeling…”

“Yeah…” Wind managed in a stifled murmur before another sob slipped out of her throat. Fluttershy just began to quietly shush her, hummed to her and held her close.

“I know he can do it. And soon you’ll have your big brother back, and then everything can start going back to normal,” she said in a soothing voice, although it did little to calm Wind’s distress.

Wind hiccuped and nodded against Fluttershy’s side. “Y-yes… b-but I don’t want Thorax to go… he might get hurt. I don’t wanna lose him, too…” she stuttered out, slowly leaning back from the embrace.

Fluttershy gave a hum of sympathy, petting the thestral filly on the back of the head. “Well… uh... ” she mumbled under her breath, doing into deep in thought for several seconds, trying to think of what to say. Her muzzle scrunched up with focus before the metaphorical light bulb winked into life. An almost mischievous look appeared on her face. “Wind, didn’t you say he promised to protect you and bring Squall back before his mean big brother showed up?”

Wind nodded again. “Mhmm… he said that ‘if he only ever got to keep one promise, let it be that one.’ And he’s been keeping it… he promised me, and he didn’t lie…” she said slowly, her eyes finally starting to run out of tears to discharge.

Fluttershy’s smile grew even wider. “Wow… it sounds like he takes promises really seriously…” she began in a leading voice, slowly sliding out of the bed. Wind turned her gaze to look at Fluttershy questioningly, her confusion doubling when she saw the smile on her face. Fluttershy then leaned down so she was muzzle-to-muzzle with Wind, grabbing one of her hooves in a firm but gentle grip with her own. “So… let’s find him before he’s too far away and have him make one more promise for you.”

Wind’s eyes slowly widened. “Wha… what kind of promise?” she asked, clearly confused.

Fluttershy began to pull Wind for the window, the thestral closely following her. Then, with a reassuring nod, Fluttershy pushed the door’s to the balcony open and grinned down at the filly by her side.

“The kind of promise that I know he won’t break.”

Promise of Return

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Pharynx’s muzzle scrunched up with distaste at all of the Crystal Ponies wandering about the streets of the Empire, their vibrant colors and melancholy moods being such a stark contrast that it hurt his brain to think about it. Thorax trotted just at his side, looking far less disgruntled and more determined, his eyes locked on the south. As they pressed on, Thorax began to shoot the other drone curious glances, making Pharynx feel even more uncomfortable. “What? Is there something on my fangs?” he asked bluntly, letting his long, forked tongue dance over the sharp appendages.

Thorax jumped slightly at the harshness in Pharynx’s voice. He gave a sheepish chuckle as his response and looked dead ahead. “Oh, sorry about that. I’m just,” he paused mid-sentence and looked at Pharynx a bit more critically. “I’m just trying to figure out what you’re thinking, is all.”

“I’m thinking that you should stop staring at me,” Pharynx rebuffed with a roll of his eyes. “Seriously, it’s like you’ve never seen me before.”

Thorax managed a tiny smile. “Oh, no no, I mean…” his smile turned into an inquisitive look. “I’m trying to figure out what it was that made you take my side so quickly. I was expecting you to really argue against me, but you kinda just-”

“Thorax,” Pharynx cut him off while raising a hoof. “I had nothing but time on my hooves to think about what you and those ponies said to me. And… I saw some love hanging around outside my cell after you all left me down there. I could see it, practically taste it…” his ears drooped, as did his voice. “But I could not eat it. It was driving me insane, despite it being a relatively small amount. I didn’t understand, then,” he then smirked at Thorax. “Now, I do…”

Thorax raised an eyebrow. “Then why did you deny it at first?” he questioned plainly.

Pharynx sighed and shook his head. “...Because I didn’t want to believe it. I still don’t want to think that the Queen has been leading us astray this entire time,” he replied in a solemn voice before standing more upright. “I devoted my life to her rule. It’s no small thing for me to choose anything else over her.”

Thorax nodded slowly while looking straight ahead, a look of understanding on his face. “Well… for what it’s worth, Pharynx… thank you.”


The two pressed on in silence, and Pharynx made the most of the opportunity to really take in his surroundings. He eyed the city around them for a good several minutes, his eyes displaying both curiosity and distaste. While he had to admit to himself that the architecture was impressive, being entirely constructed of rare, valuable gemstones that had powerful reactions to magic, he found that the brightness of its colors and the way the city all but glowed were not to his preference. Even now, while he and Thorax drew closer to the edges of the Empire, he cringed back from the bright colors. “Do these ponies even care that they’re advertising themselves?” he asked bluntly, drawing a small chuckle out of Thorax.

“Well, they’re peaceful,” he pointed out while turning to look out at the city. “And it’s pretty.”

“Pretty, and pretty bad at keeping them safe. They don't even have a wall or a front gate!” Pharynx pointed out with a grimace. “Any enemy could come waltzing in here and breach the city with barely any effort at all.”

Thorax nodded along. “Well, they do have a Crystal Heart. That thing is apparently all they need to keep this city safe. Although, King Sombra compromised that…” he reluctantly admitted, his voice turning somewhat sheepish.

Pharynx just rolled his eyes before coming to a stop at the very edge of the crystal street, the green grass of the surrounding farmlands tickling the tips of his hooves. He took a moment to scan the horizon and feel the wind gently moving through the holes in his hooves and wings before looking at Thorax to his right. “Well, are we going to go or not?”

Thorax didn’t answer right away, instead choosing to look over his shoulder at the palace in the distance. His ears drooped and his posture slumped. His eyes locked onto the crystal palace in the distance, and any mirth in his expression was replaced with longing and regret. “...Uh, y-yeah,” he finally stuttered out, snapping out of it and looking to the south. “Let’s go…”

Pharynx looked at him with worry, reaching a hoof out to touch Thorax’s shoulder. “You sure you really want to go through with this?” he asked in the softest tone his naturally gruff voice could manage.

Thorax, again, was silent for a moment while he considered his response. He straightened his posture, set his jaw and gave a sharp nod. “Yes. I am. Let’s go…”

Before he could take a step, though, a sound caught his attention and made him stop. It was distant, muffled, and largely lost as an echo. His muzzle scrunched up with confusion, he turned and perked his ears up, trying to figure out exactly what it was. It came again after a few seconds, louder this time. It almost sounded like a foal’s voice, shouting long and loud. He strained his ears even more, turning all the way around and looking back into the city to try and hear it better. Pharynx finally noticed his brother’s distraction and turned to look as well.

The sound came again, and this time Thorax realized what it was. His eyes widened and an audible gasp slipped out of his lungs when he saw the source of it fluttering up from behind a building. It was Wind Whisper, soaring around in the air with Fluttershy flying with her, both of them calling out his name and searching for him. Pharynx shot him a small grin. “Well, look at you, Thorax. Seems someone is looking for you,” he jabbed cheekily, though Thorax opted to ignore him.

Why? Why was Wind out here? Why was Fluttershy out here? What were they up to?

After a few seconds of calling out again, Wind finally caught sight of Thorax. Her eyes widened, an enormous grin of relief split her face, and she gave her wings a powerful flap. The drone had never seen the filly move so fast before, and she came rocketing at him so quickly she became a blur. Knowing what was coming, Thorax barely managed to brace himself and outstretched one of his forelegs. When Wind collided with his chest, carrying more than enough force to send them both sprawling to the ground in a heap. Thorax yelped in surprise from the force of the impact while falling to his back. He took a moment to gasp for breath before wrapping both of his forelegs around her in a tight hug, one which she had already initiated.

“Thorax, is that tiny bat attacking you? Do you need assistance?” Pharynx jokingly asked while the younger drone struggled to sit upright, an amused look on his face.

Thorax just shot him a dirty look before gently prying Wind off of his chest and looking into her eyes. She had a forced smile on her muzzle and tears in her eyes. She took a second to breathe before putting a hoof on his chest. “I found you,” she whispered lightly before shoving past his hooves to hug him again. Thorax mouthed like a fish for a few seconds before returning the hug again.

“W-wind, I… what are you doing here?” he asked in a hushed voice, although he would never be able to deny that he was glad she was here. He didn’t even try to stop himself from reaching down and nuzzling the top of her head.

She slowly leaned back and looked up into his eyes again. It was at about this time that Fluttershy came in for a landing, a small smile on her face. Her eyes fell on Pharynx and that smile fell away, replaced by a slightly worried look. Still, she drew closer and touched down a few feet ahead of Thorax and Wind Whisper. Her eyes locked with Thorax’s, and her smile shifted into a much more stern expression. “Thorax…” she greeted in an unreadable tone.

Thorax gulped and shied away from her, afraid she was about to chew him out for leaving without saying goodbye to anypony else, or for leaving Wind Whisper like this. “Fluttershy…” he managed to mumble in response, his eyes flicking between the yellow pegasus and the green thestral.

Fluttershy’s blank look persisted for a short time. Then her smile returned. “Wind Whisper has something she wants to say to you,” she said gently before nodding at the filly in question. “Isn’t that right, Wind Whisper?”

Wind hiccuped, took a deep breath, and leaned back into her hug with Thorax again. “...Do you really have to go?” she asked softly while he began to rock them gently back and forth.

He nodded. “Yeah. I do. I gotta get your brother back. I promised you I would,” he replied, giving her a gentle squeeze. “I’m not breaking this promise. I won’t.

Wind managed to smile, returning the squeeze and taking a great deal of comfort in the gentle back and forth motion. “Promises are important to you, huh?”


Wind hummed quietly, then leaned back again, fully disengaging from the hug and looking Thorax squarely in the eyes. “Then make me one more promise, okay?” she said in the firmest voice she could manage.

Thorax stared at her for a few seconds before briefly glancing at first Fluttershy, than Pharynx. When neither spoke up or said anything, he slowly lowered himself onto his belly so he was eye-to-eye with Wind. “What is it?” he asked her, his eyes searching hers.

“Promise me that…” Wind’s voice cracked, and she had to take a second to collect herself. Everyone else just waited patiently for her. Then, with her expression hardening with resolve, she continued. “I want you to promise me that you’ll come back, too. When you save Squall, you have to come back to me with him.”

From the side, Pharynx’s eyes widened slightly at that request. He looked at Wind Whisper, then at Thorax with his jaw agape. He allowed his eyes to refocus, allowing him to see the love in the air. And there was a lot. He saw the almost opaque cloud of pink mist surrounding the two, and somewhere deep in his chest, he felt a twinge of jealousy. Alongside that, though, was another feeling. Pride. Pride and Resignation.

Thorax himself seemed caught off guard by the question, his jaw falling open. But after a few seconds of staring wide-eyed at Wind Whisper, rolling it around, he managed to close his jaw and offer her a smile. “Alright, Wind. I promise, when I rescue your brother, I will come back too. We’ll come back to you together,” he said quietly, placing a hoof on his chest and bowing his head as if swearing a solemn vow.

Wind smiled widely, then leaped forward to hug him one more time, a gesture he was only all too happy to return. While those two shared one final embrace together, Fluttershy turned her attention to the other drone with a curious look on her face. “Um… Pharynx, right?” she asked, pointing at him.

He turned to her and gave a nod. “What is it?” he asked bluntly, making her wince slightly. She slowly moved closer to him so they could speak more quietly and not disturb Wind and Thorax.

“You’re going to take care of him, right?” she whispered, to which he merely snorted.

“Take care of him? Pony, I think he is more than capable of taking care of himself now. He doesn’t need a big brother to watch his back anymore…” was his similarly hushed response, a look of admiration in his eyes as he looked over at his little brother. “Just look at him.”

Fluttershy did, looking at Thorax and Wind Whisper, and how they were savoring this hug as much as possible. Then she looked back at Pharynx, her smile growing. “He really cares about her.”

”Yeah, he does… This filly is lucky,” Pharynx replied, his smile slowly fading away. “...No, he doesn’t need me to defend him. He is the defender, now.”

Fluttershy, satisfied with his response, turned to watch as Wind and Thorax reluctantly backed out of their hug, the latter of the two rising back to a full standing position. He then turned to Pharynx. “Alright… it’s time to go, Pharynx,” he declared before offering one more smile to Wind. “Goodbye, Wind. I’ll see you when I get back.”

Wind nodded, her wings giving a quick, excited flap on her back. “Good! I look forward to it!” she chirped before reaching up and poking Thorax’s nose. He chuckled happily in response. Then, with that done, he turned to Pharynx. The two shared a nod, then faced the south. Before they took off, though, Thorax had one last thing to say.


She perked up, having not expected him to speak to her. “Oh, yes?”

Thorax looked over his shoulder at her. “Thank you… for everything,” he said softly.

Fluttershy’s eyes widened, but she managed to give a shy smile of confirmation. “You’re welcome, Thorax. I’ll take care of Wind Whisper while you’re gone, don’t worry.”

Thorax nodded, his gaze briefly flicking to the filly one last time. She saw this, grinned and waved. One of her tiny white fangs poked out from her upper lip as she did so. Then, without another word, Thorax gave Pharynx a firm look, and the two sprang into flight. The buzzing sounds of their wings filled the air as they began to make their way southward for Canterlot, the noise slowly dying down until it was lost to the distance. Fluttershy and Wind Whisper just stayed there, at the edge of the Empire, watching them go until they were little more than tiny black dots on the horizon. And then they disappeared among the haze of the distant snow.

A chill breeze slowly washed over them, making the grass at their hooves rustle and a nearby wooden sign to rattle. Wind Whisper let out a tiny whimper before shaking her head and standing back up. “...Goodbye, Thorax,” she whispered before turning and starting to head back into the city with Fluttershy at her side. “I’ll see you when you come back…"

"The Rainbow I Love..."

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“So Thorax has gone, huh?” Rainbow asked in a monotone, sitting in the bedroom’s single cushioned chair while Fluttershy, Wind Whisper, and Rarity stood before her. Twilight was by her side, her expression thoughtful.

“Yes,” Fluttershy nodded along in a soft voice, glancing down at the filly by her side. “We saw him and his brother off.”

“Oh, so they made up?” Rarity asked with a raised eyebrow, looking in Fluttershy’s direction. “Well, color me surprised. I know it’d take a lot longer for me to-”

“Thorax isn’t you,” Rainbow cut her off sharply, causing everypony in the room to go quiet. They all looked on and watched the still clearly distraught pegasus in concern. Rarity held a grimace on her face while looking away, and Fluttershy had a hoof on her chest. Wind, for her part, shrunk back from the edge in the pegasus’ voice, cowering closer to Fluttershy. Rainbow quickly noticed the negative response to her outburst and gave a quiet sigh. “Sorry… uncalled for...” she mumbled, her face falling.

“It’s… quite alright, darling,” Rarity reassured her, although her words came out unsure and reluctant. “You’re still upset, I would wager, and with very understandable reasons. You have every right to be upset...”

Rainbow nodded and closed her eyes.

Twilight glanced sideways at her with a worried frown on her face. She then left her side to step up to Wind Whisper and kneel down. Wind, who had been silent since getting there, looked up with tired, puffy eyes, indicating her recent emotional meltdowns. Twilight just smiled softly in an effort to ease her fear. “Don’t worry, Wind. Thorax is going to be meeting up with some of the best soldiers Equestria has to offer. He’ll be fine.”

Wind’s mood didn’t brighten very much, but she still managed to nod in understanding while offering the tiniest of timid smiles. “I know…” she managed to say, her voice quiet and hoarse.

Fluttershy gave her a few comforting pats on the back of the head before looking up at Rainbow Dash. “So, uh… what are we going to do now?” she asked carefully, earning a dismissive shrug from Rainbow.

“Heck if I know. We’re pretty much out of options here… all we can do is wait and pray to Celestia that Thorax and his brother can get to Canterlot, save my folks and get the Elements back before Chrysalis gets here...” she said in a slow, near hopeless voice. Everypony present looked at one another in confusion and surprise at her remark. Twilight herself shot Rainbow an incredulous look, not sure if she was believing what she was hearing.

Rarity cleared her throat. “Oh, uh, ahem… begging your pardon, Dash, but…” she swallowed heavily and wore a crooked, hopeful smile. “Isn’t there something we can do? Anything? Twilight and Starlight made that barrier, didn’t they? That would buy us some time, would it not?”

Rainbow scoffed and shook her head. “You mean the barrier that could kill them if they sustain it for too long? The barrier that Chrysalis could just punch clean through with all of that power she stole from Canterlot?” she countered, sagging even further. “It’d be a waste of time and energy… we‘re stuck.”

That was the last straw. Twilight very loudly cleared her throat, turned and leveled a hard, displeased glare at the cyan mare. Without looking away, she spoke to the rest of the ponies in the room. “Rarity, Fluttershy, Wind… could you leave Rainbow and I alone for a little while? I need to talk to her in private,” her voice came out in a harsh growl, making it perfectly clear to the rest that there wasn’t any room to argue with her. Again the others looked amongst one another, this time with anxiety and fear. Slowly, the lot retreated out through the door. Twilight could overhear Wind asking Fluttershy if they could go find Spike, and the pegasus in question giving a nod in the affirmative. While they cantered away, though, Rarity was loitering in the door frame to stare hard at something else in the corner of the room.

Twilight showed her teeth. “Rarity?”

The pearly unicorn let out an ‘eep’ before her horn lit up and pulled something off of the floor with telekinesis. She pressed the object close to her side, flashed Twilight an enormous, apologetic grin and fled from the room at a brisk gallop, closing the door behind her with a flick of magic. An oppressive silence fell over the room, and Twilight turned her attention fully to Rainbow Dash, who had opened her eyes and now looked on at Twilight with curiosity and uncertainty. “...Twilight?”

“Be quiet,” Twilight snapped before she could stop herself, her words like a sharp knife to Rainbow’s ears. She immediately flinched back as if she had been struck, her ears folding and her forelegs curling up over her chest.

“T-twilight?” she stuttered out, her voice trembling with fear.

Twilight did not deign to silence her again. Instead, she chose to strut forward until she was right in Rainbow Dash’s face, her eyes burning with severe malcontent. Rainbow, in return, cowered back into the seat with her eyes wide open and her whole body trembling at the sight of Twilight’s irate gaze. The two were locked like this for several seconds, and Rainbow’s shaking only ever got worse. Then, with a grunt, Twilight quickly leaned down and clamped her teeth down on Rainbow’s ear, eliciting a loud and high-pitched squeak of pain from her.

Rainbow, understandably, began to vocalize in protest with yelps and grunts of pain, especially when Twilight began pulling on that ear to drag her across the room. “O-ow! Twi! Stop! Lemme go!” she wailed, helpless to do anything but squirm under the power of Twilight’s teeth.

Then Twilight shoved her down, hard, and she landed on her back on the bed with the purple mare climbing up after her to pin her down by her hooves. “Lay down, shut up and listen,” she snarled aggressively, pressing her nose against Rainbow’s. Rainbow gave a few shaky nods to confirm that she was doing as she was told, prompting Twilight to continue. “Don’t speak for me again, Rainbow,” she warned, jabbing a hoof into her chest.

Rainbow winced, her ears folding back even more. “Twi… I… I’m-”

“Don’t say you’re sorry,” Twilight cut her off with another jab. “And never,” another jab, “ever say that there’s nothing we can do. Do you hear me? Those are the words of somepony who has given up! We don’t give up, Rainbow! Never! Never give up hope!”

Rainbow shrank back as far as she could go, screwing her eyes shut and shivering horribly. Several seconds passed them by, silent save for Twilight’s heavier than normal breathing and Rainbow’s futile attempts to contain her sobs. She was about to fully break down when she felt Twilight very lightly lay down against her, the warm fur pressing onto her chest and somehow easing her pain. She felt Twilight’s breath on her chin and throat, the gentle tingles making her shivers die down, if only slightly. Rainbow opened her eyes to see that the mare who had been towering above her in a quiet rage was now resting her head on her chest, looking up into her eyes even as her ears listened to her heart.

“...Rainbow Dash… what happened to you?” Twilight finally asked in a quiet whisper. Before Rainbow could answer, though, Twilight elaborated. “I mean, I know that you’ve been through a lot of horrible stuff recently, and a lot of it probably did irreparable damage…” her hooves, which had coiled themselves around Rainbow’s shoulders, drew tighter together, and a tiny shiver worked its way through her. “But… saying there’s nothing we can do? The hopelessness in your voice…” she lifted her head slightly to look at Rainbow more directly. “That’s not you. That is not the Rainbow Dash that I fell in love with.”

Rainbow’s eyes widened and began to glisten with fresh tears. Twilight very gently sighed while reaching a hoof up to wipe them away. When Rainbow shied back from her touch, Twilight’s expression decayed even more with worry and sorrow. She drew her hoof back to rest it on Rainbow’s chest. “What happened to all of your confidence? Your bravado? Your cocky attitude? What happened to the Rainbow Dash who would call herself awesome, who would do amazing aerial stunts just on a whim to awe a crowd of unsuspecting pedestrians? Where is the Rainbow Dash who fearlessly kicked a dragon in the nose to try and make him take a nap somewhere else?”

Rainbow managed to get a tiny smile on her face at that memory. “We said we wouldn’t t-talk about that…”

Twilight rested her head on Rainbow’s chest again. This time, she felt Rainbow wrap her forelegs around her to return the hug. She managed a smile of her own at the contact before continuing. “Dash… I know that you’re hurting. We’ve had to watch you crumble under the pressure, and it’s been horrible on all of us. Me especially…” her hug tightened, and a tremor began to work it’s way into her voice. “But you shouldn’t let all of that turn you into… into this… I don’t want to remember the mare I love as somepony who quit.”

Rainbow closed her eyes in thought, just basking in Twilight’s embrace. When she did speak, the all-too-recognizable edge of guilt and regret had worked its way back into her voice. “Twilight… I hit you in the face and tried to hurt an innocent mare without any provocation… I sold out an entire empire of ponies who were counting on me…”

Twilight nodded. “You did do those things… I’m not going to tell you that you didn’t mess things up here and there,” she replied before a quiet sob escaped her. “But Rainbow Dash, the Rainbow Dash, the one that I grew up with would never give up. She would never hinge her life, or the lives of her friends, on somepony else… she would take her fate into her own hooves, and she would win.

“Times change, Twilight…” Rainbow pointed out quietly, giving her a reassuring squeeze. “We’re living proof of that… Ponies change, too. We don’t stay the same forever.”

Twilight suddenly sat upright and placed both of her hooves on Rainbow’s chest, looking into her eyes in disbelief while pushing her down some more. “No! N-not like this. Not e-ever like this!” she exclaimed loudly, tears starting to leak out of the corners of her eyes. “We don’t quit when we fail! If we make mistakes, we’re supposed to learn from them and make things right! You taught me that!”

Rainbow blinked in surprise and confusion, shifting slightly to be a bit more comfortable under Twilight’s weight. “I… I did?” she questioned, her brow creasing with thought. “When?”

Twilight closed her eyes and thought back on the memory. “Do you remember the first time Fluttershy visited you in Canterlot?” she whispered, thinking back on that time herself.

Rainbow’s face scrunched up as she thought back for a moment. “Yeah, yeah I remember… what about it?”

“I had my first flash when I met her,” Twilight continued, opening her eyes to look down at Rainbow again. “And do you remember what happened afterward? What I did?”


“I locked myself in my room with a tower of books, trying to figure out what it was I had seen. I ignored everything else but my studies with Celestia. I neglected Spike, and eventually… I snapped. I lashed out. I shouted at him, insulted him and drove him away…” Twilight recited, her face lowering with lingering regret. “He was so young… and I was the one that hatched him...”

“Yeah,” Rainbow nodded along quietly. “It wasn’t your best day, that’s for sure…”

Twilight managed to lift her gaze to Rainbow’s again before pushing her back down a little bit more with her hooves. “That’s the point! Rainbow, that was my mistake! I messed up, then! If I hadn’t apologized to him, or if I had waited for longer before I did, my relationship with Spike would have been permanently damaged. He would have been scared of me, or worse...” Twilight paused for a moment to let those words sink in. Then, a small smile appeared on her face. “Now, tell me Rainbow… who was it that made me apologize to him? Who was it who came kicking down my door to tell me, in no uncertain terms, that I messed up, and then told me to make amends for my actions?

Rainbow’s eyes widened with realization at Twilight’s words, her lip starting to tremble. “It… it was m-me…” she choked out with no power in her voice whatsoever. Her eyes wandered for a moment before Twilight leaned back down so their muzzles were mere inches apart.

“Yes, it was. You are the one who taught me to make up for my mistakes whenever I make them…” she said softly. Then an almost taunting smirk spread on her face. “So… do you still believe in that lesson? In making up for your mistakes? I know you believed in that when we went shooting off for Canterlot to rescue your family. But now I’m not so sure... Are you still the Rainbow Dash who taught me to rise above my failures? Are you still the Rainbow Dash that I fell in love with?”

Rainbow mouthed like a fish for several seconds, staring up at Twilight in shock, awe, and some degree of pure admiration. She eventually clamped her muzzle shut, swallowed the lump in her throat and found her voice. “Y-yes…” she managed to say, though it was a very weak admission. Twilight leaned a little closer, her smirk growing.

“You sure? That was an awfully weak answer…” she teased softly. Rainbow’s eyes narrowed at that, and she puffed up her chest in spite of Twilight pressing down on it.

“Yes! I am!”

Twilight grinned. “Okay. Prove it,” she taunted playfully. She had anticipated Rainbow’s next move, and leaned back before Rainbow could catch her lips with her own. She shook her head in exaggerated disapproval. “Ah ah ah, Rainbow. You don’t get to kiss me until you can prove to me that you’re still you. So get up,” she then hopped off of Rainbow’s chest and made a show of skipping across the room until she was in the very center of it. She shot Rainbow another teasing grin over her shoulder. “Get up and show me that you’re still the awesome mare that I know you are!”

Rainbow sat up, her face scrunching up in indignation. “Seriously? You’re doing this?” she complained in a deadpan before also hopping off of the bed. “You know I could just tackle you and kiss you anyway, right?” she pointed out while stalking closer.

Twilight put a hoof to her chin while letting out a cute gasp of mock-shock. “Oh my gosh! You’re right! I had never thought of that!” that ‘o’ her mouth was making morphed into another wicked grin. “But then you won’t have earned it, and you’ll just be proving that you’re needy and desperate.”

“Desperate?!” Rainbow squawked, her wings flaring open in alarm and indignation. “Wh-what in the hoof is that supposed to mean?!”

Twilight put a hoof on her chest, that insufferably smug look on her face never once abating. “Well, for one thing, you fell in love with a silly eggheaded nerd like me,” she pointed out before pointing at Rainbow Dash. “And here I thought you were only interested in what was cool. Am I wrong?”

“You are cool!” Rainbow countered, stepping forward, almost looking frightened by Twilight’s words. “You’re smart- you’re a genius, even! You can do math in your head in ten seconds that would take me ten minutes and a calculator to solve! You can shoot freakin’ laser beams out of your head, you yanked an entire city back into reality after it had been gone for over a thousand years, and then you were able to keep the guy who banished it from getting back in by forming a giant barrier around it! I could never do something like that!”

Twilight’s smile grew even wider. “This flattery, hoo, it’s refreshing,” she continued her taunting before she sent Rainbow a more severe look. “But you’re selling yourself short. You are, without question, the fastest pony alive when in the air. You can move at several times the speed of sound, create sonic booms that break the visible light spectrum, you are a master of meteorology by experience alone, you have some of the best vision I have ever heard of, you know more about Daring Do than I do, and above all, you are willing to go above and beyond to protect the ponies you care about.”

Rainbow’s posture slowly got more and more puffed up with pride as Twilight spoke. “Oh, you admit I know more about Daring Do? Awesome,” she gave a hoof a quick pump in the air. Then, however, she cocked her head to the side in confusion. “Wait… meteorology? Twilight, I don’t study space rocks.”

That got a loud, merry laugh out of the other mare, who smacked a hoof to her forehead in disbelief. “Oh my gosh!” she sputtered out between her uncontrollable giggles before looking back at Rainbow again. “Ugh, it means you’re great with the weather!”

“Oooooh,” Rainbow acknowledged in realization, ruffling her feathers somewhat. A tiny blush appeared on her face. “Uh, I knew that.”

“No, you didn’t.”

Rainbow scoffed and rolled her eyes. “Uh-huh. Whatever. Look, can we just-” she stopped mid-sentence, her slightly annoyed expression slowly turning into a wide-eyed look of thought. “Wait a minute… weather...” she mumbled before looking over at the window. “Weather…”

Twilight tilted her head in curiosity as she saw the look in Rainbow’s eyes. “Rainbow?” she called out, the teasing edge in her voice swiftly fading away. “What is it?”

Rainbow came up to the window before pushing it open to step out onto the balcony. A cold wind rushed over her as she did so, but it did nothing to hinder her. Her gaze was affixed on the snow just outside the borders of the Empire, studying the endless fields of and hills of white, frozen water. She saw some dark storm clouds floating over some mountains far, far in the distance, the world beneath them smothered in a haze of gray. And then, just like that, she knew what she could do. She whirled around to face Twilight, a fiery look of determination on her face. “Twilight, get everypony else and gather them in that room with the table. That’s our war room now!” she barked simply before turning to head for the door at a brisk and eager canter. “I need some stuff from the archives!”

Twilight raised an eyebrow. “Huh? Why? What’s going on?”

Rainbow stopped by the exit to the room and gave her a big, cocky grin. “You’re right; I have been apologizing too much. And there is something we can do!” she stated, before glaring out the window. “The changelings are coming for us, and I am not going to let them lay a hoof on any of you!”

“So you have a plan?”

“Yeah, I do.”

Twilight’s smile returned, and in the back of her mind, she felt an immense surge of relief that her pep-talk had had the desired effect. She sauntered forward until she was right in front of Rainbow Dash, who eyes her curiously. Then, after looking into her eyes for a moment, Twilight leaned forward and planted a passionate kiss on Rainbow’s lips. Rainbow hungrily returned the gesture, grateful to satisfy the itch that Twilight had so rudely denied to scratch for her earlier. When they came apart, slightly short of breath, Twilight’s eyes were sparkling.

That’s the Rainbow I love…"

A Cold Wind Stirs

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Soon, everypony was gathered in the war room with only a few notable exceptions. Twilight scanned the room from her side of the table, taking stock of each of the assembled ponies. Rarity and Fluttershy were talking amongst themselves on their end, with Wind Whisper and Spike anxiously standing next to them and keeping quiet. Applejack and Pinkie Pie were similarly gathered off to the left, with Applejack looking thoughtful and Pinkie Pie quietly bobbing up and down where she stood.

Rainbow Dash and Starlight Glimmer were still both missing. The former was, presumably, off in the archives grabbing whatever it is she had said she needed, while Starlight… Twilight had been unable to find her when she looked, and she cringed when she remembered the unicorn’s earlier outburst. “What if she ran off…?” she thought to herself.

Any further ruminations on the subject were abruptly cut short when the entrance to the room was thrown open with a loud slam, and Rainbow Dash came rocketing in to hover in the air over the table. Her abrupt and loud entrance drew various exclamations of surprise from those gathered, but she didn’t miss a beat. She had her forelegs held out in front of her, carefully balancing a large stack of scrolls, which she then carefully set down on the table before touching down gracefully next to Twilight. She scanned the room once before giving Twilight a questioning glance. “Yo, Twilight. Where’s Starlight?”

Twilight’s ears drooped slightly, and she shook her head. “I’m sorry, Rainbow. I looked, but I couldn’t find her,” she apologized before looking at the stack of scrolls. “What’s all of this?”

Rainbow frowned in disappointment on learning of Starlight's absence but didn’t let it get her down. Instead, she turned around to face everyone else. They all looked back at her expectantly, and for the briefest of moments, she looked like she was about to turn tail and run. Twilight saw her posture tense and gave her a reassuring nudge with her elbow, which seemed to be enough to help her get her focus back. Rainbow cleared her throat and began. “Everypony… girls… I know I’ve let you all down a lot recently. Leading you all to Manehattan on a wild goose chase, the incident on the train, and the whole thing with Sombra... No amount of apologizing can really make up for the stuff I’ve done wrong, can it?”

Applejack spoke up, adjusting her hat on her head and leveling a hard look at Rainbow. “Bein’ sorry is well and good, but it don’t fix nothin’ if you don’t act on it. That’s what Ah believe, anyhow,” she stated plainly, and Rarity nodded along in agreement.

“Yes, while I wouldn’t word it quite like that, the sentiment holds true in any circumstance. You need to be willing to make up for your mistakes,” she echoed with an encouraging look of her own.

Pinkie Pie bounced in place a few times, a big grin spreading on her face. “And I just know you’ll make it up to us! You’re Rainbow Dash! You’re the pony who represents loyalty, and I don’t think it would have picked you if you were gonna let them down!”

“Mhmm. We all believe in you, Rainbow Dash,” Fluttershy added in with a smile of her own. “And I know you’ll make us all proud.”

Spike then pulled himself up onto the surface of the table and strolled around past the small mountain of scrolls. Coming to a stop in front of Rainbow Dash, he looked into her eyes for a moment before playfully punching her in the shoulder. “You’re made of tough stuff, Rainbow. Stop being pouty and start being awesome again! We’re waiting on ya, here!”

Wind Whisper, for her part, chose to remain quiet and shift closer to Fluttershy. She relaxed somewhat when the yellow pegasus draped a wing over her shoulders and wrapped one of her hooves around Fluttershy’s for security.

Rainbow looked at all of her friends that had just vouched for her, and took as much comfort and motivation as she could. Despite those lingering whispers of doubt and hopelessness in the back of her mind, she put on a big grin and pressed forward. “Well, if you all believe I can do something to make it up to you, then I don’t plan to disappoint! Not this time!” with a flourish, she pulled out the longest and largest of the scrolls from the pile and unrolled it. Spike got out of her way as she did so, hopping down from the table to stand next to Twilight and give her an enormous grin.

“What did you say to her?” he asked in a happy whisper.

Twilight smiled down at him before giving him a nuzzle on the top of his head. Then her eyes shifted to look into the back of Rainbow’s head. “I reminded her of a lesson she taught me one… a long time ago...” was her similarly hushed response, lined with nostalgia and fondness.

In short order, Rainbow finished unrolling the scroll to reveal it was a massive and very detailed map of the Crystal Empire and the outlying hills and farmlands. She stared down at it for a moment, then back up at her friends. “Queen Chrysalis and the Changelings are coming for us. They have numbers, power, coordination and trickery on their side. Looking at how things are set up, we don’t stand a chance of winning as we are now,” she began in a serious voice, like a military commander speaking to their troops. “So we aren’t going to try to eek out a victory, per se.”

“We’re not?!” Applejack asked incredulously slapping a hoof on the table. “RD, Ah thought you had a plan!

“I do,” Rainbow shot back with her nostrils flaring. “Lemme finish, cowgirl.”

Applejack retracted her hoof with an apologetic, but still skeptical look on her face. Rainbow then glanced around at everypony else to see if she would be interrupted again.

Satisfied that she wouldn’t, she continued. “Now look; we can’t win like we are. But we aren’t the only ones fighting here, remember? The Wonderbolts, their reserves, a large detachment of soldiers from Cloudsdale, Manehattan and other cities, not to mention the Royal Guard Reservists in those cities, are being sent into Canterlot to rescue the princesses and get the Elements of Harmony back. Thorax and Pharynx are gonna be linking up with them to help speed things along. We have King Sombra hanging out in the snowy wastelands outside the Empire, and he’ll be slowing the Changelings down a LOT. But he won’t be able to stop Chrysalis, I have a feeling. We need to prepare to defend ourselves, but we shouldn’t focus on trying to defeat the changelings. Instead, we’re going to slow them down, hold them back, and keep them from reaching us for as long as possible.”

Fluttershy shrunk back slightly, clearly distraught by Rainbow’s tone. “Uhm… how are we going to do that?” she asked quietly.

Rainbow smirked confidently and tapped her hoof on a spot of the map where snow was visible. “By using the snow against them.”

Twilight’s eyes widened as she realized just what Rainbow was suggesting. “Snow!” she exclaimed, springing up to Rainbow’s side to look at the map as well. “Snow is made up of frozen water! Melting water creates steam,”

“Which creates clouds,” Rainbow affirmed, her smirk growing. “They’ll be pushing through the Frozen North, a big and dangerous primal zone, to get here. Well, we’re going to make sure that the cold wind doesn’t stop at the edges of the empire. I’m thinking dense, thick storm clouds full of lightning and snow, rain and hail, all ready to be set free on the swarm at a moment's notice and peppered throughout the city like landmines. I’m thinking of a thick mist over and inside the city to hinder visibility and coordination. Plus, we’ll need Twilight and Starlight to conjure a barrier to hold them back.”

Rarity coughed into her hoof, interrupting Rainbow’s explanations to ask a question. “Pardon me, Rainbow, but didn’t you say that Chrysalis could punch right through the barrier? You dismissed the idea because it might get them… er… hurt.”

“It might kill them,” Rainbow clarified grimly, glancing over at Twilight with a flicker of dread in her eyes. She saw the steely resolve in Twilight’s own eyes, and took what comfort she could from that before continuing. “...But Starlight said that that is the worst case scenario, and we gotta try, at least. Who knows? Maybe Sombra will weaken her enough that the barrier can actually stall her. We’re fighting for time here and every second counts.”

Twilight’s brow furrowed as her eyes studied the map, taking into account all of the homes in the snowflake-patterned streets. “Well, in the event that she or her drones manage to penetrate the shield, we’d need to find a way to keep the civilian population safe. They still have amnesia and won’t be able to defend themselves very well.”

“We could bring them all inside,” Pinkie Pie suggested, trotting up to look at the map as well. “Ooh! We could make it into a giant ‘Find the Crystal Heart Sleepover’ party!”

Spike glanced at Pinkie curiously from Twilight’s side. “Uh… but the Crystal Heart’s off the table, isn’t it?” he asked, glancing up at Rainbow Dash.

The pegasus in question visibly winced, her ears splaying back at the memory. “Y-yeah… for us, at least. But I was signing on behalf of Equestria, not the Empire. It’s possible the contract doesn’t extend to them.”

“It’s worth a shot, if nothin’ else,” Applejack chipped in, also studying the map. She shifted her hat a bit and glanced up at Rainbow Dash again. “So… What do we do if Chrysalis manages to get inside? Ah assume ya have a plan?”

Rainbow stiffened and fell silent, her blood running colds. All eyes were on her, making her painfully aware of just how much she stood to lose… but also how much she stood to defend. She took a deep breath to calm her nerves before she finally spoke up. “W-well… kinda.”

“Kinda?” Twilight parroted, turning to face Rainbow directly. “What does that mean? Did you not think this all the way through?”

Rainbow sighed, closing her eyes. “Look… none of us are fighters with the exceptions of you, Starlight and I,” she replied solemnly before opening her eyes. “Most of us are just common ponies who happen to have the special power to shoot instant win rainbow lasers from pretty accessories. But until said accessories get here, we’re gonna be sitting ducks in a straight fight.”

Fluttershy’s eyes snapped wide open, and a hoof flew up to cover her mouth. The sound of her horrified gasp drew the attention of everypony present. With a wince, she swallowed down the lump in her throat. “Rainbow Dash... You’re not suggesting that you three fight her, are you?”

Now with that possibility looming over them, all eyes again turned to look at Rainbow Dash expectantly. She lowered her head and shook her head again. “...No. Twilight and Starlight have to focus on the spell… It’s gonna have to be only me.”

Collectively, everypony present spoke up with a shout. “WHAT?!”

“NO!” Twilight all but screamed, stepping right up to Rainbow Dash and jabbing her in the chest with a hoof. “No, you don’t! You are not going to face her all on your own! She’ll kill you!”

“No, she won’t!” Rainbow rebuffed, trying to sound strong and brave despite the regret and terror burning in the core of her chest. “She can’t afford to and she knows it! She’s trying to capture us. She can’t make much use of a harvest if she kills the crops before they can feed her, right? She’ll stick me in a cocoon at worst.”

“It’s stupid,” Applejack chipped in, circling around closer to Rainbow as well with a hard glare of disapproval. “Whether or not she kills ya don’t matter if she still takes ya out of the picture! We can’t use the elements without all six of us!”

“Well, when Celestia, Luna, and the Elements get here, by all means, set me free,” Rainbow countered with her wings flaring open. Applejack took a step back at the display, making Rainbow wince and fold her wings back up to her side. After a moment, she continued. “I can fly faster than the speed of sound, you guys, and I’m an athlete. If I have the cover of a thick mist and a bunch of well-placed cloud traps, I might be able to hold her off long enough to make sure the elements can get here on time.”

“No, no, I won’t let you!” Twilight denied fiercely with another shake of her head. Tears were in her eyes. “It’s too dangerous! I’m not losing you!”

Rainbow withered on seeing a tear roll down Twilight’s cheek. She reached out and slowly drew the other mare into a tight embrace, one which she weakly returned. As the two shared each other’s presence, Rainbow looked past her at all of the others. “Look… I know it’s not really a good plan, but it’s all we can do. We’re fighting for time, and this is the best way to get more of it.”

Pinkie Pie stepped forward, her own ears drooping. “Dashie… are you sure?” she asked in a shockingly calm and solemn tone, her mane deflating just a little bit.

Rainbow nodded. “Positive. I have to keep you all safe. I’m the last Princess standing, and It’s my job to protect Equestria and its ponies no matter the cost,” she replied simply before gingerly prying Twilight off of her. “I couldn’t live with myself if I let you get hurt…” she whispered once they were looking into each other’s eyes.

Whether or not she was talking to Twilight or the whole room, it didn’t really matter.

Her mind was made up.

Several seconds passed in a heavy silence before, without warning, Wind Whisper hopped up onto the table from Fluttershy’s side. “What do you want us to do?” she asked, surprising everyone.

Spike looked over at Wind Whisper again with a raised eyebrow. “Uh, Wind, I think you and I are probably just gonna sit this one out. Not much we can do.”

“Don’t sell yourself short, kids,” Rainbow commented with a small grin appearing on her face. She gave Twilight one last reassuring pat on the shoulder before she stood tall and approached the table. “We’re all gonna have a part to play. Pinkie Pie, I need you and Applejack to get as many Crystal Ponies as possible to help us gather up snow and bring it into the Empire. We’re gonna need a lot if we’re gonna make a storm worth anything.”

“If we make it a contest to see who can get the most, they’ll work extra hard to get as much as possible!” Pinkie Pie chirped, some of her enthusiasm, slipping back into her voice. Applejack nodded in slight agreement with that but chose to remain quiet.

Rainbow turned to face Spike. “Spike, you and Twilight are going to keep things organized and on-task. Do a checklist if you gotta,” as she said those words, she could just feel Twilight managing to crack a smile behind her. “And you can use your fire breath to melt the snow down into steam.”

“What about me?” Fluttershy asked, shifting slightly on her hooves. “I want to help, too…”

“You’re on first aid duty,” Rainbow instructed with a nod. “This is gonna be kinda labor intensive. If there are any accidents, any whatsoever, and somepony gets hurt, I need you to treat them.”

“And me?” Wind asked eagerly, taking a few steps forward. “Thorax is doing his part, I wanna do mine! Give me a job!”

Rainbow chuckled quietly, finding Wind’s enthusiasm not only adorable but contagious. “You can help Fluttershy with first aid work. You can be her assistant.”

Wind glanced over at Fluttershy, who gave a warm smile and nod. With that decided, the green thestral jumped back over to stand by her side and gave Rainbow a big smile. “I won’t let you down!”

“I know you won’t, squirt,” Rainbow acknowledged before turning to Rarity. “As for you, Rares, you can use your magic to direct the steam into something we can use to store it. I’ll condense it all down into clouds and mist, but then I’ll need Starlight or Twilight to help me add the properties we’ll need. Electricity, ice, snow, etcetera.”

“Not exactly the most ladylike of jobs…” Rarity commented with a pout before standing tall and holding her head up high. “But desperate times call for desperate measures. I won’t let you down, Rainbow Dash, you have my word.”

“Okay… is there anything else?” Twilight asked, her voice still sounding uneasy at the prospect of Rainbow facing Chrysalis alone. “Anything at all?”

Rainbow shook her head, turning to Twilight and draping a comforting wing over her back. “Nope, not really. That’s what I got.”

Applejack managed a confident smile of her own. “Well, it sounds like a good enough plan for now. When do we get started?”

Rainbow looked at the farmer and smirked. “Right now. The swarm is coming and we’ve got no time to lose! Let’s do this thing, ponies!” she announced loudly, drawing cheers from everypony else. They were about to turn and head out when they all caught sight of something they hadn’t noticed during the briefing.

Starlight Glimmer stood in the open doorway, watching them all with an unreadable expression. Everything fell into a tense silence, and the tension only grew when Rainbow and Starlight locked gazes. Feeling her mouth suddenly go dry, Rainbow licked her lips and shuffled around the table until she was right in front of her. “...Starlight,” she greeted quietly.

“Rainbow,” Starlight responded in a cold, unfeeling voice. Several more seconds passed them by before Starlight stepped forward and brushed past Rainbow to look at the map. She studied in for a little while before letting a resigned sigh slip past her lips. “I gotta hand it to you, you’re putting in a lot of effort to put things right…” she mused before flashing a more solemn look in Rainbow’s direction. “...I really don’t know what to make of you. You do horrible things, try to make them better, but on the way you make more mistakes...”

Rainbow twitched and let her eyes fall to look at the floor. After a moment, though, she puffed herself back up and looked squarely into Starlight’s eyes. “I don’t need you to like me, Starlight.”

Starlight’s expression changed into one of surprise. “Huh?”

“I don’t need you to agree with my decisions,” Rainbow continued, unphased by her surprise. She slowly stepped forward until she was eye-to-eye with the lilac unicorn she had once been so afraid of. “All I need you to do, Starlight, is your part. Help us win this. When all of this is done, you can go home and never have to see me or my friends again. But right now...” she lifted a hoof and gently rested it on Starlight’s shoulder. “Right now, we need to work together. All of us.”

Starlight let those words sink in for a moment. She looked down at the floor, her shifting eyes betraying the chaos in her mind. She screwed her eyes shut and took a deep breath before her expression hardened. She opened her eyes and looked back into Rainbow’s again. “Alright… fine. I signed on to help you anyways,” she relented, briefly looking in Twilight’s direction. “Might as well see it through?”

Rainbow grinned. “Right…” she then looked up past Starlight at all of her other friends. With a quick flap of her wings, she lifted into the air and looked on at all of them. “What are we waiting around for?! We’ve got a storm to make!”

With those words, the cheers from before sprang up again, and this time, Starlight joined in the chorus. As one, the group of eight ponies and one dragon galloped (or flew) out of the war room and for the exit of the Crystal Palace.

Queen Chrysalis eyed the seemingly endless expanse of snow that stretched out before her with a critical eye, analyzing the barren, near lifeless terrain for any signs of King Sombra. Her swarm was amassed behind her, some standing on and smothering the slopes of the mountain, while yet other darkened the skies overhead. The deep buzzing sound of their insect-like wings pummeling the air was so intense that any creatures unfortunate enough to be nearby could feel the vibrations in their chest.

As she studied the frozen north, Chrysalis caught sight of something. Far, far in the distance to the north, she could see a mass of wild snow clouds crawling across the sky towards her and her drones. She could already feel the cold wind from the coming storm biting at her chitin, rushing through the holes in her legs and whistling through her wings. She briefly shivered against the cold, before she saw something else.

Even farther away, almost eclipsed by the distant haze of a raging blizzard, she could just see the faintest of pink glow. It was the light of a distant, but enormous, haze of pure and unconditional love hanging in the air over the city of crystals her scouts had told her about. The swarm was still a few days out, but now that she could see where they were going, she couldn’t help herself. She licked her lips and grinned with sadistic hunger.

The cold wind grew stronger and colder.

It was almost time.

An Eldritch Shadow Howls

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For the last twenty-four hours, the swarm had moved without stopping, save for a six-hour rest after Chrysalis set the sun. In that time, they had managed to cover a substantial amount of distance towards the Crystal Empire, although they were still a day or two out, depending on whether or not the weather favored them. As they traveled, the gathering storm that Chrysalis had spied rolling towards them had completely eclipsed the sky, blotting out the sun with a thick blanket of darkness. What made this storm worse was that, alongside intense winds that were hampering their progress, there was also the blizzard of snow that pierced what little warmth their chitin could retain like a dagger through already molten butter. It had been raging for most of their time in the Frozen North, agonizing and endless. But, alas, there was nothing to be done about it.

Still, they pressed on, forging ever onwards. Their hunger needed to be satisfied. The further they went, the more prominent the light of the Empire far on the horizon became, and this, in turn, spurred them on.

As they went, Chrysalis’ eyes routinely scanned the rolling hills of white ahead of the swarm, searching for any signs of King Sombra. She knew well enough at this point that he could show up at any moment, and she refused to be caught by surprise. Amidst all of this white, surely a shadow of the exact opposite color would be easy to see, right? One would certainly think so, but past a certain point, nothing was visible but a wall of gray and white.

Something moved in the corner of her eye, and she rotated in the air to see what it was. By the time she was looking, however, it had disappeared. She was about to dismiss it as her imagination when she noticed that, while the movement had faded away, the steadily worsening chill in the air and the tingling in her hooves made it quite clear... they were being followed. They were being watched. Grinding her teeth together, Chrysalis straightened her posture and came to a halt. “Swarm, STOP!” she bellowed, and as one, all of her drones came to a full stop in the air, dutifully awaiting further instructions. She craned her neck to look at them over her shoulders, her horn already igniting with green flames. “All of you, stay in the air and look around. I think King Sombra is here.”

Her subjects began to grow fearful as soon as they heard those words looking between one another with tremors in their bodies. But in spite of their unease, they took confidence in their queen. Their horns began to light up with green flames of their own, and the swarm steadily spread out to cover a wide area. Chrysalis joined them in their search, picking out any detail that seemed out of place.

And a lone, charcoal-colored stallion standing almost directly beneath her in the snow, dressed in plate armor with a red cape, who was looking up at her with crimson eyes and a fang-filled smirk was definitely out of place. Their eyes met, and Chrysalis felt her pupils dilate with distaste. “I see him!” she called out to the swarm, and all eyes honed in on the King of Shadows. They began to hiss and snarl threateningly, the fire on their horns collectively flaring up even brighter. The collective light was enough to cast a sickly green glow across the land for miles around. They were just about ready to incinerate this enemy of the hive, but Chrysalis was having none of it just then. “Hold your fire!” she continued while slowly decreasing her altitude. “I wish to speak with him…”

Reluctantly, her drones eased off on their spells and backed off to give her some more room. Eventually, her hooves touched down in the snow with an audible crunch and thud. A cold wind rushed by as she turned her eyes from the ground to look at Sombra. Really getting a chance to study him now, she was disappointed. He was only as tall as a normal pony if perhaps more imposing with his red horn, flowing black mane, red cape, fangs, and tainted eyes. He smiled back at her as if to greet an old friend - although the narrowing of his eyes disrupted what little there was of that illusion.

“Queen Chrysalis. We meet in the flesh,” he began before giving a slow bow of his head. “It is an honor.”

Chrysalis scoffed. “Do not waste your time with formalities or flattery, pony,” she snapped at him. With a frown, he stood upright and looked back into her eyes neutrally. She bared her teeth and continued. “I am not here to play nice with you. I am here to claim what belongs to me and my subjects, and you assaulted and imprisoned several of my scouts. You hindered my progress and declared war on the changelings in the process. Give me one reason why I shouldn’t asphyxiate you right now!”

Sombra’s face remained neutral and blank as he weathered Chrysalis’ ire, then it lit up with a sickeningly smug grin when she was finished. “Are you about done throwing your temper tantrum, my lady? Have some manners.”

Chrysalis recoiled with an irritated hiss, her eyes narrowing and a pulse of light shimmering in her eyes.

Sombra continued before she could retort, however, his tone turning serious. ”You are invading my lands, Queen Chrysalis. I felt it only fair to offer you one last chance to surrender and retreat.”

“You’re wasting your time! I will tear you apart either way for your attack on my subjects,” Chrysalis sneered, her wings snapping open. “Return them to me right now, unharmed, of your own free will, and perhaps I will make your demise painless!”

Sombra’s grin grew vicious and predatory. “Oh? Is that a threat?” He asked in a low whisper, though his voice seemed to carry across the entire swarm. Several drones began to fidget or shrink back, fear evident in their eyes. Sombra’s body began to turn transparent, with shadowy wisps drifting off of him to be sucked away in the wind. His eyes began to glow ominously. “Can you back it up?”

Chrysalis’ horn lit up again. “With ease.”

Sombra lost his smile. His entire body turned pitch black, while his eyes became solid masses of glowing acid green. “...Then prove it,” he challenged before his body began to lose its shape and disperse in the wind.

Before Chrysalis could do anything to answer his challenge, one of the drones in the swarm, Stinger, let out a shout of indignant rage at Sombra’s insulting treatment of her queen, before launching herself down at him. The fire on her horn spread out to shield her entire body, making her look like a green meteor. The effect was similarly comparable, as when she hit the ground where Sombra had been mere moments prior, the flames on her horn erupted out in all directions in a violent explosion, turning snow into steam and creating a sizable crater where she had landed.

Chrysalis growled angrily as the embers washed harmlessly past her, her eyes boring into her too-eager drone in disapproval. “Stinger!” she barked, making the drone flinch back. She was about to give her a severe verbal lashing when an unnatural, monstrous howl echoed all around them. The falling snow vanished from the air, leaving everything in complete and utter silence. Chrysalis eyed the surrounding landscapes suspiciously before glaring at Stinger again. “Get back to the skies! NOW!”

Stinger nodded shakily and shot back into the air with her wings. Chrysalis followed shortly behind, looking down at the crater. Sombra had just... Vanished. Disappeared into a cloud of dark smoke. “Where did he go…?” she muttered under her breath before coming to a stop at the head of the swarm.

For several seconds, all was silent. All of them scanned the surrounding snow-smothered plains in search of the eldritch monster, but he had seemingly vanished from view entirely. But the signs of his presence were only growing sharper, clearer, and more distinct. The air was growing thicker and harder to breathe, and several drones reflexively reached up to their throats as if they were being strangled. The spot between their wings on their backs tingled and crawled as if covered with thousands of insects, making many of them squirm and writhe in disgust. The temperature continued to drop until almost all of them were shivering and shaking uncontrollably.

Overhead, the clouds began to change color. From the empty blackness, they began to turn the colors of fire, ash, and blood. Purple lightning danced across it, and distorted thunder rolled across the frozen north, the vibrations of the sound so powerful that they could be felt in their chests.

“I am King Sombra,” Sombra’s voice spoke in the air, everywhere and nowhere at once. “I am the lord of terrors, the king of shadows. I am the heir apparent to the Pony of Shadows, and I am the one true ruler of the Crystal Empire. And you… you are insects… gnats. You are pests invading my kingdom… and you must be swept away!”

All at once, absolute pandemonium exploded in the swarm. A great towering mass of shadowy smoke erupted from the snow, Sombra’s eyes snapping open at its peak. The shadow rose faster than the drones unfortunate enough to be in its way could react. As it rose, it swallowed them up in its suffocating depths, their screams lost amid the bone-chilling howl that echoed out from Sombra and across the wastes.

Chrysalis’ eyes widened at the sight, and her jaw fell open. Maybe she had underestimated this enemy…

At the edges of the Crystal Empire, Twilight Sparkle’s coat stood on end, and a chill ran down her spine. Her eyes turned to the south, where, far in the distance, she could see a blizzard raging. A blizzard whose clouds were the color of fire and smoke. She gulped heavily when, after several seconds, she heard that horrible sound rolling over her and shaking her to her core.

The roar of King Sombra.

Spike, who stood right by her side, instinctively wrapped his claws around her foreleg, his checklist and quill falling from his grasp to fall uselessly to the street, completely forgotten.

All around them, the Crystal Ponies that had been helping them gather snow for the last several hours stopped what they were doing to gaze south towards the howling. In the air above them, Rainbow Dash also looked, her ears falling flat against her head and her pupils dilating. After several moments of silence, she then looked down at the crowd, who in turn looked back at her with dread and terror in their eyes. She swallowed heavily and narrowed her eyes. “What are you all looking at me for?! Don’t worry about Sombra, he’s busy! We’ve still got work to do! As much snow as you can! Chop chop, let’s move it!”

The crowd, albeit with a new aura of fear hovering over them, set back to work. As they went back and forth, carrying wagon loads of snow to be deposited on the central street, Twilight looked back up at Rainbow Dash with fearful eyes. Rainbow looked back down at her with what she hoped was a smile of reassurance.

“Fluttershy?” Wind Whisper whimpered out when Sombra’s call reached her ears, immediately reaching out and clinging to the yellow pegasus for comfort. “I’m scared…” she whispered, unable to relax even when Fluttershy wrapped both of her hooves and wings around the frightened filly.

The two were waiting along the route that the Crystal Ponies were using to move snow into town, keeping an eye on proceedings and checking for any injuries or accidents. Luckily, they hadn’t needed to bust out the first aid kit, and it seemed they wouldn’t have to for a while yet, all of the ponies stopping as they were.

“It’s okay, Wind. It’s far away. We’re gonna be fine…” She whispered gently, giving Wind a reassuring nuzzle on top of her head.

Wind shivered horribly and tightened her grip on Fluttershy. “But… Thorax is out there…” she choked out, her eyes starting to glisten with tears. “Is he gonna be okay, too?”

Fluttershy slowly nodded her head. “Of course he is. He promised you that he’d come back…” she said softly, rocking Wind Whisper back and forth. “And we know that he’ll never break a promise he made to you…”

“Never ever?”

Fluttershy winced, thankful that her face was hidden from Wind’s when another harrowing roar washed over them, filling her being with nothing short of despair. “...Never ever,” she managed to breathe out.

“Woah… do you hear that?” Thorax asked under his breath as he and Thorax pushed their way ever southward, having already managed to crest the peaks of the mountains that separated the Frozen North from Equestria. The roar was distant, subdued and muffled, but it could still be heard. Thorax shivered when it came again. “That’s King Sombra…” he muttered, remembering the mass of shadows that had tried to invade the empire, and that had terrified Wind Whisper.

Pharynx ground his teeth together and picked up the speed. “It’s started! We need to move faster!” he called out over his shoulder, barely giving Thorax any time to do anything but work his wings as hard as he could to keep up.

Rarity shuddered next to the stack of large crystal crates that Starlight had put together when she heard Sombra’s roar. Many of them were filled with clouds already thanks to Rarity’s efforts, just waiting for Rainbow to come by and instruct Starlight on what properties each one would need.

They all knew that sound, of course, and at this stage, they all knew what it meant. She slowly turned her attention to Starlight in question, who stood by the crates with her ears flat against her head. “We… should probably pick up the pace. The changelings are getting close if Sombra’s making noises like that,” she said before turning and using her magic to deftly cut another perfectly square piece of crystal out of the large mound of raw building materials that had been supplied to them earlier.

Rarity nodded shakily. “O-of course, darling… Just… waiting on some more steam to direct…” she stammered out, her entire body shaking when she heard Sombra’ roar echoing once again.

Starlight eyed the fashionista with sympathy. “Uh… here, help me take measurements while your waiting, okay?” she suggested. A meaningless addition to their efforts, ultimately, but it would keep Rarity’s mind occupied.

Without complaint, Rarity did just that, withdrawing her tape measurer from her saddlebags and turning to offer aid however she could.

Applejack and Pinkie Pie both stopped mid-step, the former hitched to a wagon full of snow and the other having been bouncing up and down the crowd of volunteers to offer support, cheer, and where needed, snacks. When the roar came in, the two shared a worried look.

“King meanie?” Pinkie Pie asked nervously, trying to smile but unable to do so with her mane deflating somewhat.

Applejack nodded and kept moving, albeit with her movements noticeably stiffer and her pace significantly increased. What was there that she could she say about this? Pinkie Pie cantered alongside her, periodically glancing over her shoulders in the direction the howls were coming from.

King Sombra laughed. He had not felt the joy of subduing so many minds at once in a long time, and the fact that they struggled in vain made it all the sweeter. Of course, without proper time and tempering, they would be little more than mindless vegetables, content to sit around and relive their worst fears until the end of time itself unless he deigned to release them. He let loose another tendril from his shapeless body, swallowing another dozen or so drones that were foolish enough to fly too close. Their waking minds were immediately crushed down and paralyzed with fear, and they dropped, rather appropriately, like flies.

The drones were no trouble, of course. Those puny creatures were barely even a nuisance to a being such as him. It was their queen he had to watch out for. He could feel it just from the sight of the flames on her horn, and the glow in her eyes. She was powerful - insanely so. She evaded all of his shadow tendrils with an unnatural swiftness and grace, and the spells that went flying from her horn should not have belonged to her. Shadow steps that belonged to Princess Luna, rays of blinding light that should only come from Celestia, cyan barriers that blocked all of his efforts and actively burned him when he reached for her.

But she had yet to try and defend against his magic proper, and he was curious to see the true extent of her power. Eagerly, he allowed his horn to materialize above his eyes. He began to pour as much power and energy as he could into it, causing the color to slowly drain from the air around him and suffocating the drones that were too close. Their voices were lost in his latest howl, one intended to draw Chrysalis’ attention.

It worked.

She ended her retreating ascent and turned to face him, her eyes widening when he unleashed the torrent of magic he had built up in his horn all at once. The surge of corrupting darkness reached her at the same moment her horn lit up in an effort to form a barrier. Then his spell hit her. There was an explosion of blackness, purple and green electricity, and a shockwave of crimson light. All of the drones within any sort of reasonable distance to the blast were sent careening out of control from the pressurized shockwave that tore out of it before righting themselves and climbing into the air again.

For a few moments, all was still, the drones watching the point of impact with bated breath. Sombra, too, watched the slowly swirling cloud with great interest. Then, all at once, the residue of his attack was dispersed as a colossal beam of green fire tore out from it. There was no time to react, or ready a defense. The beam struck Sombra on the horn, immediately shattering the appendage and sending white-hot pain racing through his entire being. An agonized scream tore itself out as he allowed the stump of his horn to be pulled back into his form. His eyes had screwed shut from the pain, and he managed to crack one of them open to glare hatefully at Queen Chrysalis.

She simply smiled back at him, her mane looking messier than before and some small scratches having appeared across her body, but she was otherwise unharmed. “Maybe, next time you attack me… don’t announce your intentions,” she taunted before lifting higher into the air, her horn lighting up even more.

Sombra forced both of his eyes open to glare up at the queen that now rose above him. He couldn’t reach her with his tendrils from here, his horn was broken and would take several hours to reform. But that wasn’t the worst part. No, the worst part was that now he knew just how powerful this creature was. And as he really began to process the full extent of what she could do, he felt something he had always believed himself the master of.

Chrysalis must have sensed this because the sadistic look in her eyes only grew more intense. “I told you…” she began cheekily, her eyes briefly pulsing with green light. “I am what you fear most.”

And at that moment, she was absolutely right.

The Battle of Canterlot

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The next morning.

Captain Spitfire of the Wonderbolts had known that there would be two changeling drones linking up with her and the rest of the soldiers en route to Canterlot, of course. She had gotten the letter sent by Princess Rainbow Dash via Dragonfire personally and had read through it several times just to make sure she had understood it right. But she was still having a hard time believing it, even now, when two drones had been brought to her at spearpoint by several stallions from the royal guard reserves barely an hour’s trot outside of the city. She eyed both of them carefully and coldly, unable, or perhaps unwilling, to forgive and forget their part in the fall of the city up on the slopes of the mountain they stood at the base of.

All around them were perhaps five hundred ponies, mares and stallions, ready to go into battle to reclaim Canterlot. And as of that moment, all of them leveled hate-filled glares at the two drones that stood before Spitfire. The one on the left was visibly disturbed by their contempt, despite his best efforts to hide it. He cowered and shook, and his eyes were glued to the grassy ground beneath his hooves. The one on the right with the purple eyes seemed far more sure of himself, standing tall and unflinching against Spitfire’s analytical amber-colored glare.

She gave her windswept fire-orange mane a slight toss before narrowing her eyes. “So, you two bugs are the ones Princess Rainbow Dash sent to help us, eh?” she finally asked in a skeptical voice.

The purple-eyed drone narrowed his own eyes in turn. “We have names, you know, and mine is Pharynx,” he shot back snidely, letting his teeth be shown in a scowl.

Spitfire was not amused. She stamped one of her hooves into the dirt beneath her for emphasis. “Watch your tone with me, buster,” she warned while slowly flaring open her wings.

The drone reciprocated the disapproving gesture. “Then watch yours.”

“W-we are!” The other drone suddenly cut in, putting himself between Pharynx and Spitfire almost immediately. He glanced at the pegasus with a small, hopeful smile. “We’re the ones who were sent to help you, I mean. I’m Thorax.”

Spitfire snorted. “Yeah, Thorax, I can see that,” she retorted in a deadpan with a roll of her eyes. “Look, we’re burning daylight here with the pleasantries, so cut to act three and tell me what we can expect up there.”

Pharynx took charge almost without hesitation, brushing past Thorax. “Changelings rely heavily on swarm tactics and ambushes to win the battles we get into,” he began bluntly, his eyes never once leaving Spitfire’s. “The idea has always been to outnumber the enemy and utilize our shapeshifting magic to cause confusion. Spread false orders, deceptions, and lies. So even though the bulk of the swarm is up north attacking your last remaining Princess, there will undoubtedly still be hundreds of changelings in Canterlot, and that’s a low estimate.”

Spitfire raised an eyebrow, silently impressed with his clear-cut description. She lifted a hoof up to rub at her chin. “I see… misdirection and lies, eh? Then we need some way of telling the real from the fake.”

Thorax perked up somewhat at that, an idea coming to him. “What about a code phrase?” he suggested with a small smile, drawing another hum of thought from Spitfire.

“Maybe…” she muttered before turning a harsh glare on the rest of the assembled ponies. “HEY! SQUAD LEADERS AND COMMANDERS, GET DOWN HERE!” she abruptly shouted, her voice echoing all over. All at once her assembled forces did as instructed, either running forward or flying over to hear what she had to say. Once she had them all gathered, she began. “Changelings can shapeshift; it's in the name. These… fine specimens have informed me that our enemy is going to likely try to confuse and mislead us by taking our forms. So, to make sure we don’t have to worry about mid-battle espionage as much, work with your squads and figure out a set of code words. When you give them an order, they have to respond with the first part of the code. You have to answer with the second half before they can carry out their orders. If anyone fails to question you with the code, assume they are a changeling. If one of us gets replaced, our replacement won’t know our side of the code code and won’t be able to answer when asked, making it clear that they are one of the enemy. Does everypony understand?!” there were several nodding heads and a general vocalization of understanding. “Good. Now get going and fill them in!”

While the commanders ran off, she then turned back to Thorax and Pharynx. “Anything else I should know?” she asked pointedly.

Again, Pharynx took charge of the discussion. “Only that you should be careful of changelings shapeshifting into other creatures entirely. The skilled or healthy ones can shapeshift into wildly different creatures, like rocs or bears. It’s a power hog for bigger changes, so they wouldn’t last long, but it is still something to keep an eye out for, as they will gain all of the physical traits of whatever they turn into.”

“Duly noted. Anything else?”


“Good,” Spitfire turned back to the small army and then shot into the air on her wings. “GET YOUR SQUAD CODES FIGURED OUT! WE’RE MOVING IN FIFTEEN!” she shouted out over the sea of ponies. They exploded into activity, with squads, teams, and every other hierarchical structure coming together to decide on their own codes. While this was happening, Spitfire turned her gaze back down to Thorax and Pharynx. “You two are coming with me!”

The brothers shared a look, then took to the skies to join Spitfire.

The ascent to Canterlot had been made mostly in silence. The army was forced to move at a slow pave, sadly, and there was almost no way that the changelings didn’t know they were coming. But still, they pushed on, expecting there to be a rain of green fire at any moment. But, shockingly, none came. When they finally reached the front gates of the city, they found them standing wide open with not a soul in sight.

Thorax could just hear some poor stallion, sounding like a rookie compared to those around him, speak up in a quivering voice. “M-m-maybe they ran away?”

Pharynx snorted and shook his head, having also heard him. “Don’t be stupid. This must be a trap of some kind…”

Spitfire shot him an incredulous look. “Wait, you mean you don’t know this strategy?” she asked in suspicious disbelief. “I thought you were, like, the head of the military.”

“I was the head of patrol, pony,” Pharynx shot back impatiently. “I handled small groups of changelings patrolling around the hive. I’m not a mass-army tactician or strategist. That was always Trachea’s area.”

“Trachea?” Another Wonderbolt, a stallion with a white coat and dark blue mane and tail asked with a scrunched muzzle. “Jeesh, you guys have weird names.”

“Can it, Soarin,” Spitfire snapped at him before grinding her teeth together. Finally, she let out a sigh and began to walk forwards. “Alright, everypony move in. Keep your guard up, there is probably a trap up ahead. Bugs, with me,” she ordered. Pharynx growled deep in his throat at the derogatory name calling, but otherwise complied. Thorax followed shortly behind him without complaint.

The city was utterly silent, save for their hooves slowly and carefully scraping across the battered stone streets. Thorax allowed his eyes to freely roam for a while, remembering how these desecrated buildings had once stood proudly as a pristine testament to the tenacity and strong will of those who built them. The image of streets full-to-bursting with a sea of pony faces filled his mind, and he felt a twinge of guilt. They had all been going about their days, laughing, spending time with friends, families and lovers. It had all been so… lovely.

The serene image was marred when his wandering eyes spotted an old scorch mark along the side of a collapsed building. He could just hear somepony screaming in agony, somewhere deep in the depths of his imagination. That one scream began to multiply, slowly but surely until an entire city of innocence were crying out in fear, confusion, anger, and pain in his mind. He remembered seeing the utter horror on their faces as he rushed for Wind Whisper that fateful day, not able to stop to help any others. He remembered… and he regretted.

Any further ruminations about his past mistakes were silenced, however, when Pharynx suddenly spread his wings and hissed loudly, drawing Thorax, Spitfire, and the whole army to a stop. The pegasus turned a questioning frown on the snarling drone, her wings fanning open and her posture lowering into a fighting stance. “What is it?” she demanded in a harsh whisper.

Pharynx sucked his tongue back into his mouth and looked around slowly, his teeth becoming clearly visible. “Something’s wrong…” he whispered back, his eyes glowing somewhat. Then they snapped wide open, and he inhaled sharply. “THEY’RE HERE!” he shouted, his horn igniting with a rush of green fire. That fire swiftly expanded into a dome that encompassed himself, Thorax, and the front several dozen soldiers, shielding them.

Less then a second later, a blast of more green fire exploded against his barrier, putting cracks all along it and forcing a pained cry to slip out of his lungs as he fell to his knees. There were more blasts behind the barrier, and the sound of soldiers shouting in alarm and pain could be heard alongside deafening explosions. Rubble rained from the heavens in the aftermath of the initial volley, and as Pharynx dropped his barrier to get a better look at the situation, several small stones and pebbles battered him and everyone around him.

Thorax coughed and wheezed through the thick clouds of dust that came rushing into the space where Pharynx’s barrier had been, waving his hoof in front of his face. After clearing some air, he looked ahead and squinted through the haze. Then his eyes widened, and his ears fell flat against his head in abject terror. His heart fell into the pit of his stomach, and in the back of his mind, three words began to repeat themselves over and over again. We are dead. We are dead.

For all around them, a veritable dome of changeling drones had emerged from seemingly nowhere, presumably having been hiding and disguised before their spellfire barrage. As Pharynx had predicted, there must have been hundreds of them at least, and they had the pony army completely surrounded from all sides, in the air and on the ground. Their wings buzzing filled the air, and Thorax could feel the vibrations in his teeth and in his chitin. We are dead. We are dead.

He barely heard it when Spitfire gave the order to engage, and the battle broke out. All at once, it all exploded into chaos. The swarm converged on the surrounded army, hissing and snarling and lighting up their horns with magic. Pegasi shot into the air to meet them, aided by spells from the unicorns, while the earth ponies ran to provide defenses for their commanders and to fight off any drones that chose to come in from the ground. Spitfire, with enough force to create a pressurized shockwave, launched into the air at one oncoming drone. She pivoted with her hips and expertly drove both of her hind hooves into her would-be-attackers belly. The drone let out a breathless gasp of pain before Spitfire kicked out with her hooves, sending him flailing head-over-hoof to the ground in a heap, out cold.

Her brief moment of triumph was summarily snatched away when no fewer than seven more drones rushed her all at once, grappling her with magic and teeth and hooves. Thorax could barely hear her strained shouting over the din of battle as they drove her into the ground hard enough to kick up a cloud of dust. He backed away, his heart hammering in his chest so hard he was afraid it made shatter the chitin on his chest. His panicking eyes darted left and right, taking in the scene around him.

He could already see pony soldiers being forcefully subdued and dragged, kicking and screaming into destroyed buildings, presumably for cocooning. He saw one pegasus leap to try and help one of his comrades, only for a crackling jet of green flames to fly in from his right and explode across his side. He cried in agony as the spell sent him flying like a ragdoll into the side of a building, where his attacker immediately followed to pin him down, green slime already dripping from her fangs. The soldier was screaming.

Thorax’s eyes turned directly ahead, and a scream left his lungs when he saw three drones rushing him. His horn lit up with magic and he kicked back from them, letting loose a bolt of magic. The drones swerved effortlessly around it and closed in, baring their fangs, ready to tear the traitor apart.

Thankfully, they never reached him.

A giant beetle suddenly tackled the lot from the left, surprising even Thorax. It let out a loud chittering screech, its left pincer clamping down on all three drones and throwing them into the street hard enough to crack the stone. The beetle was then consumed in a swirl of green fire, and Pharynx turned back to face Thorax with a grimace. “Thorax, snap out of it and FOCUS!” he shouted before launching back into the fray, grappling with one of the drones that was attacking Spitfire and dragging him back.

But Thorax didn’t snap out of it. He watched the scene around them for a moment longer, unable to move. They were finished. They were outnumbered, they were surrounded and the changelings had the element of surprise. It was over. They had failed. He had failed. Wind Whisper was never going to see Squall, or him, again. She would be lost in the Crystal Empire, alone, frightened, and powerless to do anything but watch as Chrysalis tore it apart, powerless to do anything but scream and cry as the drones forced her into one of their harvesting cocoons. Powerless to do anything but be food.

He could already see the fear in her eyes as the slime fell over her face. He could already hear her screams being muffled and silenced as she was entrapped for the rest of her life.

He could see her end...


And he hated what he saw.


With a scream of both rage and despair, Thorax was suddenly consumed in a violent pillar of green fire, creating a gust of wind that knocked away everything that was too close. The fighting briefly drew to a halt as all eyes locked onto the tower of glowing green light. The flames expanded and grew, lifting up into the air until there as a gigantic sphere of flames above the city block, casting a putrid green light on the entire city. A low rumble could be heard from within those flames, like a gigantic feral animal growling in rage.

Then, all at once, the flames vanished to reveal the creature that had materialized within. Where once there had been a changeling drone quivering in terror, there was now a gigantic, dark blue dragon as large as a two-story home. Enormous leathery wings snapped open on its back, casting a long and intimidating shadow over Canterlot. Its glowing blue eyes searched the grounds in front of it for a target, and green flames were starting to leak from the corners of its mouth.

On the ground, under the dragon’s shadow, Pharynx looked up with wide eyes and a hanging jaw. “Thorax…?” he whispered, barely able to believe what he was seeing. The dragon roared, the titanic sound so loud that windows nearby began to rattle in what was left of their frame before shattering. Pharynx covered his ears with his hooves, wincing and cringing in pain from the volume. Then, with a great flap of his wings, Thorax lifted into the air. Gusts of wind were sent flying from the movement, causing many enemy drones to go spiraling out of control with shouts of alarm and surprise.

The green flames in his maw surged forward, allowing Thorax to bathe several dozen changelings in a rush of scorching heat. He was careful to make sure it wouldn’t be enough to kill any of them; he had enough on his conscience as it was. But still, his attack did the job. Drones were dropping from the sky left and right, and already he could see his pony allies capitalizing on the distraction to break out of their surrounded position. They formed into an arrow-shape and surged forwards as one, breaking through the dome and spilling out into the city proper.

The changelings were quick to try and restore their dome, but Thorax was making those efforts rather difficult. His wings pummeled the air, creating gales that swept away any drone unfortunate enough to be in his way. He unleashed torrents of flame to scatter the drones he missed. In less than a minute, the dome had completely dispersed, scattering like a popped bubble. Thorax couldn’t help but grin, despite the pain already seeping into his muscles from the exertion.

Of course, the downside of being a gigantic fire-breathing dragon was in the name. He was giant.

And an easy target.

The swarm was quick to recover from his efforts, and those that were not otherwise engaged with fighting ponies turned to start hurling spellfire at Thorax, and many of them changed their forms to diversify their attack. Thorax snarled deep in his throat when he saw giant beetles, massive hornets, and other vicious flying creatures charging up at him. He turned and unleashed another wave of fire on them, but they were able to power through it, albeit with some new burn marks. Cursing under his breath, Thorax gave his wings another almighty flap, sending him rocketing over the city and away from his pursuers.

More spellfire pelted his hide however, no matter how far he flew away from the heart of the battle. The drones had identified him as their largest threat, and they were doing everything they could to bring him down. And they were doing a pretty good job, too, as every single bolt of magic that burned into his scales felt like a dagger stabbing him and filling him with liquid fire. He roared in pain and rage, but was able to maintain his composure to breath out another torrent of flames across the swarm, sending a swath of drones falling to the streets below.

Another spell hit him, this time right between the eyes. He recoiled, reaching a claw up to the point of impact. Another spell blasted him just under his wing, sending a spear of white-hot pain dancing through his body. All at once, his focus on his transformation was lost. In a swirl of green flames, the dragon vanished, replaced with a screaming changeling drone. He tried desperately to bring his flight under control, but the pain clouding his mind made any efforts of recovery meaningless. He opened his eyes and focused just in time to see the roof of the house he was about to crash into. He screwed them shut again and braced for impact.

And what an impact it was. He felt his chitin along his left shoulder crack and splinter when he hit the stone roof of the building, and an explosion of excruciating pain flared all over his body. The roof gave away from the force of the impact, and he went falling down into several something wooden. Shelves along the walls were torn from their places, and their contents spilled over him, continuing to pummel his already weakened body. He cried out when he finally came to a rest, unable to open his eyes through the pain.

After several moments of gasping in pain, he managed to concentrate and open his eyes just a crack. He was in a storage closet by the looks of it and a rather battered one at that. The entry hole he had made in the roof looked to have torn the closet door clean off of its hinges, allowing him to see an unfurnished room on the other side. The staircase leading down on the other end of that room told him he was upstairs, and the doors along the walls of the room implied that he was in a home.

He tried to stand up, but his shoulder reminded him of its condition with an explosion of pain. He crumpled and screwed his eyes shut again, crying out. He could feel tears in his eyes from the pain, and he couldn’t help but imagine Pharynx giving him some flak for crying over a small scratch. Of course, it wasn’t a scratch; the chitin over his left shoulder had been shattered, and if he really paid attention, he thought he could feel something warm seeping out of the wound.

He heard the sound of a changeling drone landing nearby. Hoping against hope that it was Pharynx, Thorax slowly opened one of his eyes. Sadly, it wasn’t Pharynx. The calculating look in those eyes, the thoughtful frown, and the tall, rigid posture told him who it was immediately.

Trachea humphed in amusement. “Thorax… I must admit, I never thought you would be capable of such an astonishing transformation. That must have been quite the rush of emotion to power your magic that much,” he noted, slowly stepping forward. His expression became an impressed smirk. “But even with such a boon, you were foolish to waste it all on turning yourself into a dragon. You know full well that such a transformation would not be sustainable for long. Even our almighty Queen would be unable to hold such a state for more than a few minutes.”

Thorax cowered back, whimpering deep in his throat. “Trachea… wh-what-”

“Be silent!” Trachea interrupted him, and his smirk fell away to be replaced by a pitying frown. “Save your breath. You have very little of it left, after all,” he spat, his horn lighting up with magic.

Thorax’s eyes widened. “You’re… going to execute me?” he wheezed before falling into a hysterical coughing fit, his eyes screwing shut again.

“What were you expecting from me? You are a traitor, Thorax, and you must be punished accordingly. There can be no salvation for you… It is just such a shame that a drone with your potential had to turn rogue… you could have done great things for the hive…” the glow on his horn grew even brighter, to the point that any other colors but green were washed out.

Thorax’s eyes widened. This was it. Time seemed to slow down, allowing Thorax to really take in every single tiny detail of the spell that was about to end his life. He recognized it, even if he had never been taught how to use it. It would kill him instantly. Every single bodily function would cease simultaneously. Quick and painless…

At least, he thought, he could take some comfort in the fact that he had died doing his best to keep his promise. He closed his eyes and waited for the blast.

Before Trachea could let the spell fly, however,, a green bolt of magic exploded across the back of his head. The spell he had been charging instantly dispelled with a loud pop and a burst of light, and Thorax opened his eyes to see what was happening. Trachea stood there for a moment, stunned, before his eyes rolled up into the back of his skull, and he fell to the floor with a loud thud. Behind him stood a heavily panting Pharynx, whose carapace was now bearing several new scratches and scrapes. He took in a deep, shaking breath. “He will do great things for the hive… and you are never going to touch him!” he snarled before leaning against the wall to catch his breath.

Thorax blinked in surprise before trying to stand again. He winced in pain and sucked in a sharp breath through tightly clenched teeth when his left shoulder erupted with more red hot pain. “Ack! Ph-pharynx!” he called out between quick, shallow gasps.

His brother heard his cry and quickly moved to his aid. He put himself by Thorax’s side, allowing him to use his body as a crutch to take the weight off of his wounded leg. “Its bad, but I’ve seen worse. You’re going to be fine, kid” he whispered before helping Thorax limp out of the closet.

Thorax chuckled weakly in spite of his current condition. His ears folded back again when he heard a muffled explosion from outside, alongside the sounds of battle. “I… I bet…” he groaned before coughing violently and leaning even more of his weight on Pharynx.

“Stop talking,” the elder drone warned gingerly, standing perfectly still until Thorax got his coughing fit under control. The two locked gazes and Thorax gasped when he saw the worried look on his big brother’s face. “Y-you’re hurt. We need to get you some medical attention, right now!” he said, his voice starting to shake.

Thorax took a moment to process what he was seeing. He still wasn’t used to seeing Pharynx show emotion like this… He managed a small smile, then shook his head. “N-no… not y-yet. I have t-to do s-something, f-first…” he stuttered out before his wings began to buzz experimentally on his back. Thankfully, those weren’t hurt, and he was able to lift himself into the air, relieving his injured leg of his weight. Pharynx followed him into the air, incredulous.

“Thorax, please! If we don’t get you some help, you might never recover! There are unicorns out there, they can help you!” he all but begged, grabbing Thorax’s good shoulder with a hoof. “I’m not losing you now, not after all of this!”

“I have a promise to keep,” Thorax rebuked before another violent coughing fit rattled his system. He felt Pharynx wrap his hooves around his barrel to help him stay in the air while his wings briefly went out of sync. Once he managed to calm down, he looked pleadingly into Pharynx’s eyes. “Help me get to the caves… please… I need to save Squall…”

Pharynx’s eyes widened with shock. For several seconds, both of them were utterly silent. Somewhere in the distance, they could both hear another explosion going off, a large cloud of purple flames rising into the air indicating it as a unicorn spell. Without a word, Pharynx slowly nodded and helped Thorax fly out of the hole he had made in the roof. The two cast furtive glances towards the battle raging not far away. The ponies had managed to get some momentum back and were now holding their own. They’d be fine for a few minutes. With that hope in their minds, the two resumed their journey towards the city walls, beyond which an entrance to the ancient mining systems beneath the city would be waiting for them...

Standing Against Hopeless Odds

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They had done all that they could. The cloud traps had been made and scattered in several locations throughout the streets, the fiercest blizzard Rainbow could engineer was raging outside the city limits, the civilian population had been evacuated into the palace, and a thick mist had been created inside the city, severely limiting visibility, especially at street level. Now, Rainbow Dash, Twilight Sparkle, Starlight Glimmer, Fluttershy, Wind Whisper, Applejack, Rarity, and Pinkie Pie all stood on one of the larger balconies of the palace that faced to the south.

Overnight, the fighting had gone from little more than faint, distant rumbles and harrowing roars to a fully visible display of chaos and carnage on the horizon. They could just make out the undulating mass that was the swarm doing their best to force their way past the towering shadow that was King Sombra. Beams of magic and flashes of light could be seen every once in a while, and the echoes of their battle could be heard even from this far away.

Rainbow slowly turned her gaze from the battle that was slowly but surely drawing closer to them to look at each of the other ponies in turn. Twilight and Starlight, while clearly apprehensive, had looks of resolve on their faces. They were as ready as they were going to be. Although, when Rainbow tried to look Twilight in the eyes, the unicorn would flinch and look away. Silently sighing, Rainbow turned her attention from her to the other ponies. Fluttershy and Wind Whisper looked a lot less prepared for what they knew was coming. Wind was cowering underneath Fluttershy’s wing, while the older pegasus stared fearfully at the battle raging in the distance, her ears flat against the head and her eyes wide. Both of them were shaking.

Applejack was a lot harder to read, her eyes locked fiercely onto the battle, her hat adjusted to sit back on her head so as to not interfere with her sight. Her lips formed into a thin, stern frown and her jaw had set itself firmly. Rarity was doing her best to look similarly brave, but the slight tremors in her body, the rattling her saddlebags, and the twitches in her eyes made it clear that she was absolutely terrified. Pinkie Pie, for her part, routinely gave everypony else reassuring smiles, trying to keep their spirits up as well as she was able. Between those smiles, though, she would constantly stare at the center of the sky above the empire, as if expecting something to appear there.

Rainbow sighed and set her gaze back onto the battle in the distance. The combat had passed under the blizzard a while ago and was now reaching the fiercest part of it. She puffed out a breath. “...It’s time,” She finally said in a solemn voice. She then turned back to her friends again, her expression hardening. “Twilight, Starlight, stay out here and get ready to pull up the barrier. The rest of you, get inside and try to keep the Crystal Ponies from panicking, alright? Keep them focused on finding the Heart.”

“Are you sure we can’t stay out here with you?” Rarity asked gently, stepping forward slightly and finally tearing her eyes away from the battle. “Even if only to cheer you on and give you moral support?”

Rainbow shook her head solemnly. “No… I’m sorry. The more of you there are out here, the more likely Chrysalis will be to try and hurt you. The ponies inside need you more than I do right now...” she said regretfully before looking over at Fluttershy. “That goes double for you, Flutters. You keep Wind Whisper safe, alright?”

Fluttershy nodded slowly before stepping forward and giving Rainbow a tight hug, one which the pegasus princess did not hesitate to return. “Please… be safe…” Fluttershy whispered, burying her face into Rainbow’s shoulder.

“Don’t worry,” Starlight chimed in with an encouraging smirk. “We’ve got this.”

Twilight didn’t say anything, despite really looking like she wanted to.

Fluttershy slowly backed out of the embrace, trying to smile. She then sighed and lowered herself down to the ground so that Wind Whisper could climb up onto her back. The thestral filly looked at Rainbow with an unreadable look. “Please win…” she mumbled before hiding her face in Fluttershy’s mane.

Applejack turned to Rainbow Dash as well before taking her hat off of her head. She held it to her chest and then dropped into a low, respectful bow. Naturally, Rainbow shook her head and went to protest, but Applejack spoke first. “We’ll be rootin’ for ya, RD,” she said simply before standing tall and replacing her hat on her head.

Pinkie Pie chose this moment to pipe up, bouncing forward, nudging Fluttershy aside, and then throwing her forelegs over Rainbow’s shoulders in a hug that could crack bones. “You can do this, Dashie! Make us proud!”

Rainbow chuckled breathlessly from the contact, squirming in Pinkie’s grip. “I will, don’t you worry. But, uh- ACK! Can’t… breathe...”

“Sorry!” Pinkie said quickly before dropping Rainbow and scampering back to stand next to Fluttershy and Wind Whisper, an enormous grin on her face. Rainbow rolled her eyes at her antics.

Rarity smiled softly at the two before her horn lit up with its signature blue glow. One of the pouches of her saddlebags was opened up before something came drifting out of it, catching what sunlight there was and catching Rainbow’s eye. “I suppose you’ll be wanting this, no?” she asked with a large grin, even as Rainbow’s eyes widened.

“My… my crown… you repaired my crown?” she asked in a breathless whisper, reaching out to take it with a hoof. She was not mistaken; the ruby that had been knocked out of its place when she had gone into her self-deprecating rage had been replaced, and any scratches or scraped had been buffed out. In fact, the whole thing looked as good as new.

Rarity’s smile only grew as she saw her handiwork admired. “When I saw that you had knocked one of the rubies out of it, I just had to do something. After all, without your element of harmony, your crown is your symbol. And it will not do for the symbol of our favorite princess to be broken…” her face then turned into a far more stern frown. “So I want you to promise me that you won’t go and break it again. I don’t care how upset you are with yourself, there are better ways of managing your stress than by destroying such a fabulous and meaningful accessory. Capisce?”

Rainbow recoiled somewhat from the harsh tone in her voice, but then let out a small laugh. “Alright… I won’t break it, promise,” she replied with a small shake of her head.

Another explosion sounded in the distance, and they all turned to look. The battle was drawing closer, and it seemed like the swarm was starting to ignore Sombra in favor of rushing the city. The blizzard was giving them some trouble, to be sure, but they would be here in a matter of minutes either way. Rainbow’s eyes narrowed. “Twilight, Starlight, you know what to do. Everypony else, inside, now!” she commanded while flaring out her wings. One by one, the others began to retreat into the palace, closing the doors behind them and leaving Rainbow, Twilight, and Starlight all on their own.

A chill wind blew past them, and Rainbow involuntarily shivered from the cold. She gave herself a quick shake before looking down at the crown in her hoof. With the sound of Twilight and Starlight lighting up their horns filling her ears, she closed her eyes slowly brought the golden circle up until it rested comfortably on her head. She couldn’t be sure, but it felt more comfortable than before. Maybe Rarity had made some adjustments to its size? When she opened her eyes again, she saw that the city-wide barrier was rising from the earth to cover the entire city, drowning out the noise from beyond and filling the air instead with a gentle aetherial hum. Like before, it was a dome of rippling fuschia and cyan colored magic.

As soon as the dome was fully formed, Rainbow turned around to face Twilight, whose eyes were currently glued to the floor beneath her hooves. “Twilight…”

“Please don’t go out there…” Twilight whispered, lifting her eyes to meet Rainbow’s, revealing that they were already growing moist with fresh tears. “Please…”

Rainbow flinched and looked away, her ears folding back against her head. “...You know I have to. If Thorax and Pharynx don’t turn up with reinforcements before the barrier gets breached, then…”

“You’ve set the traps, Rainbow!” Twilight tried, her voice starting to crack. “You can come inside, we can try to fortify the entrances or something! Just don’t try to fight her all on your own!”

“What difference would it make if I did that, huh?” Rainbow questioned with a frown. “We’re fighting for time, Twilight. If we all hide in the palace, we’ll be giving up a lot of that. We’ve been over this! This is the best way to make sure we have the time we need!”

Twilight winced and shuffled back, her ears falling flat and her eyes gluing themselves onto the floor again. The intensity in Rainbow’s eyes fled as she saw this, and she slowly began to reach out. She froze when Twilight’s voice cut through the silence. “I know… I just don’t want to lose you…”

Rainbow let her hoof drop back down to the balcony floor with a soft exhale. She slowly stepped forward until she was muzzle-to-muzzle with Twilight, looking into her eyes. “I don’t want to lose you, either… that’s why I’m going out there. I could never live with myself if I let you get hurt...”

For a few moments, all three mares were silent. A few flickers on Starlight’s horn prompted her to speak up. “We’ve got drones attacking the barrier.”

Rainbow nodded at Starlight, then turned to Twilight one more time. “Twi… I gotta head out there. I need to get things ready…”

Twilight choked down a sob and screwed her eyes shut. After a moment, though, they flew wide open when she felt Rainbow’s lips press against hers in a gentle kiss. They didn’t stay open for long, though, fluttering closed again as she wrapped one of her forelegs over Rainbow’s shoulders. For several seconds the two were locked like this, savoring the contact, and each other. When they finally parted, they looked into each other's eyes. Twilight managed a tiny smile before speaking again in barely a whisper. “Come back to me… okay?”

“I will… I promise…”

Rainbow turned to leave, but Twilight’s hoof grabbed onto hers before she could go, prompting her to look back inquisitively. Twilight took a shuddering breath. “Just… before you go… let me hear you say it. One more time, okay?”

Rainbow blinked, confused. After a moment, though, realization dawned on her face, followed by a tiny blush. “Oh, uh… right…” she glanced sheepishly at Starlight, who merely gave a small gesture with her hoof to encourage her to not mind her presence. Slightly comforted, Rainbow returned her attention to Twilight. “...I love you, Twilight.”

Twilight’s smile grew, even as a few tears ran down her cheeks. “I… I love you, too…”

With those parting words, Twilight released Rainbow’s hoof. The pegasus threw on one last cocky grin before turning away, unfurling her wings and leaping from the balcony, gliding gracefully down to disappear into the mist. Twilight watched her go, everything else fading away until the mare she loved vanished into the mist.

Chrysalis grunted with effort as she weaved around another lance of magic from King Sombra. The monster was persistent, she had to give him that. Ever since he had appeared out there in the snowy wastes, he hadn’t stopped harassing her and her swarm for even a moment. She had lost more than half of her swarm to a catatonic state to his shadow tendrils, and still more had been wounded from jets of dark magic. The size of her attack force had been cut in half, and those that remained were quickly losing what strength they had left. This infernal blizzard that surrounded the city was not helping things either, each snowflake feeling like a tiny needle piercing her chitin and making it difficult to see.

Still, they had reached their destination. And judging by the color of the massive dome of magic preventing her forward assault drones from gaining entry, she knew that Twilight Sparkle would be inside, somewhere. Even as she swerved around another strike of one of Sombra’s tendrils and got another face-full of snow, she couldn’t help but grin like an excited nymph at the prospect of finally getting her revenge on that lavender maggot. The scar on her cheek burned in anticipation, reminding her of its perpetual existence.

When it became clear that the barrier was too strong to penetrate, several of the drones attacking it backed off and took to the air high out of Sombra’s reach. Spiraling by another swipe, Chrysalis rose to join them, spying Stinger at the head of the group. The loyal drone, gasping raggedly for breath, gestured at the barrier as soon as her Queen was in speaking range. “It’s too strong!” she shouted to be heard over another of Sombra’s echoing howls and the raging blizzard. She cringed but pressed on with her report. “It would take the swarm hours to make a crack in it at full strength! What are your orders, my queen?”

Chrysalis glanced down at Sombra with a grimace. They were in a tight spot, she knew that. This being was powerful, and unless he brought out to play one of his seemingly endless number of horns, she had no real way of harming him. His amorphous body made him almost impossible to attack conventionally, something he just loved to exploit. Her drones were exhausted and unable to fight him off with their own power, only able to avoid him.

She turned her eyes back to the dome, scrutinizing it, sizing it up, and searching it for weak points. It was powerful, but not nearly as powerful as she was. An idea came to her. “Keep the shadow busy!” she ordered to what was left of the swarm while her horn began to light up with green magic. “Make sure he does not follow me. I can breach this barrier long enough to gain entry. Once I do, I will find the ones projecting it and destroy them. The barrier will collapse, allowing you all to gain entrance to the city. Once inside, we must prioritize finding the source of the city’s love and utilizing it. Such an endless supply of power should then allow us to tear this ‘king of shadows’ apart! Is that clear?!”

Her drones gave shouts of understanding. “We understand, your highness,” Stinger added in with a proud smirk of her own. “This demon will not follow you, I guarantee it.”

Chrysalis grinned. “Good. I am counting on it…” she growled with hunger and anticipation in her voice before turning to the barrier. “Our hunger is almost at an end, my subjects! One last push! Do not falter now, and you will be duly rewarded!” she called out before snarling and letting a narrow, highly focused beam of magic free from her horn. The green beam struck the surface of the barrier with a flash of blinding light and a deafening boom. The light then flickered away as quickly as it had come, accompanied by another deafening sound, this one akin to shattering glass. True to her word, a fresh hole had been punched in the barrier, one which Chrysalis wasted no time in exploiting.

With the rallied cheers of her drones echoing in her ears, Chrysalis shot through the hole in the barrier just before it sealed itself shut behind her. All at once, the chaotic din of the battle became muffled, and the freezing chill in the air became significantly lessened. The intense winds she had just been forced to suffer through immediately fell still. The newfound calm and quiet was such a stark contrast to the chaos from mere seconds ago that she couldn’t help but shudder in discomfort. She quickly composed herself, however, and allowed herself to drop to the ground, giving her exhausted wings a rest. Once she landed, she took in a deep breath through her nose, and slowly began to make her way forwards.

The streets were abandoned, she soon realized, only adding to the eeriness of her situation. There was nothing here; just buildings carved from crystal, looking like they had been lived in not more than a day ago, but now abandoned and left to make the winds whistle as it blew through them. Market stalls appeared in one or two of the plazas she passed through, all of them seemingly having been abandoned in a hurry.

Chrysalis narrowed her eyes as she went, and scrutinized every shadow and every corner, expecting an ambush at any moment. The thick fog that filled the entire dome was making it rather difficult to see where she was going. She would surely have rathered flying, but her wings were in desperate need of the rest, even if it would be brief. Besides, she had every confidence that her drones could hold out a little longer without her.

To her surprise, however, nopony came to accost her or ambush her. Instead, while she was walking through a drifting patch of mist that was denser than what surrounded it, it suddenly lit up with a rush of electricity and a boom of thunder. Chrysalis’ eyes widened as the currents of energy began to course through her body, and she shouted in pain and stumbled backward. The electricity was potent, making several of her muscles twitch and spasm against her will and filling her entire body ache. However, she maintained her composure long enough to back out of the cloud and out of reach of its lightning. While her muscles relaxed, she eyed the cloud with scrutiny.

She heard something moving not far away, shooting through the air. Looking, she just caught sight of a flicker of prismatic light fading into the mist. A small smirk grew on her face before she used her magic to dispel the electrified cloud, turning it into little more than stray vapors. “I see… very clever of you, Princess Rainbow Dash…” she muttered more to herself than anything. She resumed her journey, carefully observing the environment around her for any more traps.

This was easier said than done, of course. More than once she passed right through a wandering cloud that she failed to notice due to it being exactly the same as the mist around it. One was infused with more electricity that made her muscles dance in pain, another with ice that made then go rigid and numb.

She had thought she was starting to recognize the patterns when one suddenly came rocketing at her from the mist. She turned to face it, her horn lighting up with magic to dispel it. Before she could let her spell loose, however, the cloud suddenly burst into flames. Her eyes widened before she redirected her flow of magic to form a barrier around herself, just in time to protect her as the literal firestorm washed over her. There were several moments where the flames scorched the street around the barrier, and residual heat made her start to sweat before it finally dissipated, leaving a few embers drifting in the air.

Chrysalis growled in the back of her throat. “I see you are wise enough to know you can't face me directly!” she shouted out angrily, continuing her steady advance for the palace.

Another cloud, again bursting with electricity, came rushing at her from another direction. This time though, she was able to dispel it before it reached her, the leftover vapors washing past her harmlessly. She just saw the silhouette of a pegasus darting back into the mist, out of sight. Her hunter’s instinct demanded she give chase, but she managed to reign herself in. She just continued to press on for the palace. “You know that I would destroy you in an instant if you tried to face me,” she continued in a mocking tone. “And so you resort to booby traps and clouds filled with elements they were never meant to hold. I must commend you on your creativity…”

Another cloud came rushing in, and again, it was dispelled. “But you are fighting a losing battle. Every moment you spend trying to resist me is another moment spent making your pain worse.”

Another cloud, this was gigantic, came out of the mist. When Chrysalis went to dispel it, she was alarmed to discover it was actually many clouds lumped together. Only one of them was dispelled, while the rest slammed straight into her. A great fireball erupted from the point of impact, and Chrysalis screwed her eyes shut in pain while her horn lit up to throw up a barrier around herself. She then expanded that barrier very rapidly, forcing the remaining smoke and embers to disperse around her before letting it dissipate. She let out an impatient huff. “It is just a shame you weren’t there when I taught your dear mother that lesson...”

Silence, and no new clouds. Chrysalis grinned with sadism, knowing she had just gotten her hidden assailant's attention. She continued her walk, now strutting as if she owned the city and casually tossing her mane over her shoulders. “She tried to fight me, you know, until the very end. She fought and she fought, doing everything she could to save her precious little ponies… and it was all for nothing. She fell before me, helpless, unable to do anything but watch as I turned her entire burning city into one massive farm. And her dear sister never even had a chance to fight… Oh, you should have heard your mother’s screams when I ate from her… it was beautiful.

Something else came out of the fog this time. But instead of a cloud or a wisp of elementally charged mist, it was a rainbow-colored blur moving faster than she could react. The blur tackled her from the side just as she realized it was coming, picking her up off the ground and sending her rocketing through the air into another cloud filled with electricity. The boom of thunder than rang out from her collision drowned out her startled shout of pain. Soon, though, the cloud used up its charge and dispersed, allowing Chrysalis to rise back to her hooves with small wisps of smoke rising from her chitin. She looked ahead, finally seeing her enemy.

Rainbow Dash’s eyes were the spitting image of hate-filled murderous fury, and her teeth were bared to show this. She was gasping, not out of a need for air, but out of complete and abject rage. Her wings flared wide open in a threatening stance. “Stay away from my family!” she shouted, her voice already shaking.

Chrysalis merely grinned, idly studying one of her forehooves as if trying to find some nondescript blemish. “Oh, I don't think so...” she then flashed Rainbow a sinister, spine-chilling smirk. "They're all just too tasty..."

At those words, any restraint Rainbow had left was lost. She snapped. With a scream of rage that could be heard all the way back at the palace, she kicked off the ground with a mighty flap of her wings, launching herself in the direction of the changeling queen before her.

Chrysalis grinned.

A Promise To Keep

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The caves were, surprisingly, completely devoid of guards when Thorax and Pharynx passed through them. A good thing, too, as their progress was slowed significantly by Thorax’s condition. More than once they had to stop when his shattered shoulder would flare up in pain, causing him to collapse. Every time this happened, Pharynx would ask Thorax if he was sure they had to do this now, and the answer was always the same. “Yes. I have to keep my promise.”

Despite Pharynx’s protests, they eventually made it to the enormous chamber where all of the ponies that had been captured before the invasion were kept. Thorax cringed at the sight of the back wall as they flew in from the same platform Chrysalis had first arrived on, seeing the countless cocoons stuffed with innocent ponies glowing in the darkness. One of those pods would hold the stallion he was here to save.

He planned for all of them to be saved, of course, but right now, at this moment, he was here for only one of them. Groaning in pain, he gave his wings a quick buzz to put on a bit more speed towards the cocoons. Pharynx stayed close at his side, ready to catch him and help him if he needed it. Luckily, though, the trip went without any interruptions, and the two drones came in for a landing in the slowly pulsating green glow of the wall.

Studying the cocoons for a moment, Pharynx winced as he saw just how many there were. He turned and gave Thorax a questioning look. “Do you remember where you put him?” he asked carefully, allowing Thorax to take the weight off of his wounded leg by leaning against him.

Thorax scanned the wall for several seconds, trying to locate the cocoon he needed in the crowd. “Ah… I know he was at the ground level. We’ll just have to search- ACK!” his words were cut off when another flare of pain danced over his shoulder, forcing him to crumple to the floor in a gasping heap. Pharynx did what he could to ease the descent to the floor, his face twisting with concern.

“Thorax, come on, hang in there…” He whispered, taking Thorax’s good hoof in his own and holding it tight. “You’ll be okay, little brother. You’re strong enough to fight through this. You’re gonna be fine…” He gave the hoof a firm squeeze, and after a few moments, Thorax finally managed to get his breathing under control. Still, this latest surge of pain had drained him of much of his strength, and only with some help from Pharynx did he rise back to his hooves. The two continued to slowly inch their way across the bottom row of pods, eyeing each cocoon critically for any signs of their quarry.

Finally, after what felt like forever, Thorax perked up with recognition. He shifted closer to one of the cocoons, squinting at it, before letting out an exclamation of delight. “Here he is!” he announced, indicating the pod right next to him with his horn.

Sure enough, Pharynx recognized the bat pony right away from when Thorax had first brought him in. A gray coat and a short, ocean blue mane and tail. Large leather wings could be seen drifting limply in the fluids of the pod by his sides. The two stared at him for a moment before Pharynx lifted into the air with his wings. He gave Thorax a stern look. “I’m gonna let him out. Step back,” he ordered sharply, and Thorax did not hesitate to comply, shuffling back about twenty feet. Then, Pharynx looked on at the pony inside the cocoon, his lips peeled back into a distasteful snarl. “You had best be worth all of the pain Thorax is going through, pony…” he growled before his jaws opened wide, and his sharp fangs plunged into the hard surface of the cocoon. They pierced the shell without any effort at all, and with a mighty tug, he tore it open with a loud, sickening crunch and squelch.

A cascade of putrid-smelling green slime spilled out to splatter all over the floor, bringing Squall along for the ride. He hit the ground with a heavy thud, crumpling into a loosely formed heap. Pharynx then flew over and landed behind Thorax, looking on with a neutral expression as the scene unfolded. “Alright… now it’s your go,” he explained softly, giving Thorax an encouraging nod.

Thorax nodded and, with some assistance from his big brother, limped over towards Squall, who was already starting to shift and stir. Once they were within fifteen feet, Pharynx backed off from Thorax to give the two some room. Though he did keep himself ready to leap to his brother’s aid at any moment from the side.

Thorax sat down on his haunches and waited patiently. Gradually, and with more than a few groans and gasps of discomfort and confusion, Squall began to fully return to his senses. Eventually, the disoriented bat pony lifted his head from the floor to study his surroundings. His icy blue eyes were wide open an unfocused. With a quiet groan of frustration, he shook his head back and forth to dispel all of the guck that was still clinging to him, sending small scraps of slime and cocoon flying in every direction. “Ugh… what… where am I…?” he mumbled when he spotted Thorax, recognizing that there was a vaguely pony shaped creature in front of him. He didn’t seem to be properly realizing just what he was looking at, and that fact made Thorax wince.

“I don’t want you to panic, okay? Please, try to stay calm and just hear me out,” he tried in as gentle and placating a voice as he could manage, putting his hooves in front of him.

Squall shook his head. “What are you talking about? What’s…” his pupils finally seemed to focus, and he let out a sharp gasp when he saw Thorax clearly. Squalls’ eyes began to narrow with disgust, and his wings flared open aggressively. “Y-you! What are you?! What did you do to me!? Where am I?! Where’s my sister!?” he demanded in rapid succession, rising fully to his hooves and looking about ready to launch himself at Thorax.

“My name is Thorax,” Thorax began slowly, his ears slowly folding back against his head. “I… trapped you in that cocoon. You’re in the old caves beneath Canterlot, and your sister is safe with Princess Rainbow Dash.”

Squall’s eyes widened as he looked around, recalling the last thing he had seen and heard before falling into a dreamless sleep inside that cocoon.

“Wh… What’s happening? Let me… go… What… what are you?”

“Stop squirming, I don’t want to hurt you.”

“What have you done to my sister?!”

“I haven’t done anything to her, and I don’t plan to… it’s not my job.”

“You revolting creeps! What are you?! What do you want?!”

“...Not this.”

“...Then why?”

He remembered the creatures that had been watching as he was imprisoned. There had easily been hundreds of them, and two of them were in front of him. His eyes locked onto Thorax, and he growled bitterly. He didn’t say anything, though. Instead, he snapped his wings open and launched himself into the air over Thorax’s head, shooting for the first exit he could see.

“Wait!” Pharynx called after him, his wings already buzzing in preparation to give chase. A gesture to stop from Thorax made him hesitate, though.

Slowly, the younger drone forced himself back to a standing position. “Let him go, Pharynx. Like you said, it’s my go,” he reminded through grit teeth. “You get back. Head to the battlefield. The ponies need all the help they can get, and I’m not doing any more fighting like this. I’ll find Squall and talk to him…”

Pharynx swallowed heavily and shook his head. “No. I am not leaving you all on your own like this! I’m here to help you, not the ponies!” he said in a raised voice, stepping closer to Thorax. “I’ll stay out of your way, but I am not leaving you!”

“But, Pharynx-”

“NO BUTS!” Pharynx shouted, stepping forward until he was muzzle-to-muzzle with Thorax. “I came here to help you, Thorax. You. You’re asking me to abandon you in enemy territory when you can barely stand, much less defend yourself! If even one patrol comes through here, that will be it! You’ll be finished, and all I’ll be able to do is wonder if I could have saved you if I had been there! So don’t you dare ask me to put myself through that, because the answer will always be NO!”

Thorax fell silent, his ears falling flat against his head. He shivered under Pharynx for several moments but nodded. “Alright… fine… come on. Let’s go…” he managed before the two of them rose into the air with buzzing wings to follow Squall Dreamer down the tunnel he had fled through.

Squall was panicking. He had no idea where he was, what was going on, or what he was up against. All he knew for sure was he had been let out of his prison for some reason and was now trying to find a way out of these accursed tunnels. But no matter how far he went, he only ran into more paths that looked exactly the same. The crystals on the walls only very rarely gave off any kind of light, and his nocturnal eyes could only do so much in perfect darkness. After what felt like hours, but was in fact only a few minutes, he slid to a stop and slumped against the wall, trying to catch his breath and calm his panicking nerves.

“Okay, Squall, calm down!” he growled to himself between deep breaths. Gradually, his heart rate calmed down and he was able to formulate somewhat more rational thoughts. “Okay… alright… first thing's first… I gotta find out where I am, and how to get out of here…” he glanced at the wall of the cave he was leaning against, spying his reflection looking back at him. After another few moments, he shook himself and stepped into the center of the area he found himself in. It was an intersection, by the looks of it. He rolled his tongue around for a few moments, building up some saliva, before spitting on his hoof and holding it high into the air.

Much to his dismay, there was very little in the way of a draft that he could follow. These tunnels must have been gigantic and labyrinth-like. He let out a heavy sigh and set his hoof back down. “Maybe running away from those things was a mistake…” he mumbled before slowly starting to trot along. As he went, he began to go over what he knew of his situation in more detail.

He remembered being suddenly accosted by a unicorn with glowing green eyes while patrolling the streets one day. It had been a short fight, one which he could now surmise he had lost. He then found himself waking up and being pinned to the wall by one of those odd creatures with the glowing blue eyes. He remembered that there were hundreds of them in that cavern he had been imprisoned in, and they had all looked at him with disdain. If these were the caves beneath Canterlot, like that one creature had said, then that was cause for grave concern. And now, considering the fact that the creatures were seemingly all gone, he couldn’t help but feel fear welling up in his heart over what might have happened.

Had Canterlot been attacked? Were the princesses safe? What about Wind Whisper? Was she alright? Where was she? How could he get to her from here?

“I’m not here to hurt you,” A two-toned voice suddenly cut through the darkness around him, startling him out of his thoughts. He spun around to face the speaker, and saw that bug pony from before, Thorax, slowly approaching him with a very clear and noticeable limp. One of his front legs was severely wounded at the shoulder, the chitin looking to have been shattered. There was grey skin underneath, swollen and bleeding.

Squall still flared his wings out and assumed a defensive fighting stance. “Then why are you here!? What the hay is going on?!” he shouted through bared teeth, his pupils dilating.

Thorax slowly lowered himself onto his haunches, careful about his wounded leg, before speaking again. “To save you,” he said in a quiet voice, his eyes glued to the floor.

Squall blinked and tilted his head. “Save me?” he echoed in disbelief. “You’re the very creature that trapped me here. Why would you be trying to save me?”

Thorax shuddered, his ears folding back on his head. “B-Because… I had to make up for e-everything I d-did wrong. To y-you… to W-wind…” he answered in a shaking voice before slowly lifting his face so Squall could see his eyes. Squall’s eyes widened and his jaw fell open when he saw that those glowing blue orbs were letting off streams of fresh tears.

Still, the mention of his sister’s name made any shock he felt evaporate. “What did you do to my sister?” he asked in a cold growl, taking a threatening step forward.

Thorax didn’t flinch, instead choosing to close his eyes and look down again. “I… lied to her… I took your form,” he said before green flames swirled around his body, making Squall jump back with a shout of surprise. When the flames dissipated, Squall gasped in shock when he saw himself looking right back at him. His doppelganger than spoke with Thorax’s voice. “And I tried to make her think I was you. I took her away from Canterlot when the invasion started, and I wanted to take her as far away as possible until everything had blown over…”

More green flames swirled around his body, and he was back to his regular, chitinous form. He looked down and to one side with a quiet sigh and unspeakable shame in his eyes. “I… didn’t get to. We wound up traveling with Princess Rainbow Dash and her friends to a city in the Frozen North. I’ve done everything I can to keep her safe, even after she learned what I am…” as he said those words, he lifted his good hoof and stared at it, looking at Squall through one of the holes that ran all the way through. “...I made a promise that I would protect her until you two were reunited. I came here so I could keep my promise…”

Squall blinked, his wings very slowly folding up at his sides. He studied the creature in front of him for several seconds. “If you felt so bad about imprisoning me, then… why did you do it, to begin with?” he questioned in a gentle tone of voice that took Thorax by surprise.

Still, he managed to answer, even though his words filled him with even more shame and self-loathing. “I was… afraid. Any drone that acts against the direct orders of the queen, intentionally or not, loses the right to live in the hive. Their lives are forfeit, and the execution process, when performed by the Queen herself if…” he shuddered and screwed his eyes shut. “It is the most horrifying thing I have ever seen… and I was afraid it might happen to me… but then,” he opened his eyes and looked into Squall’s again. “On the day of the invasion, when the changelings had won and Canterlot had fallen, I… heard a filly crying. I remembered Wind Whisper, and it clicked. I knew I would rather die trying to do the right thing then live with doing the wrong.”

“So you saved my sister and swore to protect her, huh?” Squall deduced with a furrowed brow. Thorax gave a slow, hesitant nod in response. For several seconds, they were both silent, allowing it all to sink in.

“I’ve done horrible things to you, I know,” Thorax stated quietly. “And I won’t blame you if you never forgive me. But right now, there is a battle going on in Canterlot. The ponies are trying to retake the city so they can free the princesses trapped inside. If the princesses are freed, they can get to the city in the north I mentioned, the Crystal Empire, and save everypony there, including Wind Whisper.”

The silence continued, with Squall just staring at Thorax with a cold, unreadable expression. After a while, convinced he had done all he could, Thorax went to stand. His shoulder flared in agony from the movement, causing him to shout in pain and crumple to the floor in a wailing heap. Squall watched him for a few more seconds before stepping forward and reaching down. “Here, let me help you,” he said gently while helping Thorax get back into a standing position.

The drone looked at Squall with wide, shocked eyes. “Wha… what are you doing?” he asked, sounding like he wasn’t sure this was actually happening.

Squall gave him a small smile. “It’s simple, really… I believe you,” he replied slowly in a quiet voice.

Thorax’s already wide eyes only got even wider. “Wha… you do?”

Squall nodded, his smile growing. “Yeah. Other ponies might have looked at your crying and called it a well-performed act or something, but me?” he shook his head and looked at the wall in front of him, his smile fading away. In its place was a somber frown. “...I know what real tears look like, and I know what real crying sounds like… especially the kind born out of guilt… I hear it way, way too often at home, whenever Wind Whisper starts to doubt herself… I hear it when on guard duty at night when Princess Luna has nightmares about her past...” he looked sideways at Thorax, his smile growing again. “And what I just heard from you? That was genuine. I can tell.”

Thorax, stunned, only managed to mouth like a fish for a moment before composing himself and letting out a weak, breathless laugh. “I’m… glad to hear it.”

Squall nodded before stepping back, careful to make sure Thorax could stay standing. “That doesn’t mean I’ve forgiven you for what you’ve done yet,” he pointed out in a more serious tone of voice. “But I am willing to give you a chance to earn my forgiveness. And you can start by helping me find a way out of this tunnel network.”

Thorax nodded, then glanced over into the tunnel he had come from. “Pharynx, come on!” he called out, and in short order, the purple eyed drone came buzzing out of the darkness. Thorax glanced at Squall and gestured at the new arrival. “This is Pharynx, my elder brood mate. He helped me get to you.”

Pharynx touched down gently in front of Squall with a short, curt nod. He then turned to Thorax. “Time to get back into the city?”

Thorax nodded. “Yeah, it’s time.”

Pharynx then turned to one of the other tunnels and pointed at it. “Then we go this way. This tunnel will take us to an old entrance into the castle the infiltrators and spies used during the scouting stages. We can use it to slip in behind the Changeling perimeter and free the Princesses with minimal resistance,” he explained before starting down it at a brisk canter.

Thorax frowned. “Wait, hang on a second! I don’t remember that!”

Pharynx grinned back at him. “You were never told. Need to know basis, and with your reputation…” he left the sentence unfinished on purpose as he went down the hall.

Squall glanced at Thorax with a raised eyebrow. “‘Reputation?’” he questioned, making Thorax give a bashful laugh.

“Eheh, I was never really good at my job…” he replied before shaking himself, lifting into the air with his wings and following Pharynx down the hall. Squall watched them go for a second before following after them.

The Beauty of Agony

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“Stay away from my family!” Rainbow Dash shouted, her voice already shaking.

Chrysalis merely grinned, idly studying one of her forehooves as if trying to find some nondescript blemish. “Oh, I don't think so...” she then flashed Rainbow a sinister, spine-chilling smirk. "They're all just too tasty..."

At those words, any restraint Rainbow had left was lost. She snapped. With a scream of rage that could be heard all the way back at the palace, she kicked off the ground with a mighty flap of her wings, launching herself in the direction of the changeling queen before her.

Chrysalis grinned.

Rainbow’s hooves plowed into her chest with earth-shattering force, sending both of them shooting through the air at breakneck speeds. This time, however, Chrysalis had braced herself, buzzing her wings furiously against Rainbow and grinding their momentum to a halt. She opened her maw wide, revealing sharp teeth and pointed fangs that caught what light there was. She hissed and lurched down, trying to clamp her teeth on Rainbow’s ear. The pegasus saw the attack coming, though, and was quick to end her charge. She dropped to the ground, crouched low, and speed between Chrysalis’ legs to disappear into the mist behind her.

The queen’s teeth snapped at nothing but the air and the remnants of a prismatic blur left in the wake of the speedster. Snarling, Chrysalis turned around with her horn igniting with magic. Before she could cast any spells, however, Rainbow came flying back out of the mist to drive one of her hind legs into Chrysalis’ face. The impact snapped her head back and tore a grunt of pain out of her. Rainbow followed up with her other leg, driving it into Chrysalis shoulder and sending her sprawling to the ground in a heap. With a frustrated shout, she pulled herself back to her hooves and fired a beam of putrid green magic in Rainbow’s direction.

She yelped in alarm but just managed to swerve around the beam without being hit, although she could feel the heat radiating off of it singing the tips of her coat hairs. It was only then that Chrysalis realized that Rainbow was carrying another cloud in her hooves, and was now swinging it at her like a warhammer. A quick jet of magic from her horn caused the cloud to disperse harmlessly into the air, although it did not stop Rainbow’s advance. She rocketed past Chrysalis, reaching out as she passed to clothesline the towering queen by the neck, throwing her to the ground several yards away.

Again, Chrysalis rose to her hooves, glaring at Rainbow with rage. With a growl, her wings snapped up from her sides and began buzzing, lifting her off of the ground and into the air. She heard Rainbow shouting and saw the enraged pegasus coming for her again, and this time managed to form a spherical barrier of green magic around herself to block the attack. Rainbow’s hoof collided with the barrier and bounced off uselessly, creating a small flash of light on the surface. She recoiled with a shout of pain from the contact, her eyes losing focus for but an instant. Chrysalis, grinning insanely, exploited that moment to drop her barrier and tackle Rainbow herself, sending them both into a freefall for the ground.

It wasn’t a long drop, but it was still enough to tear the wind out of Rainbow’s lungs. Gasping for breath and struggling against the weight of Chrysalis hooves on her chest, she looked up fearfully into the glowing eyes of the Queen. She could just see that white crescent of teeth, tainted in spots with yellow, that was her grin against the shadowy silhouette of her looming face. Her horn lit up with more green light, and Rainbow reacted immediately out of fear. She compressed her hind legs and then drove them, hard, up into Chrysalis’ gut, forcing a wheeze of pain from her and causing her to stumble back. Rainbow was quick to rise back to her hooves and tackle her yet again. Chrysalis, in turn, threw her forelegs around her, grappling her and preventing her from backing out of her assault.

So Rainbow did all she could.

She punched Chrysalis in the face. The sickening crack that sounded from the blow would have made her shudder if she weren’t busy fighting for her life. In response to the punch, Chrysalis hissed and lunged for Rainbow’s throat with her teeth like a feral animal. She just managed to shift back out of range of those snapping teeth before driving her hoof into Chrysalis’ face for a second time, though this only seemed to make the queen even angrier. She then kicked out with her hind legs again, striking the queen in the chest and making her grapple loosen up. Rainbow, grinning triumphantly, capitalized on the opportunity to spin Chrysalis around and wrap one of her forelegs around her throat.

As the two of them struggled for dominance, grappling, punching, kicking, biting, the beating of their wings sent them rising above the top of the mist. Back at the palace, Twilight and Starlight could see them lifting higher and higher into the air. The two watched the struggle with bated breath, and in the case of Twilight, a rapidly growing panic.

No, no, NO! She wasn’t supposed to fight her directly!

Even if Twilight’s thoughts could reach Rainbow, she wouldn’t have cared enough to change her course of action. Everything had gone red. At that moment, in that place, all that existed for her was the revolting monster that had invaded her home, threatened her friends, and hurt her family. The same monster that had casually gloated about torturing her mother. With that thought sending a fresh geyser of liquid fire through her veins to pool in the back of her skull, she pulled one of her hooves back to drive it into the side of Chrysalis’ head as hard as she could.


Another punch.


And another.

“From! My! FAMILY!”

Over, and over, and over again, she drove her hoof into Chrysalis’ head while doing her level best to strangle her. She was still struggling in Rainbow’s grip, and with a burst of unfocused magic, was able to free herself from the grapple. With her pupils dilating with rage, and her breath coming in heaving gasps, Chrysalis spun around and tackled Rainbow Dash, pushing her down towards the ground as fast as possible. They plummeted back into the mist, out of the line of sight of Twilight and Starlight.

As they descended, Rainbow tried to slow their momentum by flapping her wings against Chrysalis. However, she found she didn’t have the raw physical strength the queen did, and her efforts proved fruitless. Gravity was hindering her resistance as well, and the ground was coming up. The impact would hurt, and would unquestionably break more than a few bones if she hit the ground at this speed. She glared at Chrysalis, gritting her teeth and shouting in defiance. She saw that smug, taunting grin staring back at her, daring her to do something.

So she did.

Instead of flying against Chrysalis, she suddenly reversed the direction of her flight to add to their momentum. Chrysalis’ eyes widened in surprise from the tactic, her forelegs being snapped to their full length and yanked from the sudden acceleration. She may have been stronger by an impossibly wide margin, but Rainbow would always have the speed advantage. Chrysalis’ grip on Rainbow was jarred loose.

They had all bet hit the ground now. But with Chrysalis’ hold on her more or less undone, Rainbow was free to redirect her momentum and fly off to the side, out of the way of the falling queen to vanish into the mist. Chrysalis’ hooves struck the street, creating a spiderweb series of cracks in it for yards and sending spears of white-hot-pain dancing up and down her legs. Snarling through clenched teeth, she turned and looked for any sign of Rainbow Dash, but she had disappeared.

“Are you running away from me?!” she demanded in a shout, taking the opportunity to catch her breath. She let slip a twisted cackle. “I thought you had decided to show some bravery, facing me like that. I had thought that maybe the last Princess of Equestria would go down properly. But here you are, hiding like a coward…”

Several seconds passed without any form of response. Chrysalis scoffed and turned to start making her way to the palace when a sound reached her ears. She perked her ears up to hear it better. It was a low, distant whistle that was steadily growing louder and higher in pitch, to the point it was almost deafening. It was also coming from behind and above her. Turning to look over her shoulder, her eyes widened in surprise when a blinding flash of light exploded into existence about a dozen yards over her head, making her squint. A rainbow-colored ring expanded outwards from the epicenter of the light, and flying towards her at well over the speed of sound was-

Rainbow’s hooves drove into the back of Chrysalis’ head before she had a chance to react, forcing her into the street. But Rainbow didn’t stop there. With her hooves pressed into the back of Chrysalis’ head, she shot down the street as fast as she could, dragging Chrysalis along the entire way and scraping her along the ground. She could hear Chrysalis’ exclamations of pain as they went, she could see her flailing to try and resist, and she couldn’t help but grin. Revenge was a sweet thing, to be sure.

Her bravado faded, however, when Chrysalis’ cries turned into sadistic, hysterical laughs, even as her face was dragged forcefully along the ground at speeds that would have torn any normal pony to shreds a long time ago. Before Rainbow could question it, she saw Chrysalis’ horn explode into light, and green flames began to form on the ground beneath her. Rainbow watched for a moment, confused.

But then her eyes widened. She had seen this spell before.

“Fifty bits says Queen Chrysalis is behind those doors,” Rainbow whispered to Twilight.

Twilight hummed in response, looking the door up and down. “And so are the other princesses… okay, hold still. I’m gonna cloak us, then we can-”

“Oh, I wouldn’t try it if I were you,” a feminine, condescending voice echoed all around them. Green fire exploded from the floor directly in front of them, causing Rainbow and Twilight to jump back in alarm. The fire sputtered and undulated before the silhouette of a tall changeling could be seen rising out of it. “You’d only be wasting your energy…” Chrysalis cackled before the flames vanished around her.

A portal!

Before Rainbow could course-correct her flight, they both sank into the flames. She screwed her eyes shut and gasped when they washed over her, the image of her parents lying dead on the ground before her flashing into her mind while her heart twisted with despair. She grit her teeth and forced herself to push the memory down for now, throwing open her eyes and wildly flapping her wings to right herself as she spun through the air. After a few moments, she found herself and managed to steadily hover in place. They had sprung up somewhere else in the city, though Rainbow wasn’t sure where, exactly. More than that, though, Chrysalis loomed in front of her, her horn still glowing.

“I think I’m done playing with my food…” she sneered before the glow got brighter.

That same green light enveloped one of Rainbow’s hooves, causing the images she didn’t want to see to come flooding back into her mind en masse. She cried out, tears breaching her eyes. But then, everything fell utterly silent when a whole new pain overwhelmed that of her memories. Her eyes widened, and her jaw fell open in shock and horror when she saw Chrysalis plunge her sharp fangs into her captured hoof. She could see the razor-sharp points of the fangs pierce her skin as if it wasn’t even there, embedding themselves as deep as possible. She could feel the white-hot agony explode up and down her foreleg. She could hear the noise made from the bite; like biting into an orange with then juice squirting out.

A withering exhale worked its way out of her. She might have screamed, but she couldn’t find her voice through the heavy haze of shock that had settled over her senses. Chrysalis’ eyes looked into hers expectantly, glowing and shimmering with predatory delight. Her jaw clenched, biting down even harder onto Rainbow’s hoof. Something crunched, making Rainbow cringe and shudder uncontrollably.

It was too much.

She couldn’t hear it through the sound of her heart in her ears and the shock muddying her senses, but she felt it. She felt her throat go raw as a scream of indescribable agony tore itself out of her mouth, filling the air all around her.

Chrysalis smirked.

It was music to her ears.

In a desperate effort to free herself, Rainbow reared back her free hoof to try and punch Chrysalis in the face. But it, too, was enveloped in a green glow and forced behind her back at an awkward angle. She could feel her shoulder bones straining and popping, and her screams only got worse as a result. Her entire body began to violently jerk and thrash, but she was completely and utterly helpless.

Laughing through a mouthful of pegasus hoof, Chrysalis reared up onto her hind legs and began to wildly throw her head from side to side, taking an agonized Rainbow Dash with her.

Back and forth, back and forth, all the while with those teeth digging into her flesh, tearing at it and scratching at the bones as she was thrown about like a ragdoll. Rainbow screamed and cried, trying to free herself, but her mind was becoming clouded with shock, confusion, and grief as the magic began to reassert itself over all else. She saw her parents, and she remembered trying to wake them up. “Mom! Dad! Please get up! Don’t leave me!”

All at once, though, she was released. Her hooves were freed and the fangs removed themselves from her flesh with a sickening sound. She crashed into the ground, rolling for several feet and crying out in pain from the impact. With her senses slowly starting to come back to her, she tried to get back to her hooves, to fight back. But a hoof struck her in the side of the head, forcing it back down into the street with a loud crack. That same hoof then kicked her in the ribs, and she swore she felt one of them break. Again, she screamed out, with tears in her eyes. She tried again, this time to scramble and run away and she managed to make it a few feet. But, to her horror, she felt magic on the base of her tail pulling her back towards Chrysalis. Well and truly panicking now, she began kicking and screaming, desperate to just get away. The hoof from before drove itself between her shoulder blades, eliciting another cry of agony from her and pinning her to the ground.

She felt Chrysalis fangs graze her ear, making her go rigid and quiet. She heard Chrysalis chuckle in delight, the vibrations tickling her ear. “Now you are beginning to learn the same lesson I had to teach your mother. Fighting me was a fool’s errand. There was no other way this could end, and now you know that” she whispered before forcefully rolling Rainbow over onto her back and driving her hoof into her stomach. Rainbow gasped as the wind was forced out of her, her eyes going wide. She saw Chrysalis looking down on her with contempt, her face forming a cold glare. She didn’t even bother tilting her head down. For several seconds, the two of them looked at one another. Then Chrysalis’ eyes drifted up to look at the palace, just visible in the distance.

“She’s up there, isn’t she? The lavender colored pony that did this,” she asked while tilted her head to show Rainbow the scar on her cheek. Rainbow, still breathing in shallow, shaky gasps, did not answer. She instead tried to struggle against Chrysalis hoof again, punching it with her own over and over again.

Her efforts were useless, however. Chrysalis wasn’t playing around anymore. To emphasize this, the changeling queen drove her free hoof into Rainbow’s forehead, forcing the back of her skull to collide with the street. Another cry of pain tore itself out of her as more pain stabbed through her skull.

“Ah ah ah,” Chrysalis cooed as if to tease her. “Don’t try to resist. It will only hurt more if you do…” she returned her attention to the palace, applying pressure to both of her hooves and forcing a long, breathless wheeze of pain out of her newest victim. “That lavender pony means a great deal to you… I can see it in the air. Your love for her…” her eyes flicked down to Rainbow, and a sadistic smirk grew on her face. “And I imagine she feels the same way about you… she’ll come running if I make you scream enough, don’t you think?”

Rainbow’s pupils dilated with fury, and with one last act of defiance, she drove her rear legs into Chrysalis’ belly. Her effort was weak, however, and only served to annoy the queen. Her horn lit up again, forcing all of Rainbow’s hooves down onto the street and pinning them there. Already the pegasus was screaming and thrashing against her bonds, but she was powerless to escape them. Chrysalis idly observed her for a moment, looking almost like she was getting bored. “Oh… no. That won’t do at all…” she muttered in disappointment before licking her lips, a hungry look in her eyes. “I need you to get louder. Let your friend hear the beauty of your agony.”

Her jaw opened, and Rainbow’s screams did indeed grow in volume as a current of pink energy began to flow out of her chest and into Chrysalis’ mouth. Over and over again, she thrashed and screamed, her voice echoing all across the otherwise silent empire.

And Twilight did hear it.

“She’s in pain…” Twilight Sparkle breathed in horror from the balcony, her entire body shaking and her hoof on her chest. She was sitting on her haunches, and Starlight sat beside her with a hoof on her shoulder in a futile attempt to comfort her. She didn’t say anything, though. What could she say at a time like this? The screams came again, rising in volume and echoing across the entire city. Twilight shuddered and screwed her eyes shut, desperately trying to contain her own sobs of distress.

Starlight sighed and gazed helplessly out into the mist, and to the rippling barrier of magic that resided beyond. “She’ll live… Chrysalis can’t afford to hurt her too bad, right? She just needs to hold out a little longer. Than Thorax and his brother will be back with the Princesses and save the day,” she tried gently, hoping to lift Twilight’s spirits. Another scream echoing in the distance caused that sentiment to quickly lose any impact it might have had, however.

This carried on for almost thirty seconds before, finally, Twilight’s ears perked up in response to something. There was something else in the screams. Something faint, barely audible from here, but it was there. Curious, she rose to her hooves and stepped closer to the guardrail, suppressing her breaths and sobs so she could hear better. Starlight stood as well, looking into the back of her head inquisitively. After a few more seconds, Twilight gasped, her eyes widening. There were words in those screams.

“Help me!”

Rainbow Dash was calling for help. She was begging for help. Twilight backed away from the edge of the balcony, her eyes wide open with shock and horror. Now, Starlight heard it too, her ears splaying back against her head. Twilight took in a long breath, trying to calm herself down. “I can’t keep listening to this…” she choked out, absently dragging one of her front hooves along the ground.

Starlight’s eyes narrowed. “Then maybe we should go inside,” she suggested gently, reaching out.

Twilight jerked away from her, giving her a glare of warning. Starlight received the message and backed off. After a few moments, Twilight took in a deep breath. Then she heard the scream again.

“Somepony, please, HELP ME!”

She had heard enough.

Starlight’s eyes widened in shock when she saw Twilight suddenly launch into a sprint for the edge of the balcony. She quickly gave chase, trying to catch Twilight and stop her. “Twilight! Don’t!” she called after her, jumping after her.

Too late.

Twilight soared over the rail, the light on her horn spluttered and then faded as she released her part of the barrier spell. Starlight crashed against the rail, holding onto it and gasping in pain and shock before screwing her eyes shut. Acting quickly, she began channeling as much power as she could into the barrier to keep it stable and fill in the gaps Twilight had left in it. She was able to stabilize it, and when she opened her eyes, the barrier had become entirely cyan. Now with sweat pouring down her neck, she looked down after Twilight.

Her entire body was encased in lavender light, ensuring her descent to the ground was smooth. She vanished into the mist, leaving Starlight all on her own on that balcony to maintain the barrier. She growled angrily and looked back up at the dome, already able to feel changeling drones chipping away at it and her magic reserves. Their time had just been cut roughly in half.

In spite of this change of plans, though, she couldn’t help but smile. “Alright… fine, Twilight. Go save the pony you love. I’ll hold down the fort…” she mumbled to herself before closing her eyes and focusing entirely on the spell.

Rainbow’s cries were beginning to lose strength and volume, fading into pitiful whimpers and quivering gasps as her pain dragged on and on. Eventually, Chrysalis scoffed and released her magic, as well as ending her feast on Rainbow’s love. The tortured pegasus gasped and wheezed as soon as she was released, rolling over onto her belly and weakly trying to crawl away. Chrysalis scowled in disgust and frustration. “I see your dearly beloved is taking her sweet time answering your call. Maybe if I mangle you and put you on display she’ll come out!”

With her lips peeling back to reveal her fangs, she kicked Rainbow in the side where her flesh had swollen around her broken rib, hard enough to roll her onto her side. If she had more strength left, maybe she would have screamed. But, as it was, the agony only managed to elicit a tiny whimper from her. Chrysalis’ horn ignited with more magic. “Now… what should I break first?” she mused while examining Rainbow’s shaking body. She had finally decided on her right wing when she caught movement out of the corner of her eye. Turning to look, she only had time to open her mouth for a shout before a long slab of red crystal encased in purple light swung through the mist to strike her on the side of the head. Her skull and, more importantly, her scar exploded with fiery pain as she was sent flying back into a small, single-story home made of similarly red crystal.

Her impact with the wall was enough to put a dent in it. She lifted her gaze to look for her attacker just in time for a volley of purple spellfire to pummel into her and the building around her. She was driven through the wall with a shout of surprise before the whole building collapsed on top of her, burying her in a pile of dust and rubble with a cacophonous crash.

All was silent for several seconds, and Rainbow Dash eventually managed to find the courage to open her eyes. Through her blurry, swimming vision she could just see a pair of four purple hooves galloping towards her. As their owner slid to a halt by her side, one of them gingerly slid under her head and lifted it up to rest in its owner’s lap, while the other found her good hoof and held on tight.

She could hear her savior speaking to her, but the noises were muffled. She blinked a few times and squinted, trying to focus. After several more seconds, her vision adjusted, and she saw the face of Twilight Sparkle looking down at her with a horrified expression and tears in her eyes.

“Oh my gosh, Rainbow… what did she do to you?!” Twilight choked out, her eyes roaming over Rainbow’s body to see all of the damage she had accumulated. There were bruises all along her torso, a point on her side where her skin had swollen up severely and turned an ugly shade of purple, and the still bleeding bite mark on her hoof.

Rainbow’s eyes widened as it fully dawned on her who had just come to her rescue. “Twi… light?” she murmured weakly, slowly reaching her uninjured hoof to touch Twilight’s cheek. “Wha… why are you here?” she asked, her voice gaining some strength back. “No! No, you shouldn’t be here! Chrysalis was trying to lure you out here! She’s gonna kill you!”

Twilight’s expression hardened, and her eyes drifted over to the collapsed house. She saw some of the rubble stirring. “...I know she will. But I won’t just sit by and let her hurt you anymore!” she snarled before gently setting Rainbow’s head back down and rising to her hooves. The long slab of crystal she had clobbered Chrysalis with slowly rose back into the air from where she had dropped it, and she pulled it to float by her side.

“Twilight, please!” Rainbow begged, shifting and trying to stand back up. “Just go back to the palace! You don’t have to stay here!”

“Yes, I do!” Twilight snapped sharply, looking over her shoulder at Rainbow. “I am not leaving your side! Not again, not ever again! We go down together… or not at all. Got it?!”

Rainbow blinked in surprise, her jaw slowly falling open at the intensity and fire in Twilight’s eyes. She was serious about this. Before Rainbow could muster a proper response, though, the building Chrysalis had been buried in was suddenly blasted apart with an expanding wave of green fire, and the queen herself stepped out of the flames with a few new scratches on her chitin. More noticeable, though, was the scar on her cheek.

It had grown significantly.

Twilight immediately assumed a defensive stance in front of Rainbow Dash, pointing her makeshift club at Chrysalis threateningly. “I am only going to say this once…” she began in a warning voice. She then pointed the club at Rainbow Dash. “That. Is. Mine.”

Chrysalis stared at her for several seconds, a blank look on her face. Slowly, almost reluctantly, she lifted her hoof to her scarred cheek. She winced when it made contact before pulling her hoof back and looking at a small crimson smear that now decorated it. For a good while, she just stared at it blankly, looking like her brain had shut down. Then her expression shifted into one of madness. Her eyes lit up with murderous glee, and her lips split open into a crooked, insane grin. Her eyes looked up at Twilight, shifting sporadically as her horn lit up with magic.

“Oh… oh, you should not have done that,” she said in a voice that sounded far, far too happy and excited for what was happening. Twilight flinched back, a chill running down her spine.

Then, with an insane laugh, a beam of green flames shot from Chrysalis horn towards Twilight and Rainbow Dash with the purpose of reducing both of them to cinders. The crystal street beneath the beam parted and melted, adding an orange glow to the green light.

Rainbow Dash screamed, begging Twilight to move out of the way.

Twilight Sparkle ignored her, her own horn flaring with light.

The beam reached them, swallowing them both in an explosion of green flames and the smell of ashes.

Side By Side, Always

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Stinger snarled with strain, just barely evading another jet of putrid magic from Sombra’s horn. She tried not to think about the fact that another changeling cried out behind her as she did, instead focusing on charging her horn and firing off a counter attack. However, much to her dismay, her own blast of green magic passed uselessly through Sombra as his horn dematerialized before contact. His amorphous body of smoke bent around the attack before reforming none the worse for wear. A Cheshire grin filled with razor-sharp teeth appeared in the smog just below his eyes, and a low laugh echoed all around them. Stinger growled and several drones nearby shivered with anxiety.

This was bad, and it was getting worse by the second. Drones were still falling left and right like flies out here, being plucked from the heavens either by Sombra’s writhing tendrils of darkness or by lances of magic from his horn. None of this was made any easier by the fact that the barrier around the city was still standing, and the drones had nowhere else to go. Trying to flee in the frozen north as a sure-fire way to either freeze or starve. Not exactly a good list of options. Granted, had grown weaker, sure, and a few of the more powerful drones that were still standing had successfully managed to put small cracks in it with their most powerful spells, but with Sombra harassing them every step of the way, those cracks were always healed before they could be made large enough to break through.

“Gah! What is taking her so long?!” Another drone shouted impatiently, letting loose another burst of spellfire. His eyes suddenly widened, and a high-pitched scream of terror tore itself out of his mouth as he barely managed to evade a swipe from one of Sombra’s tendrils. He quickly lifted himself higher into the air against the furious winds of the snowstorm to get out of range. “We’re sitting ducks out here!”

Stinger turned an irate glare on him. “You shut up!” she snapped with her horn sparking dangerously into life. He flinched back and gulped, but she wasn’t done admonishing him just yet. “Don’t question the Queen, just do your job and break this barrier!” To illustrate her point, she lifted her altitude somewhat to get out of the range of Sombra’s shadows herself and let a focused beam of green magic shoot from her horn in an effort to pierce the barrier. Cracks formed on the surface, but quickly vanished in a flicker of light.

“We can’t keep this up, Stinger!” The drone argued while rising to her altitude. “We’re exhausted, and we’ve lost well over three-fourths of the swarm! We might have to fall back!”

Stinger turned to him again, her horn glowing as the poor drone’s neck was encased in a similarly green light. He went to gasp, but his airways were entirely cut off. His eyes, now filled with panic, shot wide open, and his hooves flew up to his throat while his rear legs kicked out erratically. Stinger dragged him closer until they were muzzle-to-muzzle, peering into his eyes with an intensity that might have made him whimper. “If you even think of running away, you won’t live long enough for Her Majesty to declare you a traitor!” Stinger snarled bitterly before releasing him.

She then ducked back as another jet of dark magic shot from Sombra, tearing through the air between her and the drone and making the air ripple. The drone flailed backward, a terrified yelp coming from him at the near-miss. A few drones broke off from the barrier to send spellfire at Sombra’s horn, forcing him to pull it back into his body and end his ranged assault yet again.

The drone took a few seconds to catch his breath before shaking his body to get a hold of himself. “She should have succeeded by now,” he noted before his eyes darted up to look at the impossibly strong storm around the barrier. “But between this storm and that barrier… I don’t know. What if the ponies inside found a way to stop the queen? We might be fighting a losing battle, here!”

Stinger shot him a glare as chilling as the grave, making his blood go suitably cold. He slowly began to back away from her, losing altitude looking about ready to run from the angered zealot. Stinger was about to give chase but decided against it. Instead, she let a smug smirk spread on her face, prompting the drone to hesitate in confusion. Stinger didn’t bother to warn him when a tendril from Sombra swung up from behind him, silently cutting through the air until it was right on top of him. He didn’t even have time to scream as it swallowed him whole, his eyes only just having the time to widen with realization and despair before being smothered in the darkness.

The tendril rushed by, missing Stinger and pulling Sombra’s newest victim into the smoke. The coward was gone.

Stinger returned her attention to the barrier, and with gritted teeth, sent another beam of focused magic into it. Again, more cracks, and again, they had been repaired an instant later. She growled angrily and went at the barrier again, firing off spells, dodging Sombra’s attacks and shouting at any drone who dared to falter from their directions. But she couldn’t shake the feeling of dread running up and down her spine at the fact that the drone, as much of a loathsome coward as he was, had made a good point. Chrysalis should have had this barrier torn down by now. What was happening in there, she wondered…

She briefly recalled the coward’s words about the Queen, how the ponies might have found a way to defeat her. She grit her teeth, unable to even believe the concept. But still… “If something unthinkable like that happened… I will do everything in my power to end the one responsible!”

Queen Chrysalis’ laughter rang in Rainbow’s ears through the sound of her heart hammering wildly in her chest. She didn’t dare to breathe, and she didn’t dare open her eyes. She didn’t want to see the oncoming rush of death that was due to swallow both her and Twilight whole. She didn’t want to see the surging flames that told her that they were going to die. She already knew it, and she wished she didn’t. It was inevitable. Any moment now…

Why wasn’t she dead yet?

The expected rush of heat never came. Confused, wondering if perhaps time had slowed down in her final moments, Rainbow bravely cracked open one of her eyes to see what had happened. Both of her eyes flew wide open in shock when she saw that Twilight had conjured a dome-shaped barrier around them and that it had managed to withstand Chrysalis’ attack. Granted, there was now a gigantic crack pattern along the forward side of the dome, and Twilight was gasping for breath on trembling legs. After a second or two of silence, Twilight released a heavy breath and allowed the whole thing to shatter and vanish into the air. Twilight shook herself and then glared through the smoke.

“If you’re trying to blow us up, you’re going to have to try a lot harder than that!” she shouted as the smoke cleared, allowing Rainbow to see a flummoxed Queen Chrysalis standing not far away, watching them with wide eyes and a head that was tilted to one side. She didn’t seem to grasp the fact that Twilight was still alive, especially considering that everything that had been outside the shield had been reduced to little more than molten slag that was slowly starting to cool and harden into a black, charred mass. Rainbow made the most of the lull in the action to steadily force herself back to her hooves. She began gasping and painting through clenched teeth as white-hot pain sparked through her body in protest to the movement, but she was able to power through it. Soon enough she was on her hooves, limping up to Twilight’s side while not once taking her eyes off of Chrysalis.

The queen remained still, and Rainbow took the chance to speak. “Twilight, she’s going to kill you!” she pleaded one last time in a whisper, desperation clear in her voice. “Please, get back to the palace.”

“For the last time, no,” Twilight shot back pulling her blab of crystal close to her body. “I’m not leaving. I would rather die than let her hurt you anymore.”

Those words seemed to finally jar Chrysalis out of her reverie. Her stunned expression again morphed into a psychotic grin as her horn lit up. “Oh, that can be arranged…” she snarled before charging her horn to let off another beam of magic. This time, she would make sure Twilight wouldn’t be able to block it. Just as she let the rush of power fly from her horn, though, Rainbow Dash surprised both of them by suddenly snapping out her wings and darting under Twilight’s barrel. Then, with a mighty flap, she shot high into the air, taking a shouting Twilight with her just in time to avoid the rush of green that melted the spot where they had been. The long spear of crystal Twilight had been carrying in her magic dropped uselessly to the street with a loud clatter immediately after.

Up above, Twilight, in a panic, wildly flailed her hooves in the air for a moment before getting herself under control and pouting down at Rainbow’s mane. The pegasus just looked over her shoulder to give an apologetic grin. “Protective instinct goes both ways, you know,” she pointed out before looking back down at Chrysalis. “I still have a speed advantage over her. If I can evade her spells, can you use your magic to attack her?”

Twilight set her chin on Rainbow’s shoulder, glaring at the changeling queen far below, who was now watching them with curiosity more than anything else. After they locked eyes, Twilight nodded, her horn sparking to life again. “Yeah. I’ll try to shield as well as I can.”

“Good… Let’s do this!”

As Rainbow spoke those words, Twilight saw that Chrysalis had grown bored of waiting for them. Her wings buzzed into life, rising her steadily up until she was eye-to-eye with them maybe five yards away. A mock-adoring smile spread on her face when she saw Twilight’s hooves curl around Rainbow’s chest to keep her securely on the pegasus’ back. “Aw, isn’t that sweet? You two are adorable like this… embraced in the sky, huddled close together, glaring at me with such vitriol…” her smile twisted into one of bloodlust and sadism, her forked tongue licking her lips. “I’m going to enjoy tearing you away from each other…”

Twilight had heard enough. Her horn flared with intense light and fired a beam of focused energy at the queen. At the same moment, Rainbow Dash gave her wings a hard flap, sending her into a rising arc over Chrysalis, one which Twilight exploited to send a volley of spellfire her way. The queen’s horn flared to life as well, a golden barrier forming around her and canceling all of Twilight’s attacks without even flickering. Twilight gasped.

“That’s Celestia’s magic!”

Rainbow grit her teeth, rotating around so that Twilight had a clear angle to launch more spells. “She’s gonna pay for this…”

Before any further commentary could be given, Chrysalis seemed to finally grow tired of being on the defensive. A beam of green magic burst out of her golden barrier, rocking towards the two ponies at high speeds. Rainbow didn’t have time to dodge it, but she didn’t need to. A small circle of thick fuschia light formed in the air right in front of the beam, catching it and stopping it. As the beam faded, did the circle of light.

“Focused magical barrier. Keeping it in one small spot lets me make it a lot stronger,” Twilight explained simply before firing off a counter attack. Chrysalis effortlessly dodged to one side before rocketing after them to give chase, launching more spells. Any attack that Rainbow was unable to dodge was summarily blocked by Twilight, although the strain was clearly getting to her as the battle took them over the skies of the empire.

As their aerial battle waged on, Chrysalis came heart-stoppingly close to punching a hole through both of them with a well-placed spell. Rainbow swerving to go into a turn was just barely enough to save them from it, but they could both feel it as it shot past them. Twilight cried out in alarm, her grip on Rainbow tightening exponentially. Feeling the unicorn shaking with fear on her back drove Rainbow to consider her options. She was in her element in the sky, but so was Chrysalis. Twilight, however, was not in her element, and was missing her shots more often than not. They were also very high up, making her go rigid any time she looked down.

Rainbow risked taking her eyes off of Chrysalis to look down into the mist below. She could just see the roofs of some of the tallest homes and businesses, poking up like the sharp tips of rocks in the ocean near the shore. It occurred to her, then, what she could do. She tucked her wings at her side and began a rapid descent for the mist. She heard Twilight yelling in alarm and fear from the sudden fall, but did her best to drown it out. A bolt of green magic just missed them as they passed through the top layer of the mist. At that moment, Rainbow snapped her wings out again, gaining horizontal momentum as their fall came to a smooth end.

She knew where they were, now, too. That was definitely a bonus. Thinking quick, she ducked behind a building just as another surge of magic shot by her, singing the tips of her tail hairs. Chrysalis shouted with rage and rounded the corner, her horn charging another spell already. However, she didn’t get a chance to let it off. Rainbow Dash spun around, a dark storm cloud clutched in her hooves. With a cocky grin, she finished her spin and released it, throwing the cloud at Chrysalis while Twilight sent a spell to ignite it.

And ignite it did. An enormous explosion of orange and purple flames exploded out the moment the cloud touched Chrysalis, and her pained shout could be heard even through the ear-splitting boom of the detonation. Rainbow smirked and climbed back into the air a few dozen feet, carefully watching the flames. They still weren’t going out, and were, in fact, spreading to a few nearby trees and buildings. Rainbow winced. She had hoped to avoid collateral damage...

She didn’t get to ruminate on it, though. Another jet of green magic came tearing out of the smoke cloud directly towards them. Rainbow’s eyes widened, and she tried to dodge it by swerving to one side. Sadly, she wasn’t fast enough to evade the worst of it. The blast glanced off of her shoulder, but even that was enough to knock her out of the sky with a cry of agony. She felt Twilight’s hooves coil tighter around her, the unicorn on her back screaming in terror as they spun wildly out of control. The sound of her dearest and oldest friend in such fear spurred Rainbow Dash on, and with a shout, she managed to flip them upright and break the speed of their descent by flaring open her wings to catch the wind.

They were too close to the ground already, though. All four of her hooves punched into the street, creating cracks in the surface. The street wasn’t the only thing to crack, however, as unbearable pain flared into existence in Rainbow’s forelegs below the elbows. She screamed, falling to the ground in a heap, which only served to make the pain even worse. She felt Twilight climbing off of her, giving her more freedom to writhe and squirm in pain.

“Rainbow, get up!” Twilight pleaded from her side after a moment, trying to help Rainbow stand up. Her efforts were met with another pained scream from the Pegasus, and she quickly ended her efforts. Twilight knelt by Rainbow’s side, her eyes shimmering with concern and her ears splayed back. “Rainbow, please! She won’t take long to find us!” she shouted in desperation.

Rainbow Dash, still groaning and moaning in agony, forced herself to try and stand up. Her efforts were for nothing, however, as every time she put her weight on any of her hooves, she would collapse with a brief scream. “M-m-my hooves!” she finally stammered through rapid, shallow gasps, settling down onto her haunches and staring at her forehooves. There were several fresh cracks in them from her impact, and her forelegs were turning purple and swollen just below the elbows. The color drained from her face at the sight. Twilight looked on in horror.


“Twilight, run,” Rainbow tried, hissing in pain as she did so. “Please. Just go!”

The sound of Chrysalis’ hooves slowly clacking against the crystal street reached their ears, and both of them turned to look. In the flickering orange light cast by the still spreading fire, the shadow of Queen Chrysalis could be seen steadily approaching, cast on the street and buildings from around the corner. They could also hear her singing a slow song to herself, the haunting melody sending a chill down their spines.

“This day is going to be perfect, the kind of day of which I’ve dreamed since I was small…”

Twilight gulped and looked into Rainbow’s eyes, doing her best to look brave. It failed, however, and Rainbow could see the terror in her eyes and the shaking in her body. “I’m not leaving,” she restated firmly, rising back to her hooves and putting herself protectively in front of Rainbow Dash.

All the while, the song continued.

“Twilight Sparkle will soon lay dead, the last princess will drown in dread…”

Chrysalis came into view, illuminated from one side by the raging fire of Rainbow’s cloud. With the light of the sun and the light of Starlight’s barrier being dulled by the mist, the dancing glow from the inferno created a stark contrast, where one half of Chrysalis’ body was obscured in shadows, but her sadistic grin and glowing green eyes could still be seen. Her lips peeled back and her forked tongue ran along her teeth to bring attention to how sharp they were. A sinister chuckle bubbled up from her throat, causing both ponies to flinch back.

“Who says a girl can’t really have it all?”

The Liberation of Canterlot

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The trip to the cave exit was made mostly in silence, with Pharynx taking point, checking corners to ensure there were no sentries or patrols ready to jump them, and generally just leading the way. Thorax and Squall, on the other hoof, traveled side-by-side a yard or two behind Pharynx. As they went, Squall studied the caves around him with great interest, taking note of several overturned minecarts with their contents spills over the ground, broken railways that had once seen copious amounts of use, and discarded pickaxes next to crystals that jutted from the walls in plentiful amounts. These had been mines, then, once upon a time.

But even more fascinating than the abandoned mines were the two changelings he traveled with. Now that he had gotten a proper chance to really look at them, he could easily spot the differences in their personalities just by watching them. Thorax was hesitant and nervous and wasn’t the best at hiding his fear. His eyes were wide and were constantly darting at every shadow they passed, and his body was shaking. He also kept glancing at Squall as if to make sure he was still with them, looking visibly relieved each time before returning his attention to the tunnels ahead.

Pharynx, on the other hoof, was calm, collected, and alert. Every motion he made was deliberate, every step was precise and professional, and he didn’t waste any time in pressing on. He was clearly a soldier and a good one at that. He didn’t even seem the least bit hindered by the various scrapes and scratches that were peppered all across his carapace, something that Squall wasn’t sure he would be able to claim if their positions were reversed.

“Hold up,” The elder drone in question suddenly spoke up, snapping Squall out of his thoughts and drawing the group to a halt. He shifted to one side, and pointed at a trapdoor that had come into view in the roof of the cave up ahead. An aging wooden ladder covered in patches of moss and mold with a few steps missing led up to it. “There’s the way out. It should open into a cellar, and that cellar is going to have at least a few drones stationed in it.”

Squall frowned, his eyes narrowing. “Then how do we get past them? Do we sneak?” he questioned.

Pharynx shook his head. “No. Chances are they’ll have taken on very mundane forms. Barrels, crates, candlesticks. Even a fly on the wall if they’re skilled and well fed,” he explained before glancing at the door in thought. “Our best bet would be to let me through under a similar disguise. I can figure out where the drones are and take them by surprise. As soon as the commotion starts, follow me up.”

Squall looked over at Thorax, who could only offer him a shrug and a nod to Pharynx. Squall then nodded. “Okay, sounds like as good a plan as any,” he confirmed.

Thorax also nodded, starting to limp for the wall. “Alright. I can’t fight like this, though. I’ll hang back.”

Pharynx seemed relieved, his shoulders visibly dropping. “Good. I was about to tell you to sit it out, anyway. Squall, do me a favor and hold the trap door open just a crack,” he ordered before being enveloped in a swirl of green fire. Squall took a startled step back, his eyes widening in surprise. When the flames dissipated, where Pharynx had used to be, there was now just a common housefly, buzzing around in the air. Said fly then wandered over to hover right next to the trap door, waiting for it to be opened. Squall stared at the fly blankly for a few moments before shaking himself and stepping forward.

They were called changelings, he supposed…

With a few flaps of his large wings, Squall silently ascended to the last step of the ladder. He curled his hooves around the top rung to hold himself there and glanced at the fly that now buzzed impatiently by his ear. He then nudged open the trap door barely even an inch, giving him a limited glimpse of the room beyond. As Pharynx had said, it was a cellar, filled with large wine barrels with stacks of crates in the corners. There were also four, dust-covered support pillars in a square pattern made up of thick stone and covered in cobwebs and dust. This cellar was clearly very unused. He didn’t have long to study the room, as Pharynx flew through the opening, prompting Squall to drop the door silently closed and wait for the fight to begin.

Everything fell silent, and Squall found that his only company was Thorax, who had sat down on his haunches with his back against the cave wall. His eyes were closed and he was taking long, deep breaths. After half a minute had passed in silence, Squall let himself down a step or two on the ladder. “So… Thorax, right?” he began curiously, drawing the drone’s attention.


Squall hesitated, his ears flattening back. “When you saw her last… how was Wind coping with the situation?” he asked, his face falling somewhat. Oh, how he wished he could be with his sister right now...

Thorax blinked and looked up at the roof as he thought the question over. After a short time, he got a small smile on his face. “She was doing surprisingly good for somepony her age. I mean, yeah, she was scared, but she still had it in her to laugh and smile and play with Spike. She may have self-esteem and anxiety issues, but she’s a good filly. You’re lucky to have her as a little sister… and she’s lucky to have you.”

Squall blinked a few times, shifting uncomfortably on the ladder. “Really? What makes you say that?” he asked, glancing up at the trap door.

Thorax chuckled weakly. “You kidding? Any time you come up in conversation, she practically sings your praises. She looks up to you so much, and from the stories, she’s told, and from what I’m seeing of you now, she couldn’t ask for a better big brother.”

Squall visibly flushed, a sheepish smile appearing on his face while his wings ruffled in slight embarrassment on his back. “O-oh… she told stories, huh? I think she might exaggerate them a bit…” he said slowly before closing his eyes and slumping against the ladder. “I dunno… I feel like she’s putting me on a pedestal that I really don’t deserve to be on...”

Thorax just smiled, the memory of Fluttershy briefly flickering in his mind. “You want to make sure you’re a good influence, right? That you are everything she needs you to be?” he ventured correctly, drawing Squall’s gaze once again. Thorax’s smile grew. “I know the feeling… and I know that Wind Whisper has the best brother in the world. She wouldn’t be so sweet, understanding and brave if she didn’t. She even saved my life, once. So don’t sell yourself short, eh?”

Squall couldn’t help but wear a small, encouraging smile at that. “...I’ll try not to,” he said in a soft voice.

Before the conversation could go any farther, a muffled crash could be heard from the other side of the trap door. In the same instant, there was the sound of rushing flames and several changelings hissing aggressively. Squall’s wings flared open and his eyes narrowed. “It’s started! Stay here!” he barked before giving those wings a hard flap and shooting up through the trap door, forcing it open with a loud crash.

He saw a changeling drone already on the floor with a lump slowly growing on the back of his head, Pharynx standing over him with his horn still sparking. All around the unconscious changeling were the scattered and broken remains of a large barrel that had been filled with fruits and vegetables. Scattered throughout the room were five other drones, all of whom were already converging on Pharynx’s location with horns aglow and their teeth bared.

Squall reacted by tackling the nearest drone in the side, throwing it off of its path with a shout. A feminine voice rang out from the blow, identifying the drone as a female. She was quick to shove back against him, forcing his advance to come to a halt. Her glowing blue eyes bore into his before she lunged for his throat with her teeth.

Squall ducked back, barely avoiding the teeth as they clamped where his jugular had been. He cringed before slamming his hoof into the outstretched face of his opponent, a loud crack sounding from the blow. The drone cried out and stumbled to the side, dazed. Squall capitalized on this to swiftly duck to her side, turn on his front hooves, and administer a powerful buck to her side. She was sent off her hooves to crash into one of the support pillars before slumping to the ground in a heap, out cold.

Another drone saw this and broke off from its assault on Pharynx to charge Squall instead. A green bolt of magic tore from his horn, catching Squall in the waist just as he was getting his rear hooves back on the floor. The spell exploded on impact, knocking him to the ground with a yell of pain. His assailant pounced for him, teeth bared, ready to put him back into a cocoon. There was already more of that horrid green slime dripping out of his fangs and smattering the floor.

He never reached Squall, though. More magic exploded across the back of his head, causing him to sail past Squall and crumple uselessly onto the ground just past where he lay. The spell had come from Pharynx, who was now encased in a large green dome, the other two drones pummeling at it with hooves and magic. There were cracks appearing in the dome’s surface already, and Pharynx’s face was twitching with strain. Acting fast, Squall charged one of the enemy drones who was on his hind legs. The stance allowed Squall the chance to hook his forelegs under the drone’s armpits and pull up, restraining him.

Pharynx saw this and, with a smirk, dispelled his barrier to fire a blast of magic point-blank into the unrestrained drone’s chest, sending them careening back into one of the wine kegs, where they impacted hard enough to bust it open. A small tsunami of the crimson beverage flooded out, filling the air with its scent. Pharynx then turned to the drone that Squall had and repeated the process, driving a high-powered spell into his belly. He let out a cry of pain before slumping in Squall’s hooves, out cold. Squall dropped him, then returned to all fours, looking into Pharynx’s eyes.

Pharynx just grinned. “I was head of patrol for a reason,” he stated plainly before turning to the trap door. “Thorax, come on. We’re clear.”

With the sentries dispatched, Pharynx, Thorax, and Squall were free to resume their trek through the castle. It was like it had been in the caves, with Pharynx in the lead and checking corners, Squall, and Thorax side by side in the rear. The sounds of the battle raging outside were audible, now, and the tremors of large spells being set off could be felt in the floor beneath their hooves every so often. They would routinely pass by windows, giving them the chance to look out and see how things were progressing. The ponies had gained considerable ground, and the changeling resistance was swiftly falling into tatters. Pharynx smirked as he saw this.

“I see Trachea isn’t up yet,” he stated proudly, his wings flicked one his back. Squall shot him a questioning look, to which his smile faded. “Trachea. Another drone. He was left in charge of organizing the drones here while the Queen's gone, by the looks of it. He’d be my choice, too, honestly. The drone is a genius. His main weakness is he just loves to hear himself talk…”

“I see… so the battle is pretty much over?” Squall mused, glancing out the window again. He was just in time to watch a jet of pale yellow magic rocket from a pony position into a small cluster of drones that were on a dive-bomb course. The spell exploded in a cloud of white smoke, sending the changelings falling uselessly into the streets.

Thorax shook his head. “I wouldn’t count the drones out just yet. They can get really creative when in a pinch,” he said, receiving a knowing look for Pharynx.

“Like turning into a fly to dodge an attack? Or into a grizzly bear to break a grapple?”

“Yeah, like that.”

They watched the battle for a few more moments before pressing on into the castle. Thankfully, the interior was almost completely devoid of guards, most of the swarm having left the castle to try and fight off the pony army. Any time there was another changeling, it was a lone sentry patrolling and halls, and Pharynx was always able to sneak ahead and dispatch them without much fuss. He usually did this by taking a page out of Thorax’s book and choking them into unconsciousness as a large constrictor snake. As disturbing an image as that always was, though, there was something else about all of this that was making Squall’s skin crawl.

As they got closer and closer to the throne room, more and more cocoons were visible resting on the floor, against the walls, or dangling from the ceiling. The castle was starting to look more and more alien the closer and closer they got to the seat of equestrian power. He recognized many of the ponies in the cocoons as being fellow members of the royal guard, and he had to force himself to keep moving every time they passed one that he counted as a friend. The princesses had to come first, he knew that.

At long last, the shattered remains of the doors to the throne room came into sight, with no fewer than ten drones standing in front of it, ready to subdue anything dumb enough to attempt a direct assault. As soon as the guards were spotted, Thorax, Pharynx, and Squall ducked back around the corner to assess the situation.

Pharynx took another peek to verify what they had seen before sighing. “Ten of them… even with the element of surprise, that’s too much,” he growled through clenched teeth. “And I’m starting to run out of power. I can’t do much more fighting at this level. Not enough to take out that many.”

Squall grit his teeth, his brow furrowing in thought. “Maybe a distraction?” he suggested carefully, although both Thorax and Pharynx shook their heads.

“No, that wouldn’t work out very well. We changeling are way too familiar with that tactic. One or two would be sent off to find the source of whatever the distraction was, the rest would stay behind. And with our shapeshifting abilities, you can bet that the ones sent to search would find us first,” Pharynx explained before swearing violently under his breath. “Dangit! We’re so close!”

Thorax’s eyes narrowed, and his lips pulled into a thin line as he considered their options. After a couple seconds, he looked over at Squall intensely. His eyes adjusted and refocused a few times before he let out a quiet sight. He then gulped heavily and faced Squall head-on. “I might have an idea… I feel really dirty doing it, though,” he said plainly.

Squall and Pharynx looked at him just in time to see him be consumed by a swirl of green flames. When they passed, Wind Whisper stood in his place, looking up at Squall with wide eyes and a bright smile. Squall gasped and Pharynx narrowed his eyes.

The three of them were still for several seconds, with Squall mouthing like a fish as he tried to find the right response. “W-wind…” he finally choked out, lowering himself to his belly. He was about to reach out and yank his little sister into the tightest hug he could when he remembered. It was still just Thorax, wearing a disguise, as changelings seemed to be predisposed to do. Still, his brief moment of being fooled was all that Thorax needed. He quickly shifted back into his normal form to conserve power.

“Sorry,” he said quickly before sitting down on his haunches and opening his mouth. The rapid-fire shapeshifting was starting to give Squall whiplash. He shook his head a few times to clear his thoughts before looking on at Thorax curiously. Pink wisps of glowing light appeared in the air near his mouth, flowing into it and down his throat, which was repeatedly and reflexively swallowing. It was a slightly unnerving sight, to be sure, and Squall couldn’t help but cringe somewhat in revulsion. But, eventually, Thorax ended his meal.

And then promptly wretched, almost crumpling to the floor while his stomach audibly groaned in protest to the sneakily acquired meal. He put a hoof to his belly and took a few moments to catch his breath. “Guuuh… oh, that doesn’t taste so good compared to the real thing…” he mumbled queasily before standing back up and grinning apologetically at Squall, who looked back at him with an expression that demanded a very good explanation. “Sorry. But for my idea to work, I need the boost.”

Pharynx took a few cautious steps forward, analyzing Thorax with concern and confusion. “What are you planning, Thorax?” he asked, scrutinizing his younger brother. His eyes settled on Thorax’s shattered shoulder, and he was barely able to repress a wince. “You’re not exactly in any condition to fight, even with a fresh snack.”

Thorax shook his head, wearing a cheeky little smile on his face. “I’m not fighting,” he began in an almost taunting voice before again being consumed in a swirl green flames. When they parted, this time there wasn’t a small green thestral, but a tall and imposing changeling queen in his place. Chrysalis tilted her head from side to side, a few satisfying pops and cracks sound from her neck before she grinned down at them. “I’m distracting them.”

Squall blinked in surprise, having not seen Chrysalis before. Pharynx, on the other hoof, narrowed his eyes in severe disapproval and what almost looked like offense. “Thorax… you…” he spluttered incoherently like he couldn’t even find the words to describe what he was thinking. He inwardly fumed for a moment before letting it out in a long, heavy sigh and shaking his head. “You know what? Forget it. Do what you’re gonna do.”

Thorax nodded eagerly, the long locks of his fake mane dangling in front of his eyes and briefly distracting him. He shook himself, cleared his throat, and stood tall. He then turned and began to fly for the throne room doors, a serious look on his face.

Squall and Pharynx watched him go as he flew down the corridor, the drones spotting him and immediately dropping into low bows. “My queen! We didn't know you had returned!” one of them stammered out in a fearful, raspy voice. ‘Chrysalis’ touched down before him with a scoff of contempt.

“Save me your excuses and pay attention! What are you all even doing here?! Have you even bothered to look outside?!” she demanded, stomping the ground with a hoof. The drones all flinched back fearfully.

“Y-yes, your majesty, but Trachea ordered us to-”

“Trachea,” ‘Chrysalis’ snarled in the back of her throat, tilting her head to one side as. “The fool has gotten himself detained from the fighting. Get back out there and keep those ponies from advancing! I will remain here and guard the princesses!”

The drones all bowed once again, loudly chanting ‘Yes, my queen’ in unison, before as one rocketing down the hallway for the castle entrance. ‘Chrysalis’ watched them go for several seconds before turning back to look at Pharynx and Squall. She then vanished in a rush of green flames, and Thorax was restored. He gave an enormous, dorky grin and waved at them. “We’re clear!” he called to them happily.

Pharynx growled under his breath. “When you are healed, I am going to pummel you,” he said to himself before starting into a gallop for the throne room. Squall shrugged absently before following after him. Pharynx just went past Thorax to enter the room, while Squall came to a stop by the younger drone.

“I’m kinda impressed. How did you know they’d fall for that, though? Do they not know there’s a traitor running around?” he asked curiously.

Thorax shook his head. “Oh no, they know there are traitors here alright. But it is one of the worst types of offense to take the form of the queen, or anything resembling a queen. It’s considered an act of insubordination and treason of such a high caliber that even traitors of the worst kind have been completely unwilling to do it. It’s tremendously insulting to the hive as a whole.”

Squall blinked. “And… you just abused that?”

Thorax just nodded. “Uh-huh.”

Squall tilted his head at the strange creature before him. A small ‘huh’ slipped out of his throat before he and Thorax went into the throne room together. The doors didn’t need opening, as they had been more or less destroyed by Chrysalis at the end of Rainbow and Twilight’s attempted rescue mission. Squall’s eyes widened in shock as he beheld the scene. Rubble was still strewn about everywhere, there was an enormous hole melted into the side of the wall leading out into the city, the floor had a large hole melted into it, and there were even more of those grotesque cocoons suspended everywhere on the walls and from the ceiling.

Of specific note, of course, were the cocoons holding the princesses overhead. Pharynx was buzzing around them with his horn glowing, quickly disassembling the enchantments that Chrysalis had put on them. They were larger than the rest and were softly glowing with green light. Squall could just see the princesses’ bodies silhouetted inside, and his gaze locked onto the suspended form of Princess Luna.

After a moment, the light faded from the cocoons, and Pharynx wasted no time in tearing them from the roof with his teeth. All three of them fell, one after another, to the ground below. First was Celestia, and then Luna, and lastly, Cadance.

All three cocoons splattered open upon impact with the ground, their contents spilling everywhere and filling the air with an extremely disgusting aroma. Squall’s nose wrinkled and his ears folded back against his head, and the fumes made his eyes squint. But, soon enough, the princesses began to awaken. Luna was the first to rise, slowly rising to a sitting position and looking around at the throne room with drowsy eyes. She shook herself a few times, sending slime flying in every direction. After a few seconds of taking in her surroundings, her gaze settled on Squall, Thorax, and Pharynx before her.

Thorax waved sheepishly, Squall dipped into a deep bow, and Pharynx just gave a small nod of his head. Her first instinct was to lash out at the changelings, and her horn did spark into life, but she hesitated.

“The changelings rely heavily on swarm tactics and misdirection to confuse their enemies and gain the upper hoof. Fewer changelings means a smaller swarm. A smaller swarm means fewer bugs to cause misdirection or confusion. I can send a message to Manehattan, Cloudsdale and the Wonderbolts with Spike’s Dragonfire, and get those cities to send forces to Canterlot. They can take back the city and bust you, mom and Cadance out of those gross cocoon things.”

“It isn’t a bad plan… but you must be careful, Rainbow Dash. We know very little for sure about these creatures or their full potential; I would not advise recklessness.”

“Don’t worry; I’ve got a pretty good source of intel.”

Luna slowly smiled as it occurred to her. “I think I understand now what she meant by ‘good source of intel,’ she mumbled before her expression hardened. “Quickly now, what is the situation. What have we missed?”

Thorax was taken aback by the sudden question, blinking and recoiling. “Uh… huh?”

“You are an ally, are you not? I would assume so, given that you are not trying to force me back into a cocoon as we speak. Now tell me, what is the situation?!” Luna furthered, stamping a hoof for emphasis.

It was at this time that Celestia and Cadance both finally managed to rise to their hooves. Cadance spoke first as she wiped some slime away from her eyes with a hoof. “Ugh… Luna? Auntie Celestia? what’s going on? Are you two okay?”

Celestia nodded grimly, some excess slime sliding from her horn to splatter against the floor by her hooves. “I am fine… Lulu?” she asked, turning to her younger sister.

Luna turned and smiled at her. “I am well, sister. Everything is going according to plan,” she said before turning back to Thorax. “Now, changeling, tell me; what is your name?”

Thorax finally got his faculties back with that question, dropping into a bow. “O-oh! Sorry! M-my name is Thorax. The other changeling is my elder brood mate, Pharynx.”

“We came here from the Crystal Empire,” Pharynx continued, taking note of how Celestia looked surprised, Cadance looked confused, and Luna didn’t react at all. “As of right now, the Empire is under siege from the bulk of the changeling swarm, and a giant shadowy monster is apparently attempting to slow them down. From what I know, Princess Rainbow Dash is doing her best to hold down the fort and keep the changelings out. I cannot say for sure how long this will last, though.”

At the mention of her daughter’s name, Celestia’s eyes widened and her wings flared open. “Rainbow Dash! What has happened?! Is she alright?!” she demanded, taking a few urgent steps forward.

Luna was quick to come to her side, putting a hoof on her shoulder to calm her. “Ease yourself, Tia. Rainbow Dash escaped the initial assault on the city,” she said soothingly before turning her attention to the drones. “Although I get the feeling she won’t be safe for long if what you have told us is true.”

Celestia narrowed her eyes. “Rainbow Dash is besieged in the Crystal Empire…? We must get to her, now!” she shouted, her horn sparking to life and preparing a mass teleport. Luna’s eyes widened.

“Sister, wait! Not yet!’she exclaimed, putting a hoof to Celestia’s horn and cutting off the flow of magic. Celestia recoiled and glared at Luna in confusion.

“Why not?! My daughter is in danger! I will not sit idly by and let her come to harm!”

“Nor am I saying you should, but we are all weakened from those cocoons!” Luna argued before shaking her head. “And the enemy leader has a great deal of our power coursing through her veins. Even together, I fear that, in our state, we would not be victorious.”

Celestia’s eyes widened with realization. “I see…” she whispered before setting her jaw. “Then we can’t waste any more time. Cadance, see if you can find Shining Armor in any of these cocoons, then meet us in Canterlot Tower. The rest of you, follow me.”

And with that, Celestia broke into a brisk canter out of the throne room, everypony scrambling to do as she had instructed.

It was almost time for the sun to rise. They just needed one more thing…

Something that rested peacefully undisturbed in a magically secured vault in Canterlot Tower.

The Sun Rises Anew

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Twilight Sparkle let a beam of magic fly from her horn with a growl from the bottom of her voice. The shot of lavender light surged forwards but was effortlessly deflected by the slowly advancing Queen Chrysalis, ricocheting off into a building to one side and exploding on impact, sending dust and debris flying. Taking a fearful step back, Twilight tried again, with identical results. The queen walked towards them leisurely, taking her time to savor the terror in their eyes, all the while continuing to hum her sinister melody. They couldn’t run from her anymore. Rainbow Dash was crippled and Twilight would never abandon her. It was just perfect. Another purple shot of magic was fired at her and again it was redirected to harmlessly impact into the side of a home without even so much as a blink from the intended target.

Twilight took another terrified step back, her brave face crumbling away to reveal the terror in her eyes. She was shaking, there was seat starting to form on her brow, and her eyes were darting every which way looking for a way out. Of course, there wasn’t one. This was it, and she knew it. Chrysalis grinned wider, her horn lighting up with green energy. She pondered just vaporizing the two of them then and there but determined that there would be no fun in such a swift and painless finale. She observed the two of them idly before her gaze settled on Rainbow Dash. Her sadistic grin returned in full force, and she reached out.

A green glow encased Rainbow’s entire body, and she was forcefully hauled into the air in Chrysalis’ telekinetic grip. The reaction was immediate. Rainbow Dash’s eyes opened as wide as they could, and with her voice hoarse, she began to scream as loud as she could, thrashing and twisting in a meaningless effort to free herself. Twilight turned at the horrible sound, her ears falling flat against her head at the sight of her beloved’s suffering. Chrysalis took this moment of distraction to grab her, next, lifting her into the air while pinning her forelegs to her sides. Twilight grunted and squirmed, trying to struggle free just as Rainbow was.

It was futile.

Chrysalis was silent, just letting Twilight hear Rainbow’s screams, letting the despair of her powerlessness settle in. She made sure they were at the same elevation, just beyond what Twilight could reach with her hooves if she could use them, making her watch. She just held them there for a time, allowing Rainbow’s screams to devolve into pitiful whimpers and sobs, the once-cocky princess curling into the fetal position in the air.

Twilight, barely withholding cries of her own, just managed to look at Chrysalis from her suspended position, her eyes shimmering with tears. “Please! Stop it! I’m the one you’re wanting revenge on, so hurt me, not her!” she begged desperately, making Chrysalis roll her eyes and sigh in amusement.

She slowly brought Twilight down and turned her until they were face to face, looking into each other’s eyes. Smiling coquettishly, Chrysalis lifted a hoof to slowly trace Twilight’s jawline with its tip. It was a feather-light touch, one that made Twilight squirm is discomfort “Oh, Twilight Sparkle… how you fail to understand… hurting Rainbow Dash does hurt you…” she whispered softly, lifting her hoof from Twilight’s jaw to catch a falling tear. She then rolled out her tongue to lick up the moisture from her hoof, her eyes narrowing. “What could be worse, after all, then hearing the agonized screams of the mare so near and dear to your heart, watching the life slowly and painfully squeezed out of her, and being completely incapable of doing anything to ease their pain?”

Twilight’s eyes widened when she heard a sickening snap come from Rainbow Dash, and her screams grew in volume again to the point they were almost deafening. Chrysalis chuckled merrily. “She only has so many ribs, you know. How long before I have to move on? Maybe her femurs should be next…”

Twilight squirmed again, her breath coming in rampant, desperate gasps. “You’ve made your point! Just let her go! PLEASE!” she screamed out as loud as she could before screwing her eyes closed and openly sobbing.

Chrysalis tilted her head curiously, her ears perking up as she listened to Twilight’s sorrowful wails. She then scoffed before bringing Twilight down to the ground hard enough to knock the wind out of her, silencing her cries. Still entrapping the unicorn with magic, Chrysalis then deliberately forced Twilight’s body into a deep, deep bow with her horn touching the ground. Chrysalis then smiled in an almost mothering way, leaning down so that he lips were by Twilight’s ear. “Ask me nicely… beg,” she said softly, lightly stroking Twilight’s mane like she were a small dog.

Twilight swallowed heavily, her entire body shivering. “P-p-please… let her go... I’m begging you, just let her go...“ she managed to stammer out, her body being racked by another uncontrollable sob.

Chrysalis’ smile softened somewhat, and for several seconds she just kept petting Twilight’s mane, making a show of thinking over Twilights plea. Then, after a moment, she withdrew her hoof and lifted Twilight smoothly back up to be at eye level with her. She looked searchingly into Twilight’s eyes, which were becoming red and puffy from the tears that were so freely spilling out of them.

Chrysalis’ smile turned into a bloodthirsty smirk. She drew Twilight closer until their noses were touching, making the terrified mare whimper. She then said one word in barely even a whisper. “No.”

With her eyes going wide in terror, Twilight could do little more than yelp in fear when she was suddenly hurled against the wall of the house they were next to with enough force to send her crashing through it. Raw agony exploded all across her back, drawing out a long and harrowing scream as chunks of crystal fell over her, battering her body from above. The crumbling wall was soon followed by the twitching body of Rainbow Dash, who was unceremoniously hurled against Twilight, sending both of them sliding farther into the house.

Realizing she was free from the spell, though, Twilight struggled to sit up onto her haunches. Her body burned in protest to her every movement, but she forced herself to keep moving. She stopped, however, when Rainbow’s head falling into her lap. Twilight stared down at her in shock, seeing that Rainbow’s eyes were wide open and unfocused, her entire body shaking uncontrollably.

“Rainbow…” Twilight choked out, cradling the pegasus’ head in her hooves and stroking her mane, trying to bring her back to her senses. “Rainbow, it’s me… it’s just me… I’m here…”

Rainbow didn’t respond. A few hitching whimpers slipped past her lips, but they were barely audible. A shadow then fell over the two of them, and Rainbow let out a long, pitiful wail, trying feebly to cling to Twilight like she were a lifeline. For standing there, silhouetted against the backdrop of the light outside, was Queen Chrysalis, staring down at the two with her head held high in contempt.

The light streaming in from behind her cast her in shadows, with only her glowing eyes being well defined through the smoke and mist that was slowly seeping into the home. Her smile did not return, this time. She was done toying with them. “It’s time to say goodbye,” she stated coldly while the light on her horn grew brighter and brighter.

And brighter.

And... golden?

Twilight squinted, as did Rainbow Dash as a blinding golden light slowly began to appear in the skies above and behind Chrysalis, easily piercing through the mist. In fact, it was doing more than piercing the mist… it was burning it away. Chrysalis’ brow furrowed in confusion when she saw that the contrast between her shadow and the light was getting more and more intense. Her eyes then widened with horrified realization as it clicked, and with the light on her horn winking out, she turned to look over her shoulder at the light in the sky. “No… it can’t be…” she breathed out in shock.

Despite the pain in her body and the despair in her heart, Rainbow saw the light appearing in the heavens. She knew what it was, and the realization was just enough to ignite a spark of hope in her chest. She managed to smile. “Heh… he did it…” she murmured before looking at Chrysalis. Her smile turned cocky. “You’re in for it now.”

The light continued to grow and grow, to the point that Chrysalis had to squint and shield her eyes with a hoof to avoid being blinded. She snarled through clenched teeth, her entire body quivering with rage and confusion. How was this possible?! Then, all at once, the light faded. Chrysalis lowered her hoof to see what had happened, and her eyes went wide with shock and horror.

For there, where the light had been but moments ago, and still surrounded by a bright aura of magic, was Princess Celestia, her eyes narrowed with conviction and determination. Her wings spread open like those of an angel and the golden light of the sun itself radiated from her horn, making a very simple announcement to the Empire and all within it.

The sun had risen anew.

Celestia’s purple eyes immediately caught sight of Queen Chrysalis and narrowed with disgust.

Then, from behind her, a form of dark blue mist shot out. Chrysalis watched it with growing horror as it sped along the perimeter of the cyan barrier that covered the empire, where several small holes were starting to form from her drones efforts. Several were starting to desperately try to climb through the holes, but as the shadow passed, a volley of dozens of focused beams of dark blue magic shot out of it, punching any drone trying to struggle through the barrier back out into the blizzard in rapid succession. In her wake, the barrier’s light grew dramatically in intensity with another layer of cyan light, as well as a color similar to Twilight’s magic. Every crack was healed, every breach was sealed.

The mist swung back around to Celestia, then suddenly parted to reveal Princess Luna. Her wings flared wide open before giving a powerful flap to end her momentum right next to Celestia, where she hovered and glared down at Chrysalis as well. It was only then that the queen caught sight of the other figures that had joined the two sisters. Princess Cadance hovered in the air behind them with Twilight’s older brother, Shining Armor, on her back. Both of them had lit their horns, and Chrysalis could see that they were providing power to the barrier, making it virtually impenetrable to her swarm.

There was also a gray bat pony stallion that she did not recognize, and more importantly, there were two changeling drones that she immediately recognized. The one with purple eyes was supporting his blue-eyed brother, but both of them were looking at her, one with distaste, and the other with an apology in his eyes. She bared her teeth in rage, her eyes pulsing with light. “Thorax…!” she snarled.

Twilight Sparkle finally snapped out of her own shocked reverie when the queen spoke. Her horn lit up and let off the most powerful burst of magic she could, directing it all at Chrysalis. The queen, having been unprepared for the blast, was sent off of her hooves to rocket into the house across the street, breaking through the wall with a shout of surprise and pain. With the coast clear, Twilight hefted Rainbow onto her back before stepping out of the building.

Soon enough, the new arrivals came to a landing around her, with varying expressions. Celestia’s eyes were locked onto the brutalized pegasus on Twilight’s back, wide open and filled with shock. Luna looked similarly concerned, though she seemed to be more focused. The gray thestral, who Twilight assumed to be Squall Dreamer, looked around in awe and wonder at the Empire while he had the chance. Thorax and Pharynx were looking unsure of what to do next, although Thorax was constantly glancing at the building Twilight had blasted Chrysalis into. Cadance, for her part, looked about the same as Luna and Celestia when it came to spotting Rainbow Dash, a hoof flying up to cover her mouth. Shining Armor, though, almost immediately slipped off of Cadance’s back the second they touched down to gallop towards Twilight.

“Twily!” he shouted, sliding to a halt in front of her and wrapping his forelegs around her in a tight hug. “Oh, sis, are you okay?”

“I’m fine, Shining Armor,” Twilight replied, gratefully returning the embrace and burying her face into her big brother’s shoulder. With Rainbow on her back, though, it was hard to properly return the gesture. Shining took notice of this and backed off.

“I’m glad…” he said before his eyes found Rainbow’s, and he cringed. “Oh… I guess I don’t need to ask you that question, do I, your highness?” he asked gingerly, to which Rainbow merely grunted.

“I’m all kinds of hurt,” she muttered before her eyes slowly lifted to look at Celestia. “Mom…”

This finally drew the alabaster alicorn to act. She stepped forward while Twilight gently slid Rainbow off of her back to set her on the ground. Celestia came to a stop in front of her daughter, slowly laying down on her belly to be near Rainbow’s eyes level. Her eyes roved over Rainbow’s body, taking note of every single bruise, scrape, cut, and scar. She saw the swollen flesh around her chest where ribs had been broken, she saw the swelling in her forelegs, she saw the bite marks and the cracks in her hooves. Her eyes began to shimmer. “Rainbow Dash… oh, my little girl…” she choked out, reached out and gingerly pulling Rainbow Dash up against her.

Rainbow tried weakly to return the hug, but there wasn’t enough strength left in her to do it. So she just settled with nuzzling into Celestia’s chest fur. “M-Mom…” she whispered, her body shaking again.

The moment, sadly, had to come to an end. The home that Chrysalis had been blasted into exploded in a storm of green fire, being reduced to little more than dust and ash. Chrysalis slowly walked out of it, her entire body twitching erratically and nothing but murder in her eyes. All eyes turned to the scene, watching as she steadily advanced on them.

Luna gritted her teeth before her horn lit up. “Twilight Sparkle,” she addressed simply before something solid and invisible pressed itself against Twilight’s chest. She lifted a hoof instinctively to hold it and felt something moving around inside it, whatever it was. “Take this, take Rainbow Dash and find your friends. It is well past time that this battle was drawn to a close.”

Twilight, confused, looked down at the invisible item in her hooves. For a brief moment, it flickered to her eyes, allowing her to see what it was. Her eyes widened as she recognized the box that contained the Elements of Harmony. With a surge of conviction, she gave a sharp nod. “Yes, Princess.”

Hearing those words, Celestia very slowly and gently passed Rainbow over to Twilight, although her eyes never once left Chrysalis, who had stopped her advance maybe ten yards away. “Did she do this to Rainbow?” she asked in a cold, near-emotionless tone. Twilight’s blood ran cold, and when she looked up into Celestia’s eyes, she was shocked to see them dilated with barely contained rage. Her face was twitching erratically, and Twilight could have sworn she saw embers of actual fire drifting out of her aetherial mane and tail.

Still, she had been asked a question, and so she answered. “Yes… she tortured us…” she said weakly. She almost regretted it, as Celestia inhaled sharply through her nose, her entire body tensing while her eyes began to glow with magic.

“...Squall, Thorax, Pharynx, you three are to escort Twilight and my daughter to wherever they need to go. If you allow either of them to get hurt…” she left the sentence unfinished, slowly stepping towards the changeling queen, Luna moving to be by her side.

Thorax and Pharynx said nothing, both of them doing as they had been told and moving to stand by Twilight’s side. Squall gave a bow in response to the order before moving to join them. “Where are we going?” he asked.

Twilight hesitated in answering, her eyes boring into the back of Celestia’s head in what could only be described as fear. She swallowed heavily, shook herself and made sure Rainbow was secure on her back. “To the palace. Come on.”

They turned to head down the street to their left, but Rainbow stopped them for a brief moment by tugging on Twilight’s mane with her teeth. She then lifted her head slightly to call after Celestia. “Mom?”

Celestia paused and looked over her shoulder into Rainbow’s eyes. “Yes, Rainbow?”

Rainbow recoiled for only a moment at the intensity in Celestia’s eyes but soon managed to put on a cocky grin. “Give her a few for me, would ya?”

Celestia nodded, smiled, and then moved to stand at the head of the group. Luna was to her right, while Cadance and Shining Armor were behind her and to her left and right respectively. Chrysalis narrowed her eyes at them, then scoffed dismissively.

“You can’t stop me. I am going to tear that insufferable cockroach of a unicorn and her beloved pegasus pet into pieces.”

“Stay away from my daughter,” Came Celestia’s simple response, her eyes narrowing. “I am only going to say this once. You are outnumbered, and I can guarantee you that you will not be the winner should you choose to fight. Surrender, now, and maybe I’ll show you mercy.”

Chrysalis’ face was split with an enormous, insane grin. One of her eyes twitched erratically, and her pupils expanded and contracted in rapid succession. “You’re offering me a chance to surrender? Oh, Celestia, I thought I made myself clear the last time you tried to stop me. I will topple any and every obstacle that stands in my way. I will never surrender to you, pony.

Luna took a step forward. “You are making a grave mistake.”

Chrysalis cackled, her horn starting to glow with sickly green light. “Do you want to know something? I heard the most beautiful song earlier…” she began a dreamy look coming over her eyes. “It was a gorgeous duet. The tones and melodies… oh, I could have listened to them for centuries and never grown tired.”

Celestia’s nostrils flared.

Cadance took a step forward. “What song is that?” she questioned skeptically.

Chrysalis then focused on Celestia, her pupils dilating in anticipation. “Just the delightful screams of your daughter and prized pupil as I broke them. Piece. By. Pie-” She didn't get to finish the sentence. She was too busy forming a barrier of green light over herself to protect her from the sudden stream of golden flames that was sent her way from Celestia. The crystal around her dome almost immediately melted into slag, and a few cracks appeared on the forward face of her barrier. Her eyes widened in shock.

“STAY AWAY FROM MY DAUGHTER!” Celestia repeated, her voice echoing for miles around. Windows shattered from both the heat and the volume of her royal voice, and Luna, Cadance and Shining were taken off-guard by her sudden rage. They didn’t remain stunned for long, adding their own magic to the mix. A rush of swirling dark blue, a pristine beam of cyan, and a steady stream of lavender all joined the flames, creating more and more cracks in Chrysalis’ barrier.

Chrysalis gasped.

Her barrier shattered, and an enormous explosion erupted from the point of impact. A large, mushroom-shaped cloud of smoke and dust rose into the air while a pressurized shockwave expanded from the epicenter of the detonation, shattering more windows and shaking the leaves off of their parent branches. The explosion was so mighty that it caused Twilight, Rainbow and their entourage to come to a sliding halt several blocks away, looking on at the rising smoke cloud in shock.

Rainbow saw the explosion and managed a weak smirk. “Heh… get her, mom…”

The Beginning of The End

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Celestia was panting heavily in the aftermath of the explosion, her pupils dilated with fury and her nostrils flaring with every breath she took. Off to the sides, Luna and Cadance stared at her in concern and trepidation. Celestia had gotten angry before, sure, and both of them had seen it, Luna more than the others. But this…? This was a new level of rage, one that none of them had ever seen before. Her otherwise immutable composure and calmness had completely crumbled into dust, and what was left behind was an enraged mother who had dropped everything else in favor of defending her only child from the one before her.

With the raw power she had at her disposal, for Celestia to be in such a state was more than enough to deeply frighten the ponies near her.

The towering mushroom cloud of smoke and dust ahead of them suddenly began to disperse with a heavy gust of wind tearing out from the epicenter. Celestia righted her posture and took a deep breath while the others braced themselves, albeit with looks of shock. Cadance shook her head in disbelief. “No way... how?” she choked out, shifting to one side a few paces to be a little closer to Shining Armor, who answered the gesture in kind.

Luna scowled bitterly. “She is quite tenacious, isn’t she…?”

For from within the thinning cloud, the shadowy silhouette of Queen Chrysalis could be seen slowly trotting towards them. Her approach came with the ominous clacks of her chitinous hooves striking the crystal street, and her glowing eyes pierced through the dust. As the haze cleared around her, she was revealed to have a fresh, and severe burn mark on the front of her torso, forming a distorted grid-like pattern where her chitin had become ragged and distorted from the heat. Her movements were stiff, and her teeth were showing in a grimace of pain.

But she was still standing. Even after all of that, she was still standing and ready to fight. Celestia’s face twitched, her eyes narrowing and a burning sensation building up at the base of her skull.

Chrysalis gave her head a few wild shakes, sending her messy and ragged mane flying in all directions before flashing the four ponies in front of her a toothy, arrogant grin. “I’d say you missed… but, well,” she touched a hoof to her scarred chest and winced. “I don’t think I could convince you of that lie, now could I?” her tone of voice was almost sweet, and the jovial look in her eyes only served to add to her taunting demeanor.

“How?!” Shining Armor demanded, taking a defensive step forward so he could stand between Chrysalis and Cadance. His horn ignited with more purple magic as he continued. “How are you still standing?!”

Chrysalis’ face darkened considerably, as did her tone of voice. She slowly resumed her approach, stalking towards them. “For the big brother of that disgusting grub of a unicorn mare, you are remarkably slow,” she sneered before standing up tall and spreading open her now tattered wings. “But if you must know, you are all exhausted from spending weeks as food for me and my subjects. Whatever you could do before, I can do better. Whatever power you have now won’t be enough to save you from me.”

Luna snarled, her horn flaring to life as well. “Do not think to intimidate us, insect!” she spat, her eyes starting to glow a bright white. “We have faced terrors older and greater than you could possibly imagine!”

Chrysalis, as if bored, lifted one of her hooves to study it. “Yes, but you don’t exactly have your shiny gems with you this time, now do you? The only weapon that might have given you the edge…” she flashed them a sadistic grin, a pulse of light in her eyes. “How sad.”

“We don’t need them,” Celestia suddenly shouted, more embers drifting out of her mane to scorch the ground beneath her hooves. “Now hold still!”

With that, the princess of the sun suddenly launched into the air, a golden beam of raw sunlight streaking out of her horn towards Queen Chrysalis down below. The queen’s eyes lit up, and she vanished from sight as green flames exploded across the ground beneath her. She sunk quickly into the ground, and Celestia’s spell struck just behind where the queen had been before the flames dispersed. Celestia let loose a wordless shout of frustration. “Darn it! Where is she?!” she demanded, her voice echoing all around.

Her question was answered when more green fire spread out from just behind a startled Cadance. The young alicorn spun around too late, the rising changeling queen already unleashing a blast of concussive force from her horn. Cadance was sent rocketing down the street with a scream of pain before crashing through a stray lamppost. Stray shards of metal and crystal were sent scattering across the street, creating quite the commotion that drowned out Cadance’s hard impact with the ground beyond. She slid for several feet before rolling to a stop. She fell silent and still.

Shining Armor’s eyes widened in horror at the sight. “Cadance…!” he gasped before breaking into a desperate gallop for the fallen mare. Chrysalis had other ideas, however. An emerald glow engulfed Shining Armor before hurling him across the street and into another home. Repressive any exclamations of pain, Shining was quick to surge back to his hooves with a counter attack prepared. Chrysalis saw his spell coming, though and fell right back into her portal in time to dodge it.

“Luna, get to the sky, now!” Celestia shouted when she saw the green flames flicker into life behind her sister. The princess of the night didn’t bother looking, instead choosing to take her elder sister’s advice and launching herself toward the heavens with an almighty flap of her wings and kicking up some leftover dust. Chrysalis rose up where she had been mere moments earlier, growling deep in her throat. The flames swirled away as she glared up at the two alicorns, her eyes twitching.

And then a bolt of lavender magic exploded across her scarred cheek, causing her to stumble to one side. The already tender reminder of her humiliation flared with more pain, and if she paid close attention, she could have sworn that she felt something warm and wet running down her face from the accursed blemish. But before she got to act on her discomfort, a golden beam of magic struck her from above, exploding on impact and sending her flying back against the building she stood beside. She bounced off of the wall and collapsed to the street in a heap.

The next beam of magic to fly for her, this one blue, missed its mark. Chrysalis suddenly disappeared in a swirl of green flames, and the beam hit nothing but air. Luna’s eyes widened. “What?!” she shouted, lifting a few extra feet into the air in alarm. “Where has she gone?!”

“She transformed!” Celestia replied, scanning the area intensely for any sign of the now missing changeling. She gritted her teeth when no signs immediately presented themselves. “Captain Armor, keep your eyes open! She could be anything!”

“Understood!” Shining answered, slowly turning in place while a thick purple barrier flickered into life around him. Luna and Celestia continued their watch from above, none of them noticing the small, unassuming hornet that landed on Cadance’s shoulder.


Shining Armor went rigid, his ears swiveling on his head to face the sound. Slowly, he turned to face Cadance, who was still laying on the ground, motionless. He heard the noise again, clearer this time.

“Shining… help… I can’t move…”

“Cadance!” He shouted, dropping his barrier and breaking into a gallop for the fallen mare. As he drew closer though, something seemed off to him. He didn’t get a chance to ponder what it was, though, as just as he was about to reach her, a rush of green flames exploded into reality right in front of him. When they passed, there was Cadance, except with glowing green reptilian eyes and a horribly evil sneer on her face, the real Cadance pinned beneath her hooves.

“Gullable dolt,” she taunted before a beam of putrid magic shot out of her horn and into Shining Armor’s stunned face. Any cries of pain he might have made were lost over the rush of the energy, and he was propelled off his hooves and sent flying all the way to the other side of the block. He struck the ground and rolled several times before sliding to a halt, unconscious.

The fake Cadance then reverted to Queen Chrysalis and stared up at the alicorns with a smug smile on her face. Celestia recoiled and growled when she realized that Chrysalis was inviting them to make the next move.

Well… far be it from her to decline an invitation from a fellow royal.

“Twilight, slow down,” Rainbow moaned in pain as her swollen chest and belly rubbed against Twilight’s back. They were at present bolting down the streets towards the palace, the building looming almost directly over them now. Hearing Rainbow’s protests, Twilight did slow down to a brisk canter, Thorax, and Squall by her sides and Pharynx taking up a rear position. Twilight glanced over her shoulder at Rainbow with an apology in her eyes.

“I’m sorry, Rainbow, but we can’t waste any time. Can you power through it for now?” she asked in a quiet, regretful voice at seeing how the other mare’s face contorted with agony from even the slightest movement.

Rainbow winced and sucked in a sharp breath through her teeth, screwing her eyes shut as her swollen flesh was jostled by a slightly rough step. The reaction made Twilight slide to a total halt at the corner of an intersection, with the crystal palace only a couple blocks away. Pharynx scowled impatiently. “What’s the hold-up?!”

“Quiet!” Twilight barked back at him before her eyes settled on Rainbow again. Her heart twisted in her chest when she saw a few tears leaking out of the pegasus’ eyes. After a few moments, though, Rainbow managed to calm herself down enough to speak, opening her eyes just a crack.

“I don’t even know if… if I can stay awake for much longer…” she mumbled in exhaustion before shaking her head. “We’re almost there. We can go slower.”

Twilight sighed and continued the trip towards the palace, this time at a mere speedy trot. As they went, she couldn’t help but glance to her right every few seconds. Her curiosity was met with the distant flashes of light and the loud, echoing booms of explosions that had started up not long after their run began. The princesses were fighting Chrysalis, and by the colors of the light, only Celestia and Luna were still standing. The twisting in her heart only got worse with worry when she thought of Shining Armor, and fear for his well being began to take root.

She snapped out of it, though, when Rainbow Dash let out another long, quiet wail of pain. Twilight shuddered and cringed at the noise, her skin crawling. She glanced sideways at Pharynx. “Pharynx, get inside and find my friends. Have them meet us in the plaza beneath the palace right now,” she commanded simply.

Pharynx snorted under his breath, clearly uninterested in taking any more orders from ponies today, but a sharp glance from Thorax convinced him to not argue with Twilight right now. He gave a short, simple nod before moving ahead, taking to the air with his wings buzzing into life. As he flew up to one of the higher floors to enter through a window, Twilight, Thorax, and Squall made their way under the palace.

Squall took the moment of reprieve to look around at the city, really taking it in for the first time. “Wow… this place is gorgeous…” he muttered absently, his eyes then drifting up to the palace above their heads. “Just… wow.”

Thorax chuckled. “Yeah, it is something. And trust me, it’s even better when it’s not an active war zone. I’ve never seen someplace quite so… beautiful, I guess,” he mused aloud, his eyes shimmering with fond remembrance. Before any further discussion could be had, another sharp gasp from Rainbow Dash drew their attention. The two looked to see that Twilight was very gently easing Rainbow off of her back and onto the ground, a worried look in her eyes. She set Rainbow down so she was facing up, then settled down on her haunches by the mare’s side.

Squall’s eyes widened in shock when he saw the extent of Rainbow’s injuries for the first time. “Merciful Celestia…” he breathed out, slowly trotting over. “Your Highness…” he was fishing for words and fittingly mouthing like a fish for a good few moments. Finally, his expression hardened with subdued anger and resolve before he turned his attention to the battle raging in the distance. “That insect is going to pay for this.”

“Yes, she is,” Twilight answered bluntly, her eyes still glued onto the still gasping Rainbow. She briefly looked over her shoulder into the lunar guard’s eyes, making him flinch when he saw the fire in them, “But that’s not your job. Once my friends get here, your job will be to help Thorax and Pharynx keep everypony inside this palace safe and keep them from panicking.”

Squall blinked a few times before standing tall and nodding sharply. “Understood, ma’am.”

At that moment, Rainbow Dash finally began to get some control over her breathing again. She steadily calmed down over the course of a minute, and finally managed to open her eyes a crack. She looked up at Twilight and put on a small, lopsided grin. “Hey, Twi…” she murmured drowsily, her eyes fluttering as she struggled to keep them open.

Twilight reached a hoof out to Rainbow’s cheek, offering an encouraging smile of her own while she set the cloaked box holding the Elements down by her side. “Hey… you’re going to be fine, Rainbow,” she said in barely even a whisper.

Rainbow went to chuckle, but only managed to let out a few weak strangled coughs. “That’s… aheh… that’s an odd way to start a conversation,” she managed to get out before her eyes screwed shut and another hiss of pain slipped out of her.

Twilight pulled her hoof back, her smile fading away. “Rainbow? Hey, come on, focus. Stay with me. Hey,” she whispered in a trembling voice, uselessly trying to find something she could do with her hooves that wouldn’t hurt the injured mare any further. Eventually Rainbow managed to calm herself and opened her eyes again.

“Ugh… This sucks…”

Despite everything, Twilight managed to crack a small smile, a ghost of a laugh escaping her lips. She shook her head in disbelief before leaning a little closer to give the wounded mare an affectionate nuzzle. “Yeah, it does…” she agreed before glancing up towards one of the four entrances to the palace, her brow furrowing with impatience. “Where are they… come on, Pharynx…”

Luckily, they didn’t have to wait for long. After only a couple minutes, one of the doors was violently kicked open by the drone in question, who then came galloping out with a short parade of ponies following closely at his heels. Applejack, Rarity, and Pinkie Pie spilled out into the plaza, the three of them came to sliding halts by Rainbow Dash and looking on with wide, horrified eyes.

Rarity was the first to speak, falling to her haunches on the other side of Rainbow from Twilight. “Oh, my stars, Rainbow Dash! Darling, how ever did this happen to you?!” she asked with a hoof flying up to cover her muzzle and her ears falling flat against her head.

“To be blunt…” Rainbow began while staring bleakly up the suspended first floor of the palace overhead. “...I got beat up.”

Applejack turned her gaze out towards the city, where a green explosion could be seen, the echoing boom reaching their ears shortly after. She winced. “It was Chrysalis, wasn’t it? She’s still out there, by the looks of it.”

Rainbow just nodded, her lips tightening into a thin nod.

“She hurt Dashie…?” Pinkie whispered, sitting down on her haunches, reaching out to pull Rainbow into a tight hug, but hesitating when she saw all of her injuries. Her hooves hovered uselessly over Rainbow for several seconds before, with a heavy, defeated sigh, Pinkie Pie sat back and settled for offering Twilight an encouraging pat on the shoulder. “What a meanie…”

Twilight looked at the three of them in turn, taking great comfort in their shared concern and presence. But her comfort was stunted when she noticed that there was somepony missing. She looked past them all for a few seconds, tilting her head, before finally asking. “Where’s Fluttershy?”

Pharynx glanced over his shoulder at the door. “She’s coming. She said she needed to grab something first,” he said before giving Thorax a sideways look and knowing grin. The younger drone shuffled in place, tilting his head in confusion before the realization struck him. His eyes turned to the door at the same moment that Fluttershy stepped out, a certain, scared looking thestral filly riding along on her back.

Wind Whisper shifted on Fluttershy’s back to look towards the scene as they drew closer. She saw Rainbow Dash and wilted, hugging the back of Fluttershy’s head and holding onto her like she was a lifeline. Then, however, her eyes locked onto Thorax. Her mortification at Rainbow’s condition was washed away with a wide-eyed look of relief, and she wasted no time in springing off of her mount’s back to fly at the changeling. She stopped in mid-air when Squall came into view, before promptly falling to her hooves.

He looked right back at her with a similarly wide-eyed look of shock. For several seconds, the two just… looked at each other. Wind took a step back, looking almost like she didn't believe what she was seeing. “Are…” she began in a strangled voice, her eyes briefly flicking to look at Thorax before returning to Squall. “Are you really real? Is it really you this time?”

Squall blinked in surprise from the question. Her gave Thorax a questioning look, and the drone could only sheepishly shrink back with an apologetic smile. Furrowing his brow, Squall looked back at Wind Whisper. Slowly, he lowered himself down onto his belly and held out his forelegs. “It’s me, Wind… I promise.”

Wind didn’t quite seem sure, at first, taking one or two reluctant steps forward. Any reservations she had soon crumbled, though, and she burst into a full-on gallop, tears of joy streaming down her face. Squall visibly braced himself and wrapped his forelegs around her when she tackled him, the force making him slide back a couple inches. The two held each other tight, with Wind burying her face into his chest fur while he wrapped both of them up in his large leathery wings, blanketing her from the world and nuzzling her atop the head.

From beneath those wings, her quivering voice could just be heard. “Dreamy…”

A red tint blossomed to life on Squall’s cheeks, and he gave the other ponies that were watching an embarrassed smile. From one corner of his mouth, he whispered down at Wind: “C’mon, what did we say about using my nickname around other ponies?”

A little green hoof flew up to lightly poke him on the nose before disappearing into the safety of his wings alongside a happy little giggle. “You really are Squall… Thorax never complained about that when he was disguised as you.”

Thorax blinked and tilted his head, wordlessly chastising himself for missing something like that.

Another explosion in the distance ended the moment, sadly, drawing everypony’s attention. A trail of smoke could be seen plummeting towards the streets from the heavens, and Rainbow Dash gasped in alarm. “Th-that’s Princess Luna!” she tried to shout, although her voice carried no strength.

Applejack frowned at her curiously. “How can ya tell? We’re so far away,” she pointed out with her brow furrowing.

“Rainbow has better eyes than the rest of us put together,” Twilight was quick to answer, looking from the battle in the distance to the still invisible box she had brought along. “So if she says Luna just went down, I believe her. Which means we have to act, now!”

Her horn sparked to life, and the chest was thrown open, ending the invisibility spell Luna had placed on it. Everypony looked on with wide-eyed shock as the Elements of Harmony were, one by one, procured from the chest and delivered to their respective representatives.

“Yee-haw, now that’s more like it!’ Applejack proclaimed enthusiastically when hers was placed around her neck. She lifted up onto her hind legs and kicked her hooves out a few times in a very active display of her readiness. “Let’s do this thing!”

Pinkie Pie giggled happily, staring down at her Element with a look in her eyes that gave Twilight and the rest pause. “Yesssss, Queen Meanie the second won’t know what hit her…” she sniggered in an exaggerated raspy voice before smirking confidently up at the distant explosions. “YOU HEAR THAT, QUEEN MEANIE THE SECOND?! YOU’RE GOING DOOOOOWN!”

“Quite,” Rarity chimed in, lifting a hoof to lightly touch her own necklace. “Oh, we’ve been waiting too long for these. I say we don’t wait another moment longer and put that ruffian Queen in her place! All those holes; so garish!”

“Hey!” Thorax complained from the side.

Fluttershy just nodded in agreement, not really having much to say.

“Works for me,” Twilight replied to Rarity’s comment before placing her element on her head. There was only one more Element that needed to be applied. She was about to clasp it around Rainbow’s neck but paused with it floating a few inches in front of her face. Rainbow’s eyes were wide open, now, and her teeth were visible in a terrified grimace. The sparkling lavender glow of Twilight’s magic could be seen reflected in her eyes.

With a small smile, Twilight pulled the Element back and took it in her hooves. She then glanced over at Fluttershy. “Fluttershy, can you help her sit up, please?”

Although taken aback by the request, Fluttershy did not decline. She shuffled around until she was behind Rainbow before sitting down on her haunches. With delicate and cautious movements, she hooked her forelegs under Rainbow’s armpits and slowly lifted her up to a sitting position. Rainbow only gasped once or twice on the way up. With that done, Twilight came in with the necklace and gently clasped it around Rainbow’s neck with her hooves, the motion bringing their faces mere inches apart.

Rarity barely stifled and excited squee.

Twilight and Rainbow both capitalized on the chance to quickly kiss each other before pulling back, Rainbow’s Element of Harmony hanging firmly from her neck. Twilight smiled, then turned a more serious look on the distant battlefield. “Okay… it’s time. Get Rainbow on my back, and let’s do this!” she said loudly before standing up. Applejack and Fluttershy both stepped forward to do their part in lifting Rainbow onto Twilight’s back. After a few moments to make sure she was secure, the two took up positions by Twilight’s ride side while Pinkie and Rarity took the left.

Twilight briefly turned to address Thorax, Squall, and Pharynx. “You three, stay here and make sure everypony inside is okay. This shouldn’t take long,” she ordered, drawing a few short nods from them, sans Pharynx, who just snorted and looked away.

Rainbow chuckled. “Heh. I like the sound of that…” she said, her voice getting a bit of its bravado and strength back. She then loosely pointed towards the battle raging in the distance. When nothing happened, she looked almost offended. She looked to her left and right at her friends, to see they were all looking back at her with expectant, slightly cheeky smiles. “Really, guys? What are we waiting for? CHARGE!”

They didn’t need to be told twice. As one, Twilight Sparkle, Fluttershy, Applejack, Rarity, and Pinkie Pie charged out from under the palace and towards the distant battlefield, with Rainbow on Twilight’s back, and the Elements of Harmony shimmering around their necks.

It Is Elementary, My Queen

View Online

Mere Minutes Earlier.

Celestia growled through tightly clenched teeth as she ducked past another intense beam of green magic from Chrysalis. She could feel the air around the energy sizzling and rippling from the heat, tickling her cheek as it passed. She pivoted in the air into a sideways spiral before coming out of it to face her adversary, a counter-attack flying free as another beam of golden destructive magic. Chrysalis was able to block the oncoming assault with a barrier of cyan light, and Celestia’s eyes narrowed in disgust as she recognized some of Cadance’s magic at work. Chrysalis just grinned triumphantly back at her as the barrier faded away.

They had been at this for several minutes, now, with Celestia and Luna barely breaking even against Chrysalis’ power, often having to bail each other out whenever the changeling queen pursued one of them more fervently than the other. There had been more close calls than either of them cared to admit, and already they were both beginning to feel the strain of the battle wearing down on them. They were breathing heavily, and every powerful spell they conjured up was harder and harder to form, much less maintain.

Chrysalis, meanwhile, hadn’t slowed down or displayed any hint of exertion so far, maintaining her offensive without pause or fail. She clearly had the stamina and power advantage here, a fact she chose to demonstrate when her horn exploded into green flames before she launched herself at Celestia. She was quick to brace herself and create a magical barrier in front of her, one which sadly proved insufficient in stopping the oncoming comet.

Her barrier shattered the moment Chrysalis impacted with it, and Celestia’s eyes widened with pain as she was tackled with titanic force. A breathless gasp escaped her as she was sent rocketing down from the air to bounce hard off of the roof of an already damaged home. Her bounce carried her past the roof and to the street below, where she hit the ground with a loud thump and grunt. Now with her chest and side throbbing in protest, she began struggling to rise on shaky hooves, breathing heavily.

The sound of buzzing a few yards ahead drew her attention. Lifting her head, she saw Queen Chrysalis rounding the corner of the block, her horn aglow. Celestia prepared herself for another beam, spreading her wings to dodge. However, to her surprise, there was no beam sent in her direction. Instead, the wall of the home she had bounced off of was suddenly encased in emerald light. She turned just in time to see it come away from the structure to slam into her, driving her into another house across the street. Both walls summarily crumbled into pieces, thoroughly burying her in debris.

Chrysalis grinned sadistically, the light on her horn growing as she prepared to finish Celestia off. Her plans were thankfully cut short when Luna appeared next to her in a flash of blue light. Chrysalis turned to face her, eyes widening, before a shadowy shockwave expanded out from Luna’s horn, sending the queen down and into the ground. She skidded along for several yards, tearing up the ground as she went and leaving a considerable trench in her wake. Luna was not done, however. She tilted her head back, gathering energy on the tip of her horn. It swelled and grew into a large, unstable sphere of shadows and moonlight, crackling at the seams with purple electricity. Chrysalis was just starting to stand up when Luna hurled the ball of raw destruction at her. Chrysalis looked up just in time for the sphere to impact with her and the surrounding street before exploding in a brilliant display of blues, purples, and blacks.

Luna took several moments to catch her breath before turning to the rubble that had buried her sister. Grunting with effort, Luna lit her horn and, one by one, pulled the larger pieces of debris off of Celestia, and the solar princess was soon revealed, bruised and scraped, but otherwise fine. Celestia slowly pulled herself back to a standing position, a few leftover pebbles sliding off of her to scatter uselessly on the ground. She glanced up at Luna with a thankful nod and smile, a gesture Luna returned. Luna then turned to face Chrysalis again, only to pause in confusion when she saw that the queen had vanished from her position at the end of the trench.

“LUNA! BELOW YOU!” Celestia’s voice rang in her ears, prompting Luna to turn in the air and look at the ground. Her eyes widened at the sight of Chrysalis rising out of one of those infernal portals, green light erupting from her horn. Luna was left no time to react as a focused beam of green magic engulfed her from below. The energy exploded on impact, filling the sky with a cloud of smoke. An intense gust of wind rushed outwards, and dust was kicked up off of the ground. Celestia was forced to create another barrier dome around herself to shield her eyes, unable to take her eyes away from what was now falling from the smoke in dread.

Luna’s body came falling out of the sky, leaving a trail of smoke in her wake. There were several new burn marks on her body, and several of them looked severe. Acting fast, Celestia dropped her barrier and vanished in a flash of light. She re-appeared where her little sister would land and looked up, her horn glowing. As soon as Luna arrived, Celestia reached out with her magic to grab her and slow her descent, gently setting her down on the street. She was still alive, thank the heavens for that, but she was definitely out of the fight. More than that, she was hurt, but there was nothing Celestia could do for her right now.

A menacing, feminine cackle that came echoing from not far away sent a chill down Celestia’s spine, while simultaneously adding fuel to the ever-raging fire in her skull. Slowly, Celesta lifted her gaze to meet that of Queen Chrysalis, who stood about five yards away with that same, insufferable grin plastered all over that arrogant muzzle of hers. Celestia’s pupils dilated, and her entire body began to quiver with rage. Chrysalis, of course, was not at all intimidated. She tilted her head to one side, allowing a stray lock of her long mane to hang in front of her eyes. “You know, you should take a rest, too, princess. After all, you’re going to wear yourself ragged if you keep standing in my way…” she taunted teasingly, the light on her horn gradually increasing in brightness and intensity.

Celestia, with stiff movements, moved to stand between Luna and Chrysalis, her wings slowly unfurling and spreading wide open. “You are going to pay for everything you have done…” she stated plainly in a low, murderous tone, her horn sparking into life. The ends of the hairs of her mane gradually began to turn dark, as if burned by fire. Embers drifted out of those burn marks, scorching the earth wherever they fell and filling the air with the scent of smoke and ash. Chrysalis saw this and raised an eyebrow in fascination. She also noticed the flickering orange and black in the alicorn’s eyes as her pupils fluctuated wildly in width.

But even with what looked like the start of some kind of transformation in her opposition, Chrysalis wasn’t impressed. Her expression hardened significantly and her stance widened. “I doubt that,” she spat caustically.

Celestia, with an infuriated scream, let loose the most powerful beam of magic she could. It came out as pure fire, melting the street beneath it and creating ripples in the air. Chrysalis met Celestia’s power with a surge of power of her own. The two beams of magic tore at the ground before clashing halfway in between their casters and pushing against each other. A powerful wind began to fly in all directions, dust was kicked up, and a molten pool beneath the point where the beams met began to grow larger and brighter.

But as the struggle pressed on, Celestia’s beam was starting to be pushed back, despite her throwing everything she had left into it. Her eyes began to widen, and despair began to bleed into her veins from her heart. She was going to lose. She was about to completely run out of power, and she had no way of knowing if the others had managed to assemble the Elements yet. If she fell here, now, then…

Her mind wandered to Rainbow Dash, to her daughter. She thought of her cocky grin, her casual attitude, her competitive athleticism, her humorous sarcasm, and snarky remarks. She thought of the first birthday party she had had in Canterlot, and she remembered the day Rainbow had been revealed to the public. She remembered her being proactive in bringing Twilight to her after her very first flash, and she remembered the pride that had swelled in her heart when Rainbow was chosen by the Element of Loyalty to defeat Nightmare Moon and save her sister.

All of those things, all of her accomplishments, everything… it and more would be lost if Celestia fell here. Chrysalis would come for her… Celestia’s eyes widened even more as her mental image of Rainbow Dash was replaced with the image of a broken, beaten, bruised and bleeding pegasus mare with barely enough strength to speak or breath. She could see Chrysalis steadily advancing on her, stalking her like a predator about to tear into its immobilized prey. She saw that hungry, feral, murderous glow in Chrysalis’ eyes. She could see Chrysalis licking her fangs, and the pegasus quivering in terror under her. She could hear Rainbow Dash screaming…

That was what it took to reduce what little restraint Celestia had left to a very fine dust.

All at once, her mane was lit on fire, and her eyes went from purple to orange. The crystal beneath her hooves molded around them as the temperatures rose, beginning to glow a bright yellow from the heat. She could feel all of her rage, anger, and hatred for the creature before her spilling free, melting the floodgates and flooding unhindered into her soul. As all thoughts of mercy or compassion were swallowed whole by the raging inferno, she might have gone into a panic attack. She knew full well what this feeling meant, and she knew what she was allowing herself to become. But with her daughter’s life on the line, as well as that of her little sister and the future of Equestria, she was unwilling to hold herself back any more. The flames burned at her mind, at her heart, at who she was.

Her mind was made up.

Chrysalis was going to burn.

Her power spiked, and her beam grew in intensity several times over, driving Chrysalis’ back several feet. The queen took a few staggering steps back before planting herself, her eyes widening in surprise. Well, this was certainly unexpected. Through the flames and her own magic, she could just make out the glaring, slitted orange eyes of Celestia, as well as her fangs bared in a hateful scowl.

Wait… fangs?!

The flames grew even more powerful, forcing her to take another step back and focus on her beam just to hold even. After a few more moments of struggling, though, she managed to pour enough power into her beam to halt Celestia’s advance. Chrysalis smirked in amusement. “And what’s this, princess? Your last hurrah? I have to admit, I am impressed!”

“Oh my goodness, will you just shut up already?!!” Celestia’s voice answered, except… it wasn’t quite Celestia’s voice. It was wrong somehow. There was an edge of sadism that eerily reminded Chrysalis of herself. “I’m sick and tired of listening to you drone on and on! We get it, you love the sound of your own voice!” the flames brightened, and a shockwave tore outwards, forcing Chrysalis back another step. “But I’m done listening to you. I’m done letting you strut like you own everything you touch! I am going to turn you and your entire race into nothing but an ugly smear of ash on Equestrian history! So do me, yourself, and the entire world a favor, and BURN!”

Chrysalis’ grin faded, and she began to pour even more energy into her attack, steadily pushing Celestia’s beam back. “Insults? Threats against my subjects?” she shouted over the roar of the struggle. “Fine, I’m done speaking with you. It’s time to say goodbye!”

Celestia’s hooves dug into the street as her beam was forced back, her eyes screwed shut with strain. No, no no! Even tapping into all of her worst instincts, allowing her emotions to run rampant and free for the first time, she still came up short! She opened her eyes again to stare down at the ground while pouring the last reserves of her power into the beam. She saw her reflection in the smooth crystal street, and for a brief moment, she felt nothing but shame.

Looking back up at her was the face of a monster. Her coat had gained a slight orange hue, particularly at the edges of the thin hairs. The sclera and cornea of her eyes had become as dark as the void, while her iris’ had turned the color of fire, while her pupils had narrowed into jagged reptilian slits. Her teeth had become longer, and as sharp as razors, and her once beautiful aetherial mane and tail that shone with all the colors of the rainbow had become a wild storm of fire and smoke that fluttered about her head in a wild, unpredictable dance. Even her wings had changed. Gone was the elegance and majesty they once held, now replaced with long feathers that ended in sharp tips, making them almost look like blades.

A name rang in her mind as she looked into those eyes, and her shame only grew.



Daybreaker went rigid at hearing Luna’s voice from behind her. Slowly, she turned to look at the younger alicorn. Luna’s face was one of unquestionable fear and horror, and she was slowly scooting away from the flames. The sisters looked into one another’s eyes, and for a brief moment, time seemed to slow to a complete and total halt.

Daybreaker’s face fell. “Forgive me, Sister...” she whispered regretfully. With those words, the last of her power faded, and her beam vanished into the air, allowing Chrysalis’ assault to tear towards the two of them. Daybreaker screwed her eyes shut, only barely hearing Luna crying out to her.

A moment passed.

And another.

The beam never came.

“So… what’s with the new firey getup?” Rainbow’s voice suddenly cut through the newfound silence and darkness, prompting Daybreaker to open her eyes in shock. For there, standing directly in front of her, was Twilight Sparkle, surrounded by their friends. They all wore the Elements of Harmony, and those ancient gems were now glowing and pulsating with a soft, gentle light. The last remaining wisps of Chrysalis’ beam were fading into the air, the attack having been halted dead in its tracks. Rainbow was, of course, still on Twilight’s back, and was giving Daybreaker a curious look. “Cause I gotta admit… I don’t like it.”

Daybreaker just blinked before looking past them. Chrysalis was faring much worse than the fallen alicorn was, her eyes wide open, and her ears flat against her head. Her lip began to tremble when she saw the fiery looks of conviction and resolve in the eyes of those ponies. She briefly glanced up at her horn, her horror growing with every passing second. “I… I don’t understand… where did…?” she choked out before looking at the six mares again.

Daybreaker just chortled quietly to herself in almost sadistic amusement, narrowing her eyes at the doomed changeling. “Well, it’s elementary, my queen,” she stated in a taunting tone of voice, her fiery eyes flashing. “You lose.”

Those words hit Chrysalis hard. All of her bravado and composure shattered, and she flew into a blind panic. A terrified scream tore itself free from her lungs as she launched another beam of magic at the Element Bearers. Just like the last one, her magic evaporated long before it ever reached them, fading into the air. Her cries were growing louder, now, and her desperation made itself clear in what she said next. “No, NO! Please, don’t! My changelings, my subjects! They’ll starve without me! PLEASE!” She begged, her eyes pleading and begging for mercy.

“No… They’ll thrive without you,” came Twilight Sparkle’s cold response before she closed her eyes, the other mares following her lead. When they opened them again, they had become spheres of blinding white light, forcing Chrysalis to squint. The air began to shimmer with prismatic magic, and Chrysalis could already feel the small wisps tugging at her body.

There was no point in trying to run or fight back, now. It was too late, and Chrysalis knew it. All she could do was screw her eyes tightly shut and scream out in despair. The six friends came to a consensus, and the multicolored light in the air grew in brightness and intensity until, finally, nothing else could be seen. At the heart of that glow, Chrysalis’ screams gradually faded away into silence.

Behind the six mares, Daybreaker, too, felt the magic of the Elements start to pull at her. She recoiled in pain and fear, her skin burning painfully at the touch. But after a moment, she relented and allowed the light to claim her, too. She felt the fire in her skull sputter and fade, leaving behind a bottomless cold that made her body shiver. The sharp teeth she had grown shrank and returned to normal, while her orange eyes reverted back to their normal purple, the iris’ rounding out to become perfect circles. The fire of her mane and tail calmed and faded away, replaced with her normal aetherial one.

Then, with one last rush and flash, the light faded away, revealing what the Elements had done. Celestia opened her eyes, feeling no shortage of relief that she was back to normal. After a few moments of collecting herself and looking into her reflection, she then turned to face her sister. Luna looked back up at her with worried eyes before slowly getting back to her hooves. “You… you fell… as I did…” She whispered disbelievingly.

Celestia only gave a slow, grim nod before drawing Luna into a warm embrace with her wing. After a moment’s hesitation, Luna returned the gesture, burying her face into her sister’s neck.

Their moment was broken when Rainbow Dash suddenly let out a loud, energetic exclamation of triumph. “Aw, yeah! My wounds are healed! HA! Take that, Chrysalis!”

The two sisters turned to gaze upon the aftermath of the Elements, curious to see what had become of the changeling queen. Where there had once been a towering creature of malice and dark chitin, there was now a tree with pitch black bark. It was fairly tall, and a pony could easily take a nap on one of the branches. Speaking of branches, hanging from them were long locks of silky, dark-teal hair that wrapped around and draped themselves over each other in a wild, messy manner. The roots of the tree were dug into the street, planting it in place. A gentle breeze blew by, making a few of those hairs drift lazily in the wind.

Pinkie Pie blinked. “Huh. That’s not what I was expecting."

An Obligation To The Dark

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“She turned into a tree?” Rainbow Dash questioned incredulously with one eyebrow flying up to disappear beneath her mane. With a flap of her wings, she lifted herself off of Twilight’s back to fly forward until she was right in front of the tree. She idly scrutinized it for several seconds, one eyes narrowing somewhat before she lightly shoved her hoof into the bark. It was harder than normal wood by a pretty wide margin, but it was definitely wood. After a few moments of examination, though, a small scoff escaped her and she set back down on the ground. She turned to face the rest of the group, grinning. “Meh. Serves her right.”

Pinkie gave an excited nod, practically vibrating in place in excitement. “Yeah! And now I can hang the banners for our victory party from her branches! OOH!” She suddenly sprinted around the tree to examine the area in general. “If we can move her just a few more yards that way, she’d be in a four-way intersection. We could hold the party there!” she announced with an incredibly enthusiastic squee, jumping up and down in place.

Applejack chuckled and rolled her eyes at Pinkie’s antics. “Really, Pinkie? That’s your first thought? Throwin’ a party around the pony- er, changelin’ we just turned into a tree?” she asked skeptically, earning a nod in the affirmative from the other earth pony.


Applejack couldn’t help but laugh some more. “Aw, shucks. Don’t that seem a bit unnecessary? Salt in the wound or whatever?” she asked, although the slightly mischievous look in her eyes made it clear she didn’t really mean it.

Rarity shook her head. “While I would rather party away from it, I suppose beggars can’t be choosers, and we could all use a good party right about now, I think.”

“Oh, yes, I agree,” Fluttershy meekly added before glancing sideways at Twilight, whose eyes were instead locked onto the cyan dome that still surrounded the city. “Um… Twilight?”

That got the unicorn to say something. “...As much as I would love to right now, we aren’t out of the wood just yet,” she stated matter-of-factly before lowering her gaze to Rainbow. “Chrysalis’ swarm is still outside Starlight’s barrier. We have to deal with them before we can even think of celebrating.”

The mood immediately fell with that reminder, and more than a few exhausted groans came from the gathered friends. Rainbow slapped a hoof to her face in exasperation and impatience. “Oh, come on! When are we gonna get a break!? It’s been nothing but doom and gloom for weeks!

Princess Celestia chose this moment to reintroduce herself to the conversation by loudly clearing her throat. The eyes of the six friends all turned to her in surprise, as if they had forgotten she was even there. Rainbow, especially, looked shell-shocked, with wide eyes and a hanging jaw. Celestia just smiled warmly at her before turning her gaze briefly to Twilight. “My faithful student has the right of it. Twilight, you said that it was Starlight maintaining the barrier?” she asked with a hint of stern disapproval in her voice.

Twilight immediately flinched back, her ears resting flat against her skull. “Uh… it’s, ah… er…” she stuttered out in a quivering voice, her eyes growing wide and fearful. She struggled to find her words for several more seconds before somepony beat her to it.

“Yes, it’s Starlight Glimmer,” Rainbow answered in a blunt tone, her head hanging low. Celestia’s eyes narrowed just slightly, although her expression then softened considerably as she gave it some thought.

“I suppose I shouldn’t be that surprised,” she muttered absently, glancing over at Luna by her side. “Luna told me that you left Ponyville to seek her out… even though I didn’t want her life to be interfered with…”

Rainbow shook and shrunk under her mother’s tone of voice. “I’m sorry,” she replied, her ears falling. “I was... I was just so scared… I was scared she might be up to something. I was wrong, I know, and I know I screwed everything-”

“Don’t,” Celestia suddenly cut her off, walking forwards. Twilight stepped out of Celestia’s way, biting her lip with uncertainty.

“Princess-” she began, hoping to quell some of Celestia’s displeasure, or at least share the blame to ease the pressure off of Rainbow Dash. A sharp look from Luna cut her off, though, and she fell silent. All watched the scene before them with baited breath.

Rainbow didn’t look up even as Celestia loomed over her, visibly starting to shake. For several seconds, everyone was silent, waiting for Celestia’s next statement. For what felt like an eternity, the solar princess’ expression was unreadable and thoughtful, looking over every single detail of Rainbow’s quivering form. Her ears twitched when she heard one of Rainbow’s breaths come out shakier than the others.

That sound caused any coldness in her gaze to melt away. It was swiftly replaced by a warm smile and tears of joy in her eyes. She lowered herself onto her haunches and reached out with her hooves to draw Rainbow into a loving embrace. While at first taken aback by the gesture, Rainbow was glad to return it, wrapping her forelegs around her mother to hold her close and burying her face into her neck.

Celestia gave Rainbow an affectionate nuzzle before finally speaking again. “Rainbow Dash… Oh, my dear, sweet little filly... Whatever mistakes you might have made before, I believe that you have more than made up for them. You’ve been so brave, recently, facing all of this... I am so proud of you.”

Rainbow visibly relaxed at those words, and her grip on the princess only grew tighter. But then, after a few moments, an audible sob escaped her. Celestia’s eyes widened in bewilderment, and she looked down to see the genuine sorrow on Rainbow’s face, and in the tears streaming down her cheeks. When a violent shudder passed through her, Celestia decided that her hooves were not enough. Her majestic wings unfolded from her sides and wrapped themselves around Rainbow Dash in a warm, loving embrace.

“Ssssh, shhhh, It’s alright, Rainbow. I’ve got you. I’m here. Sssshhh...” Celestia soothed her over and over again, rocking them back and forth as she did so. All the while, Rainbow kept weeping. A couple of minutes passed before, at last, Rainbow Dash managed to calm down and dry her tears. Still sniffling, she shakily withdrew from the embrace. She looked up into Celestia’s eyes while the alicorn gingerly tucked her wings back at her sides.

“Th-thanks, mom… I needed to let that out…”

Celestia smiled and ran a hoof lightly through Rainbow’s mane, making her hum softly in content. “What are mothers for?” she asked.

“Onions, apparently,” came Rainbow’s quip, just enough mirth re-entering her voice to give Celestia pause. Both of them then burst into a fit of giggles, sharing one more, shorter embrace. “Oh, I missed you…”

“I missed you, too,”

Luna watched the scene unfolding for several moments, a soft smile on her face. However, when the cyan dome overhead flickered, she reluctantly cleared her throat to get their attention. They both looked her way to see that she was gesturing up at the barrier. “Forgive me, but as much as I wish this moment could last forever, I fear we still have the matter of the changelings outside to deal with. Further heartfelt discussions will have to wait until later,” she said reluctantly, her ears falling with a small amount of regret for breaking up the tender scene.

Celestia let out a small sigh and rose to her hooves along with Rainbow Dash. “Yes, you’re right… where is Starlight Glimmer now? As the one maintaining the barrier, she will know more about what’s going on outside than the rest of us.”

Twilight Sparkle perked up and stepped forward. “She’s on a balcony on the Crystal Palace, where the ruling monarchs would go to address the city as a whole,” she said while pointing at the location in question. When all eyes looked, they could just make out the pinprick of light that was her magic. And it was drawing closer.

Luna tilted her head in curiosity, one of her eyebrows taking a trip to the north. “She’s coming this way…” she pointed out the obvious.

Rarity lifted a hoof to her chin in thought, her eyes narrowing with scrutiny. “That’s strange… I wonder if something’s wrong…” she pondered with an edge of anxiety in her voice. “I do hope not. We’ve had more than enough surprises for one day!”

Way too many…” Fluttershy agreed in a tired, fearful whisper before swallowing heavily. “Oh, please just be good news…”

“Judging by the way she’s grinning?” Rainbow noted with a wry grin of her own. She nodded towards the approaching light, inside of which the silhouette of Starlight Glimmer could just be made out by the others. “I don’t think we’ve got much to worry about.”

Applejack frowned at Rainbow’s remark. “Say what?” she asked the pegasus.

“They eyes, silly,” Pinkie reminded her while bouncing over to Rainbow and tapping the side of her head.

“Ow! Pinkie, not the face!”

“Sorry! But Dashie is, like, the best at seeing things. Especially when in the air!” Pinkie finished while gesturing loosely at Rainbow’s eyes.

She puffed up at the praise with a small roll of her eyes. She then held her head higher than normal, a cocky smirk on her muzzle. “Heh, it’s nothing, just my awesomeness at work.”

Twilight got her own grin on her face when she heard that. “Ooh, we haven’t heard you call yourself that in a while!” she teased while prodding Rainbow in the shoulder with a hoof, making the pegasus flinch. “Are you getting your ego back?”

“Eh. Maybe a little. Kinda on a power high right now,” Rainbow replied while poking a hoof to her necklace. “Defeating evil things with magic gemstones and rainbow lasers kinda does that to you.”

“Hold that thought,” Luna cut them off before nodding towards the approaching Starlight Glimmer, who was now clearly visible. Everyone turned to watch her as she floated through the air with a telekinesis spell keeping her from hitting the ground. Her grin had faltered somewhat now that she could make out the princesses. Celestia, in particular, seemed to make her uncomfortable. Still, she came to a landing a few yards away, still holding her smile. “Starlight Glimmer, I take it?” Luna asked when she grew tired of the silence.

Starlight nodded shakily, not quite willing to look anywhere near Celestia. So she just settled with staring idly at Luna’s hooves. “Er, yes, your majesty,” she answered before dropping into a low bow.

“Stop that,” Rainbow scolded before waving up with her hoof. ”C’mon, stand up and tell us; What’s the rub?” she asked curiously. “I mean, judging by the smile…”

Starlight slowly rose back to a standing position and took the distraction from the princesses whose family she had hurt quite eagerly, and nodded up at her horn. “Yeah, I’ve got good news. The changelings stopped attacking the barrier, and neither Thorax or Pharynx think it’s a trap. They either gave up and ran away or they were all taken out by...” her explanation hitched in her throat, her ears going flat.

Rainbow’s eyes widened in realization, and her bravado quickly bled out of her. “Oh… right…”

Luna looked towards her niece. “King Sombra, I take it…” she surmised with a grim look, drawing everypony’s attention. Luna then gestured loosely towards Celestia before continuing. “We were told before we came here that a shadowy monster was helping to slow the changelings down, and Rainbow Dash told me the one time I was able to reach her via dreams that King Sombra came back with the empire.”

Starlight nodded shakily. “Uh… yes. Sombra…” her eyes then turned towards Rainbow Dash, a flicker of lingering disapproval flashing in her gaze. Rainbow saw it and flinched back out of shame. All at once, whatever small vestige of joy was left in the air evaporated, and everypony turned to look directly at Rainbow Dash with a wide range of expressions. From Luna and Twilight, it was a look of utmost sympathy and a desire to make her pain go away. From Applejack, it was a frown of understanding, if also of disapproval. From Rarity, Fluttershy and Pinkie Pie, it was helplessness at their inability to help her. And from Celestia, it was just confusion.

Luna let out a heavy sigh. “...His treaty is still in effect, isn’t it?” she asked gently, making Rainbow recoil as if she had been struck. Twilight went to Rainbow’s side quickly, draping a foreleg over her shoulders and pulling her into a comforting side hug.

Celestia’s eyes flew wide open, looking at Luna in abject disbelief. “What?! Treaty?!” she exclaimed before looking down at Rainbow again. “Rainbow... did you…”

Rainbow just nodded, her eyes turned to look at the ground. “Yes… I signed a treaty with King Sombra… it was the only way to save us… I didn’t have a choice, I… I’m so sorry…”

“She’s not exaggerating, either,” Twilight added in a tender voice, looking up into Celestia’s eyes and imploring her to consider things carefully. “King Sombra had us boxed in. Starlight and I wouldn’t have been able to maintain our barrier for much longer, and if it had dropped, we…” she shuddered and shook her head, not willing to think of the possibility. “Considering what our options were… she probably saved our lives.”

Starlight growled quietly and shook her head from the side. “I still think she could have done better…” she stated with vitriol, her nostrils flaring. The hard glare Twilight and the others shot her didn’t make her retract her statement. However, her expression did soften when she heard Rainbow take a shaky breath in. “...But,” she continued, looking at Rainbow with a bit more understanding and sympathy. “In her defense, she’s been working her tail off to make up for it. I gotta give her credit where it’s due.”

Celestia’s lips pursed into a thin line, her intense gaze slowly rising to look at the city as a whole. “...What were the terms?” she asked simply, making Rainbow shudder even harder.

The pegasus princess, however, didn’t have to answer.

“Allow me to explain,” the deep voice of King Sombra cut through the air like a scythe in a wheat field, shattering the calm and putting everypony on edge. Everypony stood tall and looked around fearfully, searching for the source of the voice. But, of course, there was nothing. No sign of him whatsoever. Well, except for the deathly chill that was gradually settling in around them, the pit of dread forming in their hearts, and the heaviness in their hooves.

Suddenly, the shadows cast by the ponies sprang into life. With a rush of dark magic, they came rising from the ground and lunged for the Elements. Rainbow Dash recoiled and shouted in alarm when her necklace was snatched, and she tried to back away to keep it on her. But the shadows were quicker, and her Element of harmony was swiftly torn away from her neck and pulled away by the tendril. The others all had similar experiences, letting out exclamations of alarm and fear as all six Elements of Harmony were stolen and gathered in one spot in mid-air.

From that point, a sphere of pitch-black began to grow and expand. It snapped and crackled with purple electricity and flickers of poison green magic before gradually changing shape into the form of King Sombra. His eyes snapped open, his crimson iris’ glowing with malevolence. The shadows winked away, revealing him in his true form. His red cape billowed in the wind, and his eyes dilated with sadistic pleasure. A fanged grin split his muzzle.

“Give those back!” Rainbow shouted, preparing to launch herself at Sombra for a tackle. The movement ended before it even began, and she found she could not bring herself to follow through on anything aggressive towards the king, save for glaring daggers at him.

He just grinned at her defiance. “Now now, child, your time on the throne is over,” he replied before turning his attention to Luna and Celestia, who quickly put themselves in front of the rest of the group in protective stances. “Now be quiet. The grown-ups are talking.”

“We have nothing to discuss,” Celestia rebuked bluntly, her horn sparking into life.

Sombra hummed and licked his fangs, a hungry look in his eyes. “I see the fire in your belly is as hot as ever, Celestia…” his eyes drifted over to the points where the street had been melted from her brief time as Daybreaker, and his grin grew. “Hotter, even, if your display earlier is anything to go off of…” His eyes then shifted to look at Princess Luna, who was unable to refrain from flinching back at the look he gave her. “Ah, and Princess Luna… tell me, old friend, how has the darkness been treating you? Has it been as kind as it was to me?”

“We are not friends. Save your breath,” Luna snapped venomously, her wings unfurling slightly from her sides.

Sombra snorted, his smile fading away. In its place was a firm, serious frown. “We are foregoing the pleasantries, I see. Very well. In answer to your earlier question, Celestia, the terms of the treaty state that in exchange for my assistance in holding back the changelings and their queen, all Equestrian citizens, soldiers and officials are to leave the Empire under my control as soon as Queen Chrysalis and her minions are defeated. The swarm now lies scattered across the frozen wastes and entrapped in their worst nightmares, save for a select couple dozen who chose to flee with their tails between their legs. And, if I am not mistaken…” his eyes turned towards the dark tree that was Queen Chrysalis, and his smile returned in the form of an amused smirk. “That is Queen Chrysalis… she is defeated as well, then…”

Rainbow Dash was shaking terribly now, her ears flat and the light fading from her eyes. She took a few steps back, her breath starting to get heavier and heavier. “It’s all my fault…” she whispered despairingly before falling to her haunches. “All my fault…”

Twilight returned to her side in a heartbeat and was swiftly joined by Fluttershy. The two of them began offering the quivering mare whatever comfort they could, even though much of it was useless. Twilight shifted to sit in front of Rainbow, looking into her eyes. “Hey, Rainbow, it’s okay. You did your best. We’ll come back and fix this once we have our strength back,” she offered gently, running a hoof over Rainbow’s cheek.

Fluttershy nodded and gave Rainbow a soft nuzzle from the side. More than once, she looked as if she wanted to say something, but a fearful shudder prevented her from doing so each and every time.

Applejack stepped forward and added her own hoof to Rainbow’s back, a reassuring smile on her face. “Don’t fret, now, sugarcube. Twi’s right. We’ll come back and show this shadowy bonehead what-for soon enough. You’ll see.”

Rarity and Pinkie joined the small comfort huddle, with Rarity tossing her mane and putting her hoof onto Rainbow’s shoulder. “And when we do, I just know you’ll do fabulously!” she chimed, a smile on her face.

“And we can all smile and throw a gigantic party when it’s done. Chrysalis’ branches are just too perfect to pass up!”

Starlight, however, chose not to say anything. She looked down and away from the group before allowing the light on her horn to dissipate. The barrier over the city flickered and then winked out of existence, allowing the pristine light of the sun from outside to shine through once again. They didn’t need her protection now, not that Sombra was already inside and they were heading out.

Sombra hummed, entertained by the group’s hopeful sentiments. Soon, though, an impatient frown marred that amusement. “An amusing notion. But one you will have to consider on your return trip to Equestria. It is time for you all to gather up your unconscious friends and leave; now!” he stomped a hoof into the ground for emphasis, his eyes flashing with poison-purple light.

Rainbow shuddered. Then she crumpled down towards the ground, a long, anguish-filled scream tearing itself out of her lungs. Luna and Celestia turned to look at her, watching with sorrowful eyes as she began to sob and weep her eyes out. One of her hooves raised itself up before slamming down into the ground over and over again, each impact creating a loud noise. Each blow hammered more and more remorse into the hearts of her friends and family.

Celestia’s ears fell, and every single maternal instinct in her began screaming at her to go over and hug her daughter, shush her and rock her back and forth until she was better. But for now, she had to shove those instincts down. Reluctantly, she tore her eyes away from the sad sight to glare hatefully at King Sombra, who was now watching them expectantly.

“Well?” he asked with growing impatience. “You can cry on the way home, young princess. Collect your friends and get out of my empire!”

“Be silent!” Luna snapped back in retort, her pupils dilating with fury. “That is my niece you are speaking to! Show some respect!”

Sombra scowled. “Well, your niece, as well as the rest of you, are trespassers in my nation. I will not ask you again. Find your unconscious comrades and leave. NOW!” The surface of the street his hooves began flickering with dark magic before turning jagged, uneven, and dark.

Celestia briefly glanced back at her daughter, her heart twisting in her chest. There had to be something they could do about this! She had already failed to save these ponies once, a thousand years ago, and she was not going to fail them again! But, sadly, she knew as well as Luna how air-tight and iron-clad Sombra’s treaties were. His ability to seal loopholes was one of the many things that had allowed him to claim the Empire to begin with all those years ago. Her ears drooped, and she found herself about to shamefully admit that her daughter had signed them into a position from which there was no escape.


Her daughter…

Her daughter!

Celestia’s ears snapped to attention, and her eyes widened. Of course!

With a confident smile now adorning her muzzle, she turned to look into Sombra’s eyes once again. Then she said one word, one that made Sombra recoil and the others perk up in surprise.


There was a general muttering of surprise and confusion from the ponies gathered behind her, but she just kept smiling. Sombra narrowed his eyes, and his teeth became even more pronounced as his scowl deepened. “Don’t play games with me, Princess. You are bound to follow the terms of the treaty between our nations! You must withdraw!”

“No,” Celestia said again, smugly this time. Feeling all eyes on her, she took a couple of steps forward before fanning open her wings, allowing their full majesty to be revealed. “I must not.”

Sombra growled, taking a step forward. Dark magic began to leak from his horn and the corners of his eyes. “I grow weary of this…” he snarled venomously.

“You are not wrong that Princess Rainbow Dash signed on behalf of all of Equestria as its ruling monarch,” Celestia continued simply, her smile growing. “So long as she remained in charge, her word was law.”

Sombra’s eyes widened, and his jaw fell open just slightly as the thought occurred to him. “No…”

Rainbow Dash looked up at that, tears still on her face, but a spark of hope in her eyes as she stared past Twilight and into the back of her mother’s head. “Mom…?”

Celestia’s grin widened. “Oh, yes. Under normal circumstances, Cadance and Rainbow Dash cannot make decisions on an official or federal capacity without my sister or I giving it our stamp of approval. But when Luna, Cadance and I were imprisoned by the Changelings, we became prisoners of war. As we were all indisposed and unable to rule, Rainbow Dash became the sole ruling monarch…” she gave her wings a demonstrative flap. “But we’re not prisoners anymore, now are we?”

From the side and behind her elder sister, Luna’s eyes widened before her expression softened into one of pride and admiration. “Always the diplomat…” she thought before turning her gaze to Sombra. Her smile turned confident.

Sombra’s teeth clamped together, a look of boundless rage building on his face. “Why you…” he seethed, shadows starting to bleed off of his body to drift into the air.

Celestia’s smile turned a touch more taunting, her eyes narrowing. “Now that we are free, Princess Rainbow Dash’s status as the acting ruler of Equestria is rescinded. Luna and I are now in charge again, and any decisions Rainbow Dash made while in power will need to be affirmed by us to go into effect…”

Luna chose this moment to add to the revelation, taking a position by her sister and smiling triumphantly at Sombra. She flared her wings out to mirror her sister’s stance. “And I think it goes without saying…”

Then, as one, the sisters of the sun and the moon spoke with finality and conviction. “We do not agree to your terms!”

With those words, somewhere deep in the depths of Rainbow’s mind, something shattered. A weight she hadn’t even known was there was suddenly lifted, and an array of thoughts that had been shackled and locked away came spilling out undeterred. The first of these thoughts tore out of her lips in a loud exclamation. “I know where the Crystal Heart is! It’s on the palace roof!”

Her friends tore their eyes away from Luna and Celestia to look at Rainbow Dash in shock. That shock, though, swiftly shifted to a combination of joy and reborn hope. Applejack stamped a hoof and looked back towards the palace. “Well, then what are we waitin’ for, an invitation?!”

Sombra’s eyes widened in disbelief. Then, with a furious roar of rage echoing out, his body was engulfed in darkness. It lost its shape and expanded back into the towering mass of black smoke he had been so happy to use, his horn already materializing at its peak. “You miserable CUR!” he boomed out before rushing forth to smother the ponies with his shadowy form.

While the others took frightened steps back, Starlight took the initiative. jumping into the center of the group, she let out a grunt of effort and conjured a dense dome of cyan light around them all, protecting them even as Sombra’s shadowy mass smothered them. Cracks were already forming in her barrier, though, and she fell to her knees, groaning with strain. Screwing one of her eyes shut, the other twitched to look at the princesses. “Gah! I can’t hold this for long!” she cried out before yelping when more cracks expanded across her barrier.

“Get us out of here!” Pinkie shouted, running up to Celestia and grabbing one of her legs with a hoof. “I don’t wanna be here! It’s smoky and it smells like bad breath!”

“I’m out of power,” Celestia reminded them grimly, glancing up as another crack appeared in Starlight’s barrier. She looked desperately at Luna. “Luna, can you get us out of here?”

“Consider it done!” Luna replied with a small smile, her horn igniting with blue light. There was a rush of energy, and the group was teleported from where they had been standing to several blocks away. They came out of it next to the still unconscious forms of Cadance and Shining Armor. Starlight dropped her barrier and fell to her haunches, panting for breath.

“Oh gosh, I’m out,” she stated between pants, bringing a hoof up to her forehead. “I can’t do anymore… without hurting myself… whew…”

Twilight took no notice of that at the moment, though, briefly leaving Rainbow Dash to gallop for her unconscious big brother. “Shiny!” she shouted, sliding to a stop next to him and checking him for injuries. Rainbow Dash and Fluttershy followed quickly behind her, the latter checking him for injuries.

“He’s bruised and out cold, but he should be fine,” Fluttershy said, a wave of relief in her voice.

“Oh, thank Celestia…” Twilight mumbled, burying her face in Shining’s chest fur and letting out a heavy sigh. “We’ve had too many close calls today…”

“Tell me about it,” Rainbow agreed, gently pulling Twilight up and giving her a reassuring hug.

The harrowing howl of Sombra reached their ears from the distance, and they all turned to see that his amorphous form was visible even from here, scanning the city for any sign of them. Applejack shook herself. “Whew, I dunno how Y'all handle teleportin’ like that…”

“You get used to it,” Twilight answered before looking at Rainbow Dash again, who was now rising back to her hooves with a hard, determined look on her face. “Rainbow, are you good?”

Rainbow gave a sharp nod of her head in response. She looked up at the top of the palace, her wings snapping open. “Yeah. I’m good,” she stated before shooting Starlight a look. “All we need is the Crystal Heart and the Crystal Ponies for them to do their thing, right?”

Starlight nodded slowly. “More or less. The book said that the Crystal Heart needs to be in the center of the plaza under the Palace and that the crystal ponies activate it.”

“And the Crystal Heart is the source of the Empire’s power, yes?” Luna deduced, earning a quick nod from Starlight. Luna’s expression hardened. “Then we haven’t time to waste.”

“He’s coming this way!” Pinkie shouted while pointing at Sombra, who was indeed surging towards their location. “What do we do?!”

Luna frowned as she watched Sombra’s approach. The group as a whole wouldn’t be able to outrun him right now, he was moving too fast. But if he were to be distracted... She took a deep breath and took a few steps away from the group towards the king. When she felt their eyes boring into her back, she turned to look at them over her shoulder. “Sister, take them and the wounded to the palace and keep them safe however you can. If what Starlight just said is true, then the locals need to be assembled below the palace. Rainbow Dash, you get the crystal heart and bring it to them.”

“Luna, are you sure?” Celestia asked fearfully, taking a few shaky steps towards her sister. “You haven’t been back for very long. I… I don’t want you getting hurt-”

Luna nodded, interrupting her. “Yes, sister, I am. I have power enough left to hold him off for a time. And besides all of that, I have a duty to Equestria’s subjects...” her gaze then drifted to Rainbow Dash. “...and debts to repay.”

Rainbow stared back at her for a few moments before giving a small nod. “Go get him, Aunt Luna.”

Luna smiled before another angry roar from Sombra made her turn to face him. He was drawing close enough that they could see the magic gathering on his horn. As if to prove her earlier point of having power, Luna’s own horn flared with light and conjured a defensive dome before her, stopping Sombra’s beam before it ever reached her. She glared at the others over her shoulder. “It’s time! Go! NOW!”

“You don’t need to tell me twice!” Rarity called before the group as a whole turned to sprint for the tall spire of crystal in the center of the city, with Twilight and Starlight using what magic they had left to carry Cadance and Shining with them. Celestia and Rainbow Dash, side by side, both looked over their shoulders as Luna rose into the air with her wings to meet Sombra head on.

As she rose, Luna, for a brief second, looked back at them, catching Rainbow’s gaze with her own. For a brief moment, time stopped for them. They just looked at each other, silently thanking one another for everything. The moment ended as quickly as it came, and Luna turned to glare at Sombra as he approached. “You have done much and more for me, my niece…” Luna thought before giving her wings a mighty flap to rise into the air over the king of shadows. “You helped me face my demons, you helped me conquer them, and you convinced me that I do not have to walk in the shade by myself…” Sombra looked back up at her, more energy gathering on his horn.

“..And you showed me that I can instead walk under the moonlight with the ones I love at my side. It is time I repaid you in full for your kindness!”

With those thoughts filling her heart with determination, and with a guttural battle cry tearing past her lips, Luna unleashed a torrential blue beam of magic at Sombra. He met her assault with his own. The resulting explosion marked the beginning of the battle between the light of the moon and the shadows of hatred.

The Heart Of An Empire

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The barrier had fallen, but there was no sign of the Queen. Stinger’s eyes frantically searched the city from her place on a snow-smothered hill some few miles out, looking for any signs that her majesty was still at work. A flash of green flames, perhaps, or even just a dark speck buzzing around. Sadly, however, there was nothing of the sort. Only the towering King Sombra, his dark magic, and the flickers and flashes of blue magic that were sent against him. Stinger knew it was Princess Luna; who else could it be? Between the intensity of the spellfire and the fact that they were coming from several places in the sky, any other individuals were quickly ruled out.

The princesses had somehow escaped, and now one of them was dueling King Sombra one on one. If they had escaped, then… what about the queen? Stinger’s eyes once more fled from Sombra to scan the streets for her ruler. She cursed under her breath when a chill wind washed over her, reminding her all too well that she was well and truly alone, now. All of the other drones had either fallen to Sombra’s never-ending nightmare or fled in a panic, leaving her as the last one to stay true to her orders.

Her mind briefly wandered back to what that one drone - the one she had let Sombra claim - had said.

The drone took a few seconds to catch his breath before shaking his body to get a hold of himself. “She should have succeeded by now,” he noted before his eyes darted up to look at the impossibly strong storm around the barrier. “But between this storm and that barrier… I don’t know. What if the ponies inside found a way to stop the queen? We might be fighting a losing battle, here!”

Her blood boiled at even the mere notion, and she could not help but hiss vindictively at empty air to vent her frustration. “Of course not, don’t be stupid,” she growled to herself. “Queen Chrysalis is unbeatable. She’s led us for centuries, and never once has she let us down or failed us. Nothing could stop her… nothing…” she glanced over her shoulder in the direction the survivors had fled, back towards the hive. They’d be traveling for a few weeks before they got there, easily. “...A bunch of faithless, selfish cowards…”

She returned to observing the city, her eyes glowing. “Well… I won’t leave. If the queen did fail, somehow, then I promise, whoever is responsible will pay the ultimate price…”

With that thought in her mind, she sat and waited impatiently for Sombra to either be defeated or swallow he empire whole. Her window for revenge would come soon enough; she knew that. It was only a matter of time…

The sprint to the palace had been a tiring and dangerous one. Even with Luna doing everything in her power to stall him, Sombra came after the group hard and fast. More than once they had to duck, dodge, and weave through fresh spikes of dark crystals that his magic sent springing up out of the ground in front of them, almost goring them several times.

After a particularly close call that put a fresh scratch on Applejack’s cheek, Luna redoubled her efforts, and Sombra fell away from the group to focus on her, allowing the rest to finally reach the palace. They were all breathing heavily on arrival, but they could safely say that that was the worst of their physical ailments.

Rainbow sucked in a deep breath through her nose, then let it out through her mouth. After a few more seconds of catching her breath, she lifted her head and turned to face the others. ‘Everypony okay?” she called, getting a general mumbling of confirmation in return. Satisfied with the response, she shook herself before nodding at the rest. “Okay, all of you need to get inside! Get the crystal ponies out here and into the plaza right now! Twi, you’re with me! I might need some magical assistance in getting the heart!” she ordered in rapid succession, completely missing the look of mock offense of Celestia’s face for being ordered around. Rainbow quickly stretched her back and spread her wings, giving them a few experimental flaps to ensure they were in good working order.

Twilight nodded and flashed a hard look at the rest of the group, her gaze lingering on Celestia. The two stared at each other for a moment before Twilight smiled and began to gallop over to Rainbow. She came to a stop by her side and hopped on to her back, wrapping all four of her legs around Rainbow’s barrel to secure herself. As she got settled, her muzzle came to a rest right by Rainbow’s ear. Her breath tickled the appendage, making it flick a few times. “We’re almost there, Dash. One last push,” she whispered into it before giving Rainbow an affectionate nuzzle.

Rainbow nodded. “Yeah,” she said before giving her mother a smile. Celestia looked back at her with a wide, proud smile.

“Go on. I’ll take care of things here,” Celestia said softly. Rainbow nodded, then gave her wings a mighty flap. A cloud of dust was kicked up from the point of impact, sending herself and Twilight blazing up for the sky at high speeds.

Celestia watched them go for a moment, her smile only growing. “I will take care of them, my daughter…” she whispered. She then turned back to the group as a whole and nodded for the nearest entrance. “Well, you heard her! Inside!” she ordered. The assembled ponies didn’t need any more than that and immediately sprinted through the doors of the palace to spread the word.

Meanwhile, after several seconds of pushing through the air and gaining altitude, Rainbow Dash finally came a stop by the edge of the roof. Sure enough, the Crystal Heart was still there, pulsing softly and soothing her mind and muscles with its gentle glow and gentle magic. A soft gasp from Rainbow’s back told her that Twilight saw it, too, and was just as blown away by the relic’s sheer beauty as Rainbow had been the first time.

Oh, who was she kidding? She was still just as blown away now. Rainbow slowly brought them in for a landing, her hooves touching down just past the guardrail. As soon as she was on the ground, Twilight slid off of her back and took a few steps towards the heart, her eyes shimmering with wonder.

She came to a stop after a moment to just stare at it. She mouthed uselessly like a fish for a little bit before finally finding something resembling a thought. “It's… it's amazing…” she breathed, her jaw hanging open.

Rainbow snickered quietly, amused by Twilight’s wonder, and took a place by her side. “Yeah, it is. Kinda fitting, don’t you think? A beautiful thing destroys an ugly thing…” she muttered, draping a wing over Twilight’s shoulders and pulling her a little closer.

Twilight leaned into the embrace and nodded. “Yes, fitting…” she murmured in an almost dreamy voice. Her eyes hesitantly turned from the Heart to instead look at Rainbow Dash. The two stared into each other’s eyes before another howl from Sombra snapped them out of it. “Alright, let’s get to it. You said you needed my help with the magic side of things?” Twilight abruptly asked, gesturing with her horn towards the heart.

Rainbow released Twilight from the wing hug before lifting into the air to get an aerial view of the situation. “Yeah. When I came up here last time, there was some kind of dark flash in the floor below the heart. I couldn’t get past it before thanks to Sombra’s stupid treaty. I get the feeling it's a trap or an alarm or something. Anyway you can figure it out?” she asked while slowly flying around the edge of the central circle.

Twilight studied the circle for a few seconds before lighting up her horn with magic. A spotlight of lavender colors light shined from the tip and began to slowly pass back and forth over the of the circle. Wherever the purple circle of light went, dark veins were revealed under the floor as if they were bacteria under an ultraviolet light. They twitched and spasmed and attempted to shrink away from Twilight’s magic, but the sheer density of them kept them from going very far.

Twilight began chewing on her lip while her eyes narrowed analytically. After another few moments of studying the veins, she let the magic fade and looked up at Rainbow. “It’s an alarm,” she began simply, taking a few steps around the edge as well. “If I’m reading this right, whenever something enters the circle, it instantly notifies King Sombra with a mental image of the intruder.”

Rainbow let out a small exhale of relief. “Oh, well that’s not too bad. He kinda already knows we’re here,” she pointed out before drifting back a few feet, prepping to fly in.

“Maybe, but hold on,” Twilight quickly said, making Rainbow pause. Twilight turned to look at the heart again. “He already knows we’re here, but that doesn’t mean we should be reckless. Sombra is powerful, Rainbow. It wouldn’t take him much effort to cast a spell the instant one of us sets off the alarm, and I saw more than a few links back to him in that mess of veins.”

Rainbow growled in frustration and threw her forelegs wide to display discontent. “Well, counter them or something!” she snapped, her tone accentuated by the call of Sombra in the distance. She shuddered and glanced over her shoulder to see he was still battling with Luna, although it looked like he was getting more creative in his attacks. Several enormous pieces of dark crystal had been stuck together into the shape of a jagged scythe, one which he now swung at Luna alongside his spells, limited her maneuverability. What was worse, any time she got near a crystalline surface, more dark crystals would come jutting out of them at her like spears. She was on the retreat now, her dwindling power unable to keep up with everything Sombra was throwing at her.

Twilight’s brow twitched as she scanned the veins again. After a few minutes of thought, she let out a frustrated groan. “I can’t! It’s too complicated! We don’t have enough time for me to find the spell’s weak link!”

Rainbow turned to look at her, then at the heart. She swallowed heavily and slammed her forehooves together over her chest, creating a loud clunk sound. Her expression hardened considerably. “Well, gonna have to risk it, then!” she declared before giving her wings a powerful flap.

“Rainbow, WAIT!” Twilight shouted when she saw the pegasus shoot at the heart. She passed over the edge of the circle, and it began to rapidly flash with darkness, signaling the start of the alarm. In the distance, Sombra’s voice could be heard shouting in rage. He had felt it. At the same moment, tendrils of dark magic began to seep up from the edges of the circle.

Rainbow was quick, and her hooves wrapped around the Crystal Heart, prying it from its place in the air. An aetherial hum came from it, and it almost sounded like a thank you. She hugged it close to her chest and began to fly for the other side of the circle. Twilight could tell she wouldn’t be fast enough, though. Dark crystals were already rising from the floor, faster than Rainbow could outrun them. Their trajectory would cause them to coalesce at one point overhead, completely encasing whoever was inside. Time crawled to a near halt as Twilight’s mind went into overdrive, trying to think of a solution. She considered every angle, every spell she knew, every physical action she could take. Sadly, at that moment, there was nothing she could do that would keep them both free.

She could keep one of them free, though.

With a rush of power into her horn, she teleported into the air right next to Rainbow, and then, using a blast of raw force, she accelerated Rainbow’s speed as much she could. The princess cried out in pain and alarm as she was sent flying out of the circle along with the Crystal Heart, just in time to avoid becoming trapped as well. The dark crystals rose with a deep, echoing crack, blocking Twilight’s view and completely encasing her in a round pyramid of dark crystals. She fell to the floor, hitting it with a grunt of pain. Several moments passed in silence for her, and she stared fearfully up at the claustrophobic space in which she now found herself. She was trapped.

“TWILIGHT!” she heard Rainbow’s voice from beyond the jagged wall. She turned her head to see that Rainbow had come sprinting right back, staring at her wide-eyed from a tiny gap in her cage, the only one there was. “Twilight, what the hay were you thinking?!” she demanded again, her voice cracking.

Twilight took a deep breath and slowly rose to shaking hooves, looking around at her new confines again as she went. “I was saving you, Rainbow,” she explained before trotting for the gap. “You didn’t have enough time to get out on your own, so I gave you a push. But the only spell I had enough power left to use that would do the trick meant taking your place in here...” she placed her hoof against the wall and looked into Rainbow’s eyes. “I’m sorry.”

“Don’t be sorry, get out of there! Teleport or something!” Rainbow shouted, slamming a hoof into the wall of the cage.

“Okay, I’ll try…” Twilight said with a slow nod. She then closed her eyes and focused hard on the teleportation spell. She didn’t have much energy left; enough for one more teleport. If she tried to use any energy after that, she risked going into another severe magic exhaustion fit. Praying to Celestia that this would work, she put the spell into motion. The magic flowed from her horn, swirled around her, and she vanished in a flash of light. She then re-appeared by Rainbow’s side, albeit shaking horribly and gasping for breath. She slowly and hesitantly opened her eyes and smiled in relief on seeing Rainbow looking back at her.

Sadly, their smiles of relief were premature. Something unseen reached out and tugged on Twilight. Her blood ran cold, and her heart skipped a beat in her chest as shadowy electricity crackled around her. Her fur stood on end as she felt the tell-tale tingle of magic on her skin. She saw Rainbow’s eyes fly wide open, and she saw the mare reaching out for her but it was too late. There was a rush of darkness and cold, and Twilight was unceremoniously deposited back inside the cage in a flash of shadows. Her exit from the dark teleport was violent and forceful, and it sent her stumbling to one side until her cheek slammed against the far wall. She cried in pain and fell back onto her haunches. Groaning, she lifted a hoof to rub at her now sore face.

“Twilight! Dang it, try again! You have to get out of there!” Rainbow shouted at her, the sound of her hooves pounding on the walls becoming audible again.

“I can’t… I don’t have any energy left. If I tried to do it again, I’d probably hurt myself before the spell even went off,” Twilight replied while slowly getting back to her hooves. She turned her tired eyes back to Rainbow Dash, whose own eyes betrayed her fear and desperation. She could also see a few new spikes of crystal growing with every punch Rainbow gave the cage, making the only gap she had smaller. Twilight stepped forward, her ears folding back. “Rainbow, please, calm down. You’re just making it worse!”

“WE NEED TO GET YOU OUT OF THERE!” Rainbow repeated in a scream before launching herself back a few dozen yards with a flap of her wings. She then came rocketing back to slam her shoulder into the cage as hard as she could. The impact sent her falling back to the floor with a cry of pain, and didn’t even put a dent in Twilight’s entrapments.

“We don’t have time!” Twilight protested while maneuvering her head so she could see Sombra through her only viewport. Luna was putting up a valiant effort, but she was starting to falter. Twilight turned her attention back to Rainbow in time to see her try to power through the cage again, and again, her efforts only served to send her back onto the ground with growing pain. When Rainbow slid to a halt, Twilight spotted the Crystal Heart by the edge of the roof not far away. “Please, just take the heart and go! You can come back for me later!”

“I can’t do that!” Rainbow shouted, punching the cage again. “I am not leaving you behind! NOT AGAIN!”

The two fell silent with those words, and Rainbow’s panicking breaths slowly quieted down to something more sorrowful. Her ears drooped and her eyes began to glisten with fresh tears. She sniffled and wiped a hoof over her eyes. “...Discord’s maze, the train, Hollow Shades, Sombra… I c-can’t… I’m n-not… it’s like you said before. I’m n-not leaving your side again, not ever again! We go down together... or not at all...”

Twilight’s eyes widened in surprise. “Rainbow, this is nothing like that…” she said in a whisper, bringing one of her hooves to rest on the wall on her side of the cage. Oh, how much she wished she could reach out and give Rainbow a hug right now… “You aren’t abandoning me, here, you’re saving an entire city, and our friends, and me. If you stay here, we will go down together. Please, just take the heart and take Sombra down.”

“But what if you get hurt?!” Rainbow asked, the tears spilling free now. “These crystals are still growing! You might get crushed! You told you would rather die than let me get hurt, and the feeling is mutual! I love you, Twilight, and I am NOT leaving you!” with those words echoing around them, Rainbow began to break down. Her eyes screwed shut and her forehead met the wall above the gap in the cage with an echoing thud. Twilight just stared at her for a moment, eyes wide and mouth slightly agape.

When another harrowing roar from Sombra reached her ears, though, she swallowed her shock. “Rainbow… look at me,” she commanded firmly in barely a whisper. Rainbow sniffled, but did as instructed, lifting her head and looking into Twilight’s solemn eyes.

To her surprise, she felt a tug on one of the long locks of her mane that usually hung over one shoulder. Her eyes looked down to see that it was being held in a soft lavender glow, and it was being gently pulled on, guiding her head, particularly her muzzle, closer to the gap in the cage.

And through that gap, Twilight kissed her.

Rainbow’s eyes flew wide open, as did her wings. But after a few seconds, she eagerly returned the kiss and closed her eyes, savoring the contact as much as she could. The moment seemed to drag on and on, the world outside ceasing to exist for both of them. Sadly, no matter how much they wished they could remain locked together like this forever, the moment had to come to an end. They were forced to break apart by more dark crystals growing between them, narrowing the gap so only one eye could see through. The two looked into each other’s eyes for several moments before Rainbow rested her forehead against the cage again. “I’m coming back for you…” she whispered quietly.

“You’d better…” Twilight answered in an equally hushed voice. “But right now, the Empire needs you more than I do. So go…” she smiled a warm, loving and assured smile that sent Rainbow’s heart fluttering in her chest. “Go and be the incredible, wonderful, awesome pony that I knew you are… and win...

As Twilight spoke those words, Rainbow was forced to step back as more dark crystals grew over the gap. She could only just see a small fraction of Twilight’s eye looking back at her through it, now. The crystals grew and grew, and less and less of Twilight became visible until she was completely encased.

Rainbow gulped heavily, just staring at the cage for several seconds. She sighed, then turned to gaze at the Crystal Heart. It still sat there, resting on the floor, just waiting for her to take it. It pulsed, and Rainbow couldn’t help but think it was trying to comfort her. She took a deep breath, then snapped open her wings and launched herself at it. She scooped it off the floor as she passed, then shrieked in alarm when another spear of dark crystals sprouted from where it had been and towards her. It missed skewering her belly by mere inches, only missing because she barrel-rolled at the last second. She wasn’t safe yet, though, as more of the shadowy mineral sprouted to chase her higher into the air.

She ascended in altitude by at least two hundred feet before the crystals finally lost their stability and stopped chasing her. With their own precarious weight, shape, and size, the long winding structure crumbled and broke into pieces that began to dissolve uselessly into the air. Through those shadowy wisps, Rainbow could see the central plaza, as well as most of the population of the Empire. Thousands of Crystal Ponies were all gathered, fearfully watching the distant battle between Luna and Sombra while they awaited the arrival of their beloved relic. Rainbow followed their gaze to watch the battle, seeing Luna take a blow from the butt of the scythe, sending her careening down into the streets.

Rainbow looked down at the relic in her hooves, then down at the still growing dark crystals that had entrapped Twilight. She lingered there for a moment, holding the Heart close to her own. “Alright…” she whispered to herself before closing her eyes. “...Let’s do this thing.”

She let herself tilt back until she was upside down…

And then she let herself fall.

She gained momentum quickly, the wind sending her mane and tail flying wildly in every direction while battering her closed eyes. Just as she felt herself reach the fastest speed gravity alone could bring her to, her eyes snapped open and her wings gave a powerful flap. All at once, the air around her exploded into light and colors, an enormous sonic rainboom being left in her wake. The sound that erupted from the center of the explosion reached the ears of every creature in and out of the empire for several miles, drawing their eyes skyward to behold the radiant light.

The ponies in the plaza had just enough time to see the ring of colors in the air, the same one they had come to associate with Rainbow Dash fighting to defend them, before the pony herself came to a hard landing in their midst, her legs bending to absorb some of the landing’s impact. Dust was kicked up and thrown back from her landing, and In one hoof, held high over her head, was the Crystal Heart, pulsing brightly.

The gathered locals looked on in awe, beginning to speak amongst themselves in hushed voices.

“The Crystal Heart…”

“You found it!”

“Could it be…? Are you…?”

Rainbow tuned them out, holding the Heart higher. “Listen up!” She shouted as loud as she could, sweeping her eyes over the crowd. She caught sight of her friends among the sea of faces, and her mother as well was watching with a proud smile. Taking confidence in their presence, she spoke again. “The Crystal Heart is back!” she then looked out from the crowd towards Sombra, who had caught sight of the rainboom and, by extension, her. He was now surging towards the plaza at high speeds, Luna doing her best to stall him. Rainbow grit her teeth and looked back at the crowd. “And if you don’t want Sombra ruining your lives, then now would be a real good time to be happy about that!”

With that declaration, the Crystal Heart suddenly flew out of her hooves towards the very center of the plaza, where it came to a perfectly stable hover in mid-air. Smooth spikes of pristine, sky-blue crystal appeared above and below it, looking as if they were holding the Heart in place. Then, with the ponies of the Crystal Empire starting to bow to it, the Heart began to spin.

“NOOOO!” Sombra roared, his voice uncomfortably close. Rainbow spun around to see him, and her eyes went wide as saucers. He was in the plaza, rushing right at her and the heart, reaching out for both of them. She didn’t have enough time to get out of the way of his reaching tendrils, either, as he was already on top of them. She could just see the face of Princess Luna looking back at her from behind the King of Shadows, her expression twisted with terror and regret.

But just as Sombra’s shadows were about to reach Rainbow, a dome of golden light flared into life in front of her face, ending Sombra’s advance. The dome then began to move against him, making his growl and scream with anger and pain while forcing him out from under the palace. Confused, Rainbow looked behind her and saw Princess Celestia slowly trudging forward, her horn glowing with what little energy she had left to push the barrier forwards.

“Mom!’ Rainbow cried in concern when Celestia’s legs gave out, and she fell to her knees.

The solar princess ignored her for just a moment, opening one of her eyes and smiling victoriously at Sombra. “Stay… away… from her… you monster!” she bellowed before the magic on her horn flared, pushing Sombra back out of the plaza entirely. That light then flickered and her barrier faded, and with it, her consciousness. Celestia collapsed to the ground in a twitching, gasping heap, her legs spasming and kicking out in pain.

“MOM!” Rainbow screamed, rushing to her side. Magic exhaustion; she recognized the state from when Twilight had collapsed in the library. But her efforts had paid off. Rainbow looked over her shoulder and caught sight of the Heart still spinning away in its place. Its speed reached a climax and, with a blinding flash of light, a sphere of pure and unconditional love and light came pouring out. It washed over her and Celestia, stilling the latter’s spasms and easing her pain to nothing. The light washed over everypony in the Plaza, their coats brightening up and sparkling, all of them getting warm, happy grins on their faces. The light then washed over Sombra.

The shadowy smoke-form he so loved to use immediately evaporated, leaving just the unicorn in its wake standing defiantly on the street. His hooves dug into the ground, cracks appearing along his body to let blue light bleed out. He lifted his eyes to look at Rainbow Dash in disgust, hatred, and fear. His horn glowed with dark magic, as did his eyes, and Rainbow snapped open her wings, ready to dodge.

Whatever spell Sombra was preparing, however, never got to go off. The light of the Heart washed over him again, and his mouth opened to let out one last roar of pain and defiance before his entire body was shattered, crumbling into dust and fading away. All that remained of him was his cape, his armor, and his horn, all of which were blown away into the frozen north by the still expanding sphere of magical energy.

Everywhere the light touched, the darkness that Sombra had left behind was erased. His dark crystals crumbled into dust and faded into nothingness. Any corruptions or spells he had left in place were undone. The purity of the Empire was, at long last, after over a thousand years, fully restored. A beam of light erupted from the tip of the palace’s central spire, piercing the heavens. From that point, the colorful ribbons of light and love that were the northern lights began to spread out in all directions, flowing freely for hundreds of miles and allowing a sense of calm and tranquility to fall over the whole world.

In the snowy wastelands outside the city, thousands of confused changeling drones were starting to awaken from their nightmares. One by one, they slowly and rigidly rose from the snow shaking themselves and checking their bodies for wounds. Murmurs began to be passed among them, asking questions, wondering what had happened, trying to find the queen. Their efforts were for nothing, they soon discovered.

As fear and chaos began to set into their ranks, though, a blissful calm fell over the entire swarm. Small spheres of light came drifting down from the heavens, carrying with them the trails of the pink haze that was raw, unconditional love. Looking up to where the lights were coming from, they saw the northern lights, slowly and majestically bending across the sky. They could taste the love in the air hitting their tongues, and none were willing to deny the meal. Thousands and thousands of changelings ate well at that moment, their hunger fading if only for a little while.

With they ate and felt the pain in their bellies decrease for the first time in their lives, however, a warning came drifting into their mind. The swarm saw the image of a black-barked tree with dark teal hair hanging from the branches. They knew what it meant.

Queen Chrysalis was no more.

Wordlessly, the swarm began to flee from the Frozen North, all of the changelings making their way back towards the hive.

All but one...

Lights Falling From The Sky

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Rainbow Dash looked up and watched the small spheres of light falling from the sky with wide eyes. It was so… surreal. For a long while, she just sat there, not entirely sure she actually believed it, that they had won and that it was finally over. Curious, she reached a hoof out to catch one of the falling lights. It landed gently on her hoof, and the muscles in that foreleg were filled with a comforting warmth and fuzzy tingling that made them immediately relax. She realized that it was really real. They had done it.

This revelation might have given her a rush of energy. She might have laughed, or jumped up and down with joy, and screamed her triumph to the heavens. She might have thrown her forelegs around anything and everything nearby to share her jubilation. But at that moment, sitting there in the plaza and looking up, all she could be was relieved. A small smile formed on her face, followed by a weak chuckle. “Heh… it’s finally over…” she whispered to herself.

The crystal ponies were cheering. Their coats had gotten their color back, and several of them were chattering quickly at one another with growing excitement. Somewhere in the sea of words, Rainbow could just make out some them saying that they could remember. Her smile grew. The amnesia of the empire had finally been lifted.

She caught sight of her friends as they galloped through the crowd to offer her their congratulations and praise. She heard them speaking to her, and passively soaked up the words alongside all of the cheering, whooping and hollering of the crowd.

“Fabulously done, Rainbow Dash! I don’t think I could have said it better myself!”

“Ya real showed him what for! Nice goin’ RD!”


“Can I throw our super-duper-awesome victory party yet?!”

Rainbow tiredly lowered her eyes from the sky to look at her friends, offering them a small smile. “Thanks, guys…” she said before looking down at Celestia at her hooves. Her spasms had ended, and she was stirring on the ground. She would be waking up, soon. Rainbow gave her friends another quick glance. “But, uh… do you mind giving me a little bit? I got some catching up to do with my family…” as she said that, Luna came in for a landing by her side, short of breath, but looking nonetheless happy and satisfied with the situation. Rainbow looked up at her, and her smile grew. “All of my family.”

Her friends didn’t say another word, all of them slowly backing away and speaking to one another in hushed, happy tones. Rainbow didn’t pay them any mind for the moment, instead watching as Celestia’s eyes fluttered open. “Ow… my head…” the princess grumbled in a very unladylike manner while reaching a hoof up to her temple.

Luna tittered quietly behind a hoof before giving the other alicorn a wry smirk. “Feeling out of sorts this morning, sister dearest?” she asked teasingly while reaching down to help Celestia sit up.

“You hush,” came her groggy reply. She took Luna’s hoof with her own, and soon enough she was sitting upright. She blinked away the last remains of her exhaustion and started looking around at all of the ecstatic crystal ponies. “Is it over? Did we win?”

“Yeah, mom,” Rainbow answered her quietly, giving Celestia a big, happy smile. “We won. Sombra’s toast, Chrysalis is a tree, and I’m…” her smile faltered somewhat. Her ears flicked back just slightly, and she found she couldn’t quite meet her mother’s gaze anymore. Celestia noticed her sudden shyness and leaned closer down to her.

“Rainbow Dash? Is something wrong?”

Rainbow nodded and looked up at her again. “...I’m sorry I went after Starlight, and I’m sorry I lied to you about it… it was stupid of me, not to mention reckless, and I… I made a lot of mistakes really quickly. I almost ruined everything... I know you said I’ve made up for it, but… I just want to make sure you know that I know I royally screwed up. I’m sorry...”

There were a few seconds of quiet between the assembled royals before Luna set a hoof on Rainbow’s back, offering her a genuine smile. Rainbow looked up at her in confusion for a moment. She then yelped in surprise when she was pulled into a tight embrace by the alicorn of the night. After squirming for a few moments, though, Rainbow relented and returned the embrace.

“Rainbow Dash?” Luna began in a hushed tone.

“Uh, yeah?”

“...That has got to be the stupidest thing I have heard all month.”

Rainbow blinked once, then twice. The memory of the pep talk she gave Luna in her dreams came rushing back to her, and she couldn’t help but grin. Then she burst out into a weak chuckle and tightened her hold on her aunt. “Heh. Yeah, I guess it is kinda stupid of me, huh?”

Celestia tilted her head as she watched the scene. “Am I missing something?” she asked, confused, but still with a touched smile on her muzzle.

Luna and Rainbow disengaged from their hug after another few seconds to smile right back at her. Luna shook her head. “No, sister, nothing of importance.”

“Now get in here!” Rainbow added loudly, throwing her free foreleg wide open, inviting Celestia to join them in their embrace. “I’m not done hugging you two!”

Celestia rolled her eyes at Rainbow’s very blunt expression of her intentions but didn’t object. She gratefully slid in with them, initiating a group hug that put the hearts of all three mares at ease. The shared body heat, the feel of their hearts beating… The rest of the world faded away for them for a little while as they just… basked in each other’s presence.

Rainbow shifted slightly so she could look up at the faces of the two alicorns. “I know I already said it earlier, but…” she pulled both of them even closer, a long, happy exhale leaving her lips. “I missed you two… So, so much…”

Luna smiled and gave her niece an affectionate nuzzle on top her head. “As did we, little Rainbow. As did we,” she whispered in response.

And for a good while yet, they stayed like that. They didn’t want the moment to ever end. However, the passing of time waited for none and came knocking on their moment by way of a hoof tapping on Rainbow’s back. Finally broken out of their reunion, all three of them turned to see Fluttershy standing there with a worried look on her face. “Oh, uh, I’m so sorry to interrupt, but… where’s Twilight? She went with you up to the roof, didn’t she?” she asked Rainbow while glancing up towards the palace.

Rainbow’s eyes widened and she slapped a hoof to her forehead. “Ponyfeathers, that’s right! She’s still up there!” she exclaimed before standing up and backing out of the embrace with her wings already unfurling. “I’ll go get her. We’ll probably be down in a few minutes, so sit tight!” She then turned to give Luna and Celestia an expectant look. “You two coming?”

Celestia’s smile broadened as she rose to her hooves. “Of course, Rainbow. Lead the way,” she said as Luna also stood by her side. Rainbow gave a sharp nod of her head before turning and galloping out from under the palace and taking to the skies, her mother and aunt close on her hooves.

As they rose through the air, with the wind rushing through her mane and buffeting her face, and with all of their current troubles dealt with, Rainbow Dash simply couldn’t help herself. She came to a stop in the air to do a long loop-de-loop in the air, spinning as she came out of it while laughing like a little filly. As she came out of her spin and ascended higher, her laughter only grew louder.

“YEEEAAH!” she screamed at the top of her lungs in victory. “WE DID IT! WOOHOO!”

Twilight looked out over the Crystal Empire from the roof, smiling happily as she saw the inhabitants prancing and galloping around, celebrating the defeat of King Sombra. Some were dancing, others were hugging each other with tears of joy, and a few were frantically searching through the crowds before locking into loving embraces with another. Given how energetic they all were, the way they were talking and looking around with newfound recognition, and the restoration of their colors, she could only assume that the Crystal Heart had restored their memories. This theory was reinforced as she saw ponies rushing for stores and businesses that had been closed ever since she and her friends arrived here.

The whole empire had come alive in a way she had never seen before. And with the northern lights hanging over her head, and those wonderful stars falling from the heavens, Twilight allowed herself to finally, fully and completely relax. She slumped against the guardrail of