Chapter 1: They're More Like Giant Cherries

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The town square was abuzz with excitement. Everypony in town was asked to convene here for some mysterious reason. All they knew is that it was by royal decree, but they were not told why. School was let out early that day, all work was cancelled, and the presence of every single pony was mandated for 3:00pm. It was currently 2:55, and the crowd dwarfed the large Town Hall building easily. The sounds of hoofsteps and voices were the only things that could be heard. All sorts of questions were being asked, such as 'Why are we here?', 'What's going on?', 'Has Discord gone on another rampage?', and 'Where's the food? I was told there would be free food!' All those and more.

The Cutie Mark Crusaders were also in the crowd. They had been in school learning about fruit-bearing trees and how to grow them properly. Apple Bloom's presentation had been cut short however, when a royal guard had burst in and told them all that school had been cancelled for a very important meeting. The sound of the cheers were matched only by teacher Cheerilee's confused look, as well as the groans when the guard then told them that nopony was exempt from this meeting, and to wait in the town square. The CMC trotted over, thoroughly dreading the thought of having to sit through a boring meeting.

“I thought meetings were only for boring adults!” Scootaloo said, kicking a pebble as she walked by.

“I thought so, too,” replied Apple Bloom, “but it must be somethin' purty important to cancel school like that.”

“I hope so,” Sweetie Bell chimed in, “Miss Cheerilee looked really miffed at that guard pony when we started leaving.” They made their way over to the ever-growing crowd, and tried to look for somepony to tell them what was going on. Apple Bloom and Sweetie Bell were looking for their sisters, Applejack and Rarity respectively, while Scootaloo, lacking an older sister, was scanning the skies for the ever-spottable-chromatic-pegasus-sister-to-her known as Rainbow Dash. She didn't see her at the moment, but she knew that Rainbow always liked to make a big entrance. The other CMCs couldn't find their sisters, and anypony else they talked to was as clueless as they were, so the three decided to wait and see what all the bustle was about.

Just then, at the stroke of 3 o'clock, there was a blinding flash of light at the center of the crowd. The fillies shielded their eyes from the brightness, and when they turned back around, Princess Celestia had appeared in the light's place. They smiled when they saw it was her, but the smiles disappeared when they saw she wore a somber expression on her face. She spoke with a voice that was loud enough for all to hear, but softly enough so that it did not betray the panic she felt for all her subjects:

“I know you are all wondering why I've called you here today,” she began. There were general nods from the audience. “I wish to let you know that there is a very good reason, and due to the nature of this reason, I cannot sugarcoat the situation.” She breathed a very long sigh before she continued. “We are all in very grave danger. But do not panic!” she added, as she saw many ponies in the crowd were already poised to run for the hills. “Please remain calm. The danger is not yet immediate, but I will need every pony I can to help avert a terrible catastrophe. The more of you that I can count on to help, the better our chances.” She noticed that the panic had subsided slightly, and the ponies seemed to be calm enough to listen to the rest of what she had to say. Unfortunately, the rest was the worst part.

“Now remember that numbers are what will decide our fate. Here is what we're up against:” She began telling the story she never wished to need to repeat:

“Once every 1,300 years, Equestria is plagued by the threat of a terrible curse, one unlike any other. The fruit trees that we all depend on for sustenance turn into hated enemies to be feared; the grass under our hooves transforms into deadly spikes that no armor or magic can defend against; friends that we once held dear to our hearts become our worst nightmares; and perhaps the most dangerous of all, the very moon in the skies above can come crashing down at a moment's notice, crushing whomever is underneath...” The crowd let out a huge gasp at every one of the details the Princess described. She continued, “There is one being alone to blame for this calamity - one who controls it all - and one who must be stopped at all costs. That being is...” she stopped for a moment, cringed, and finished, “...The Mare.”

“What?!” A tannish, grey-maned earth-pony stepped up in front of the princess. “I'm to blame for all of that? Is this some kind of joke? Princess, with all due respect, I trust your judgment, but I mean Equestria no harm!”
Celestia giggled a little at the confusion. Probably the last laugh she'll have for a long time.

“Oh heavens, no, Mayor Mare, not you! Everyone, there is a vast difference between this 'Mayor Mare,' and The Mare. There's no need to panic over our good friend here.”

“Oh thank goodness! Wouldn't want that to be an issue. Sorry, your Highness, please continue,” Mayor Mare said, bowing and moving back into the crowd.

“Indeed. That was a detail I should have gone over earlier. My apologies, Mayor. Now as I saying, this is obviously a great threat that needs to be dealt with immediately. If The Mare is not dealt with posthaste, the curse shall come to full fruition. The longer The Mare is at large, the more Equestria will be covered by deadly fruit trees and spikes. But there is a way to free ourselves! One pony among us has the power necessary to take down The Mare and make Equestria safe once more!” At this, the crowd cheered and the ceremonious stomping of hooves echoed through the town.

“Wonderful!” Mayor Mare shouted, “Who is this amazing pony?”
Celestia paused, waiting for the crowd to settle down. Once they did, she hit them with the worst news so far.

“I... have no idea.”

The crowd was silent for a time. Then they burst into uproar and panic, asking questions, stomping in place with fear. The CMCs were huddling together after moving away from the crowd, as to not be stepped on by accident.

“W-what's gonna happen to the Apple family business if all the trees are turned into monsters?” Apple Bloom asked, shaking as she did.

“The situation has become quite dire if Princess Celestia's story is to be believed,” Sweetie Bell chimed in.

“Dangerous apples? Spiky grass? The moon falling down?” Scootaloo said, forelegs crossed. “Those don't seem... too bad...” she continued somewhat weakly. “I'd bet Rainbow Dash is the one! She'll take care of this 'The Mare' character in no time! Maybe even in ten seconds fla-”

“Ponyville! Please, do not panic! That will bring nothing but more chaos!” Celestia shouted, trying to calm the crowd. “Like I said, there IS a pony here that can save us all!” At this statement, the citizens stopped their ramblings and payed attention to their monarch once more. “This happens once every 1,300 years, and each time a pony has stepped forth to dethrone this so-called 'The Mare,' and restored peace to the land. Just because they haven't appeared yet doesn't mean they won't!”

“Yeah!” Scootaloo yelled and jumped up, her tiny wings flapping, allowing her to float ever so slightly in the air for a short moment. “It's probably Rainbow Dash!” she exclaimed excitedly, “She's just not here yet! Um... where is she, anyway?” she asked, scratching her head as she landed again.

“I did ask the bearers of the Elements of Harmony to attend...” Celestia said, looking around. “But they do not appear to be here. This worries me; perhaps one of them might be late, but all six? Something's wrong...”

KEERRRZAP! The Princess's thought process was interrupted by a bolt of lightning suddenly striking the ground in front of her, followed by a horrid laugh erupting from the skies, which were being covered by thick, black, swirling clouds.

“Mwuhahahahaha! I'm back, suckers!” a grating and hideous, yet distinctly female voice came from the epicenter of the storm. “You shall all be mercilessly slaughtered for the amusement of me, The Mare! How does that sound? It's been over a millennium, and I'm just bored to tears! Tears I tell you! And you can tell that's something because I never cry!” At this, a large hoof-full of townspeople started running for their lives, locking themselves inside their houses. “Yes, run!” continued the voice, “Make it more amusing for me! For soon, I can hunt you all down! Haha! My score for this one's gonna be HUGE! Extra points for stealth, you know!”
Celestia kicked off of the ground and spread her wings, flying towards the spiraling clouds.

“Is this just a game to you?! The meaningless deaths of thousands of innocents?!” she screamed at the sky. “Does basic decency mean nothing to you at all?”

“Ha! Don't be so stiff, lady!” the voice answered. “This place is mine, now! Or, it will be soon! I can't be defeated this time! And you know why?”
Celestia stopped flying upwards and considered what the voice might mean.

“No... you can't have ...!”

“Yup! I took your best bets and shoved them out an open window! Those 'Elements of Harmony' cheaters are in my world! Ha! They won't last too long though. Ponies have become too soft through the years. Where's the 'umph'? The pizazz? They barely put up a fight!”

“Fiend! You may have taken our-” Celestia cried.

“Oh wait wait!” the voice of The Mare interrupted, “I have to jot that down! Four-thousand... and... seventy-two... there we go! That's the four-thousand and seventy-second time I've been called a fiend. Don't worry though, no points will be deducted for unoriginality! Haha!” The Mare said, sarcasm dripping from her words.

“How dare you!” Celestia, seething with rage, horn ablaze, fired a ray of light from herself into the clouds. It disappeared into the darkness, and there was only silence that followed for a time. Celestia hovered in the air, waiting for some type of response. She realized that such anger was not befitting a princess, but she admitted to herself that it felt good to retaliate.

For what seemed like hours for the remaining ponies who stayed behind, as well as Celestia, The Mare made no further remarks. The clouds that the voice came from were slowly but surely dissipating, slowing their spiral pattern and grinding to a halt. Celestia, eyes ever on the center of the mass, slowly descended downwards. Had she done it? Had she truly vanquished The Mare? She was uneasy with the thought that it could be that simple, but the signs were pointing to that being the case...
As her hooves touched the ground again, she was met with cheers, praises, and admirations from the entire town. Ponies were throwing confetti, some were chanting her name: 'Prin-cess! -clap clap clap- Celes-tia! -clap clap clap-, 'you were the one all along!'

The Princess allowed herself to look away from the shrinking clouds for a moment. Everypony was celebrating, her glorious sun was shining once more through the now-docile clouds. Everything did seem to be alright... maybe she bought into the legend that there can be only one pony to vanquish The Mare too much. Perhaps that was just a rumor perpetuated by The Mare herself? Who knew at that point, and what did it matter? Her ponies were safe, and that was all she cared about. Twilight and her friends would be returning shortly if they had not succumbed to The Mare's sinister designs... she could only hope now. She put one of her hooves up in a 'shushing' manner, and the crowd slowly became quiet.

“Thank you all for your gracious words. Hopefully the threat has been eliminated, but I must make for Canterlot now to be sure. I will return if there's any clue whatsoever to the survival of The Mare.” She turned to fly towards Canterlot, her back to the crowd. “I will make you all aware immediately if anything turns up. Until then, you should all-”

“What're those on the Princess's back?” Scootaloo asked loudly, pointing to two small, reddish objects near the Princess's flank.

“They look like... apples?” Apple Bloom said.

“Huh?” Celestia turned her head around to look at them. Indeed, there were twin round, plump, red, probably delicious fruit, as big as pommelos, levitating just above her coat. Then she realized that they were certainly not apples. NO!
Celestia frowned, and hung her head as if defeated. The townsponies tilted their heads, curious about the Princess's strange stature. With one last look back at her subjects, she smiled submissively, and said:

“They're more like... giant cherries.” Then the fruit finished their descent onto her flesh.

And then she exploded.

Chapter 2: Schoolhouse Rock

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Everypony was understandably in shock. Some were staring at the last place Princess Celestia had been standing, mouths agape, not even blinking at what had transpired. Some ponies had fainted, others sat down and weeped silently. None could truly put the words together to describe how horrible what had just happened was. Where Celestia had been was now nothing more than fine red mist coating the ground in front of them, and a single, lone “giant cherry,” as she had said with her last words. It looked so innocent now, sitting there motionless, unassuming. It was hard to believe such a small thing could cause such wonton death. One touch, and boom! Celestia had erupted in a shower of crimson, not even leaving her crown or golden shoes behind. Nothing remained.

The Cutie Mark Crusaders were more confused at the moment than scared.

"Where'd the Princess go?" asked Apple Bloom, "One minute she was there... and now... she's just gone?"

"I think that giant cherry thing had something to do with it," Sweetie Belle said, "Once it touched her, she kind of... exploded."

"No way..." Scootaloo said in disbelief, "That was... awesome!"

"What?!" said the other two fillies in unison.

"No no, listen! Giant cherries that make ponies explode when they touch them? That's so hardcore!"

"Princess Celestia just goes kaboom in front of yer eyes, an' all you can think about is how 'hardcore' it is?" Apple Bloom said, poking her friend with a hoof.

"Well, isn't it? I'm sure the Princess isn't dead or anything. She's been through much worse things than having a fruit fall on her. What I wanna know is where to find this 'The Mare' character. She seems like she's got a lot of power in her hooves." Scootaloo's friends looked on, not sure what to make of what was coming out of their orange companion. "But don't get me wrong! She's obviously using her powers for evil! If I had that kind of power... I would use it for the good of Equestria! Think of what I could accomplish! I could even get my cutie mark! I wonder what it would look like...?"

As Scootaloo pondered this mystery, another strange light appeared before the ponies of Ponyville. This time, however, it did not bring with it Celestia or the voice of The Mare. It began as a tiny dot in the middle of the air, but it soon grew to a large spherical orb of brightness. It made no sounds, and then there also appeared on the ground below it a sign. The sign read "The World of The Mare. Enter if you think you have what it takes!"

Some townsponies took one look at the sign and the orb hanging shortly above the ground and spat at it. They trotted off, not knowing what to do next. With their leader and their only hope for success, the Elements of Harmony, gone, there was little else to do but move on and hope for the best. Scootaloo saw this, and was rather surprised at this apparent lack of care.

"What... what are the other ponies doing?" she asked her friends.

"Looks like they're all goin' back home," Apple Bloom responded, "Maybe we should too..."

"Maybe without somepony to lead them, they're unsure of the future," Sweetie Belle suggested.

"But... they don't look like they're going to challenge The Mare! If we don't do something, Equestria will be ruined!" Scootaloo pointed out, "They're being total wusses and letting The Mare do whatever she wants! The only pony with some backbone around here was Rainbow Dash! But... she's not here now..." Scootaloo said, looking at the ground and poking at it.

"It all looks so hopeless..." Apple Bloom remarked.

"Hmm..." Scootaloo put a hoof to her chin.

"What is it, Scootaloo?" asked Sweetie Belle.
Scootaloo raised her head up and suddenly puffed out her chest, as well as getting a strange look in her eyes.

"...I'm gonna beat The Mare..." she said plainly.
It took a moment before her friends registered what she had said.

"Have you gone completely loopy Scootaloo?!" Apple Bloom shouted.

"I will confess you've had some pretty irrational thought processes before, but this one takes the metaphorical cake," Sweetie Belle said.

"I've never been more sure of something in my entire life," pronounced Scootaloo proudly. "Equestria is about to be run over by some creeper with gigantic fruit that make ponies explode, and that was only the first thing Celestia said The Mare is capable of! If I let her do anything else like that to anypony else... I'm not sure if I can handle that. She needs to be stopped, and now! These ponies aren't going to do anything, so it might as well be me! I don't know about you guys, but I'm going in there. I don't care what's waiting for me on the other side, but I know that The Mare is in there somewhere, and she's going to regret messing with Equestria! I'm going to take her crown and become The Mare myself! Then I'll use all of that power for good!"

She had rendered Apple Bloom and Sweetie Belle nearly speechless.

"I don't know what to say," said Sweetie Belle, sitting down.

"Are y'all sure about this, Scootaloo?" Apple Bloom asked.

"Like I said, never more sure in my life, guys. Don't worry, I can do it. You need to stay here. After all, only one pony can stand a chance against The Mare."

"What if it's not you?" Sweetie Belle pondered.

"Then send another pony after me. I think this is what Celestia meant when she said that numbers were our best bet. If we go through all of Equestria, there's bound to be somepony who can do it. But you don't need to worry, 'cause it's gonna be me. I'll become The Mare, and then we'll all throw a party, and go home happy. Sound good?"
Her friends sat on that question for a while, and finally agreed.

"That does sound nice." Sweetie Belle broke the silence.

"It's settled then. If I fail, then you guys go round up every pony you can. One way or another, we'll take this 'The Mare' down! CUTIE MARK CRUSADERS-" she put her hoof up in front of them. They looked at it, then each other, and nodded.

"THE MARE DETHRONERS!" they all finished together with a round of hoof-bumps.

After that, the CMCs went to get some gear for Scootaloo's journey. Scootaloo brought her goggles, her CMC cape, and her trusty scooter. Apple Bloom filled a saddlebag with safe, non-pony-exploding apples and some zap-apple jam for food. Sweetie Belle took the comfiest blanket she could find from Rarity's boutique, to remind Scootaloo of home while she was gone, as well as keep her warm at night. As she was leaving her sister's shop, she wondered if she would ever see Rarity again. She decided that she would believe in Scootaloo; that the young pegasus would rescue her sister from the clutches of The Mare. It was all she could do but hope and help her friend as much as possible.

After gathering the supplies, the CMCs met up back at the glowing orb that would take Scootaloo to The World of The Mare.

"Well, I guess this is goodbye," said Apple Bloom.

"Nah," replied Scootaloo, "this is 'see you later once I become totally awesome and stuff.'"

"Yeah! That's right!" Apple Bloom smiled and agreed.

"That's a good way of thinking about it," Sweetie Belle decided.

"The Mare will never know what hit her!"

"Yeah!" they all yelled in unison. Then Apple Bloom and Sweetie Belle gave their friend the supplies that they obtained from their homes.

"Thanks guys, you're the best." Scootaloo said, donning her goggles and hopping on her scooter.

"Don't forget to write!" Apple Bloom said jokingly.

"And make sure to change your underpants every day!" Sweetie Belle added. The other two looked at her with cocked eyebrows. "What?" she asked.

"Never mind," Scootaloo and Apple Bloom responded.

"All right, The Mare, I'm coming for you! Look out, 'cause Scootaloo's in town!" With a last look at her friends, Scootaloo revved up her small wings and propelled herself forward on her scooter, straight towards the portal to The World of The Mare. There was no turning back now. She closed her eyes as she sailed through the glowing sphere...

And so it was.

~Long ago, "The Mare" left world and retreat to "Cavern of Doom." Now young Filly goes to defeat "The Mare" and become "The Mare" with her scooter and stuff given to her by crusaders. She goes to collect the 8 "units." Go Scootaloo! Become "The Mare!"~

Current equips:
Scooter
Goggles
CMC Cape
Saddlebag
Zap-apple Jam
Safe delicious apples
Comfy blanket
Ridiculously tiny wings

- - -

What Scootaloo saw when she opened her eyes was not what she expected The World of The Mare to look like. There were rolling green hills, puffy white clouds, and fruit trees growing all over the place. Although she didn't exactly feel terrified, she knew not to trust everything she saw, especially those trees. She scooted along, looking every which way, expecting for something to come flying at her at any moment. There was no trail here, so scooting was a bit tougher than the road she was used to. Needing to propel herself along with her wings was making her tired with the thick grass, but she didn't want to stop. There was no time to waste!

"Where are you The Mare?!" she cried. She waited for a response, but she was met with only silence. "Well, I understand if you're too scared to come out and face me!" she tried taunting. Still nothing. She noticed she was coming up to an orchard of those giant cherry things, and looked to see if there was a way around them. As she scanned the horizon in every direction, she could see nothing but those trees. She bit her lip at realizing what that implied. She stopped in front of the edge of the orchard.

As far as she could tell, there was nothing special about the fruit that hung down. They looked like normal fruit, but giant. Now that she looked closer, they did resemble cherries more so than apples.

"So these are the deadly fruit, huh?" she said aloud to herself. She took a single apple out of her saddlebag. "Let's see how deadly they really are." She tossed the apple at the closest giant cherry she could see. The apple connected, and both fruit fell to the ground with a double thud. "Hmm..." She stepped off of her scooter and walked slowly over to her apple. It had landed directly under the tree, where there were several other giant cherries left hanging. She looked up at a cherry growing just above her.

"I wonder if I..." she put a hoof out, directly under the delicious fruit. The cherry immediately plucked itself off the tree and descended at a severely gravity-defying rate, nearly hitting Scootaloo's hoof. She quickly withdrew it. Had she not been looking, it would have gotten her for sure. The cherry left a sizable circular crater in the ground where it landed, but it appeared unharmed itself, glinting peacefully in the sunlight.

"Woah! That was close!" Scootaloo realized that Celestia had not been exaggerating about the fruit's penchant for destruction. She began to reach for her tossed apple, there being no other giant cherries above it. She picked it up and put it back in her saddlebag. Just then, a wind started blowing across the orchard. At first, Scootaloo didn't make much of it, but then she noticed that some of the cherries on the trees ahead were starting to fall off... and began rolling towards her!

"Crud! Gotta go fast!" Scootaloo said aloud. She hopped back onto her scooter and started racing at an angle across the orchard. She was flapping her little wings as fast as she could manage, barely being able to dodge the fruit that were falling directly behind, in front of, and to the sides of her. Zigging and zagging through the grove, always keeping her eyes aimed up, and predicting the path of the giant cherries. Left! Right! Sideways! Stop stop stop! Some fruit were falling even before she was under their trees. Before she knew it, there was a certifiable avalanche of red, plump cherries chasing her across this weird forest. The sound of falling fruit combined with the flood behind her was making a deafening racket. She was tempted to cover her ears, but letting go of the scooter now would mean certain doom...

Wings exhausted, Scootaloo was nearing the end of her rope. How long had these things been chasing her? How much longer could they chase her for? But to her relief, she spied a clearing ahead. Maybe she could move faster and lose them there? She pushed her wings to the limit and sped ahead a little.

"Almost there... come ooooon! YES!" she cried as she finally erupted past the last trees in the grove, who loosed their fruit as she approached and plunged them into the ground as she scooted between them. She felt the wind they produced as they fell close to both of her sides.

"Too close..." she sighed. As she scooted on, she noticed a significant lack of avalanche-of-death sound. She risked a glance back, and noticed, much to her relief, that the giant cherries had stopped following her. She let out a gasp as she collapsed onto the grassy plain.

"Ugh... I'm never... eating cherries... again..." She took a few minutes to regain her stamina, and had a look around. The area was still full of rolling hills, but she tilted her head when she saw a familiar building just about 50 yards away.

"The... schoolhouse? What's that doing here?" she asked no one in particular. She decided to investigate, so she grabbed up her saddlebag, wiped the sweat from her brow, and scooted over the see what this was about.

From what she could tell, it looked perfectly like her schoolhouse back in Ponyville. The playground in back, the front entrance, the walls, everything was the same. She was hesitant, but decided to open the door. It submitted to her hoof with a squeaaaaak. Well, nothing deadly so far... She creeped into the building, not sure what to expect. No fruit, no spikes, and certainly not the moon, so she dared venture further. As she passed the threshold, she heard the squeak again and looked back quickly. She narrowly missed being impaled by several spikes that had spontaneously grown out of the door while she wasn't looking and tried to slam into her.

"Geez!" she said, jumping back, "Now that's just unfair!"

"Nopony said life was going to be fair, Scootaloo! ~♪"

The voice took Scootaloo by surprise, and she turned back just in time to see a familiar purple and pink tail slide into a classroom further down the hall. Her classroom.

"Could it be?" Scootaloo asked herself. She decided to go further down the hall, but thought better than to use her scooter. It wasn't allowed in the hallway in school anyways. She pulled her ride across the floor instead. She reached the door, double and triple-checked for spontaneous spike growth, and opened the door when it looked safe. She entered without incident, but was shocked with what she saw.

"M-Miss Cheerilee? What are you doing here? This place is dangerous!" Scootaloo said, coming face to face with her teacher from back home. Miss Cheerilee looked as chipper as always, face aglow with passion for teaching young fillies and colts about the ins and outs of Equestria. She was always so sweet and nice, Scootaloo and the other students really couldn't ask for a better teacher than her.

"You're early for class, Scootaloo. ♪" Cheerilee said happily, "We're doing a different sort of lesson today. It's about this place, The World of The Mare! ♪"

"Uhh... alright, but that doesn't answer my question... ma'am." Scootaloo added.

"I'm here because you're here, my wonderful pupil! ♪ I'm here to teach you everything you need to know about this place. So just take a seat, and we'll begin the lesson! ♪" Cheerilee said, happiness bouncing off of every syllable of every word.

Scootaloo was understandably suspicious, but she did as her teacher asked. She looked for her regular seat in class, and jumped up to sit in it, like she usually did. The only thing that saved her life just then was looking before she jumped. Just before her rump hit the wooden seat, she flapped her wings vigorously to stay afloat just long enough to adjust her landing angle. As she hit the floor, she saw a giant white spike, seemingly polished to the nth degree, shooting upwards from her chair, nearly sticking her to the ceiling.

"First lesson! Trust nothing you see here! ♫" Cheerilee rang out.

"I think I got that part!" Scootaloo shouted. She looked over at her teacher. Miss Cheerilee was sitting at her desk, both hooves resting on the top, smiling the jolliest smile Scootaloo ever did see.

"Why are you so happy? Can't you see I almost just got impaled there?" Scootaloo frowned. "Don't you care about me anymore?"

"Of course I care about you Scootaloo! ♪ That's why I'm teaching you this lesson. Trust nothing! ♪"

"Then..." Scootaloo put a hoof to her chin. "Doesn't that mean... not to trust you?"

"Oh my! ♪" Cheerilee looked elated. "You catch on so fast! ♪ You're the best student ever, Scootaloo! ♫"

Scootaloo blushed, "Aww, thanks Miss Cheeri... uh oh." Scootaloo watched in horror as the smile on Miss Cheerilee's face turned into a evil grin.

"The next lesson we have today, ♫" Miss Cheerilee began as her body started to inexplicably grow larger, "is how to take down a fifty-hoof tall earth pony! ♫ You may take out your notebook and begin taking notes NOW! ♫♫♫" Cheerilee gradually became giant, breaking off the roof of the schoolhouse and making the walls come crashing down. It was all that Scootaloo could do to pick up her scooter and dodge the falling debris. She fled the collapsing school as fast as she could, making sure to dodge the door spikes on the way out. As she emerged from the building, she saw giant Cheerilee had taken on a more reddish hue. Not only that, but her cutie mark, which were normally smiling flowers, had become those stupid giant cherries!

"You're not Miss Cheerilee!" Scootaloo shouted at the giant, pointing at her with a hoof, "You're... Cherrylee!"

"My, how creative! Now imagine yourself out of this one! ♫" 'Cherrylee' made her way towards Scootaloo, the ground shaking with every step of her gargantuan hooves. Scootaloo immediately jumped back on her scooter and flapped as hard as possible. How was she supposed to fight that thing?! Trying to defeat anything fifty-hooves tall was a feat in and of itself, but a giant version of her teacher that she loved so much? That was just a low blow.

The shaking was getting more violent, and that told Scootaloo that Cherrylee was getting closer. She was giving it all the wing power she could, but it just wasn't enough!

"What, did Cheerilee never tell you how to defeat gigantic monsters? ♫" Cherrylee's voice rang out. Multiplied with her size, the sound was unbearable. Especially that little inflection she added to every last word of her sentences.

"Whatdoidowhatdoidooooo?!" Scootaloo looked for a way out of this, and found none. If this behemoth could catch her on her scooter, then there was no way out... She tried going in a serpentine pattern to try to make Cherrylee confused, but the monster just quickened her pace.

"AND she can go faster!? This is ridiculous!" Scootaloo shouted.

"Everything's a learning experience! ♫" Cherrylee bellowed, "You know these fruit hurt you right? ♫ Ptoo! Ptoo! Ptooie!" She spat out several deadly cherries from her mouth, aimed right at Scootaloo. Scootaloo was able to dodge them as they came whizzing past her, but she had to make a few narrow turns, and that threw her off balance. Just then, Cherrylee stomped the ground hard, sending Scootaloo reeling off of her scooter and onto the ground.

"Ugh..."

"I have but two lessons left to teach you, little Scootaloo! ♫" Cherrylee made her way over to the little orange filly and stopped just short of crushing her. "First lesson is about physics! I know this is a little above your grade level, but objects in motion tend to stay in motion! ♫ When you fell off your scooter? That was me taking advantage of your wibbling and wobbling! ♫"

"Urgh..." Scootaloo tried reaching for her scooter.

"Ptoo! ♫" Cherrylee shot a giant cherry at the scooter, leaving it intact, but bashing it significantly farther away than Scootaloo could reach...

"Don't interrupt teacher now! ♫"

"S... Sorry..." Scootaloo said.

"Second lesson time! ♫ This one is about gravity! ♫ Do you know what happens when a giant object falls on a smaller, much more fragile object?"

Gulp "The little object... breaks?"

"Cooooooooorrect! ♪" Cherrylee said, smiling as she lifted up a colossal red hoof.

Squash.

As Cherrylee lifted up her hoof again, all she saw was a small red smudge on the ground.
"Class dismissed! ♪" she said cheerily.

- - -

"Bummer, man. That kind of sucked." Scootaloo heard a voice echo in her head. She decided she didn't like its tone.

"Sh-shut up."

"Oh good! You can talk! You may have a shot at this after all."

"What do you mean?" Scootaloo asked, although she was pretty sure she wasn't moving her mouth.

"This whole 'become The Mare' thing. You have a ways to go though. That last battle sorta... well, let's not dwell on that. Still though, back then, you could get by with only skinned knees."

"Argh," Scootaloo's senses were returning, and that meant she could feel pain again. Dang. "What do you mean, 'back then?' Besides, I can't be The Mare now... I'm dead, right?"

"Well, there's the kind of dead you never wake up from, and then there's your kind of dead. Do you remember how you died?"

"Yeah," Scootaloo replied, cringing as she did so, "I got squished by a really big version of my teacher. It was kind of weird. She was Cheerilee, but there's no way that's the real one. She'd never... do that."

"This world has a way of changing ponies for the worse. Are you sure it wasn't her?"

"Positive."

"Well, if you say so."

The two of them were silent for a while. Eventually, Scootaloo gathered up the energy to ask the voice something.

"Who are you?" The voice certainly sounded nothing like The Mare. This one was more gentle, and more like a colt at that.

"That's not important right now. What is important is that you have a chance to end this once and for all. And I've never been happier for you."

"Have you been... spying on me?" Scootaloo asked, raising a nonexistent eyebrow.

"Not as such, no, but I have been tracking your progress here. You were doing much better than anypony else who tried to survive in this place on their first attempt."

"Oh... well, at least I have that... wait," Scootaloo paused. "Did you say 'first attempt?!'"

"Well yes, you didn't think anypony could go through this world and defeat The Mare on their first try, did you? I'm honestly surprised you lasted as long as you did. Most ponies die at the front of the orchard by walking slowly under the trees like normal ponies do. But of course, you were too hardcore for that. Also, remarkable careful. Bravo!"

"Whoo hoo." Scootaloo said (thought?) weakly. She would pump her hoof in the air, had she the energy. Or the physical presence.

"Oh yeah, should probably do something about that whole 'you have no body' thing..." the voice continued.

"Well, that explains not having any energy and not being able to move..." Scootaloo replied, "So, can you get me my body back? If I can still beat that fake Cheerilee, I'm gonna go for it."

"Glad to see you're willing to give it the old college try. And you're still in grade school! There's something to be said about that. But anyway, I can't actually give you your body back. You have to get it yourself."

"How the hay am I supposed to do that?!" Scootaloo asked angrily.

"Well, first thing is to open your eyes. I know you don't have any, technically, but... look, just go with it this time, okay?"

"Okay, I'll try," Scootaloo responded. She opened her incorporeal eyes. What she saw surprised her, even though she had seen so many unbelievable things so far.

GAME OVER
PRESS 'R' TO TRY AGAIN

"Alright, this world just got weird. And it was pretty freaking weird to begin with," Scootaloo said.

"Weird, yes, but these are the rules set forth by The Mare. What she says goes, and this is one of those special circumstances that make you, Scootaloo, very special. Most ponies don't get a second chance. They trot blindly through the gate and are obliterated by the many traps and hazards set by The Mare. Of course, you did, too... but unlike you, the other ponies can't return to try again."

"That sucks," Scootaloo decided.

"Indeed it does," agreed the voice, "and if you become The Mare, you can change all of it. No more death, no more fruit-murders or spontaneous flank-piercings. That's the kind of power The Mare has."

"I want it."

"You want what?"

"The power."

"Really? No, perhaps that's not what you really want. Tell me, what is your wish?"

"I wanna..."

"Yes?"

"I wanna be...!"

"YES?!"

"I wanna be The Mare! I'm gonna go in and kick The Mare's behind for doing all these horrible things, take her throne and everything that comes with it! I'm gonna be The Mare and no pony - and I mean NO pony is going to stop me!"

"Yeah!" the voice cried vigorously, "Now go out there and show her what you're made of!"

"Yeah!" Scootaloo shouted.

"Except for squishy organs, blood and candy. The Mare already knows you're made of that."

"Yea... Whuh? I'm made of candy?"

"Sure," said the voice matter-of-factly, "All ponies are made of candy. Didn't you know that?"

"Sorry, never had the chance to find out until today..." Scootaloo replied dryly. "So how do I press this... 'R'?" she asked.

"You simply imagine a button in your mind with the letter 'R' on it, and imagine yourself pressing it. Pretty simple, right?"

"Yeah... kind of... too simple."

"The means of resurrection may be easy, but the ways of survival are not. They balance out eventually... Sort of... Maybe."

"I see... alright, I'm imagining a button with 'R' on it... and... like that? Woah!"

Scootaloo felt herself getting more solid, more tangible. She slowly felt her limbs reconnecting. It was kind of gross, so she focused on her goal to take her mind off of the disgusting implications this had. She needed to take out that giant Cherrylee somehow. But how? She was so huge… and obnoxious.

"Welcome back! ♪" Scootaloo was greeted with a jolly voice that she had grown to hate over the past ten minutes. As Scootaloo felt her body become one again, she opened her now physical eyes and saw a big, red earth pony in front of her.

"I didn't expect you back so soon! ♪ In fact... I didn't expect you back at all! ♪ How did you doooooo thaaaaat? ♪"

"Your voice is starting to annoy me," Scootaloo said, donning her goggles that were still miraculously in one piece.

"Is that any way to talk to your teacher? ♪"

"You're not my teacher! She would never do the things you did! Now it's go time!" Scootaloo galloped over to her fallen scooter and mounted it as hastily as she could. She felt the energy she had before return to her, and she felt she could drive this baby for miles! She scooted off, toward one of the hills that she saw in the distance.

"Oh no, you're not going anywhere! ♪" Cherrylee began after her.

"I need to think of something... I can't just keep dying forever, can I?" Scootaloo thought aloud. "Hmm, maybe if I go for the eyes... That could work! I can blind her and make her stumble off a cliff or something. Let's try that!" She made her way up the hill, trying to stay two steps ahead of Cherrylee, which was hard to do, considering her size. The ponylossus seemed to be taking her time, though. No rush, right?

Scootaloo made her way up the hill and perched on top of it so that Cherrylee could see her. Poising herself for a random cherry-shot, she made her wings and legs ready for a jump.

"Scootalooooo ♪! You can run, but you can't hide! ♫ I see you there on the hill! ♪"

"Just a bit closer..." Scootaloo said under her breath. Cherrylee was nearly to the hill now.

"Not going to run, huh? ♫ Well then, here I come! ♪" Cherrylee was very close to the hill now, taking one more step toward it before trying to put her hoof up to squash Scootaloo again.

"Surprise!" Scootaloo shouted. She revved her wings hard and scooted to the end of the hill and jumped as high as her legs could take her, scooter and all.

"Oh, look at the time! ♪ I nearly forgot lunch today! ♪" Cherrylee said as she suddenly opened her mouth.

"What?! No way!" Scootaloo tried to flap furiously to avoid the giant maw, but she was... unsuccessful.

Crunch.

"Mmm! ♪ Just as I thought! Tastes like chicken! ♪"

GAME OVER
PRESS 'R' TO TRY AGAIN

"I can tell I'm going to get sick of this place." Scootaloo decided. She pressed the mental button again, and was transported back to the hill, fortunately. The alternative location was... unspeakable.

"Ah, Scootaloo! ♪" Cherrylee smiled at her return. "You're just in time for seconds! ♫"

"Not a chance! That was worse than the dying part! You're goin' down!"

"Whatever you say! ♫"

Scootaloo found her scooter on the ground next to her covered in... she didn't want to think about it. "How about teaching me how to beat you?" Scootaloo yelled, mounting her scooter again, ignoring that it was significantly more wet this time.

"Sorry! It's my lunch break! ♫ I can't teach while I'm hungry! ♪" Cherrylee replied.

"Argh, that doesn't help!" Scootaloo said, exasperated. There was no time to think about it. Cherrylee was reaching toward her already. She scooted off, the hill's size giving her a nice head start.

"Talk about fast food! ♪" Cherrylee joked. Scootaloo did not find it funny. She just scooted. Back to the only place she could think of getting help.

"What are you doing, going to that nasty orchard? ♪" Cherrylee asked, still gaining on the small pegasus. "Giving up already? What a shame, I thought you could really do it! ♪" Scootaloo didn't respond, she just kept going. She didn't have time to retort when she could be focused on going as fast as she could. She was almost there, just a little further...

Cherrylee started to gallop. The sound, as well as the vibrations she made, were staggering. Scootaloo could tell that the giant was running full tilt now. Even though that made her scooter a little unstable, she was able to keep it under control.

"Come on... come on!" Scootaloo said to herself. She reached the edge of the orchard, with Cherrylee nipping at her heels. She was so close, she didn't even need to look back to know where the monster was.

"Perfect." Scootaloo said simply, and nimbly jumped off of her scooter, kicked it into a standing position, and leaned on it casually just before the tree line, all the while with a smug look on her face. "You know what they say about bodies in motion!"
Cherrylee's emerald eyes widened when she realized what was going on. She instantly attempted a full stop, grinding all four of her hooves into the ground at once, causing piles of grass and earth to fold in front of her, but nevertheless, she went sailing past Scootaloo, and straight into the orchard full of death-cherries.

"They tend to... stay in motion! ♪" Cherrylee said, just before the gigantic explosion.

As the rain of red showered down upon her, Scootaloo felt a sense of satisfaction that she never felt before. It was a sort of gross sense of satisfaction, but she was grasping for something to feel accomplished about at this point. She'd been crushed and eaten, but here she was, standing over... well, rather among the remains of a vanquished foe, and she was that much closer to finding and defeating The Mare. After all, how many gigantic creatures could The Mare possibly have at her disposal? Scootaloo chuckled a little at the thought of just how many minions such as powerful creature may be able to obtain, and decided to ignore the obvious answer: "Like, a billion." She hopped on her scooter, and made her way towards the destroyed schoolhouse, hoping for clues as to where to go next. As she was scooting though, a shiny, red ball came hurtling past her. It missed her completely, so she guessed it wasn't a cherry. She decided to check it out.

As she suspected, the ball was not a cherry. It was simply a glowing red ball that seemed to radiate its own light. It didn't feel dangerous at all. In fact, it felt inviting! Even so, Scootaloo was cautious, and considered leaving it alone, but she figured she could just come back to life if it killed her, so she touched it. Surprisingly, it did not kill her. Instead, it simply glowed brightly and said 'Congratulation! A winner is you!' before melding into her hoof.

"Woah!" Scootaloo waved her hoof furiously, but the ball already disappeared beneath her flesh. "Well, that was weird," she said, poking at where the ball had been, "I seem to be okay, though."

"That's what we call a 'unit'! ♪ You need those to enter the Fortress of The Mare! ♪" an obnoxious voice rang out.

"Not you again!" Scootaloo expressed her disdain in needing to hear that voice again. "Didn't I beat you already? Leave me alone!"

"Heehee! ♪ Yes, you did beat me! Otherwise, you'd never be holding that thing! ♫ You need six to get into the Fortress. And you have one! Yay you! ♫ They're kind of like this world's Elements of Harmony! ♪ Except they only do one thing! And anyone can have them as long they beat the one holding them! ♪ So they're not really anything like the Elements! But there are six of them! ♫"

"Urgh, thanks for the info dump, now if you would kindly go away!"

"Alright! ♫ Good luck, my little Scootaloo! ♫" Cherrylee's voice said, and said nothing more.

"Finally." Scootaloo said, letting out a sigh. "Five to go, huh?" She continued on her way, disillusioned to the fact that this was going to take a while.

And this was only the beginning.

Chapter 3: Lunacy

View Online

Scootaloo managed to scoot back to the ruined schoolhouse without incident; unsurprisingly, it was still in shambles. Since Scootaloo had no leads as to where to go next, she figured this was her best bet. Maybe she should have asked Cherrylee for directions... Oh well! She took a look around the wreckage and found it strangely easy to navigate; there was where her classroom would have been, there was the restroom, and the cafeteria! She looked under some fallen planks, hoping to uncover some sort of clue, but came up with nothing. After searching every destroyed room she could, she sat down and thought about it.

"Where could I possibly go next?" she pondered. "I mean, I don't see anything but green everywhere. It can't be that big of a place, could it? C'mon Scootaloo, think! Where could a clue be? Where haven't I checked yet? Wait... Aha! The basement!" Scootaloo managed to find the window near the back of the school that connected to the basement. She opened it and jumped inside. She noticed a little too late that the floor had been laden with spikes. Oops!

GAME OVER
PRESS 'R' TO TRY AGAIN

When she returned, she decided to look before she leapt this time. What she saw did not exactly fill her with confidence: She saw that the entire floor from wall to wall had been covered in spikes, with only a very small area in the direct middle free from them, where what looked like a trapdoor was placed. It was too far to jump, and she doubted her tiny wings were going to be able to get her across...

"What the hay do I do now?" She wondered. "This is probably important, but there's no way for me to get across that! Oh well, I guess I have to try!" The window was very low to the ground, so she had to crouch to even fit inside. "No running start for me, I guess." She went as far inside as she could, being forced to leave her scooter behind; it would have been too bulky. Holding onto the sill, she managed to balance herself on the wall. Her target was in sight: the only safe place she could land in this torturous room. She tensed her hind leg muscles and jumped with all her might, flapping her wings too, in case they helped at all. She didn't travel very far to realize they didn't help in the slightest...

GAME OVER
PRESS 'R' TO-

Scootaloo pressed the button before she even read the entire message this time. She reappeared just outside the basement window. Now she was glad she didn't try to risk taking her scooter. She was also curious.

"What happens to my...?" she peered in through the window and down to where she thought she had hit the spikes. Other than a rather thick coating of red gleaming across the spikes below, there was no sign of her previous carcass. "Woah, that's creepy." The blood was gross and disconcerting, but she didn't like the idea of watching her deceased selves pile up, especially if she had to try this room several times. Instead, she decided that maybe this room's purpose was just to frustrate her. After all, there was no way across that she could see. Nothing above to grab onto, and nothing below that was close enough to land on. She picked up her scooter and was about to leave, when her neck began to tingle where she had tied her CMC cape around it. She grabbed for her cape, and the same red glow from the unit she got for defeating Cherrylee enveloped it. A strange, overly enthusiastic voice rang out:

"Equip Up! Double-Jump Get!" Scootaloo's cape began to flow behind her as though there was wind blowing through it, even though there was none to speak of.

"Double-jump?" she repeated the voice. "That sounds nifty... but y'know, you could have given me that before I died twice on the same spikes!"

The voice did not apologize. Scootaloo sighed.

"So, I wonder how this works... Double-jump, double-jump... does that mean I can just jump twice? Lemme try it." She jumped into the air, flapped her wings, and then promptly fell to the ground again. "Aww, I was hoping it would let me fly... just a little bit? Bah, whatever." She tried jumping again, but this time, figuring it was the only other thing she could try, she tensed her leg muscles in mid-air, as if to jump again, and then released quickly. She felt a surge of wind as she was able to propel herself higher, successfully performing a double-jump.

"Sweet! That's awesome! I can cross that stupid gap now!" Scootaloo said proudly as she descended once again. "I bet I could use my wings to go even further... but let's save that for later. Right now, let's get over to that trapdoor."

She returned to her previous position in the basement. This time, however, she risked bringing her scooter. With her saddlebag on her side, one hoof on the sill, and the other holding onto her scooter, she breathed once to concentrate, and jumped with all her might. When she was nearing what she believed to be the apex of her jump, she jumped in the air again, and like before, her double-jump was successful.

"Yes! I'm doing it! Haha! Trapdoor, here comes Scoota-!" she was interrupted by a spike slinging itself from the floor, just before she had completed the trip to the door below.

GAME OVER
PRESS-

Scootaloo picked herself up again.

"You've gotta be kidding me! I can't fly with wings, but spikes can just come careening out of the floor?! This is so messed up!" She stomped around a little in frustration, then realized she didn't have her scooter or bag with her. She desperately looked through the window to the basement. "Phew," she sighed a sigh of relief as she saw that her stuff had landed on the trapdoor she had been aiming for. "That was lucky. Better be more careful from now on. But seriously, how could I avoid that? Argh, let's try again without the load; maybe it slowed me down." She hugged the sill, adjusted her position, and tried again. As she passed over the area where the spike had come from, she briefly noted that apparently, even though it had fired once, that did not keep it from firing yet again.

GAME OVER
PRE-

"Seriously!?" Scootaloo shouted as she got up from the ground. "Now that was just unfair! It already hit me once! Uggggghhhh! Alright, alright... maybe if I..." she had to think about it for a bit, but she eventually got an idea she thought just might work. She went back to her position and kicked off the wall. As she approached the thing that had accounted for half the deaths she had suffered so far, she double-jumped, but this time, she revved her wings so that she slowed down a bit just before she entered the spike's area of influence. Much to her delight, the spike fell for her trick, and launched itself harmlessly through the ceiling. Not having any time to ponder such strange laws of physics, being over a pit of spikes after all, Scootaloo used her wings and momentum to safely, and finally, land on the trapdoor, reuniting with her equipment. Suspecting further shenanigans, and wanting to get a change of scenery, she immediately grabbed her scooter and bag and flung the trapdoor open, leaping inside. She fell into darkness.

- - -

After a long fall, she landed on soft ground. She was surprised at not being hurt, but she counted her blessings and moved on. She took a look at her new surroundings. This wasn't quite the change of scenery she would have liked, but it would do. It was now nighttime, and the moon above was in its full splendor. Stars were glittering happily, and their beauty was only contrasted by the countless gravestones that she saw in front of her, dotting the landscape.

"Great. A graveyard." she pouted. Despite herself, she felt it was somehow fitting considering her situation. She could only hope that the graves did not mark those who tried and failed to become The Mare before her... At this, she wondered if her resurrections were limited. A chilling thought, to be sure.

"Scooooooootsssss..." Scootaloo heard something nearby.

"Who's there?" she asked, turning her head on a swivel, quickly looking all around.

"Scooooootalooooooo..."

"No... bucking... way..." Scootaloo said, sweat drops forming on her forehead. "Z...z...zombie ponies?!" She suddenly saw them coming. From every which way she could see, zombie ponies everywhere. They all looked like normal ponies, but all grey or blue, with no eyes, their manes and tails battered and frayed. How many were there? All of them. All coming to probably eat her brains or something. Even their cutie marks were either brains, skulls, or skulls eating brains. Whatever they were shambling towards her for, she wanted nothing to do with it. She mounted her scooter and sped off, dodging grave and zombie alike. It was far more difficult than the plains, what with the placing of the gravestones and all. The zombies didn't help matters either. To save time, she tried a kickflip on her scooter in order to jump a grave. It worked, and she managed to slam a zombie in the face with her scooter. She continued until she came to a clearing with no zombies. They were still bearing down on her though. Slowly. She had to think of something to get rid of all of them, but she couldn't come up with anything for the life of her. Probably literally.

She was being surrounded, and it looked as though she'd have to die and try again, but all of a sudden, all of the zombie ponies stopped their advance and bowed.

"Are you guys... bowing to me? Well, I'm flattered. See, The Mare? Even your minions think I'd do a better job than you!" Scootaloo shouted to the sky, hoping that The Mare would hear.

"They art not bowing to thee, young Scootaloo," a voice from above her said. Scootaloo looked up to see the majestic deep-blue form of Princess Luna descending from the sky.

"Princess Luna! Man, am I glad to see you! I could use some hel... er, I mean, do you know how to get rid of these zombies? Also, if you could direct me to where The Mare is, that'd be great." The princess took a moment to look a Scootaloo, and then the zombies.

"Thou meanest to say that thou art attempting to rid The Mare of her throne?" she asked.

"You betcha! Er... yes, Your Majesty." Scootaloo responded, bowing to the Princess. "But I don't know what to do about these zombie ponies. There are just too many of them. I mean, I could just run, but I can't focus on where to go with them chasing me..." Princess Luna was quiet for a time.

"We see the problematic nature of thine situation. We would help thee, but if thou truly wishest to become The Mare, then thou must taketh up this mantle alone."

"...You mean you can't help?" asked Scootaloo flatly.

"Ohohoho," Luna laughed a bit, "We never said that we would not help..."

"Oh! Cool! Thanks Princess!"

"We also never said we'd help you, though." Luna's horn glowed a dark blue, smoke appearing and covering her body within moments.

".......Oh." Scootaloo's eyes widened at the realization that she may have to be pressing a certain button a few times... "You're not Princess Luna, are you?"
Even through the smoke, Scootaloo could see Luna's form become much larger, her horn and wings extending beyond that of her normal proportions, and her body turning a pitch black, like that of a night with no stars or moon. The smoke that covered her body formed a light-blue armor and helmet, covering her chest and head. Instead of a mane and tail of a shimmering night sky, there was only dark blue plasma rising from her head and hindquarters.

"We go from Miss Cheerilee..." began Scootaloo incredulously, "to Nightmare Moon? Isn't that a bit of a leap!?"
As Nightmare Moon finished her transformation, her eyes opened, revealing two serpent-like pupils. She spoke cooly, but with venom in her voice.

"Were you expecting somepony... lesser?" she asked.

"Well..." Scootaloo stammered, "yes?"

"Heheh, well, regardless of your pitiful and misguided expectations, here I am in all my glory. Now would be a good time to give up this pathetic excuse for a quest and go back home. Let somepony more mature and capable handle this, hm?"

"I'd be lying if I said I wasn't tempted by that offer..." Scootaloo said, lowering her head and looking at the ground. Nightmare Moon flew over a gravestone and perched herself on top, crossing her forelegs while her hind-legs dangled off the back.

"I can transport you home, you know. With just a simple spell, you can be back in your own bed, not needing to worry
about a single thing. I'm sure there are plenty of other ponies that are capable of defeating The Mare. She's not really that bad... Me, on the other hand... I'm quite the hooffull. Muh-huh-huh-huh..." she laughed in a way that made Scootaloo uncomfortable. The hairs on her neck were standing on end just hearing "the Mare in the Moon" talk. Then she thought of something.

"Wait." Scootaloo looked up at Nightmare Moon.

"What is it?" the dark mare looked down at Scootaloo curiously.

"Twilight and her friends harmony-beamed the darkness out of Princess Luna! So what does that make you?"

"Though it certainly does you no good to know," Nightmare Moon said, twirling one hoof dismissively, "The Mare is capable of great things, the least of which is conjuring opponents that are suitable for any sort of would-be 'hero.' Though I dislike the thought of merely being a pawn of her designs, I have to admit my existence is enough to warrant some tolerance. Besides, she did a pretty good job, don't you think?" with that she suddenly flew up from her perch. "She lets me do fun things... like this!" Nightmare Moon reared up in mid-air and dive-bombed towards Scootaloo with impressive speed. Caught by surprise, Scootaloo couldn't react fast enough, and simply put her hooves in front of her and closed her eyes instinctively. She braced for the impact, but it strangely didn't come. She did, however, feel a rush of wind blow past her. When she opened her eyes, the dark visage of Nightmare Moon was towering in front of her, her face almost touching Scootaloo's.

"Ah!" Scootaloo jumped and staggered backwards. Nightmare Moon trotted forward with almost lazy speed.

"I can stop on a dime, even flying at full speed, so you won't be getting me with that same trick you got Cherrylee with, no no! I won't be fooled by simple amateur traps like that. I'm much too clever," she hissed. Scootaloo tried to retreat, but bumped into a headstone that blocked her way. She backed up against it until she was standing on two legs. "I can use the darkest of magic spells, make it eternally night..." with every word, she crept closer to the orange pegasus, "can fly faster than any Wonderbolt, and even control hordes of zombie ponies. But you know what I think is my favorite ability, little Scootaloo?" Scootaloo simply shook her head, eyes wide. "Here... let me show you." Nightmare Moon took in a deep breath and reared up on two legs. When she came down, she shouted in a voice that shook Scootaloo to her very bones, "ASHES TO ASHES, DUST TO DUST!" The sheer volume and force behind the sound made Scootaloo tumble backwards. Apparently, her voice had also shattered the gravestone behind her, which was the last thing Scootaloo had time to figure out before following suit.

GAME OVER
PRESS 'R' TO TRY AGAIN

"Oh man," Scootaloo thought. "This is gonna suck."

She pressed the mental "R" button and returned to the graveyard, where she began. She was greeted by zombie ponies, eagerly waiting to chomp her brains.

"Scoooootsssss" they moaned.

"Forget you creeps, I'm outta here!" Scootaloo took off on hoof, seeing as her scooter had not come back with her. Her saddlebag and cape seemed to follow her, though. She didn't have time to contemplate why between being chased by brain-eating monsters and hopping over gravestones. She eventually made her way back to the clearing, and found her scooter, which she immediately mounted and started scooting. She didn't bother looking around for Nightmare Moon – that pony would probably make herself known at some point. Scootaloo just focused on running away for now. But now that she had her scooter, she was traveling faster, and thus it gave her some time to think.

"Alright, how in Equestria am I supposed to defeat Nightmare Moon? It took the Elements of Harmony both times she was defeated before. I don't have the Elements of Harmony. So... I can't defeat her? That seems kind of lame. Surely there's a way to do this. What do I have with me right now... cape, goggles, zap apple jam, blanket..." Scootaloo stopped her thought process to double-jump over a few zombies. "Well, I can feed her and hope she falls asleep," Scootaloo said, rolling her eyes.

In the pale moonlight, Scootaloo thought she saw a shadow pass overhead. She stopped her scooter and took a look around. Gravestones as far as her eyes could see.

"There's not much variability here, is there?" she noticed.

"No, but it serves the purpose," said a voice from behind her, which made Scootaloo jump, and saw a familiar figure on a headstone.

"Woah! You've gotta not sneak up on ponies like that! It's creepy." Nightmare Moon shrugged off the comment.

"In this land of eternal night, I am the ruler. I may do whatever I please without restraint."

"Wow, you can do anything you want?" Scootaloo asked, noticing that once again, the zombie ponies surrounding them stopped and were bowing in a circle surrounding the mare of the night before her.

"Indeed," Nightmare Moon replied, "I have done what your Nightmare Moon could not: I have dominion over a land of endless darkness. It's sublime, really."
Scootaloo looked around, and after a moment she asked "What's the big deal? I don't get it." she shrugged.

"What do you mean?" the armored alicorn narrowed her eyes and shifted her position on the stone.

"Well, there's not much here," Scootaloo answered, scratching her head. "So you've got eternal dominion over gravestones and zombie ponies. Whoop dee doo. Dontcha think it's a little... I dunno, small?"

There was a noticeable pause before Nightmare Moon spoke again. "I suppose it is not the greatest place to have a stake in ruling..." she seemed to contemplate this revelation.

"Yeah," Scootaloo continued, "I don't know how much you know about Ponyville, but it's way better than some endless graveyard stuck in some other weird place that nopony even visits for fun. It's full of color and happy ponies who get along. Then there's Cloudsdale, where the best pony ever, Rainbow Dash, lives! It's gorgeous and cloudy, and rainbows are made there, too! I'm considering living there someday. Then there's Manehatten..."

"Enough, I've heard my fill of your silly world," Nightmare Moon interrupted.

"But I'm not done yet!" Scootaloo retorted. "Manehatten is HUGE! I've heard there's so much to do there, and one of my friends and fellow Cutie Mark Crusaders lives there. Her name is Babs Seed, she's Apple Bloom's cousin..."

"Stop!" Nightmare Moon cried.

"But there's so much to tell! You've really been missing out!" Scootaloo said, smiling. "Come on, ditch this stupid place and come back to Ponyville. I'm sure you'll like it better than this boring graveyard any day-"

"INSOLENT FOAL!" screamed Nightmare Moon. "BEGONE!"

"But I'm just trying to help-" Scootaloo began, just before her vision blurred.

GAME OVER
PRESS 'R' TO TRY AGAIN

"Well that was uncalled for..." Scootaloo thought. "She seems kinda sensitive. I probably shouldn't push it like that. I can't defeat her if she just outright yells me to death. Still though, I was just being honest... hmmm. Maybe I can use that. If the Elements of Harmony represent what Nightmare Moon is not, and she doesn't like honesty... then I need to be... Applejack? Okay, this isn't going anywhere. Redo!" She pressed the button and appeared back at the graveyard, this time with scooter in tow. Unlike before, she was actively looking for Nightmare Moon. Her eyes scanned the horizon. It didn't help much, because the horizon was just as bland as the rest of the landscape. By this point, however, she had memorized where the clearing was, so she scooted to it. Dodging the zombies had become trivial at this point, even in light of their previous inefficacy. Scootaloo waited in the center for some sign of her adversary. As if on cue, the shadow descended once more.

"Welcome back, Scootaloo," Nightmare Moon regarded her coldly.

"Welcome back yourself, Nightmare Moon. Where do you go, anyway? It's not like you have anything better to do, do you?"

"You've got some nerve," the shadow pony scoffed. "Faced with ultimate defeat again and again, yet you still have the gall to speak to me so. Oh well, so be it. I will end you as many times as you see fit."

"Sure, sure," Scootaloo replied, "but before that, can I just say how loyal I am to my friends?"

Nightmare Moon silently blinked.

"Because I'm so loyal it hurts. I would never give up on them. Ever. And they would never abandon me either! Doesn't that just melt your heartstrings?"

"You mean 'melt your heart,' or 'pull at your heartstrings,'" Nightmare Moon corrected her. "But nice try. Actually, that gives me an idea. Hold still." Her black horn radiated an aura of blue. Scootaloo suddenly felt a burning sensation in her chest.

"Oh now that is not even fu-" she squeaked.

GAME OVER
PRESS 'R' TO TRY AGAIN

"Alright, so Loyalty doesn't work either," Scootaloo thought as she felt herself back in a place she was getting a little too familiar with for her liking. "Do I seriously have to blast her with all of them at once? That's not going to be easy... Oh well, better than nothing!" Once she returned to the clearing once more, Nightmare Moon was waiting for her.

"Welcome back," she said.

"Yeah sure," Scootaloo responded, "Anyway..." she took a deep breath, leaned back, and blurted out "In all honesty, I am going to generously give you a chance to be kind, despite my loyalty to my friends and Princesses Celestia and Luna, so that maybe we can share a few laughs and become close with the magic of friendship!" She smiled and puffed out her chest proudly at the end of the line, satisfied with a job well done.

"Uh-huh." Nightmare Moon sat there, taking it all in. "I must wonder which is more humorous: your feeble attempts at victory, or your thinking that they might actually work out." Scootaloo's smile disappear and her face sank.

"Well..." she said, "I guess I didn't really think it would work..." she poked at the ground with a hoof. Nightmare Moon flew over to her and before Scootaloo realized it, she was being enveloped by the huge alicorn's wings, blocking out her vision of everything except Nightmare Moon's face.

"Don't worry, everypony fails at something," Nightmare Moon cooed softly. Scootaloo almost found it comforting. Almost.

"Uh... thanks." Scootaloo said in her most convincingly gratuitous voice.

"Don't mention it." Nightmare Moon released Scootaloo from her feathery appendages, only for the orange filly to realize that there were about five dozen zombie ponies surrounding her, moaning for her delicious braaaaiiins.

"Somehow, I should have expected this," Scootaloo said, narrowing her eyebrows as they advanced.

GAME OVER
PRESS 'R' TO TRY AGAIN

Scootaloo just sighed and hit the button. She returned to the clearing, once again sighing as she saw Nightmare Moon in her now (apparently) trademark position.

"Welcome back," Nightmare Moon said in the same tone as the other times.

"Thanks." Scootaloo muttered dryly.

"Are you here to give up? Your mood seems to say so."

"Not really..." Scootaloo said. "I'm just here to, er, take a break. How about a truce for now? I won't try to beat you, you don't use all of your zany tricks to kill me, okay? Just for like, five minutes or something?"

Nightmare Moon put a hoof to her chin and thought about it for a moment before nodding. "Fine," she said. "I have all night, after all."

"Good. Ugh." Scootaloo flopped down on the ground and closed her eyes. It had been a rough day. She had seen her celestial ruler blown up by produce, decided she wanted the power of The Mare, was crushed, eaten, made a very large and overly-enthusiastic version of her school teacher explode, ended up in the blandest graveyard known to pony-kind, and was now being killed repeatedly by one of the most powerful foes to have ever threatened Equestria (or at least a convincing facsimile of her). She just needed a little breather.

"So," Nightmare Moon spoke up suddenly, "now that we're in a temporary truce, tell me more about this 'Princess Luna' from your world. She seems fascinating. For somepony to be so corrupted by darkness, it's utterly captivating. Too bad it didn't stick."

Scootaloo begrudgingly opened her eyes. All she wanted was a little nap at this point, was that so much to ask? The ground beneath her was comfy and soft, despite the horrible place she was lying. Still, the fact that her adversary actually wanted to talk to her was interesting.

"Well, let's see," Scootaloo said, bringing herself to a more upright position, "the real Princess Luna once had a ton of issues. I heard that over a thousand years ago, she refused to lower the moon one night because she didn't think the ponies of Equestria enjoyed it as much as her sister's sun. She got über jealous and got covered in an armor of hatred. It... looked like the armor you have on right now." Nightmare Moon was silent. "Uh, anyway, she got banished to the moon by her sister, Princess Celestia, using the Elements of Harmony. Fast-forward to about two years ago, and she came back. This time, though, after the Elements of Harmony worked their magic, she turned back into the nice Princess Luna, and was reinstated as the pony who raised the moon at night. I didn't see it for myself, but I heard she was really apologetic about the whole event. Cried and everything. I heard Celestia cried, too, but then I stopped listening - it was getting WAY too mushy."

"Hmm... you said she raised the moon at night?" Nightmare Moon asked.

"Uh... yeah. Kind of comes with the territory with being the 'Princess of the Niiiiight!'" Scootaloo said, doing her best impression of the Royal Canterlot Voice, waving her hooves in the air. Surprisingly, Nightmare Moon chuckled a bit at this. She glanced up at the moon that hung in this world's sky.

"In this place, the moon never leaves its position," she said.

"Really?" asked Scootaloo.

"Well, unless it decides to crush somepony, that is," Nightmare Moon responded.

"Oh. That doesn't sound fun."

"It is for The Mare."

"Yeah well, that pony seems to get enjoyment out of watching other ponies suffer," Scootaloo said.

"You're absolutely right. She loves nothing more than vanquishing those who stand in the way of her having fun. And some others that aren't in her way... for fun, of course," the dark pony finished somberly.

"Is... is she stronger than you?" Scootaloo asked hesitantly.

"Infinitely so," Nightmare Moon replied. "She is the one who keeps this world existing. Without her, or somepony to take over her throne, this world ceases to be. Without her will, I too..." Nightmare Moon looked at her pitch-black hoof, "would simply disappear."

"That's a scary thought..." Scootaloo said.

"It is, indeed. Having your life constantly in the hooves of a crazed lunatic bent on causing as much destruction as possible. Some might call that romantic in other circumstances."

"It sounds just plain cruel to me," Scootaloo frowned.

Nightmare Moon did not respond. She simply kept staring at her hoof like she was trying to find something on it. Scootaloo remained silent as well, wondering what could be going on in the moon pony's mind. Then she thought of something that she hadn't considered until just now.

"Say," she began, and nearly stopped herself from asking about this at all. But she was way too curious. Even though it might get her killed again, she decided to follow through. "You haven't crushed me with the moon yet."

Nightmare Moon jerked violently at the statement.

"I... well, no, I-I guess not."

"I know it sounds weird coming from me," Scootaloo said, "but why not?"

"I...I... I haven't done it because... well," Nightmare Moon stammered.

"No... don't tell me," Scootaloo said, eyes widening at the possibility.

"D-Don't you dare say it!" Nightmare Moon demanded.

"You... you..."

"I'm warning you!"

"You can't control the moon, can you?!" Scootaloo yelled out, pointing at Nightmare Moon, who jumped off of her gravestone perch, furiously spreading her wings and speeding towards the little pegasus. She slammed down hard on Scootaloo, pinning her to the ground.

"I told you not to say it! Do you think I need another reminder?! Do you think I like watching it sit there, taunting me twenty-four hours a night?! I've tried! I really have! But no matter how much of my magic I pour into that... thing, it refuses to budge an inch! I have total control over everything here, absolutely everything! Except. That. Accursed. MOON!" she stood up again after yelling those last words. "And your story didn't help me feel much better about it... hearing about how your Luna can move it with ease fills me with contempt! Even after all the horrible things she must have done, she still gets her namesake! I just get to sit here looking at it pathetically like some fish trapped in a giant, undead bowl, waiting for you to come back so I can kill you again and again! And for what!? So The Mare gets another cheap laugh?! Well, I'm sick of it! I want to leave! I want to go away to somewhere I don't have to see another stupid grave for as long as I live! To Tartarus with your stupid moon, your stupid game and your stupid world! I'VE HAD IT!" Scootaloo was thankful that Nightmare Moon had turned away before she yelled that last part when she saw a few dozen meters' worth of graves disintegrate before her eyes.

"Woah..." Scootaloo sat up and stared at the crazed mare.

"Huff... puff... phew... I haven't done anything that cathartic in... ever," Nightmare Moon panted.

"That was... so totally awesome!" Scootaloo jumped up and down, grinning from ear to ear.

"What? It was?" Nightmare Moon turned around the face the filly.

"Yeah! That was so cool! Did you hear yourself talking down to The Mare like that? Now that's what I'm talkin' about! Forget about her! She's old news! Washed up! It's time she gets off her high-horse and stops treating ponies like dirt! Including you!" Scootaloo excitedly jumped over to where Nightmare Moon was standing.

"Hmm, for once, you and I agree," Nightmare Moon said. "Y'know..."

"Yes?" Scootaloo said, still bouncing happily.

"I don't feel like killing you anymore."

Scootaloo stopped bouncing. "...Really?"

"Quite. In fact..." she looked around a bit and leaned in to whisper into Scootaloo's ear, "I'm going to help you. That is, if you promise to help me in return." Scootaloo could not contain the enthusiasm for which she nodded. "Good. Now follow me, I'm going to lead you to the exit. We must be swift."

"You got it!" Scootaloo hopped on her scooter while Nightmare Moon took off flying. For once, there were no zombies around, and Scootaloo found it unusually easy to navigate the gravestones. As they traveled, she occasionally saw Nightmare Moon blast her magic ahead of them. When Scootaloo scooted past where the bolts had hit, she saw giant metal spike traps and gigantic dead birds with razor-sharp talons, as well as a couple trees of deadly cherries. It seems that the dark mare was being serious about her offer.

Finally they reached a cave in the side of a cliff.

"In here is the entrance to the next area," said Nightmare Moon, gesturing inside. "I do not know what awaits us there, but I think that together, we can overcome it."

"But I thought that you said earlier I had to do it by myself?" Scootaloo noted.

"Maybe according to The Mare's rules, but we're going to break those, aren't we? As well as her, if I ever get my hooves on her petty little throat..."

"Right!" Scootaloo agreed. "Alright, let's go in! The sooner we get this done, the better!"

"Correct. I can't wait... muh-huh-huh-huh..." Nightmare Moon chuckled.

The two began their trek towards the cavern. As soon as they were about the enter the cave's mouth, however, the entrance into the side of the cliff began moving away!

"What sorcery is this?" Nightmare Moon exclaimed. She motioned for Scootaloo to follow her and the two began speeding towards the retreating exit.

"That would be MY sorcery, you filthy traitor!" boomed a voice from overhead.

"Horse-apples!" yelled Nightmare Moon, "She's found us!"

"What does that mean!?" asked Scootaloo as the two continued to run.

"It means we're probably totally screwed! Just keep scooting!" Nightmare Moon responded with a noticeable lack of verbal etiquette.

"I should tie you up by that fog you call hair and leave you in The Furnace to rot!" yelled The Mare. "Nopony betrays me and gets away with it! Hear that!? NOPONY! But I guess you are 'Nightmare Moon,' so I guess betrayal is kind of hardwired into you, isn't it? Haha! I guess that's pretty ironic that I picked you to be an opponent for that little filly there, then. But hey! Know what else is IRONIC? Heads up, dead meat!"

Scootaloo and Nightmare Moon nervously glanced upwards while they were running to see none other than the moon hurtling towards them.

"You have GOT to be kidding me!" Scootaloo cried.

"Although all she does is joke, this one isn't a jest..." Nightmare Moon said. "One touch from that, and it's sayonara for you! Quick, we can still make it to the cave! I think we're gaining on it!" Scootaloo looked up and saw that they were indeed making progress on the fleeing cavern. But at this rate... it didn't look good. The moon was heading their way fast.

"I don't think my wings can take much more!" Scootaloo said, feeling the muscles on her sides giving way.

"Argh! Fine! Quick, jump!" Nightmare Moon flew closer to the ground and lowered her wings to allow Scootaloo to get on. Scootaloo didn't argue, she just jumped.

"Thank you so much!" she said. Nightmare Moon didn't respond, and just picked up her flying speed. They were very nearly at the cave entrance now. Just a little more...

"Oh no you don't! I'll just crush that cave to bits!" shouted The Mare from wherever she was. "You'll never escape! Mwahahahahaha!"

"Curse it all!" Nightmare Moon said. Then she continued, "Scootaloo. I have to tell you something very important, and I'll only say it once, understand?"

"Got it!"

Using one of her front hooves to hand a red orb to Scootaloo, she said "I need you to take this unit, make it into The Mare's fortress, and do whatever it takes to emerge victorious. Anything, got it? No matter what tricks she pulls, no matter what she says or does, you. Must. Win! Now go!" As soon as Scootaloo took the orb and Nightmare Moon finished what she had to say, she came to a screeching halt, causing Scootaloo to be bucked off her back and careen towards the cave entrance. Even despite the cave's motion, Scootaloo managed to use the momentum to double-jump into the hole in the cliff. She made it! But what of Nightmare Moon?

Scootaloo turned around to see the moon behind them had grown to an enormous size. It was still moving towards the cave at an incredible speed. But she also saw that Nightmare Moon had stopped moving, and was now facing the giant hunk of rock.

"W...What are you doing?! Get in here, now!" Scootaloo shouted to Nightmare Moon. The black mare simple looked back and shook her head at Scootaloo. She then turned again to face the oncoming sphere of death. "No..." Scootaloo could feel her eyes begin to water. "No! You're too cool for this sappy stuff!" she wiped at her tears, but it was no use.

"I may not be the true Princess of the Night!" Nightmare Moon shouted at the giant celestial body, "And I may not have the power to stop you!" she shouted at the sky. "But I know somepony who can! And I'm going to do everything I can to make sure she gets to you! And when she does, she'll make you BEG FOR MERCY! Watch out you fool of a pony! This orange filly is going to take you down!" With that, the moon reached the dark mare, who put her hooves up, horn exploding with a blue aura. They collided, and with all her might and magic, Nightmare Moon was pushing the moon away from the cave. It wasn't working much, but she could feel that it was the only thing she could do.

From the mouth of the cave, Scootaloo could see the moon still coming towards her. At this rate, it would destroy the whole cliff, and crushing her, as well. She had no choice - with one final look at her new, very unlikely comrade, she ran to the back of the cave, hoping that it would take her to the next area before the moon came too much closer.

Nightmare Moon was pushing with everything she had. Her absurdly tough body and her powerful magic in combination, she thought she could feel something changing... could it be? Yes! The moon was slowing down! She looked behind her, and she smiled.

"Heh... it won't be enough," she said to herself, realizing that the cliffside was far too close. No matter how hard she tried, she would soon be crushed between a rock and hard place. She wasn't sure what would happen after that. After all, she had never died before. Would she come back like Scootaloo? She felt it was unlikely. But at least, she thought, for one fleeting moment, I had the moon under my power, however small that may have been. Thank you Scootaloo. Thank you... and goodbye...

The moon slammed into the cliff, bringing Nightmare Moon with it.

Meanwhile, Scootaloo managed to find the entrance to the next area, or what she figured was the next area. She flung open the trapdoor on the ground and jumped in, not even caring if it was a trap.

And as the dust cleared from the collision, there was nothing left. Not of the moon, not of the cliff.

Nothing at all.

Chapter 4: Castle Mania

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Scootaloo felt herself falling through the darkness. The wind whipping past made her tear-moist eyes cold. She couldn't see anyway, so she kept them shut, trying not to think too hard about what had just happened. I never thought I'd feel bad for Nightmare Moon, of all ponies, she thought. Did the Nightmare Moon that The Mare created seriously just try to rebel against her? Or was this just another trap to lure Scootaloo into this seemingly endless drop? Scootaloo tried to think optimistically, but either option just made her want to weep. She let herself go limp and simply fall, letting fate decide what to do with her now. She didn't want to think for a while. Eventually, she managed to fall asleep somehow.

When she awoke, Scootaloo felt that she had stopped falling, and that the ground she fell on was mercifully soft, not that it would have mattered from a drop that high... Still, she opened her eyes, and found that she was indeed, still alive. She was in a cave, similar to the one that she had come from. There was a bit of light coming from a passage up ahead, as well as the sound of heavy rain. She picked herself up from the ground and surveyed her surroundings. It seems that she had landed on a stack of hay strewn about on the floor. Next to her were her saddlebag, her goggles, which must have fallen off in transit, and the glowing red unit that Nightmare Moon had given her before she... the unit that Nightmare Moon had given her. She picked it up, contrasting what she was feeling now to the sense of accomplishment from defeating Cherrylee. This didn't feel like a victory; if anything, this felt like one of the biggest losses she'd ever suffered. The change that Nightmare Moon expressed was very sudden and short-lived, but for a while, Scootaloo felt like she had made a very important ally, albeit a very unlikely one. Maybe even a friend.

The red orb glowed brightly, said "Conglaturation! A winner is you!" and promptly melded itself into her hoof, as the other had done before it. Scootaloo stared at it with dull fascination until it disappeared. She flexed her foreleg to see if it still worked properly, and when she confirmed it did, she decided to examine her other supplies. Surprisingly, when she checked her saddlebag and goggles, she found them and the contents of the bag in perfect condition. The apples were still farm-fresh, the top of the jar of jam was still twisted on firmly, and the glass was intact. Scootaloo figured that there must be some kind of magic at work if everything, including herself, could survive such a long descent. Despite the evidence to the contrary, Scootaloo thought that The Mare must have some concept of mercy if she allowed the pegasus filly to drop that far and not have to visit the ethereal plane.

Gathering up her things, putting her goggles in her saddlebag, and just now consciously realizing the loss of her scooter, Scootaloo made a dull trot off to the passage ahead. When she reached the cave exit, she could see that it was down-pouring here. She made a sweeping glance at the many evergreens covering the landscape. Thankfully, there were no cherries hanging from the trees for once. Despite it clearly being night, there was a sufficient amount of light, allowing Scootaloo to see. The clouds were covering up a partially visible moon in the skies above, causing Scootaloo to look down to ground level again. She sighed, reached into her bag again to retrieve her goggles, put them back on her head, and ventured forth into the storm. She, of course, had no idea where she was going, but she decided not to care right now. What was one, maybe two more deaths in exchange for some time to think? Thunder echoed overhead. Maybe she'd get struck by lightning? Nah, probably too short for that. Eaten by timberwolves? Much more likely.

As she made her way through the forest without incident, she wondered for a while if she had actually been thrown out of The Mare's world. There weren't any cherry trees, spikes, or otherwise dastardly deathtraps coming to end her. She made her way to the top of a tall rock formation to get a better look at where she was. If she was back in Equestria, she needed to find a landmark or something to get her bearings. Alas, the area was nowhere that she recognized. She did, however, manage to see what appeared to be a large castle in the distance. It had lights in it, so somepony had to be there. It did not have the whimsical look of Canterlot Castle though; instead of being tall and elegant, it stood more stout against the horizon, battlements mounted on top of every meter of every visible wall. From here, Scootaloo couldn't make out any more than that, but it was the only sign of civilization that she could see, so she decided to travel towards it.

"Worst thing they could do is turn me away, I guess," she muttered to herself. She cantered toward the castle, wishing she had her scooter back. Or could fly. Either would do, really. Eventually, she became impatient, so she began to run, kicking up water droplets whenever her hooves made contact with the ground. The rain was pounding against her face, but the goggles managed to keep her eyes forward. After a time, she came to a stone bridge that stretched across a giant chasm. Even through the rain, it didn't look particularly stable. Here and there pieces of the bottom of it were missing, and the rest was overgrown with foliage. Looking around, and finding that the bridge was the only way across, she decided to risk it.

She took a few steps back to get a running start. With a mighty charge, she took off at a gallop. Her caution paid off, for as soon as her hooves touched the bridge, it began to crumble beneath her. She jumped from where the stones started falling, and managed to make it further onto the bridge. Thankfully, it wasn't overly far to the other side. Where Scootaloo had touched down, however, began to fall away as well. Scootaloo jumped again, this time trying to use her little wings to keep herself up for a little longer. It worked to a degree, but she could still feel herself descending faster than she would have liked. As soon as she hit the ground again, she jumped immediately, knowing where this was going at this point. The end was very near, and she could make it to the other side in another jump or two. When she landed this time, she kicked off as hard as she could to ensure she made it. The falling bridge finally caught up to her, however, and she was only able to land on a piece that was already in its descent. Jumping and hoping for the best, she saw that she was just slightly off mark, and would most likely fall to her doom. Just then, she remembered that she could double-jump, and made little delay in taking advantage of it. With the extra height, she was easily able to... hit her head on some type of block in the air, just before she could have made it safely to solid ground. Was that there before?! The cube made a 'ba-ding!' noise as she hit it and deflected her back to falling into the abyss.

"Noooooooooo!" Scootaloo cried as she plummeted. Even if she revived, now there would be no way to get to the castle! "This totally suuuuuuuuuucks!" Just as she was getting that sinking feeling in her stomach, she felt herself stop and be picked up by something. It had grabbed her around her forelegs, and began flying upwards at an astonishing rate. Scootaloo could hear wingbeats coming from the creature. They didn't emit the usual feathery sounds that came from a pegasus' wings, though, so it was not Rainbow Dash coming to her rescue as she had hoped. This sounded more like the wings of a dragon or a giant bat. Sure enough, even though she couldn't angle her head quite enough to see her savior's face, she looked to the side of her and saw bat-like wings carrying her back up to the other end of the collapsed bridge. The creature set her down and flew away quickly. Scootaloo barely managed to make out a pony-like appearance through the rain. A pony with bat wings? The only other place that she had seen that was when Princess Luna had made her grand appearance at Nightmare Night last year... Gritting her teeth at the constant reminders of her recently fallen comrade, Scootaloo banished the thought and moved on, determined to make it to that castle, for whatever reason she could think up once she got there.

On the castle's approach, she could see that it was much larger up close. There was a long, stone stairway leading to the front gates, where she could see that there were no guards of any sort. She wasn't sure to be more glad or unsettled about that. She made her way forward and up the staircase. By this point, her mane was a mess. Well, more of a mess than usual, anyway. She just began to realize how cold she was getting. She was looking forward to cuddling up with the warm blanket that Sweetie Belle gave her and taking a nice, long, restful sleep. She noted it would be the first time she actually had a real good night's sleep since she got to The Mare's world. But before that, she'd have to get inside.

She came up to the front gates, and found them unlocked. She slowly nudged them open and stepped into the courtyard. The front door was only a little ways away. She could see movement in the windows through the curtains that hung inside. Surely there would be somepony there that would take her in for a little while? She stepped up to the giant front door. She sighed, figuring it was now or never, and knocked. At first, there was no answer, but then the door opened, releasing warmth to Scootaloo's body and music to her ears. Apparently, there was quite the party going on. A pony stepped out to greet Scootaloo. It was a bat-pony, not unlike the one that had saved her from the drop earlier.

She smiled as she saw Scootaloo. "Hello there. And just who might you be, little filly? Oh! Where are my manners? Come in, come in! You looked awful… er… no offense." Scootaloo stepped in. The bat-pony was dark blue, with purple wings on either side of her. She had lighter-blue hair and piercing green eyes, with slitted pupils, like a serpent or a cat. When she talked, Scootaloo could spot two fangs protruding from the top of her mouth. Her cutie mark was a... chain with a ring at the end? Huh.

"Thanks," Scootaloo said. Fortunately and expectedly, the inside of the castle was far warmer than outside. Scootaloo shook off the excess water from her body, splattering some of it on the bat-pony next to her.

"Bleh, watch it!"

"Oh, sorry."

"So, where did you come from?" the bat-pony asked, wiping the water from her face.

"Er..." Scootaloo didn't really want to answer just in case this was some sort of trap for her. "...outside. I got lost and saw this castle, so I came here to see if there was someplace to sleep. I'm kind of bushed."

"Well, you've come to the right place! We have beds to spare. Come on, lemme show you around." The bat-pony gestured for Scootaloo to follow her as she began trotting into the castle proper. Scootaloo could hear the music getting louder as she followed the bat-pony.

"Say, what's your name?" Scootaloo asked. She didn't want to refer to her as "the bat-pony," after all.

"Drace. Yours?" she said, looking back for a moment.

"Scootaloo."

"Well, Scootaloo, welcome to the castle! I hope you enjoy your stay." After a bit of walking, they came to a large wooden door at the end of the hallway. "Aaaand, here we are!" The music was getting rather loud now.

"Is there a party going on in there or something?" Scootaloo asked.

"Uh-huh!" Drace nodded excitedly. "We have a few other very special guests that arrived shortly before you. We almost never get guests here, so it's rather exhilarating."

"Other guests, huh?" Scootaloo thought about this for a second. "What... er... do they look like, exactly?"

"The other guests? Hmm..." Drace said, putting a hoof to her chin. "Let's see... one was an orange earth pony with a pretty sweet hat... and the other was a kind of prissy white unicorn, I think. Both mares. Sound like anypony you know?"

Applejack and Rarity! Scootaloo thought. They're still alive! Oh man, this is great news! I was afraid they'd...

"I... might have seen some ponies like that," Scootaloo replied, "but I'm not totally sure. Can I meet them?"

"Sure! Can't see why not." Drace said, her eyes lighting up. Seriously. Scootaloo could have sworn her eyes actually lit up. It was kind of creepy, actually. Drace opened the giant door. Inside, Scootaloo could see that there was a live band playing, made up of other bat-ponies. In fact, every single pony in the room shared Drace's appearance, perhaps save for certain minor physical features. The filly noticed, to her surprise, that there wasn't a single colt or stallion among them. As Scootaloo and Drace walked across the room, Scootaloo could hear what some of them were saying:

"Y'know, I've heard the river ferry pony absolutely loves garlic!"

"Ew. Seriously? That's disgusting!"

"I know, right? What's up with him? Anyway, I've also heard..." Scootaloo raised an eyebrow to all the things she heard. They were just strange-sounding gossip topics; actually, it didn't even come close to being gossip, just weird rumors. Instead, she turned her thoughts inward and wondered how Applejack and Rarity were doing.

"Are we almost there?" she asked.

"Yeah, just a little further. Although, they might not be in the same place..." Drace's voice went quieter.

"What do you mean?"

"Well, when we found the two of them, they weren't in the best of shape. The unicorn seemed like she'd be alright, but the earth pony looked pretty beaten up..."

Oh no... "What's wrong with her?" Scootaloo looked up at Drace.

"Her friend said she took a nasty fall down a cliff. She's resting right now in a guest bed, but we don't really have the best medical care here..." Drace frowned.

"No... come on, we need to pick up the pace!" Scootaloo demanded.

"Uh, oh, right! Come on, we'll take a shortcut. Hop on!" Drace lowered herself for Scootaloo. The filly wasted no time in taking advantage of her offer. Drace promptly flew out the nearest window and up to a different tower.

Almost there? Scootaloo thought. It would have taken forever to walk up here! Drace opened the window into the second tower and flew in. Scootaloo jumped off the bat-pony and was met with the form of Applejack lying on a bed, her hat resting on a table next to her. Her body was covered in bruises and cuts. Her hat shared her worn appearance.

"Applejack!" Scootaloo cried. She went over to the bed and looked for any sign of movement. Looking closely, she realized that Applejack was still breathing, though with some noticeable difficulty. Despite that, the orange farm-pony stirred.

"Sc...Scootaloo? What're y'all... doin' here?" Applejack opened her eyes slowly and glanced towards Scootaloo.

"That doesn't matter right now! What happened?!"

"Ergh..." Applejack was clearly in pain. She winced as she lay there, and started to explain as best she could. "Big light... got caught in it... Rarity too... so many... spikes... got careless..."

"It's ok, you don't have to say any more, you need to get better," Scootaloo told her.

"Th-thanks Sugarcube..." Applejack closed her eyes again.

"Is there anything you can do?" Scootaloo asked, turning towards Drace.

"I've been told that we have a doctor on the way. Until then, we can't do much. None of the ponies in this castle know first aid."

"That seems like kind of an important thing to know, dontcha think?" Scootaloo asked.

"Well... yes, but..." Drace stumbled over her words.

Scootaloo interrupted, "Also, this is The Mare's world, isn't it? Where's all the spikes and cherries and stuff? I've only run into one thing so far that can even be considered a trap, and one of you bat-ponies saved me from it. I feel like I should have died by now! As weird as that sounds. I think there's something strange going on, and you're going to tell me what. Now."

Drace took a few steps away and back towards the window. "Look, I don't know anything, alright? If you want answers, you'll have to ask the master of this castle. He's the one who gives orders around here."

"The master of the castle, huh? Bring me to him. And while you're at it, try to find Rarity too. I want to know why she's not here taking care of one of her best friends!"

Drace narrowed her eyes slightly and glared at Scootaloo. "You know, you're pretty demanding for somepony in your position. You should really watch your tongue. You don't want to insult our master."

"I'll try to remember that when I ask him where The Mare's fortress is," Scootaloo beamed. "The way you talk about him, it seems like he'd know something. And if that's the case..." Scootaloo thought about the possibilities present now that she knew this castle had a "master." If she was still in The Mare's world, which was all but confirmed now, the situation couldn't go in very many directions based on what had happened up until this point.

Drace was silent for a few moments, never looking away from Scootaloo or even blinking. Finally, she spoke: "Very well. I will take you to him. But I'm not taking responsibility for you if you open your mouth and something stupid comes out, you got that?" Scootaloo simply nodded. "Good. Hop on." She lowered herself again and after Scootaloo got on, they both flew out the window again, leaving Applejack to hang in there. Don't worry Applejack. From what Applebloom says all the time about you, you've been through worse. Scootaloo thought as they soared through the rain.

They eventually made their way towards the center structure of the castle. Instead of flying through a window, however, Drace used the front door. It was even larger than the foyer's door, with giant metal hinges on both sides. Scootaloo hopped off of Drace's back and stood next to her while the bat-pony pushed it open. Inside, there were many more bat-ponies, each of them talking to one another as before, but there was a different atmosphere to the room. There were no ponies playing instruments, and there were tables that were all beautifully decorated with various assortments of flowers and candles. It was all surrounding an enormous staircase at the back of the room, with the railings inlaid with gold. It looked more like the Grand Galloping Gala than a simple party, really.

"Why is everything so fancy?" Scootaloo decided to ask Drace.

"I told you: We don't get guests often, so we're throwing a celebration in their honor."

"But Applejack is in serious condition! She can't even have fun at this 'celebration!' What are you thinking?!"

"Hm? Oh... ho-ho-ho," Drace chuckled, "You thought I meant the celebration is for them, I see now."

"Whuh? You mean the party's in their honor, but not... for them? What the hay does that mean?"

"Hee-hee, you'll see..." Drace winked at her. Scootaloo suddenly felt something in the pit of her stomach. It was that sinking feeling. She knew something was strange, but she didn't realize just how strange it was. Looking up, she saw that a bat-pony looked like she was about to say something at the top of the giant stairs.

"Attention everypony!" She stood up on her hind legs and projected her voice all across the room. "I am proud to introduce our lord and master, the one who has made all of this and more possible!" The chandeliers that were shining at the top of the room dimmed suddenly, as if by magic. "The wonderful, the amazing, the stupendous! You know him, you love him! You know I do." She winked. Much of the audience laughed a little. "I present to you: Count Dracula!"

The audience clapped their hooves wildly, some whooped and whistled as a grey earth pony in a black and red cape entered the room from a side door. His mane was black and slicked back. His blue eyes were just as piercing as those of the bat-ponies that applauded him, maybe even more so. He had slitted pupils, as well. He was accompanied by three mares, two of them bat-ponies. The other was a... pearl unicorn!?

"Rarity!" Scootaloo gasped.

"Ssh!" Drace scolded. Scootaloo didn't really care, but she remained silent anyhow. Rarity was dressed to the nines. She had a thin veil over her face, and a long cloak that covered most of her body. She walked with this "Count Dracula" character in step with the bat-ponies that accompanied him. As he and his posse reached the center of the top of the stairway, he spoke in a voice both deep and full of charisma.

"Thank you for that wonderful introduction, Sanguine." The bat-pony that had introduced him blushed a fiery red, visible even at the distance she was from Scootaloo and Drace. She simply nodded furiously and backed up while still facing him, bumping into a wall before disappearing through a door behind her. Dracula continued: "And thank you all for coming! Today is a momentous occasion, as you all know. We have two very special guests here with us tonight, and I've taken quite a liking to one in particular... Please, my lovely, would you lift your veil and show everypony your wondrous face?"

Rarity lifted her veil and let it drop over her back. She bowed graciously to the audience. "It is my greatest pleasure to meet all of you. I am Rarity! Pleased to make your acquaintance." Count Dracula smiled, revealing two very long fangs to match the bat-ponies under him.

"The other guest is... indisposed at the moment, but I will see to it that she joins us shortly. Now then, let us all begin the celebr-"

"Wait a minute!" Scootaloo shouted.

"Hm? Who dares speak out of turn?!" Dracula scanned the crowd, looking for the source of the interruption.

Scootaloo jumped into the center of the room. "That'd be me! What have you done to Rarity? Her friend is badly hurt and she's here rubbing elbows with you creeps?"

"Well, well, well..." Dracula said, tapping his chin and smirking. "It would seem that we have another guest in our midst. And not just any guest, either. I'd say that this one trumps our others in terms of importance. What do you think, my pretties?" All of a sudden, every bat-pony in the room turned to look at Scootaloo. All of their eyes glowed a bright yellow.

I was hoping I'd imagined the creepy glowy-eyes. Scootaloo thought.

"Indeed!" Dracula continued. "We have The Filly as our very special guest now! Give her a VIP welcome, would you?" With his last words, the bat-ponies, including Drace, all flew up and made a swarm above Scootaloo.

"'The Filly?'" Scootaloo wondered aloud. There was something about the way he spoke that made those words stand out. While she was pondering the meaning of this, the whole cloud of bat-ponies swooped in on her. There were so many of them attacking her, she didn't even know what did her in.

GAME OVER
PRESS 'R' TO TRY AGAIN

As Scootaloo floated there in the aether, so many thoughts went through her mind, she didn't know where to start.

"Why is Rarity in cahoots with that jerk? She should be at Applejack's side, or at least trying to find somepony to help her! Who is this 'Count Dracula' guy, anyway? And what is his fascination with all these bat-ponies? He didn't have any wings, after all. What is going on here? Also... what killed me that time?"

"Well, you see, so many of the bat-ponies smashed into you at the same time that your little insides became… outsides." The mysterious disembodied voice was back. "Very messy. It's quite the horrible night to have a curse."

"Oh. Hey there," Scootaloo said. "Thanks, that'll let me focus better. Have any other answers for me?"

"I'm afraid not. But hey, why don't you try going back and figuring those out?"

"Good idea. I need answers, and just thinking isn't going to help, is it?"

"Well, thinking helps..." the voice said, but Scootaloo was already gone.

When she woke up, she was at the entrance to the building where she was just bull-rushed into paste. Noting and ignoring some very good reasons for not doing so, she re-entered the giant door.

"Well, it seems I was correct in assuming you were The Filly. Congratulations," Dracula's voice greeted her. He was now on the ground floor of the room, with all of the bat-ponies behind him. The room was even darker than before, Scootaloo only being able to see what was going on because of the moon coming in through the windows. It also lacked all of the grandeur it had previously: the tables were gone, the decorations had disappeared, and only hundreds of glowing eyes greeted her.

"Yeah... that's right." Scootaloo said. She still wasn't sure why he was calling her The Filly, but she figured it might have something to do with how she could come back after being horribly murdered. "And y'know what that means, right? That means that you're goin' down."

Dracula laughed heartily. "Hahahaha! A spunky one, aren't we? Good. I like that. You'll be wonderful to drain. Isn't that right, my dear Rarity?" He turned to Rarity, who was standing beside him.

"Indeed." She smiled, revealing, to Scootaloo's shock, fangs identical to those of Dracula and the rest of the bat-ponies. "She has enough spunk to feed an army. How convenient..."

"Uh-oh." Scootaloo gulped. "She has fangs, too... Does... does that mean she's..."

"I'm surprised you didn't figure it out sooner, actually." Dracula said. "All of my companions need that special something. The thing that makes them perfect."

"Great." Scootaloo said. "Vampires."

"Correct!" Dracula clapped his hooves slowly. "I've been very busy preparing for your arrival, Scootaloo. I didn't know what you looked like, but The Filly has one thing that every other pony doesn't. The fact that you're here at all confirms my suspicions."

"You mean how I can come back after dying? Yeah, that came in handy when I was wiping the floor with the jerks that came before you!"

"'Wiping the floor,' you say? Ha! Don't be so bombastic, Scootaloo. I may not have known your appearance, but your deeds precede you." He began walking toward the little pegasus, grinning from ear to ear. "You tricked the fool Cherrylee into her own early grave, and you barely managed to escape Nightmare Moon's graveyard alive. Your only salvation was Nightmare Moon's misguided aspirations to a better life."

"She deserved better!" Scootaloo shouted. "The Mare created her without the power to control the moon in a place that didn't have any stuff to do! Of course she'd be upset! What kind of sick pony does that?"

"A sick pony that has the power to end you whenever she sees fit," Dracula replied.

"Yeah, well she can end you, too!"

Dracula stopped smiling. "Unlike Nightmare Moon and Cherrylee, however, The Mare did not create me. I have been around for centuries, silently awaiting the day when she would summon me again, so that I may spread my gift to the world."

"Equestria doesn't need your stupid 'gift!'"

"Equestria simply doesn't realize how wonderful it is, that's all. I have a way of... convincing it otherwise." Dracula waved a hoof to the side of him, making Rarity and the other two bat-mares retreat to the crowd behind them.

"What are you going to do with Applejack?" Scootaloo asked.

"Oh, the farmer? She has already received my present. She'll soon perish, and then she'll come back. Except then, she'll be perfect. Like her friend Rarity here. Isn't that right, my bride?"

"Yes, my love," Rarity replied from the front of the crowd.

"You!... You... you're not a pony!" Scootaloo pointed a hoof at Dracula. "Nopony would do this to another!"

"Oh?" Dracula grinned again. "And what might I be, then, little Scootaloo?"

"You're a monster!"

"A monster, you say? Well, you know what heroes do with monsters, don't you?"

"Yeah. They slay them! I may have felt bad for Nightmare Moon, and maybe even Cherrylee a little bit! But you... you're different. I feel... like I hate you."

"Well, your hatred of me will subside once you become one of us. I can make that happen, you know. Think about it, Scootaloo: you'll have a beautiful set of wings, able to fly wherever you will. You'll live forever, too, even outside of this world that holds your life force together."

"I'll never become one of you!"

"Heh heh heh... that's exactly what Rarity said before her rebirth. It was a marvelous sight to behold. And once The Mare is in control of all of Equestria, I'll be able to make your entire world see our perfection!" he bellowed with laughter.

Scootaloo was fuming. This horrible creature had stolen her best friends' sisters and turned one into a vampire, and was threatening to do it to her entire world! This has to end! she thought. But how can I beat him? I need something... I need help! Please... somepony, anypony! Help me beat this guy!

Dracula finished laughing. "Now then, it's time that you submit. You have nothing that can hurt me, let alone finish me off. Vampires are rather sturdy, you see. Now let's make this simple. Just stand still, and I promise it won't hurt for long..." He started towards her, fangs bared.

"No... don't let this be the end!" Scootaloo whimpered and tried to back away, but some bat-ponies flew over and guarded the door to make sure she didn't escape. "I didn't really think this through, did I?" she gulped.

"Just one bite, and it's all over, little one." He was almost to her.

Nowhere to run... nowhere to hide... it looks like I'm done. I'm so sorry, everypony, I tried my best. I guess I'm just not cut out for this... Scootaloo slumped down and sat on the floor. Her body had been exhausted from everything she had been through, and she just began to notice how much. Her knees were weak, her mouth was dry, and she hadn't eaten anything since she'd gotten here. She was just so focused on defeating The Mare that she hadn't paid much attention to anything else.

"There you go. See, surrendering wasn't so hard, was it?" Dracula was very close now. Another few steps and it would all be over...

If only I had something to fight him with. This is so unfair! Scootaloo thought. These jerks get all of the powers in the world, and I'm stuck with nothing! So lame...

"Unfair?" somepony who sounded close said. Scootaloo looked around for the source of the voice. It sounded very familiar. "Then all you need... is something to even the odds!"

A flash of light surrounded Scootaloo, making Dracula hide his face behind his cape and back up a ways. "What?! What is the meaning of this!?"

Scootaloo suddenly felt something touch her hooves. Instinctively, she grabbed onto it. It felt like... it felt like her scooter! But how?

"You forgot something within my realm, Scootaloo. Perhaps it will make your fight easier?" the voice said.

"Nightmare Moon! But how? You're alive?" Scootaloo asked, looking around for the mare of the night, but not seeing her anywhere.

Nightmare Moon laughed a little. "I was never truly alive to begin with, my little orange friend. But my unit carries within it the essence of my being. The Mare split some of her power into six pieces and gave it to your opponents. That is why they are necessary to open her fortress."

"I see..." Scootaloo said.

"My time is short, I don't have much power left in me. But please, take the rest of it. It will ease at least some of your weariness."

"Don't go!" Scootaloo tightened her grip on the scooter.

"I'm afraid I must... Now show him what you're made of! Like you showed me the error of this existence. Goodbye... my friend." Nightmare Moon's voice faded away.

"I will... I promise you that." Scootaloo agreed. As she said that, the light surrounding her faded as well, leaving her back where she was, except this time, she had her scooter with her. Her body also felt loads better. Whatever Nightmare Moon did, it worked!

"Equip up!" an overly enthusiastic voice rang out. "Scooter-shooter obtained!" The bat-ponies in the crowd gasped. Dracula scowled.

Scootaloo, already mounted on her scooter, saw that there were two buttons now attached to it, as well as two tubes on the front. She pressed one of the buttons, causing a single, spherical bolt of light to come out of the corresponding tube, whizzing past Dracula at high speeds and hitting one of the vampire ponies behind him. The pony in question promptly disappeared in a puff of smoke, making all of the other vampires shuffle around nervously, some even retreating to higher ground before they could get smoked as well.

"Sweet! And now that we're on even ground..." Scootaloo began, looking up at the startled face of Dracula and smiling.

"How did you...!?"

"Die monster! You'll never take over my world!" Scootaloo pressed both of the buttons, causing bolts of light to shoot from her scooter. Dracula barely managed to get out of the way in time. The bolts hit the wall near the stairs, making no visible marks.

"It shall not be by my hoof that your world shall be torn asunder!" Dracula retorted. "The Mare will do that, and for that purpose, I shall stop you!"

"Stop me!? All you've done is steal my best friends' sisters' souls and make Rarity your slave!"

"Perhaps the same could be said of you, you foal! What do you think those units are made of? You've stolen the essences of Cherrylee and Nightmare Moon! You're no better than a thief!"

"Your words are as empty as your soul! I earned these units fair and square! Equestria ill needs a pony such as you!"

"What is a pony!?" Dracula yelled. "Just a miserable little pile of friendship! But I've had enough of this talk. Have at you!" With that, Dracula took off of the ground and soared toward the crowd of bat-ponies near the stairs.

"What!? You don't even have wings! Cheater!" Scootaloo shouted after him.

Dracula landed on the top of the staircase. "Run, my maidens! I don't want to lose more of you to that accursed scooter!" The bat-ponies looked at each other and decided that that was good advice. All of them, including Rarity, who had apparently sprouted bat-wings as well, flew away through different passages and windows, leaving only Scootaloo and Dracula alone in the grand room.

"How dare you!" Dracula shouted at Scootaloo, his eyes glowing a bright red. "You'll pay for harming my brethren!" He reared up on his hind legs and forcefully pointed a hoof in Scootaloo's direction. Scootaloo saw a glow, and then saw two white orbs flying towards her in a spiraling pattern. Scootaloo flapped her wings hard and managed to dodge them, but saw that there were more headed her way as she made it through the room towards the staircase. Dracula was firing orb after orb, barely missing Scootaloo each time. But they were getting closer to hitting with each volley.

"AND he can use magic! What kind of crazy stuff is this!?" Scootaloo scooted under the stairway, where the orbs couldn't reach her. "Alright, batty, let's see you come down here..."

"You cannot hide!" she heard Dracula say above her. "This is my castle! I know every nook and cranny!"

"Come down here and say that!" Scootaloo shouted back.

"Coward! Hide under the stairs, will you? Well, I know a way to make you come out!" Scootaloo looked up and saw that the chandeliers above were now glowing a fiery red. The candles on them burned brightly, with flames so tall that they almost touched the ceiling.

"Neat trick!" Scootaloo said. "Next thing you know, you'll turn my hair green!"

Dracula cackled. "You know nothing of my magic, foal!" The flames suddenly leaped off of the candles that supported them and made their way to the ground.

"Oh." Scootaloo realized that she should probably get moving. The flames touched the ground and instantly set the floor ablaze. Scootaloo, lacking anywhere else to go, double-jumped up onto the stairway, managing to hop over the railing. She watched the floor below her burn as she turned around and saw Dracula standing at the top. She angled her scooter and shot at him. He nimbly jumped away before the orbs collided with him. He retaliated by swirling his cape around as a wave of giant cherries bounded towards Scootaloo. "Woah woah woah!" Scootaloo dodged, ducked, dipped, and dove through the cherries as they flew over her head, fortunately never making direct contact with her. As they were consumed in the flames, Scootaloo heard popping and sizzling sounds.

"To think I went out of my way to make sure you could travel safely to my abode. It took a fortnight to disarm the trees alone!" Dracula said.

"So that's why I didn't run into trouble until I got here!" Scootaloo said. "Well, you missed one! That bridge was in the worst shape! And I hit my head on some invisible thing!"

"That's why I sent out some scouts to make sure every pony in sight made it here safely. Wouldn't want you to die before I had the chance to kill you myself! You should be honored!" Dracula shot a spear of flame from his hooves. Scootaloo managed to avoid the brunt of it, but her tail was singed.

"Geez! Watch where you aim that!" Scootaloo pressed the buttons on her scooter and shot another round of orbs at him. Dracula tried to dodge out of the way, but two of the orbs punctured his cape as he retreated. The fabric that got hit by the orbs disintegrated, leaving the cape tattered and worn-looking.

"You've got quite the weapon there, I'll admit..." he said, "But my centuries of experience will prove it for naught!" He waved his hooves and a cloud of smoke enveloped him. Scootaloo squinted to see him, and fired off some shots into the fog. A figure emerged from the cloud and quickly dodged the orbs. He didn't look like a pony anymore...

"Hey! Where did you go?" Scootaloo asked.

"I'm still here, mortal! I've just changed a bit!" As the smoke cleared, Scootaloo could see the vicious form of what appeared to be a timberwolf, baring its teeth at her and growling.

"What's up with you? You're an earth pony! You shouldn't be able to fly or use magic!" Scootaloo said.

"If there's anything you should take away from this fight," Dracula growled, "it's that things aren't always as simple as they may seem. I may have been born an earth pony, but that doesn't mean anything against arcane might!" He roared and charged towards the pegasus, fangs dripping and eyes glowing green.

"Oh no you don't!" Scootaloo fired at him from her place on the staircase. It was a little hard to aim while at this angle. She noted that she should move when she had the chance. Dracula swiftly moved to the side and went to strike at her with a claw. Scootaloo quickly repositioned her scooter and shot furiously. Timberwolf-Dracula whimpered and fell back. Yes! Finally, one connected!

Dracula pounced back up to the top of the stairs as another mist surrounded his body. "I see the direct approach is probably not the best way to defeat you. That scooter has too much firepower. It's been so long since I've felt true pain. Very well, then..." Scootaloo took the opportunity to double-jump her way up the stairs and scoot over to the side so that she could move more freely.

Dracula had assumed his equine form once more.

"Yeah, yeah, I've seen that already. Can't you do anything cooler? Like, a backflip or something?" Scootaloo said in her best sarcastic tone.

"Grrr... you want a trick? How about this!" Dracula swirled what was left of his cape, but what appeared was not cherries this time. Instead, a pale spherical thing emerged and was flying straight towards Scootaloo. It also happened to be on fire.

"Is that the moon!?" Scootaloo shouted as she did her best to scoot away. Thankfully, the extra space allowed her to dodge into a corner, avoiding getting crushed against the wall by the immolated celestial body. Her scooter also appeared to be slightly faster than it had been earlier. As the moon struck the wall, it turned to dust, leaving the wall completely unharmed. Scootaloo had a feeling that wouldn't happen with her. "Dude! That is so unfair! Nightmare Moon really got cheated in the powers department, didn't she?"

"Nightmare Moon's power came from The Mare, and on top of that, she didn't use it properly" Dracula stated. "I have achieved this level of strength by my own efforts! And I know how to utilize it!" He fired another flaming moon at Scootaloo, who double-jumped over it with the small aid of her wings. While descending, she shot some rounds at the vampire, who was in the middle of casting another spell, and was struck dead-on with the orbs. He shrieked in pain.

"Gotcha!" Scootaloo shouted, touching down and hoof-pumping the air. "Ready to give up yet?" She had noticed that he didn't simply poof after getting hit. Looks like this was going to take a little longer than she thought.

Dracula groaned, but stood strong again. "Not by a long shot, you arrogant filly!" Another mist surrounded him. Scootaloo didn't waste any time firing into this one. She heard him howl in agony as the orbs hit him. As the smoke cleared, two gigantic wings unfurled and a giant bat swooped up into the air and headed for the ceiling.

"Was wondering when somepony around here would finally turn into a bat!" Scootaloo shouted after him, firing shots from her scooter. Dracula, in his new bat form, dodged out of the way effortlessly and took a position on top of one of the chandeliers. He then beat his wings furiously, causing a giant wind to blow around Scootaloo. The filly could feel the intense heat of the flames below being pushed up towards her. She scooted to the back of the room to escape the burning sensation.

"I know something that will make you hold still!" Dracula screeched from his perch. A dark mist formed as he wrapped his wings around himself. When he separated them again, what appeared to be a flock of chickens erupted from the mist. When Scootaloo looked closer, however, she realized that they were only partially chickens. Below their heads were the bodies of serpents. They squawked angrily as they flew directly towards Scootaloo.

"Cockatrices!" Scootaloo began shooting at them wildly. Many of them were too slow, and got hit by the orbs of light, promptly bursting into smoke. A couple got through the storm of bullets however, and managed to scratch Scootaloo on her right foreleg with their talons. Scootaloo winced, turned the scooter and fired at them, causing them to dissipate. Scootaloo inspected her wound, and found that her foreleg had suddenly become much heavier and grey. It had turned to stone! "Oh horseapples!" Scootaloo said.

Dracula grinned. "Perhaps now you won't be so eager to brag before the fight is over!" He leapt from the chandelier and flew across the room, screeching. Scootaloo could barely even lift her foreleg now, let alone use it to press the button on her scooter to fire. At least it hadn't killed her...

"I only brag because I know I'll win!" Scootaloo replied. She used her left foreleg to shoot as fast as she could. Dracula easily dodged all of her shots, since now they could only come from one side. He swooped down, his fangs ready to pierce her. Just as he was about to hit, she dropped her scooter to the ground and laid flat. Dracula's teeth missing by mere inches, he had to correct himself to avoid hitting the wall at the back of the room. Scootaloo got up again and fired some shots at him while he still had his back to her. The orbs hit, causing Dracula to shriek again and fall to the ground, where he was once again enveloped by mist.

"It seems I must teach you proper respect..." he said, becoming a pony once again, "...for your superiors!" He swirled his cloak once more, and a single giant cherry appeared from it. The cherry hovered in the air for a moment in front of Dracula. He made a throwing gesture, and it suddenly made its way towards Scootaloo, bursting into flame. It only being one cherry, she easily dodged to the side and let it pass.

"Seriously?" Scootaloo said. "I think I'm past the point where a single one of those is going to off me."

"Oh really?" Dracula said, crossing his hooves and smirking. "We'll just see about that."

"Hm?" Scootaloo followed his eyes and realized he wasn't looking directly at her, but behind her. She immediately turned her head around to find that the cherry had changed its course and was once again heading for her. She stumbled as she jumped out of the way, causing her to fall off her scooter, her stone hoof landing with a harder thud than the rest of her body. She got up as quickly as she could and remounted her trusty scooter, just soon enough to dodge another pass of the flaming projectile.

"You can't get away from it forever!" Dracula said. "Sooner or later, you're bound to slip up, and when that happens, it's back to the start for you!"

"Never!" Scootaloo shouted, jumping over the cherry as it blew past her. She had to think of something. What he said was true; she couldn't just keep running away from it. Then she had an idea. Maybe she could pull a repeat performance? She quickly scooted towards Dracula, watching as the cherry followed her every move.

"What are you doing?" Dracula asked, seeming slightly shocked at her strategy. He took a step backwards.

"Hope you're not allergic to cherries!" Scootaloo double-jumped over Dracula, landing on the other side of him, with the cherry closing in.

"No!" Dracula shouted. "I can't possibly dodge it, I'm done for! Oh Scootaloo, you tricked me! How courageous and clever you are!"

"Yeah, I know, right?" Scootaloo said, blushing.

"Just kidding." Dracula stopped the cherry in the air with his magic before it hit him. He then whirled around and shot it towards Scootaloo, who noticed that there was now another cherry coming for her as well. "I told you that I'm not as foolish as that silly Cherrylee. That trick won't work on me!"

"Ponyfeathers!" Scootaloo cried as she barely scooted away from the cherries, still hot on her tail. The deadly fruit chased her around the room, bolting every which way that she did, never even giving her a chance to stop. Dracula stood in the middle of it all, admiring the situation that Scootaloo was in.

"Run run run, as fast as you can! You can't escape!"

He's right! There's nowhere to go! I'll just keep scooting until one of them hits me! I've got to do something... Scootaloo thought. Argh, if only my right foreleg wasn't made of stone, maybe I could move around a little faster... hmmm. Hey! That's not a bad idea! Scootaloo's eyes lit up (metaphorically). She suddenly made a quick scoot towards Dracula again.

"This trick, eh?" he said. "Well, if you insist on making things even harder for yourself, I can whip up another cherry for you! I can do this all night!" He began conjuring the cherry with his hoof. Scootaloo kept up her charge and leapt up into the air. "Say goodnight you stupid foal!" he prepared to toss the cherry at her after she would leap over him. But this time, she did not double-jump over him. Instead, she kept going, straight towards him. "What?!" Dracula's eyes widened.

"Goodnight you stupid foal!" Scootaloo mimicked him, and using her entire body, managed to swing her petrified hoof at Dracula, slamming him in the face and knocking him to the ground. Scootaloo then landed on the other side of him and desperately shot as many bolts of light as she could from her scooter at his downed body.

"AAAAARRRRRRGGGHHH!" Dracula's cries echoed through the hall as the hail of bolts hit him. The cherries that had been chasing Scootaloo disappeared suddenly.

"Did I do it!?" she gasped, panting as she leaned against her scooter. She was getting tired again.

Dracula got up, but this time, he was shrouded in blood-red mist, his eyes glowing crimson with anger. He roared "No simple pony shall defeat me like this! Especially not one as foolhardy as you!" He started spinning rapidly in the air as he ascended towards the ceiling. "Now it's time to end this! Behold my true form... and DESPAIR!"

"Aw buck." Scootaloo said. She watched as Dracula spun faster and faster, obscured by the red fog. Lightning struck outside. One window broke with the force of the strengthening wind, scattering glass everywhere, and sending rain into the hall, quenching some of the flames on the floor below. Thunder boomed overhead, and then there was a sudden, muffled pop sound. Scootaloo looked up in dread, wondering what the true form of something so terrible could possibly be.

Plop

Her eyes widened as a red object dropped to the ground in front of her. The gale outside stopped, the storm seemed to subside. She blinked. Then she burst out laughing.

"You've... haha... gotta be... pffffteheha! Kidding me!" Scootaloo couldn't control her laughter. Before her sat a tiny, plump, juicy-looking sausage, no bigger than her hoof. "Heheh, lemme guess," she said. "It's a blood sausage! Ahahahahahaha! If you wanted to kill me by laughter, Dracula, man you are going about it the right way!" The sausage didn't move from its position. "Alright, alright, joke time's over. Come at me, bro." The meat stick remained stationary.

...

"Seriously?"

...

"..."

...

"Weeeeeell, okay then!" Scootaloo carefully aimed her scooter downwards and took a shot at the sausage. It instantly exploded, shooting blood and meat everywhere. Some of it splattered against Scootaloo harmlessly. Still kinda gross though. In the midst of all the carnage that was once the terrible monster Dracula, stood her prize: a wonderfully round, red sphere, glistening in the moonlight and shining of its own accord as well. Scootaloo picked it up and did her best to rub all the muck off of it.

It suddenly let loose a cry. "K.O.! Flawless Victory!" and fused with her hoof, as the others had done before it. Her other hoof had also become normal again. She stretched it and jumped around happily.

"Yes! I beat Draculaaa, I beat Draculaaa! Whoohoo!" She took her scooter for a victory lap around the room, and then suddenly realized how ridiculously tired she was. Before she knew it, she was fast asleep on the grand room's floor, snoring loudly.

- - -

When Scootaloo came to, she heard voices all around her. She felt a lot warmer than before. She opened her eyes a little, and got blasted with a bright light.

"Is that... the sun?" she asked nopony in particular. It seemed that the morning sun had vanquished the horrible night.

"Hey! She's awake!" someone said nearby.

"At last! Our savior is awake! Everypony, come on! The Filly has awakened!"

"There're those words again... 'The Filly.' What does that mean, exactly?" Scootaloo mumbled sleepily. She heard shuffling around her, and opened her eyes, shielding them from the sun with her hoof. She saw that all of the vampire ponies had gathered around her, and that she had been place into a really, really comfy bed. "Woah! Please don't kill me!" she cried, sitting up with a jolt.

The bat-ponies laughed. "What?" one of them said. "We're not going to kill you, silly! We want to thank you!"

"Bwuh?"

Drace approached her, smiling brightly. "We want to thank you for breaking the Count's curse on us. We really owe you one! No, make that two! You're our hero!"

"You were all under a curse, huh?" Scootaloo rubbed her eyes. "And it's over now?" Drace nodded. "Phew, that's a relief." She flopped onto the bed again. Then she sat back up again with a start. "What about Applejack and Rarity? Are they alright?"

"Yes, they're perfectly fine," said Drace. "Rarity has come to her senses, and Applejack is in fine condition, too."

"Thank Celestia. Where are they?"

Drace turned around and said something to the other bat-ponies. Two of them flew off down the hall. After a time, they returned with the two mares with them. Rarity was significantly dressed down, now, and had smears over her eyes, presumably from some eye-liner. She seemed to have been crying. Scootaloo noticed that she still had bat-pony wings, but she certainly didn't have the whole "mind-controlled" look to her. Applejack, in turn, also had wings, but looked a little better all things considered. She even had her hat on her head and everything.

When they approached the bed, Applejack was the first to speak: "Howdy, Scoots! You did a mighty fine job of gettin' rid of that vampire problem, didn't ya?" she tipped her hat to the filly.

"Heh, yeah, you could say that, I guess. I can't believe I actually won..." Scootaloo replied, smiling.

"I can't either..." Rarity spoke up.

"What, you sayin' you didn't want her to win?" Applejack shot a glance at the pearl unicorn.

"I'm not implying that at all!" Rarity responded, looking affronted. "I'm just saying he was so powerful... and handsome... and tantalizing... how in Equestria did you manage it, Scootaloo?"

"I... really have no idea, but it's over now, so let's just leave it at that, 'kay?"

"Sounds good to me!" Applejack said.

"So, guys... um, what's with the wings?" Scootaloo asked.

Rarity and Applejack both looked at their wings and shrugged. "I suppose it's a side effect of becoming a vampire?" Rarity suggested. "That means we're still..."

"Um... yeah," Drace spoke up. "The first thing Dracula did was bite you two, so you're in with us for the time being. Sorry..."

"Aw, shoot. I figured..." Applejack grumbled. "And here I was, ready to take the fight to this 'The Mare' character..."

"Well, it wouldn't be a problem if Dracula were still here, ironically..." Drace began, "But since he's been offed, we'll have to fend for ourselves. Since the traps are cleared from this area, we should be alright to stay in the castle, but we still need to feed..."

"And vampires feed on blood, don't they?" Rarity's eyes widened, her complexion becoming somehow more pale than it normally was.

"Yup. Afraid so." Drace answered her. "And the only pony with viable blood around here is..."

"...Me..." Scootaloo said. Drace nodded.

"Well, I ain't doin' it, no way, no how!" Applejack announced. "I'd rather starve than do that to her!"

"Everypony here shares your opinion," Drace said. "None of us want to feed off of Scootaloo. After all, she's the one who saved us in the first place. That would be horribly wrong..."

"Hmm... say," Scootaloo spoke up. "Do you have to drink it from the neck for it to work?"

"I... don't think so," said Drace. "Why?"

"Do you have any barrels?" Scootaloo asked. The crowd of ponies in front of her looked at each other in confusion.

Some time later

GAME OVER
PRESS 'R' TO TRY AGAIN

Scootaloo pressed the button. She ended up outside the giant wooden door to the building and went inside again.

GAME OVER
PRESS 'R' TO TRY AGAIN

Once she returned, she asked "How much longer do you think this'll take?"

"Let's see..." Drace said, looking at a clipboard that she had been scribbling on. "At this rate, only two more and we'll have enough for everypony for quite some time! Keep it up! You're doing great, Scootaloo!"

"Awesome!" Scootaloo entered the hall once more, and saw another empty barrel waiting for her. She hopped in, saw the familiar deadly fruit at the bottom, and collided with it. She exploded, filling the barrel with blood.

GAME OVER
PRESS 'R' TO TRY AGAIN

She appeared outside and went over to Drace for a hoof-bump. Then she went back inside once more. Hopping inside the last barrel, she did a little cannonball like she was jumping into a swimming pool.

GAME OVER
PRESS 'R' TO TRY AGAIN

She pressed the 'R' button one more time, and came back to see the crowd of vampire ponies waiting for her and cheering.

"I don't know how to thank you enough, Scootaloo," Drace said.

"Aw, it's nothin' really." Scootaloo said. "I feel like that would have happened a lot more if the traps hadn't been disarmed."

"Probably." Drace answered. They had a good, hearty laugh with each other.

"You know," Scootaloo said, "you guys are pretty awesome when you're not under some stupid curse."

"Thanks. You're just awesome in general, you silly filly."

Applejack and Rarity trotted up. "That's purty generous of ya, Scoots," Applejack said, looking at the collection of bloody barrels that were lining the wall nearest them. "I know I couldn't go through with all those explosions..."

"Well, that's why I'm on this journey. Nopony else can come back..." Scootaloo replied. "Speaking of which," she said, "Drace, do you know where I need to go next? I got here through trap doors, but I haven't seen one. Are there any around here?"

Drace thought about it for a while. She shook her head. "No, I haven't been told of any trap doors that lead to the next area in the castle. Although... there is that one room..."

"Oh?"

"Well, mast... um, Dracula, I mean, called it the 'Room of Divine Transportation.' Could that be the thing you're looking for?"

"Well, it sounds better than nothing. Let's go!"

Drace led Scootaloo to a rather square door. Lo and behold, a label that hung above the doorframe read "The Room of Divine Transportation."

"Looks like the right place," Scootaloo said. She pushed the door open to reveal a fairly small room with three lights hanging from its ceiling. In the floor beneath them, there were holes, one for each light. Next to three of the holes were plaques depicting the familiar faces of Cherrylee, Nightmare Moon, and Dracula. The other lights, of which there were also three, were turned off, with no portrait beside them, and no hole leading downward.

"As far as I can tell, you just jump into one of those holes, and it takes you back to the area in which you defeated those portrayed in the picture." Drace explained.

"Convenient!" Scootaloo said.

"Indeed."

"Well, I want to say goodbye to everypony first. Then I'll be off. Sound good?"

"...Yeah." Drace said, ears drooping.

"I'll miss you, too." Scootaloo said, winking and putting a hoof around her new friend. That made Drace smile again.

After gathering everypony around the Room of Divine Transportation, Scootaloo said her goodbyes.

"Y'all come back safely, ya hear?" Applejack said, hugging Scootaloo. "I don't wanna go home an' tell Applebloom that her best friend went off and isn't comin' back, you got it?"

"Oh, don't worry, Applejack," Scootaloo said proudly. "I'm gonna be The Mare! One hundred-percent guaranteed!" she beat her hoof on her chest as she spoke.

"Go get 'em, Scoots! We're rootin' for ya!"

"Yes, please come back safely," Rarity chimed in. "I don't want to imagine the look on Sweetie Belle's face if you don't return! And it would be simply dreadful if you weren't around to... 'play' in my boutique." Rarity's eyes shifted as she said the last words, but Scootaloo felt she meant it anyway. "Also... I'm so sorry about the way I acted. I wasn't myself, it seems. Can you ever forgive me?"

"Of course, Rarity!" Scootaloo replied. "It wasn't your fault you turned into a blood-sucking creature of the night!"

Rarity sighed, but smiled.

"Scootaloo." Drace said.

"Yeah, Drace?"

"I don't know for sure... but I believe that if you defeat The Mare, you'll have the power needed to free us completely from... our condition. That would be... really nice?" Drace smiled weakly.

"I'll make sure it's the first thing I do as The Mare!" Scootaloo assured her.

"Thank you so much..." Drace looked like she was about to cry.

Scootaloo patted her friend on the back and went off towards the Room of Divine Transportation, or RDT for short, scooter and everything else in tow. "Well, everypony," she said, "I'm off to defeat the next monster lined up for me! Wish me luck!"

"Good luck!" the crowd said in unison, hooves waving in the air, some ponies flying up and cheering.

And with that, Scootaloo decided that the best course of action would be to return to the start, where she had defeated Cherrylee. She couldn't explain it, but she felt that that particular area held more than what it seemed to.

"Take care!" she said, waved, and hopped down into the darkness below.

"Take care, you brave filly..." Drace said as she watched her friend drop down. "And good luck... you'll need it..."

Chapter 4.5: That is One Meeeaaan While

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As the morning sun rose from the horizon, it pierced the oval windows of Carousel Boutique, striking a unicorn filly's eyes and forcing her from slumber. Sweetie Belle stirred, yawned, and glanced around the fashion store, hoping for some confirmation that the whole ordeal was over. Perhaps her sister making breakfast in the kitchen? A ceremony celebrating the overthrow of The Mare? A parade being held in the honor of whoever managed to bring her down?

She found no such indication. She sighed and decided to flop back down onto the couch she had been sleeping on. She recalled her unease at using a bed at the Boutique while Rarity wasn't around, even if it was the guest one she commonly slept in. Face-down on the plush purple pillow, she decided to make a plan for the day. That's probably what Rarity would do if she were here.

Let's see, she thought, I should start by getting something to eat. I haven't really felt hungry since yesterday, though... No, I have to eat, even if I don't want to. What does Rarity keep in her kitchen? I think I remember seeing some carrots in there. Oh, but will she get angry with me if I eat them? But there's no telling how long she'll be gone, and I don't want them to go bad... "Ugh, even initiating is difficult without a sufficient baseline to begin with." Sweetie Belle rolled over onto her back and stared at the ceiling.

It had been a day since this whole debacle started. One day since Rarity and the other element bearers disappeared, and one day since Princess Celestia was blown to smithereens by a seemingly harmless fruit. Sweetie Belle didn't even want to imagine the kind of large-scale turmoil this would cause once word got out. Princess Celestia had been the only princess in Equestria for about a thousand years, and the main despot to turn to when something went awry. Now that she was gone...

At least there's still Princess Luna, Sweetie Belle noted, easing some of her concerns. But still, this is a serious matter. Even with the other princess taking over, Equestria will most likely be under some extreme strain. I hope her Majesty can handle it all... Abandoning her attempt to make a plan, the filly decided to get up off of the couch and trot to the kitchen in the unlikely event that she'd find her appetite return. Much to her expectations, the vicinity to the food did not make her tummy rumble. Her head started hurting, however. She rubbed it, but it did little to ease the ache.

Her parents had left her at the Boutique in her sister's care for the week while they took a trip to Manehatten. 'The big city's no place for a filly,' they had told her. She rolled her eyes at the irony. Depending on how long it took the news of Celestia's death to get there, she suspected they would return sooner or later. She did not just want to sit around and wait for them, though; she felt the need to keep herself busy. After seeing Scootaloo off yesterday, she had cleaned the entire Boutique from top to bottom. Except for Rarity's "Inspiration Room" of course. She had learned enough about messing with that room from the last time she tried to be helpful...

Rarity had scolded her rather harshly that day. All Sweetie Belle wanted to do was help, but instead she only made things worse. Fortunately, the two had managed to come to peace with each other before things got too sour, but some of Rarity's behaviors still confounded her little sister. Sweetie Belle then came to the realization that many of her activities while at the Boutique involved Rarity one way or the other. Whether it was watching her sew, being a guinea pig for the many filly-sized dresses she'd make, or just being together, Rarity was always the center of Sweetie Belle's attention. Now that her sister wasn't there, Sweetie Belle felt as though it was more than just Rarity's presence that was missing.

I wonder how Scootaloo is progressing? From what we have observed, her success is… statistically unlikely. But aside from Princess Luna, whose sister was no match for The Mare, and with the Elements of Harmony rendered useless, I do not see any other recourse. No other pony is willing to even approach the gate to The Mare's realm, let alone walk into it and emerge victorious. She tapped her chin with her hoof.

"There's got to be something we can do, isn't there?" she wondered aloud. "I'd better go check on Apple Bloom and see how her and the rest of her family are holding up without Applejack. At least they have each other left..." She walked towards the exit and opened the door. The morning was still young, but if she knew the Apple family like she thought she did, they would have been up long before her.

---

As Sweetie Belle approached Sweet Apple Acres, she caught a whiff of something on the air. Her face scrunched and distorted as she quickly tried to cover her nose, but alas, the damage was done. Her head spinning, she kept going, despite her better judgement. Besides, Apple Bloom could be in trouble and that's the last thing Sweetie Belle wanted. Pushing through the stench, she continued to the front door and knocked.

She was met with silence.

"No…" she felt her heart rate begin to rise as she rushed for the backyard. Once there, she screeched to a halt and let out a large sigh of relief. There they were: the Apple family gathered around a giant stewing pot sitting on a sizable campfire. As Sweetie Belle breathed in again, she was given a painful reminder of the putrid air around her. Her resulting coughing fit roused the Apples' attention.

"Sweetie Belle!" Apple Bloom called out, making her way over to her friend.

Cough! Cough! "Ugh… Apple Bloom," Sweetie sputtered. "I'm so glad you're all right, but… what is that smell!?" It took everything she had to not gag continuously. She then noticed a clothespin on Apple Bloom's nose. Looking up, she saw the rest of the Apples wore similar ones.

"It's those stinkin' giant fruits!" Apple Bloom responded, furrowing her brow. "They're turnin' all our apple trees into cherry trees! And you can bet every one of 'em's ready to fall on ya if ya take one little step towards 'em…"

"That's terrib-" cough! Cough! Hack! Sweetie wasn't sure how much more of this she could take. The stench was making her headache worse on top of it all.

"Oh! Sorry!" Apple Bloom rushed into the kitchen and brought out another clothespin. "Here ya go. It doesn't do awful much, but it helps."

"Thanks," Sweetie said, clipping it onto her nose. Apple Bloom was right; it didn't help much, but at the very least it took the edge off. "By the way," her gaze turned to the rest of the Apples, as well as another pony she didn't know. "What are you all doing back here?"

"C'mon, I'll show ya," Apple Bloom gestured to the group and trotted back to it. Sweetie followed. "Ya see, we don't really know much about cherries, 'specially giant ones. So we brought in some help from Cherry Hill Ranch over in Dodge Junction. Sweetie Belle, I'd like you to meet Cherry Jubilee!"

Cherry Jubilee was an off-white earth pony with a red mane done up to look like a bonnet, but with a ponytail hanging off. With a cutie mark of a couple of cherries and a beauty mark on her face, she smiled warmly at Sweetie Belle. "Now who is this pretty little filly?" she asked, voice slightly altered by the clothespin she shared with the rest of those present.

"I'm Sweetie Belle," the young unicorn answered simply. "It's good to meet you, Ms. Jubilee."

"Land sakes, darlin', no need to be so formal! Cherry Jubilee or just 'Cherry' is fine, and it's so good to meetcha as well! When I heard there was trouble brewin' in Ponyville that had to do with cherries, I just couldn't help myself but to come and see what's goin' on!"

"Have you figured anything out about the cherries, Ms... er, Cherry Jubilee?"

"I do believe I have. Turns out, these cherries aren't all that dangerous after all!" Cherry Jubilee raised her head and chuckled a bit.

Sweetie Belle stomped the ground. "What? Just yesterday one of those things made Princess Celestia herself explode! How can you say they're not dangerous!?"

"Oh my, I'm sorry youngin, I should have been more clear. Y'see, the cherries, as they are naturally, are of course as hazardous as you say. However, I've come to believe that this isn't because they're that way all the time! There's something about 'em that makes 'em that way!"

"I'm afraid I don't follow..."

Cherry Jubilee led Sweetie Belle to the stewing pot, the source of the horrid stench. "Take a peek!" Sweetie looked inside to see the fruity abominations within. They were bouncing along with the current in the pot, and didn't move an inch. The water, she noticed, was a putrid shade of purple.

"If my theory is correct," the cherry expert began, "then a few more hours of boilin' 'em and these cherries'll be as sweet and delicious as any ol' normal ones!"

"So boiling them supposedly makes them less dangerous..." Sweetie thought aloud. "Fascinating. How did you come to this conclusion?"

"They're poisonous!" Cherry Jubilee said happily.

---

Scootaloo positioned herself on top of her scooter as she fell, ready for the impact the ground would inevitably bring. She did recall the holes in this place being rather large though. She wondered how long it was going to be before she hit bottom.

With her recent victory over Count Dracula, she was pumped! She was ready for anything! She was stoked to get this adventure on the road! She was… getting kind of cold what with the long fall and all.

"Starting to get tired of all these holes," she grumbled. "I mean seriously, if this is going to happen every time I-" The wind rushing up past her suddenly stopped as she felt herself touch ground slowly. "Oh. All right, it's about time! Now where do I…?" Scootaloo looked around, seeing only darkness on every side with no sign of her original destination. "Hey! What gives here!? I was supposed to be back in the first area!"

"That would be ME, runt!" the voice of The Mare echoed around her.

"Woah! You!" Scootaloo readied her hooves on the two buttons mounted on her scooter, preparing to fire at the first sign of movement.

"Yeah, me!"

"What do you want!? You gonna try to take me on right here, right now? Well, bring it on! I'm ready for you! Show yourself and we'll get this party started!"

"Oh, you know, I just thought I'd check in on the up and coming smear on my carpet. Want to make sure you're going to match the rug I have now, ha!" The voice came from Scootaloo's right. She quickly fired in that direction, the shining bolts of light doing very little to illuminate her surroundings. Either way, it didn't look like she hit anything.

"Oh come on! Get out here and fight me like a mare!" Scootaloo shot around wildly, making equally useless bolts fly out in every direction.

"I'm not actually there, stupid," The Mare retorted. "Besides, I'm not just a mare - I'm THE Mare! I just don't feel like coming out and seeing your sorry face personally just yet. It's WAY more fun watching you bumble about my world trying to collect those units. Nah, in the meantime, I'll be sitting pretty in my fortress."

"You coward!" Scootaloo spat. "Staying locked up inside your fortress while sending out ponies like Cherrylee and Nightmare Moon to do your dirty work… I bet you can't even fight!"

"Three-hundred and seventy-eight," The Mare said.

"Huh?" Scootaloo raised an eyebrow.

"That's the three-hundreth and seventy-eighth time I've been called a coward. I had to write it down. Sorry, what were you saying? I had a nasty bunch of dumb-filly-being-too-big-for-her-britches in my ear!" The Mare cackled.

"Ugh! Did you start talking to me just to insult me!?"

"Nope! I also wanted to see what I was up against. Normally I don't really give two feathers if somepony beats up the first two of my unit holders, but I've known that Dracula guy for a while and he doesn't go full sausage on just anypony. Granted, that trick with the sausage has got to be the dumbest thing I've ever seen him do, but hey, the rest of his tricks were epic enough!"

"Yeah, I'm pretty awesome, aren't I?" Scootaloo said, puffing out her chest.

"Meh. Your score for that guy was a little low, I've seen better. Though he didn't kill you himself, so that added a few. Hard to find good help these days. He was getting a little old, too. Bet he smelled really stale!"

"I couldn't tell through all the fire! Also, you're keeping score!? What is wrong with you? Princess Celestia was right: This is all just some crazy game to you, isn't it?"

"What, you think that toying with ponies and watching them die horribly while I sit back and watch in uncontrollable laughter is a game to me? Well… you're RIGHT! It's hilarious! I've never had so much fun in my entire life! It's the absolute best, are you kidding? You should try it some time," she added, giggling darkly.

"No way!" Scootaloo shouted. "I'm coming to kick your sorry flank off your throne and put things right!"

"Yeah, yeah, sure," The Mare responded absently. "That's what they all say. Until I grind their bones to paste! Then use that paste to stick pictures of me grinding their bones to paste on my wall. If any of them were breathing anymore, I'm sure they'd find it amazingly humorous."

"You're so messed up!…" Scootaloo felt herself take a step back.

"Hoo boy, that's a common one, let's see…" Scootaloo heard the sound of paper being flipped over, like a notepad or a large book. "Yeah, I knew it! Four-thousand eight-hundred and fifty-five times!" The Mare released an impressive yawn. "You know, over the course of thirteen centuries, you'd think ponies would come up with some pretty creative insults. You'd be wrong!"

The orange filly rolled her eyes and sighed. "So why are you talking to me? I've got things to do. Like beat you just like I beat Dracula! Cherrylee was weird, and Nightmare Moon was lonely, but you? You're…" Scootaloo stopped herself. "Forget it, you'll just write it down or something. Get to the point!"

"Hahaha, the 'point,' huh? Whatever you say! I'll be looking forward to watching you find the next unit. Try to keep it interesting, would ya, Filly? Oh, and by the way… I'm getting kind of tired of you taking the easy way out of things."

"EASY!?" Scootaloo spat. "I've lost track of how much stuff has killed me! Have you even been paying attention!?"

"Ha! Aww, so widdle Filly thinks she's rough and tumble just because she's died a bunch? Don't make me laugh! Let me draw the curtain back for you, kid: Cherrylee was stupid, Nightmare Moon ended up going crazy and helping you out, and Dracula was waaaaaay too arrogant, disarming all those traps that I so carefully and lovingly placed just for you! Trust me, chump, you've been hitting Easy Street all over the place!"

Scootaloo opened her mouth to retort, but, pondering The Mare's words for a few moments, shut it again. As much as she hated to admit it… The Mare was right.

"So, to fix this problem, I dusted off an old relic of mine!" The Mare continued. "I have this button labeled 'Hard Mode.' Gee, I wonder what happens if I press it?" Scootaloo heard a loud BEEP! "Oops! Hoof must've slipped! See ya later, loser!" The Mare gave one final round of laughter before her voice faded away.

"Wait, what!?" Scootaloo's eyes went wide. "What do you mean 'Hard Mode?' It gets harder than this!? Hey! HEY! ANSWER ME!" But The Mare did not respond. "Argh! Whatever! Let's just get going." She scooted along, mumbling some choice words for if she met The Mare again. No… not if… when. Yeah, that was her story, and she was sticking to it.

---

The image of Scootaloo in the crystal ball faded. Twilight Sparkle heard loud creaking coming from the chair that The Mare laid back on.

"So!" The Mare turned around to face Twilight. "What didja think? Little runt doesn't even stand a chance, does she? Not like her size even matters!"

Twilight clenched her teeth. What's Scootaloo doing here!? Her heart began to race as she thought of how a little filly, even one as rambunctious as Scootaloo, could have even survived up until this point.

"Yo! Purple unicorn star thing! You deaf or something?" She banged a hoof on the metal that surrounded Twilight, causing a rattling sound to echo through the room.

Twilight covered her ears as they rang. "No! I just… have other things on my mind."

"Ugh, you're so boring! Why'd you have to be so boring!?" The Mare turned back to the crystal ball. "What else is going on…?" She waved a hoof lazily in front of the glowing sphere propped up before her. The image twisted until it formed a concise shape. A yellow and pink shape.

"Flutter-!" Twilight gasped and put a hoof over her mouth.

"Hahaha, found another one, did I?" The Mare chuckled. "Wonder how much she's worth? From the way she's shivering, I'd guess not too much. Still! A score's a score!"

Twilight sighed and wondered how this situation could have gotten so utterly hopeless so quickly. She glanced at her cage, if one could even call it that. The bars were almost comically spaced apart as to allow free access to the outside. All she'd have to do is walk through. She hadn't dared, however, seeing as how the first time she tried, spikes seemed to fly from every direction at her, nearly impaling her from all conceivable angles. She had learned to stay put since then. Teleporting was out of the question as well, as she had no idea where she was, or what would be waiting for her at her destination.

"Why are you doing this?" she asked The Mare.

"Oh jeez, you're even more boring than I thought. I actually stopped keeping track of how many times I've been asked that one. You wanna know why I do this? Why I wanna have deadly spikes and cherries fill Equestria and turn it into a land of death?" She came uncomfortably close to the cage. "Well?"

Twilight gulped. "Y…Yes. I want to know why. Why you insist on tearing the world apart!"

"All right, purple unicorn star thingy… I'll tell you why." Her face inched closer to Twilight's.

"What is it?" Twilight stood firm, The Mare's nose almost touching hers.

The Mare flashed a devious grin. "BECAUSE IT'S FUUUUUUUN!!!!!" she shouted at the top of her lungs.

Twilight shambled her way towards the other end of the cage, nearly keeling over with pain. She clutched her skull with both front hooves, trying to get her ears to stop ringing, and also to get The Mare's hideous laughter out of her head.

"You should have seen the look on your face!" The Mare said, coming down again from her laughing fit. "You totally fell for it! That was the best! You were all 'oooooh, look at me, I'm so brave, standing my ground against the big bad meanie The Mare!' Priceless!"

"Ugh… do you ever take anything seriously?" Twilight managed to say over the pounding in her ears.

"Sure I do!" The Mare proudly lifted her nose up in the air.

"Name one thing…"

"One thing I take seriously? Fine! Games!" she answered without hesitation.

"I should have known," Twilight said, monotone. "Games, huh?"

"Games and winning them!" The Mare added, lying back in the chair she was in before.

"Naturally." Twilight found that her hearing was more or less back to normal.

"Good thing, too," The Mare took a cup from the table in front of her and drank deeply from it. "Otherwise, somepony might take away my title! Can't have that, can we?"

"Oh no," Twilight mumbled sarcastically, "can't have that… wait…" something clicked in the unicorn's head. "So you're saying that, if somepony beat you in a game, you'd have to give up being The Mare?"

"Yup!"

"No strings attached?"

"Nope!

"It's that simple?"

The Mare belched. "If you consider beating me in a game simple, that is."

Twilight's head raced with the new possibilities. There was a way! She could save Equestria! All she had to do was beat The Mare in some sort of game…

"Does it… matter what kind of game?" she asked. The more she knew, the better.

"Let's see," The Mare scratched behind her ear. "The game has to have rules. You can't win in something stupid like a 'best smarty-pants purple unicorn thingy' contest."

"That makes sense. Also, my name's Twilight Spa-"

"Don't care! You are forever engraved into my mind as 'smarty-pants purple unicorn thingy.'"

Twilight took a deep breath. She couldn't let The Mare get to her any more than she had already. "Is there any other rule I should be made aware of?"

"Huh? Wait, wait, you think YOU can beat ME? Ha! That's the most hilarious thing I've heard in a loooong time! There's no way a boring wad of dullness like you has a chance against me!"

"Is that a hint of hesitation I hear? Don't think you can beat me?" Twilight grinned.

"This is TOO good!" The Mare began laughing again. "All right, I take back what I said about you being boring! What's your special talent? Comedy? You're absolute GOLD!"

Twilight cleared her throat and waited for The Mare to stop her insane laughter. "Ahem. I, Twilight Spa… fine… 'smarty-pants purple unicorn thingy' hereby challenge you, The Mare, for your title, throne, and power."

"Heh," The Mare wiped the tears from her eyes. "You're actually serious about this aren't you?"

'Smarty-pants purple unicorn thingy' nodded.

"Well then! I guess I have a title to defend, then! What's your game, O' Puny One?"

"Have you ever played... chess?" Twilight asked.

"Never heard of it," The Mare replied. "It's sounds really boring."

"Far from it!" Twilight retorted. "It's one of the most engaging and skillful games in all of Equestria! It involves thinking about each of your moves carefully and considering what your opponent might do afterwards, not to mention what you'll do after that… it's a wonderful test of intelligence and tact!"

"Yeah. Like I said: boooooooooooriiiiiiiiing!" The Mare turned in her creaky chair, glancing back at the crystal ball.

"Do you refuse my challenge? That means you forfeit and I win!" Twilight didn't actually know if that was the case. She stared at the back of The Mare's head, waiting, hoping for a response. The Mare drunk deeply from her beverage, but said nothing.

"Did you… hear me?" Twilight asked eventually.

"You'll need to tell me the rules," The Mare said, not turning back. "Also, is there some sort of board involved? Or a wheel, or a pair of dice?"

Twilight's heart lifted. She couldn't believe this was actually happening. She'd been playing chess for most other life, and The Mare had never even heard of it until a few minutes ago!

"Yo! Talkin' to you!"

"Oh! Yes! I mean, yes, there's a board and pieces involved, but that's all. I have a complete set in my house! I could just go and…" she risked placing a hoof outside of her cage. She immediately withdrew it as a spike launched itself towards where it had been.

"I don't think so!" The Mare turned back around. "You're not leaving this place, got it? So get comfy."

"So then how are you supposed to accept my challenge? You can't just conjure a chess board out of thin air, can you?" Twilight huffed.

"Nope! But… I have a better idea! I'll go get it for you!" The Mare's chair creaked loudly as she rose from her sitting position. Standing up to her full height, Twilight had to crane her neck to maintain visual contact with The Mare's eyes.

"You'll… go get it?" Twilight repeated, heart dropping into her stomach. "But it's in Ponyville."

"Exactly! I figure it's about time I visit my future stomping grounds. So!" The Mare leaned down to face Twilight once more, "Where do you live?" She grinned, visibly unable to contain her giggling.

This is not good. I can't tell her where I live! Spike's still there! He'd be in such danger, not to mention what might happen to the rest of the town… I can't do that. Ears drooping, Twilight lied herself down on the cold metal floor.

"Something wrong, Miss Defiant-pants?" The Mare snickered.

"N… Never mind…" Twilight couldn't allow such a thing, even if it meant a chance at victory. The town and the ponies who lived there meant far too much to risk their lives.

"Not gonna tell me, huh?" The Mare raised her head once more and turned as though to sit back down, but stopped half way. "Then I guess I'll just have to find it myself!"

"What!?" Twilight gasped, shooting straight to her hooves once more.

"I wonder where you put the board? Now that I've heard about this 'chess' thing, I'm really curious! I bet you put it under somepony's floorboards, right? Those are great for hiding stuff! Or maybe you had somepony swallow it to keep it safe! Oh, don't worry, I'll be sure to check every single place I can think of!"

"No… no no no!" Twilight cried. She's going to go anyway! What have I done!?

"Then where is it?" The Mare flashed a toothy smile.

"It's…" There wasn't anything to be done about it now. This was her only chance. "It's in the Golden Oaks Library, upstairs in my room, under my bed. It's the giant building that's made out of a tree. Just… promise me you won't kill anypony."

"Hmm… I don't know, it's kind of my thing."

"I won't teach you the rules otherwise!"

The Mare sighed and pouted slightly. "Pfft, fine. I won't kill any pony."

"Phew…" Twilight sighed.

"Under one condition."

Twilight was pretty sure if her heart could sink any lower, it'd be flopping around on the floor. "What condition?"

"Her," The Mare pointed at the silhouette of Fluttershy in the crystal ball. "I wanna know where she lives, too. That's all."

"What? Why would you need to know that?"

"Does it matter? My carnage hoof is getting twitchy! Spit it out!"

Twilight didn't like the sound of this… but there wasn't much she could do about it. "She lives in a cottage near the forest, just past the stream."

"All I needed to know! One chess game, coming up!" With that, The Mare started galloping down the hallway, Twilight's cage rattling with every drop of her hooves.

Twilight was alone. 'What have I done?' she thought.

I Wanna Be The Mare!: The Movie: The Game: The Fanfic

by Grandosco

Chapter 1: They're More Like Giant Cherries

Chapter 2: Schoolhouse Rock

Chapter 3: Lunacy

Chapter 4: Castle Mania

Chapter 4.5: That is One Meeeaaan While