Waking Nightmares

by Jonathan "KnightMysterio" Spires

Chapter 21: Brutal Sniping- Part 2

The disclaimer about copyrights from the last chapter will apply to this and all future chapters. This story starts immediately after the events of Chapter 20. Note about my tumblr: If something happens there that looks like a scene instead of a question answered, then unless I say otherwise it's canon to the story. Also, I would appreciate any help in keeping the TV Tropes page for Waking Nightmares updated and edited. Thanks in advance.

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BLU Base...

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Nightmare Brutality gently stroked Rainbow Dash with the massive, saw-like machete he had manifested. "All right, my chromatic sheila... Let's see how much blood's in ya..."

He traced the knife over her chest, moving slowly down her gut, ready to maim and mutilate.

He was interrupted, however, when he heard an alarmingly familiar sound.

BE-BEEP *chrrr*

"Oh hell..." the Nightmare muttered. He whirled, only to find himself face-to-face with a shining robotic alicorn made out of crystal, glaring at him with her horn blazing. Nightmare Brutality tried to thrust forward with the knife, but a pair of chainguns popped out from her sides, peppering him with magical bullets and driving him away from the others.

"You... You're Engie's bloody Gem Sentry!" Brutality shouted, confused as he shielded himself with a wing. "But how?! Your AI wasn't finished being programmed!"

Gem Sentry spoke briefly, but all that came out were electronic warbles and beeps. She frowned, briefly confused by this, and shook her head, keeping up her barrage.

"Heh," Brutality said, grinning as he was slowly pushed back by the barrage. "Engie never programmed a proper voicebox in ya, did he? He cared more about your GUNS than your personality! You're just a weapon to him!"

Gem Sentry scowled. She may not know much, considering she's only been activated for about five minutes, but she knew that her father definitely cared about her. She opened her mouth, revealing a speaker embedded deep in her throat, and screamed, a powerful sonic attack blowing Nightmare Brutality out of the room and out of the building, the walls he slammed into shattering like glass.

Outside, Nightmare Brutality landed hard, bouncing through the dirt. "Bloody hell..." he muttered. "A fucking robot alicorn..." He hated to admit it, and indeed the very thought of it was anathema to him, but he needed a plan...

He took to the sky, retreating for now. But he wasn't anywhere near done.

Gem Sentry chirped, and then looked around at the still-sleeping ponies, frowning worriedly. Glancing at the clock, she saw it had been three hours since they had gone to sleep. She looked over them all, her computer brain doing rapid calculations. She frowned at the horn on her head, wondering if she could cast a waking spell of some kind.

She shook her head, frustrated. Weapons, she understood. After all, she was one. But magic? She bit her lip, knowing that it was risky, but she had to try. She couldn't let her father and the others sleep eternally, especially with that corrupted version of their teammate out there.

She closed her eyes and concentrated, focusing the magical energies flowing through her into her horn, concentrating on the phrase 'WAKE UP.' She visibly strained, her blue magical aura taking shape, forming a quartet of rockets from a normal sentry swirling around her horn again and again. As she focused, the glow of the magical rockets grew more and more intense. She opened her eyes with a gasp as the glowing aura rockets flew out from her horn, splitting into eighteen and striking the heads of each of the BLUs, Elements, and Spike.

"Wha... wha's going on?" Spike said. "I was having the nicest dream..."

"Better than the one we were having," Rainbow Dash said. "Freakin' Nightmare Moon tricked us, trapped us in a snare and turned Sniper evil." She looked around worriedly. "Where'd he go, anyway?"

"And how did we wake up?" Rarity asked.

"I think I know..." Twilight said softly, pointing at Gem Sentry.

"Oh mah God..." Engineer said as he looked Gem Sentry over. The robot alicorn beeped happily, and nuzzled Engineer. "But how..."

Gem Sentry spoke at length, making sounds that to the BLUs just sounded like the noises a regular sentry made.

"Uh... I didn't quite catch that," Trixie said. "Again please?"

Engineer blinked. "You DIDN'T understand that?" he said, honestly confused. "Ah did."

"As did I," Rarity said, visibly surprised.

"Me too," Pyro said, giggling. "She has a pretty voice!"

Gem Sentry blushed, grinning.

Scout just nodded slowly. "Okay then... so what'd she say?"

Engineer had a bemused look on his face as he contemplated the fact that only he and Pyro could understand Gem Sentry. "Well... From what she remembers, her programming was finished by a pony in a hooded sweatshirt, one that prevented her from seeing what species he was. He left soon after, and almost immediately Sniper turned into... what did you call it? Nightmare Brutality?"

Gem Sentry nodded, beeping.

"Eesh..." Scout muttered. "Less of a mouthful than Christian Brutal Sniper at least. Sillier sounding, though..."

Engineer nodded, ignoring Scout. "He was about to cut into Rainbow Dash when she stopped him, chasing him off," he finished.

"Our colleague is still out there, ladies and gentleman," Spy said. "We have to stop him before he hurts anyone. Zis new Nightmare seems to have none of Sniper's professionalism and is about as subtle as a drunken Barricade, so we may be able to find him easily."

"He's still smart like Sniper, though," Rainbow Dash said. "We have to be careful." You protected me all this time, Sniper, she thought. I'm gonna protect you now.

"The things you wake up to sometimes," Spike muttered, wishing he had stayed asleep.

Twilight frowned, nodding to Rainbow Dash. "Let's go look for him, then," she said. "We can figure out what to do with Gem Sentry later."

"Yeah, maybe we'll crown her a princess or something," Scout said, rolling his eyes.

Everyone stared at him. He shrugged. "Well, every other alicorn we've seen has been a princess," he said.

The Elements traded amused looks. Twilight just held her tongue. Gem Sentry beeped, as if considering that, and made a pleased-sounding chirp, grinning widely.

"Marvelous," Engineer said, chuckling. "Y'all done put the idea in her head now."

The banter helped a little, lightening the mood somewhat. They still had to find their friend, though. As they dashed into town, Demoman and Zecora pausing only long enough to pick up the saddlebags they had brought and Spike hopping up onto Twilight's back, Derpy paused, looking worriedly into town.

"Derpy?" Soldier asked. "What's wrong?"

Derpy frowned, and shook her head. "I just... had a really bad feeling all of a sudden..."

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

At a peaceful home...

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Dinky slept comfortably in her bed, dreaming peaceful dreams. She was startled awake by something sitting on her bed with her. Yawning, blinking her eyes tiredly, she looked up.

When she saw the tall, slender, faceless pony in the black suit coat sitting on her bed, she gasped, hiding under the covers, whimpering.

Nothing happened, however. She cautiously looked out from her covers at the faceless pony. She had the oddest feeling that the faceless pony was smiling warmly. She gulped nervously, lowering the covers even more... and noticed the plate that had appeared next to the faceless pony.

On the plate was a double chocolate chip muffin. Freshly made, if the warm smell was any indication.

Dinky smiled.

And then the tentacles lashed towards her.

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Elsewhere...

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Minuette, the Doctor, and Orion struggled desperately in their bonds, trying to force their way free of the vines. Minuette finally managed to free her horn, and levitated her knives up, shredding her bonds. Gasping for breath, she shook her head to clear it and freed the Doctor and Orion.

"That could have gone better," Orion said as he brushed leaves out of his mane.

The Doctor huffed. "Such terrible evening service at this restaurant," he said. He peered at the sign, realizing it had been closed for five hours, and sighed. "And of course it was closed, this late in the night..."

Minuette frowned. "Cheerilee was probably compelled to come here and the Masky impersonated the staff. How long were we trapped?" she asked.

Orion checked the clock and grimaced. "Three hours. Nightmare Gardener's been on the loose for three hours. Everypony is else probably in bed by now..."

The Doctor fiddled with his sonic screwdriver, the device making a shrill noise as it was waved about. He began to pace. "Right! Well then, what to do. We're facing off against a vastly superior opponent who can kill us at any time and plans to murder all or at least most of the children in Ponyville. We're outmatched, outpowered, and generally outdone in every way."

"Real good at boosting morale, Doc," Orion quipped.

"Hush, I'm not finished talking," the Doctor said. "The question is how can we find her, and how can we defeat her? A difficult question, with some difficult answers. Annoyingly, we don't have the TARDIS to travel around like we used to, so we have to explore other options that I'm not too fond of..."

"Such as?" Minuette asked, frowning.

"Still not finished talking!" the Doctor said. "I'm not fond of these options but we need to make use of them nevertheless. Jack, you go find Barricade and get her involved. You can talk anypony out of their pants, so it should be easy for you to get her help on this, since it's something she'd do anyway. River, go find the mercenaries and convince them to let you borrow Pyro. If you want to fight plants, you get fire. I'm going to go look for Nightmare Gardener."

"And what will you do when you find her?" Orion asked, frowning.

"HOW will you find her?" Minuette asked.

"In answer to the second question, she's a plant pony. I'll just look for great conglomerations of flora. As for the first question, I'm going to talk to her. I like talking. I'm good with my mouth," the Doctor said, smirking.

Orion couldn't resist giggling. "'Good with your mouth?' You DO realize what sort of images that puts in my head, don't you?"

Minuette giggled.

The Doctor blushed, giving him a frustrated look. "I just crafted a brilliant yet makeshift plan to stop an evil plant pony and you're standing here making lewd jokes!" he said, making a shooing motion with a hoof. "GO!"

Minuette and Orion ran off, the Doctor rolling his eyes. "For Heaven's sake," he muttered, looking at his screwdriver's readouts. "All right then, veggie monster... Where are you hiding?"

He walked back into the silent town, his screwdriver buzzing as he searched for signs of Nightmare Gardener. As he did, though, he glanced over at a statue next to the fountain in the center of town.

A statue of an alicorn with its forehooves over its eyes.

Sweat appeared on the Doctor's brow, a frightened look coming to his eyes. No no no, it can't be... I got rid of them all, I DID! He stared intently at the statue, never letting it out of his sight, not even blinking...

"EX-TER-MIN-ATE!" bellowed a voice from behind him.

The Doctor yelped, whirling around and pointing his sonic screwdriver, only to find that there was nothing there. No Dalek, nothing at all. He frowned, confused, and then gasped, remembering the statue. He turned around...

...and the statue was gone. Again, with no sign it had ever been there. He looked around frantically, his heart pounding in his chest. (He missed having two hearts. At least then he could be CERTAIN he was still a Time Lord...)

"It wasn't a Weeping Angel..." the Doctor told himself. "It wasn't... I'd be dead or in the past now if it was..." He kept repeating it over and over until he was able to breath again. "Then what the bloody hell was it?" he muttered, going over to where the statue was.

His sonic screwdriver revealed no sign that the terrifying creature was even there. Instead, there was a small sheet of paper taped to the fountain. Written on it were the words 'DOCTOR WHO?' Only the three Os had Xs over them. Slendermane's symbol.

"I'm getting really tired of hearing that question," the Doctor muttered.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

At a home...

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Snips and Snails both slept peacefully, having had good fun in their sleepover for the evening. The two boys were dreaming peacefully, unaware of the dark black tentacles waving over their heads. The tentacles gently brushed their heads, almost caressing them...

...and they both woke with a start, their dreams having turned to nightmares.

"Whu... huh?" Snips said sleepily. He yawned. "What the hay was that?"

Snails shook his head. "I dunno... But that dream got creepy fast..."

"Yeah, let's..." Snips trailed off, staring.

Snails glanced at his friend and frowned. The taller boy turned, and eeped when he saw the tall, slender pony with no face standing in the shadows of his room.

"Um... who are you?" Snips asked, the chubby colt frowning.

The slender pony in the suit jacket quirked its head to the side, as if considering them.

And then the tentacles lashed towards them.

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Elsewhere...

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Minuette ran towards the BLU base, planning out how to explain the situation to them. She was fairly certain she'd just have to mentioned 'Nightmare attacking children' and they ALL happily come along with her. The more firepower the better, she thought.

As she passed Sugar Cube Corner, however, she saw the BLUs and the Elements, along with Spike and... was that an alicorn made entirely of crystal?

Well, no matter. This just saved her some searching time. She took a breath to call out to them.

"No no no, my little pony," hissed a soft, sultry voice, a vine wrapping around Minuette's neck, choking her before she could speak. "No need to bother them now that they're chasing that little distraction Nightmare Moon unintentionally provided for me..."

Minuette was forcibly turned around, the unicorn finding herself staring directly into the now black with red iris eyes of Nightmare Gardener.

Oh bloody hell... she thought.

"Sweet child," Nightmare Gardener said, vines trailing from her back like tentacles, leading black, poisonous blossoms appearing as they wrapped around everything. "Sweet, sweet child. How naughty you are, trying to bring the real heroes into this."

Minuette gagged from the vine around her neck, but managed to smirk. "What's the matter, darling?" she teased. "Afraid of having the Elements after you?"

A vine-like tongue slid out of Nightmare Gardener's mouth, tracing a line up Minuette's body. The bluish-white unicorn shivered, squirming fearfully. Nightmare Gardener chuckled.

"I know who you are..." Nightmare Gardener said. "And I know who you are not. As I do with 'Jack' and your precious 'Doctor.' The master has shown me..."

Minuette shook her head fiercely. "You can't tell him! He's not ready to hear the Answer yet!" she pleaded.

Nightmare Gardener grinned. She never raised her voice, never got angry. Petals dripped from her vine-like wings, constantly regrowing as she studied her captive. Her eyes seemed to pierce deeply into Minuette, as is the horrific plant-creature was looking into her. Minuette tried to meet her gaze fiercely, but the monster's eyes were so unsettling that she found herself unable to meet them.

"So much sadness in you," Nightmare Gardener said softly. "So much anger."

"None of your business," Minuette snapped.

"So... much... HATE..." the Nightmare said, almost purring the word. More vines began to wrap around Minuette, sharp, stabbing pains going through her as they started to dig into her. "Tell me what you hate..."

Minuette struggled. She tried to reach out with her magic, grab her knives and carve her way free, but the vines creeping about under her flesh. She let out a cry as the vines began to wrap around her bones, sharp knives of pain stabbing through her.

"Tell me what you hate..." Nightmare Gardener repeated.

The vines inside Minuette were reaching into her mind. The pain was unbearable. She felt the vines reaching into her brain, into her thoughts...

"The Doctor..." Minuette choked out. "I hate... the Doctor..."

Nightmare Gardener cooed softly. "Why?" she asked in her soft, quiet voice.

"Because of what he did to Orion and I... because of what he did to the love of my life..." Minuette said. Tears flowed down her face as the memories were forced to the surface, memories of the crash of the TARDIS...

"What do you want to do to him?" Nightmare Gardener asked. From Minuette's forehooves, slender vines burst forth, wrapping around her knives and drawing them, the vines pulling back in, drawing the knives up until it looked like the unicorn had claws.

Pain was suffusing Minuette's entire being now. A low, feral growl escaped her throat.

"I want to kill him," she said, growling. "I want to kill the Doctor!"

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

The Silver Estate...

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Diamond Tiara and Silver Spoon slept close together, although Diamond was only partially asleep. Diamond was concerned for her friend, who had been scared of being alone every since the Song had echoed across Equestria. So she had arranged with their parents to sleep in each others homes on alternating nights.

Right now they were in Silver Spoon's room at her house. It wasn't as overly posh as Diamond's was, what with the small silver workshop in the corner, the spoon that Silver had earned her cutie mark from making mounted on a small pedestal.

She smiled at it. Contrary to what others may think of her, Diamond Tiara had nothing against ponies who did hard work. Silver did, after all, make her eponymous tiara.

She just had a problem with ponies who thought they were so special because they didn't know who the hay they were yet.

Diamond shook her head, sighing. Soldier had given the two of them a lecture on being nicer to other ponies after he caught them teasing the Crusaders one day. After she had explained her and Silver's point of view, he had immediately shot it down with one sentence.

"Instead of being a jerk about it, why not try being useful for once and HELPING them?!"

Silver Spoon had been visibly shaken by it. And later on, she had expressed a concern that they might have a reputation as bullies.

Certainly, it was a concern, Diamond Tiara thought. If it gets around that we tease the Crusaders so much, we might not be able to get into a good school when we're older.

She groaned softly, Silver Spoon nuzzling her in her sleep. She smiled a little, kissing her longtime friend on the cheek. Well... maybe I can tone it down a little. For her sake.

She yawned, and started to drift off to sleep, when she noticed the figure standing in the corner of Silver's room. A tall, slender pony with no face in a black suitcoat.

"Huh?" she said softly.

And then the tentacles lashed towards them.

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Elsewhere...

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"This is fucking ridiculous," Orion muttered. "She's the biggest goddamn pegasus in HISTORY, how can it be so hard to find her?"

He had gone to both the Mayor's office and her house, but hadn't been able to find Barricade anywhere. He tried to think of where else he could look for her.

"Maybe a bar?" he said. "She does strike me as the laid back type when she's not on the job..."

A low, feral growling came from the bushes. Orion froze.

"It can't be..." he said softly.

The snarling came again. Orion shook his head. "No... no, we beat it! The Rake's in Tartarus with the rest of the Fears!"

"Doctor..." snarled a voice. "I see you, Doctor..."

Orion reflexively looked around, trying to see if the Doctor was actually there. He himself was the only pony in sight, though, and that worried him.

Plus, that voice sounded really familiar. The snarling was just like the Rake's, but the voice...

"River?" he said softly.

"NOT River!" the voice snarled. "DIE, DOCTOR!"

From the shadows leaped a bluish-white blur. Orion was tackled to the ground before he could take off, blades lashing into his forelegs as he tried to hold the creature on top of him back.

Snarling and slavering like a monster, Minuette was on top of him. Vines emerging from her hooves tied knives to her legs, vines with black blossoms emerging from various points of her body. She fought fiercely against Orion, the midnight blue pegasus struggling to keep the psuedo-Rake's claws from ripping his guts open.

"River... River, please, it's Jack!" Orion pleaded. He'd fought the real Rake successfully, but this was his friend. He didn't want to hurt her.

"Not River! Don't want this monster in my head! YOU PUT HER THERE, DOCTOR! DIE! DIE DIE DIE!" Minuette screamed, shrieking, pounding her clawed hooves at Orion, his blood splattering over her as she cut into him. To her, Orion looked like the Doctor, her hatred for him boiling over tremendously.

Oh God...Orion thought. Gardener did this, played on her frustration over what happened when the TARDIS crashed... "MINNIE!" Orion pleaded. "Minnie, please, it's me, Orion!"

Minuette let out an unholy bellow. She fought her way past Orion's arms and prepared to rip his throat open with her claws when something tackled her, knocking her away from Orion and pinning her to the ground. Minuette snarled, trying to free herself, when a device was pressed against her ear and started buzzing loudly.

Minuette let out a howl of agony as the device was held up against her, vibrating her entire body. The vines growing throughout her slowly rotted away and dissolved, the unicorn falling limp in the arms of the figure holding her, her knives falling away as the vines in her hooves rotted to nothing, blood oozing slowly from the wounds the vines inflicted from breaking out of her.

She groaned softly as the Doctor released his chokehold on her and turned to Orion, who slowly picking himself up. He was bleeding from the multitude of knife-claw wounds Minuette had inflicted on him in her brief time as the Rake.

"You all right then?" the Doctor asked.

Orion nodded. "Superficial scratches. Couple gouges, but they'll patch up easy," he said, chuckling. "Bit of a scare, there. I've been too scared to test and see if I was still immortal. Didn't really want to test it by getting murdered by a brainwashed friend."

The Doctor nodded, scanning Minuette with his screwdriver. "She's partially poisoned by the vines. Fortunately, it's a poison that the hospital has an antidote for. You up for flying her there?"

Orion nodded. "Yeah... Sorry Doc, looks like we're not gonna be much help on this one," he said.

The Doctor sighed. "Just stay alive, Jackie. That's all I ask. You two are all I have left..." he said, slowly helping Minuette to her feet.

"I'm sorry..." she whispered. "I'm sorry, I'm sorry..."

The Doctor raised an eyebrow, curious. "What for?"

Minuette looked up at him, giving him the saddest smile he had ever seen in his lives.

"Spoilers..." Minuette said softly.

[Subjects Designate: River Song, alias Minuette, and Captain Jack Harkness, alias Orion. Combat data regarded as unimportant. Subjects are noted allies of the Doctor, whom the Monster has designated one of its primary targets. Subjects will most likely try to prevent the Monster from completing its work on the Doctor. Query: Should they be eliminated?]

[Negative. The Monster has chosen to allow River Song and Jack Harkness to live as part of its method of breaking the Doctor. The Monster, illogically, has decided it would be amusing to see if they can be broken as well.]

[Acknowledged.]

[Proceed with original objective. Find and obtain sufficient combat data on the natives to this world Designate: Elements of Harmony.]

[Affirmative.]

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

The home of a young filly's parents...

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Twist stirred softly in her sleep, slowly coming awake. "Shouldn't have had thothe extra thodath before bed," she said, yawning again. She put her glasses on and headed for the bathroom, humming softly to herself.

After finishing her business and cleaning up, she yawned, heading back for bed. She looked over at her little desk, and smiled, going over to glance at the notes on it.

She loved making candy. Plus, her Aunt Bonbon and her wife Lyra were great about letting her try new things in their shop's kitchen. She'd invented at least twelve new mint candies since getting her Cutie Mark, all of which sold like hotcakes.

She did a little math in her head, and wrote a correction on her notes. She would try this new recipe tomorrow. She hoped it would sell just as good as her past successes had. Her failures had been thankfully few, but she'd learned something new from each one.

Satisfied for now, she yawned and turned towards her bed. To her surprise, though, there was a plate right behind her with a small, wrapped caramel on it. A note was next to the caramel, which read 'For you. :)"

Something about the way the smiley face was drawn was mildly unsettling. But other than that, she was pleased. Lyra liked to sneak her sweets sometimes when she thought Bonbon or her parents wasn't looking. Fiddling with the candy a little, she unwrapped the caramel and popped it into mouth, sucking on it happily and closing her eyes, savoring the rich taste. What a fine thing to discover while heading to bed!

She never noticed the tall, slender, faceless pony coming out of the bathroom she had just left. She never noticed until it was too late, and she was taken by the tentacles...

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Elsewhere...

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

"What's with these flowers?" Scout said.

"What flowers?" Twilight said as she scanned magically for Nightmare Brutality's presence.

"Twilight, there's these weird vines that just started growing nearby," Pinkie Pie said. "Plus, I got a new Pinkie Sense combo..."

Twilight and the other Equestrian natives immediately turned towards the pink party pony. "What was the combo and what do you think it means?" Rarity asked firmly.

"Double eye flutter, pinchy knee, and itchy back," Pinkie explained, looking worried. "I think... I think it means that at least two of us are gonna be taken out of action."

"Fatally?" Spy asked, worried.

"No..." Pinkie said softly. "There's a single feeling I get for that. Thankfully, I don't feel it much..."

"This is ridiculous," Engineer muttered.

"Pinkie Pie's Pinkie Sense has never been wrong," Twilight said. "If these flowers triggered something in her senses, then I say we trust it." Twilight looked at the flowers Scout and Pinkie Pie had pointed out. Indeed, on the side of a nearby building, black flowered vines were twisting around, slowly growing and reaching up towards the window. She sniffed them and cringed.

"Ugh... they smell like the last time Spike tried to make one of Pinkie's special spicy cupcake recipes with gemstones..." she muttered, rubbing her nose.

"You're never gonna let me hear the end of that, are you?" Spike muttered.

Scout sniffed a flower and gagged. "If that cookin' attempt smelled like it shoulda come outta the butt instead o' goin' into the mouth, then yeah, that's what it smells like."

Spy frowned. "Zey smell all right to me," he said, sniffing the blooms. "Almost like... like vanilla frosting."

Scout stared at him. "...You're kiddin.'"

Spy shook his head. To the surprise of the others, Spy was unconsciously shifting to his changeling form as he leaned in to sniff the flowered vines. "It definitely smells like cake frosting to me," he said. He ate one of the flowers and smiled. "Tastes like it, too. It reminds me of zis one time I visited the Eiffel Tower..."

"They're making me nervous," Pyro said, glaring at them.

Engineer blinked. "What do you mean, darlin'?"

Pyro shook her head. "Pyroland is rotting around these blossoms..." she said. In her eyes, the colorful landscape that suffused her mindscape was turning brown and moldy, the very presence of these vines corrupting the cheerful world that overlaid her vision.

"Like back in the basement when Nightmare Moon took over the others..." Engineer said softly.

Pyro turned to Spike, and said, "Hey dragonbreath. Wanna help me torch these things?"

Spike nodded, hopping off of Twilight's back and walking over beside the flame-using unicorn. "With pleasure," he muttered. "Something about these flowers just doesn't feel right..."

"Be careful," Twilight said. "I'm trying to remember these flowers..." They smelt toxic to ponies, but to Spy, with his changeling DNA, they were a treat...

Pyro's horn lit up with fiery magic as Spike took a deep breath. Both of their flames lanced outward, igniting the flowers... which exploded in a noxious black cloud. Spike and Pyro collapsed, both wheezing and gasping as the poison entered their bloodstreams.

"Engie..." Pyro moaned, coughing violently, blood starting to come from her mouth and nose as Engie rushed over to cradle her in his forelegs.

"Help... Twilight..." Spike pleaded, clutching his throat as he began to wheeze blood, Twilight holding him tightly and giving Medic a pleading look.

Rainbow Dash, Zecora, and Medic were already in motion. Medic cast his healing beam out, splitting it into two as he began to heal Pyro and Spike. Rainbow Dash created a quick micro-tornado which sucked up the poisonous mist and sent it harmlessly into the sky to dissipate.

Pyro and Spike began to breath more normally under Medic's healing beam, as Zecora fished an ugly white root out of her saddlebags. She quickly crushed it to powder in a bowl using her hoof, and poured water from a flask into it. With Engineer and Twilight's help, Zecora fed the hastily made potion to Pyro and Spike.

"Will that cure them?" Twilight asked, hugging Spike tightly.

Zecora watched them, seeing Pyro and Spike's breathing slowly normalize as they collapsed. She nodded. "If that bloom was what what I suspect, then the potion I gave them will their health correct," Zecora said.

Twilight kissed Spike, shivering softly as he groaned, nuzzling her. Engineer hugged Pyro tightly, the flame-wielder drifting off to sleep as the potion kicked in, Spike drifting off soon after.

"We have to get them to the hospital," Engineer said.

"Da," Heavy agreed. "They will be vulnerable if left out somewhere."

"I... I can fly them..." Fluttershy offered.

Rarity shook her head. "Teleportation would be faster," she said. "SO glad I decided to learn it after Discord relapsed..."

Twilight frowned. "Maybe I should..."

Rarity shook her head, placing a hoof on Twilight's chin. "Tut tut tut," she said. "You are a far more powerful magic-user than I. You're needed here on the front lines. I will take them, and Zecora as well. If they don't already have the antidote for the blooms, then she'll be invaluable to them."

"A reasonable plan, I'll do what I can," Zecora said, nodding.

Twilight frowned, and nodded. "All right. Just... hurry back," she said. "I couldn't bear to lose him..."

Rarity smiled warmly. "I'll make sure that Pyro and my little Spikey-wikey are perfectly safe," she said, levitating the sleeping dragon to her back and gently bracing Pyro up against her. She wrinkled her nose as the fire unicorn's brimstone-like smell, but didn't say anything.

Zecora stood next to Rarity as the fashion designer nodded to them all, her horn glowing. "Tally ho!" she said, vanishing in a flash with her three passengers. The flash of bright enough to hide the looks of pure fury that briefly passed over the faces of the BLUs, fury over the fact that something had hurt one of their own...

Derpy fidgeted uncomfortably.

Soldier frowned. "That's twice now. What's wrong?" he asked.

"I... I don't know..." she admitted. "I just... I just really want to get this over with..."

Rainbow Dash scowled at her. "Sniper's one of the team. You just gonna walk out on him?"

"I... I can't really explain it, Rainbow Dash! I just have a really bad feeling that something wrong with Dinky!" Derpy said, visibly frustrated.

Rainbow Dash blinked, and frowned. She turned to Twilight and asked, "Is it all right if she goes to check on her daughter?"

Twilight nodded. "Of course," she said. "Just remember that we may need you back here quickly. Take Soldier with you, and if Nightmare Brutality attacks, signal us in any way you can. I'll have us all there in literally a flash."

Derpy smiled gratefully and flew off, Soldier flying just behind.

Twilight shook her head, trading worried looks with Engineer. The technician sighed. "Ah guess Pinkie was right. We did just lose Spike and Pyro from the fight..."

"I'm sure they'll be okay," Twilight said, smiling. Gem Sentry smiled as well, nuzzling Engineer affectionately. "In the meantime," Twilight added, "We need to stick together. Nightmare Brutality would gut us one on one, plus there's the mystery of these weird poison flower vines to solve..."

Pinkie Pie giggled. "That sounds like a new Daring Do novel. "Daring Do and the Poison Flowers...'" she intoned, gesturing grandly.

Applejack rolled her eyes, smiling despite herself. "Focus, sugarcube," she admonished.

"I am!" Pinkie Pie protested. "I'm focusing on being the comedy relief so we don't go all grim and mopey and all turn into Angsty McEmopants from the fact that we're fighting a friend of ours turned evil! And on that note..." She reached behind her back and, out of seemingly nowhere, produced a fresh strawberry pie.

"Ooh, pie!" Medic said, grinning. The others stared at Pinkie Pie incredulously for a long moment before giving in to chuckles themselves. Pinkie really was a welcome relief from stress at times.

A thoughtful look crossed Engineer's face. "Spy, those flowers... You said they smelled and tasted good to you..."

"Oui," Spy said as he ate the slice of pie Pinkie provided for him, garnishing it with one of the flowers. "So?"

"You shifted to changeling while eating it," Engineer said.

Spy paused in his eating, realizing he hadn't shifted back yet. "...You think zat it may be something changelings eat, zen?"

"Well, you aren't coughing up blood," Engineer said.

Spy nodded, frowning. "...I can try to contact Queen Chrysalis," he said. "Her voice is still in my head, albeit peacefully."

The others traded uneasy looks, and nodded. "Do it," Twilight said.

Spy concentrated, reaching out with his thoughts, focusing on the feel of Queen Chrysalis's mind in his own. Within moments, he was in contact with her. Twilight cast a spell so that everypony could see what Spy saw, a hologram of Chrysalis appearing before the gathered Elements and BLUs, the Changeling Queen lounging on a moss-laden rock in the image. Said spell also allowed Chrysalis to see and hear them all as well.

Oh, it's you, Chrysalis said them all in irritation. What do you want?

"My lady," Spy said, "there are these strange vines with black flowers growing throughout Ponyville. Two of my friends tried to burn them, but were poisoned by mist. I myself have consumed one with no ill-effects, hwoever. They are... rather delicious..."

Chrysalis blinked, looking thoughtful for a moment. Black flowers... Ah, I know what they are. Black Morrigans.

"Black Morrigans?" Spy asked, curious. Twilight cringed.

"What is it?" Applejack asked. "What are they?

"Black Morrigans are a particularly cruel poison. It kills slowly, burning away at its victims lungs..." Twilight said.

Indeed, little princess, Chrysalis said. Black Morrigans are poisonous to all life in the world, save for my kind. To changelings, Black Morrigans are... well, it's candy, basically. It only grows around in areas my kind controls, however, so I'm a little confused as to why it's there.

"We have vines of the bloody stuff growin' all over the place. Plus, one of our mates was transformed into a monster too," Demoman grumped.

Chrysalis frowned. Your friend developed plant powers, then?

Heavy shook his head. "Nyet. Sniper is evil knife pony now, not evil plant pony," he rumbled.

An amused look crossed Chrysalis's face. Then you have more than one problem tonight, little children. Because the only way Black Morrigans can grow out of a changeling controlled environment is through the darkest magic.

"A second Nightmare..." Trixie realized.

"Chrysalis, we may need your help on this," Twilight said. "Can you teleport here with some of your changelings?"

Chrysalis snorted. Of course not. There's been a spell barrier around Ponyville ever since your brother's wedding. I cannot teleport within a hundred feet of Ponyville.

"Oh dear..." Fluttershy said. "So you can't come help?"

I never said that, Chrysalis said, smirking. The spell only blocks teleportation. I can bring a squadron to help clear out the Black Morrigans and help fight the two Nightmares. If we go fast enough, it will take forty minutes.

"It'll have to do, then," Twilight said. "Thanks, Chrysalis."

QUEEN Chrysalis, the Changeling Queen snapped, glaring at her. I will tolerate our alliance, but I will be addressed with my proper title!

Twilight just barely managed to resist rolling her eyes. "Of course, your majesty," she said, bowing slightly.

Chrysalis snorted, forcefully closing the connection, Spy wincing as she felt him leave his head save for that familiar buzz of her thoughts. The infiltrator frowned and shifted back to normal.

"Another Nightmare..." Engineer said, shaking his head in frustration.

Gem Sentry beeped, gesturing grandly.

"Lemme guess," Scout said, smirking. "'Don't worry, comrades! We shall triumph over this evil and be back in time for biscuits and gravy!'"

Gem Sentry nodded, letting out a chirping giggle. Close enough, she thought.

Pinkie and the others smiled and prepared to move out again. As she did, though, she hesitated. Her Pinkie Sense wasn't triggering, but something felt... very wrong...

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Sugar Cube Corner...

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Pound yawned, slowly coming awake. He still wasn't comfortable with the new bed he and Pumpkin were sleeping in. The two had outgrown their crib a while back, the Cakes wistfully putting it in storage. He looked around the room, all of his and Pumpkin's toys staring back at him, their warm smiles comforting to the young pegasus.

He smiled. This was a good life, he thought. He and his sister were growing up, but he knew that this place would always be home.

He turned, looking at his sister Pumpkin, who slept silently beside him, idly chewing on a corner of their blanket. She looked so different, yet so much like him. He gently touched her horn, Pumpkin squirming a little.

Pound giggled inwardly. He was still learning words, but he knew that 'sister' would always be one of the most important ones he knew.

He adjusted himself slightly, so that he wasn't laying on his wings, and scowled. If he had been a little older, he might have known the word 'frustration' to describe how he felt when he thought about his wings. He had been getting too heavy, lately, to stay on the ceiling for more than a few minutes at a time. Rainbow Lady and Scooter Girl had assured him that this was natural, that wings grew slower than the rest of a pegasus's body, that he'd be doing a spider impression again soon enough.

He liked spiders, so the comparison pleased him. He especially liked them because they scared Pumpkin. And really, if a twin brother didn't have the right to tease her, who did?

He thought about that, and amended his thought. My sister. Only I get to tease her. Everyone else has gotta be nice to her, he decided, smiling and nuzzling her.

He yawned, and slowly closed his eyes, when he noticed Pumpkin squirming uncomfortably in her sleep, whimpering. He gently stroked her mane, concerned, when he noticed something out of the corner of his eye.

He turned, and saw a tall, slender, faceless white pony in a black suit standing in the corner of his room. It had picked up Pumpkin's beloved rubber chicken and was regarding it with the same curiousity one regards an ant before crushing it.

Pound stared at it confusion and growing nervousness. A stranger, he thought. A stranger was in his room. He wasn't supposed to talk to strangers unless Miss Pinkie, Mom, or Dad had talked to them first and said it was all right. How did he get in?

And then the tentacles lashed towards them.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Elsewhere...

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Sniper planned. Sniper thought things out, determined all the angles, even when on the battlefield.

So naturally, Nightmare Brutality hated it.

He grumbled, idly stabbing at the corpse of a sparrow he had caught and mutilated, trying to figure out what to do. He needed to figure out a way to get past that Sentry's firepower to get to the others. He had Sniper's skill and aim, he could probably shoot the robot's head off, or pierce it through the eyes. Maybe damage a power intake valve.

But that's what Sniper would do. To Nightmare Brutality, the idea of fighting from long range like that was disgusting and cowardly.

He hated to admit it, but he'd probably have to think like Spy on this one. Be sneaky and cunning. Adding to that particular aggravation was the fact that ever since his initial contact with Nightmare Moon, he hadn't heard from her since. Why did she free him? What was her purpose for him?

Was he just a distraction?

"It better not be that," he muttered. "If I'm supposed to be a bloody distraction, then I'm gonna gut her with her own bloody horn..."

"You are an experiment," said a voice from behind him.

Nightmare Brutality turned, withdrawing the machete he had been using to mutilate the poor bird and aiming it at the figure behind him. His eyes widened, surprised at the sight of Nightmare Gardener standing before him.

"Greeitngs, brother," Nightmare Gardener said in her soft, calm voice. "I am..."

Nightmare Brutality, his horn blazing bloody red, shoved his machete in her eye, licking his lips as her blood gushed out onto his face. He then manifested a saw blade underneath the other Nightmare's belly, spinning it and sending greenish blood spraying out. He summoned an ax into existence and used it to savagely hack off Nightmare Gardener's wings, cackling as he telekinetically tossed them off of the roof. He then created a bonesaw out of thin air and sawed off one of Nightmare Gardener's hind legs, the severed limb falling limply to the ground and twitching.

Nightmare Gardener regenerated the wounds in seconds, having not even felt the slightest bit of pain.

"Bloody cheating, that is," Nightmare Brutality pouted.

"Are you done?" she asked, smirking a little.

Nightmare Brutality stabbed her in the face again. "Yeah, yeah, I'm done," he muttered, disappointed. "Bloody regenerating bitch..."

Nightmare Gardener chuckled as the weapons he used to futilely mangle her vanished in a pop. "As I said, you are an experiment of Nightmare Moon's. She is trying to verify something, using you as a test subject. With your host's connection to the Light Element of Loyalty, she is also using you to weaken the gates to her mind."

Nightmare Brutality snorted. "So if I decide to let her live through the night, she'll have her nightmare next?"

Nightmare Gardener smirked. "Our master regards Nightmare Moon as an enemy. And yet from your earlier mumblings, I detect that you have no loyalty to the Midnight Mare..."

Nightmare Brutality snorted. "She goes to all the trouble of helpin' me get free of that lock Mundy had on me and takin' over his body, and then she bloody leaves me. God-damned moon whore..." he muttered. "You can bloody bet I hold no loyalty to her."

Nightmare Gardener smiled. "Join my master," she offered. "Join us, and you will have plenty to murder. Allow us to make the plans, and you shall have much blood..."

"Good on'ya," Nightmare Brutality said, laughing. "God provides again! A dandy plan, sheila, I'm in."

Nightmare Gardener grinned wickedly. "Excellent... And once my master finishes gathering the children, we shall be ready to lure them to the show..."

Nightmare Brutality blinked. "Wait. Your master's that slender thingy, right?" he asked. When the other Nightmare nodded, he asked, "So why's he gathering kids? Ol' Slenderbritches doesn't strike me as the type to be very friendly with him, considering what he did to the others when we fought him in the changeling hive."

Nightmare Gardener's wicked smile told him all he needed to know. "Please tell me there'll be a recording of this," he said, chuckling.

"My master's presence tends to have an odd effect on recording equipment," Nightmare Gardener said, her expression a bemused one. "The video would be too badly distorted to view."

"Shame," Nightmare Brutality said. "Guess I'll just have to savor the memory of those little buggers being slaughtered."

"'Slaughter' is too polite a word for it, dear brother..." Nightmare Gardener said, laughing.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Sweet Apple Acres...

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Scootaloo yawned as she went to the farmhouse to get something to drink. It was a peaceful night, but she couldn't sleep. She was too excited. She and the girls were close to getting her Cutie Mark, she could feel it.

And the more she thought about it, the more she realized it made perfect sense. Rarity liked making dresses, and was good at finding gems for them. Applejack adored the farm. Rainbow Dash practically owned the sky.

A Cutie Mark was born from doing something you loved.

She giggled happily. She fluttered into the air, her wings having gotten steadily stronger over the past couple years, allowing her to gain more and more time in the air. Soon she'd be flying just like her hero, Rainbow Dash... no, not just flying, dancing...

She blushed a little. She'd always been good at it, she knew that. But it never really seemed that important, not cool enough, not in the face of endless tries at endless games to get their Cutie Marks.

It was thrilling, really, to be so close. Her life had been so good lately. First Rainbow Dash agreed to be her mentor, a big sister to her, and then later she found out that Rainbow Dash knew she was an orphan and didn't care! She had been worried about it for so long, that Dash would think she was a loser if she knew she was an orphan...

You really ARE a dodo sometimes, Scootaloo thought, chuckling. She still wished she knew what that was...

She got a drink from the farmhouse and yawned, heading back to the clubhouse. As she went into the woods, though, she found herself stopped by something. She looked up, seeing a tall, slender white pony in a black suit coat staring down her. It had no face, only the faint impression of one from the bones underneath its skin.

Scootaloo's eyes widened. She had eavesdropped on a conversation between Rainbow Dash and Sniper after they had come back from the changeling hive. From what she had listened in on, the creature standing before her fit the description of the monster Rainbow Dash had talked about perfectly.

And then she saw an unconscious Sweetie Belle and Apple Bloom held behind him in writhing black tentacles.

"Oh crap..." Scootaloo said softly, slowly backing away.

And then the tentacles lashed towards her.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Ponyville General Hospital...

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

"I'm fine," Pyro said, coughing. "I can... still fight..."

"Stay down, Miss Pyro," Nurse Redheart said, pushing the pyromaniac down for the fifth time as she tried to stand up.

"Will they be all right?" Rarity asked, gently stroking the sleeping Spike's head.

Nurse Redheart nodded. "The antidote is working well," she said. "The doctors say that with a day's rest, Pyro and Spike will both be fine." She looked over to Zecora, who was teaching the nurses how to mix the ingredients she brought into more antidote. "Every day there's a new reason to be thankful for that zebra," she said softly.

Rarity chuckled. "She's truly a blessing, yes," she said. "But we need to get going."

"Going where?" Barricade said, startling Nurse Redheart, Pyro, and Rarity by coming up behind them.

"How in blazes can something so big be so stealthy?!" Pyro said, glaring at her and hacking.

"And where in blazes have you been, anyway?" Rarity demanded.

"Trade secret," Barricade said, smirking. "And I was taking care of some Royal Guard business. What's up?"

"Sniper's been turned into a Nightmare by Nightmare Moon," Rarity said as Zecora came over to join them. "She's unlocked some dark persona that he'd locked away and helped it take over."

"Plus mysterious vines have appeared, bearing strange fruit. Black Morrigan blossoms have begun to take root," Zecora said.

Barricade cringed. "Oh ick," she muttered. "I've been poisoned by those things before... All right, I'm in. Let's go."

But before they could turn to leave, Soldier burst into the hospital alongside a terrified-looking Sparkler and Derpy.

"It's Dinky! She's gone, I can't find her anywhere!" Derpy said, sobbing.

"Someone kidnapped her!" Sparkler said, her expression agonized. "Oh geez, I should have stayed awake longer!"

"W-What?!" Rarity said.

"Was there any sign or cause, any clue to who it was?" Zecora said.

"No," Soldier said. "But it's obvious, isn't it? It's that Slendermane thing again."

Pyro tried to sit up, but a fit of coughing overtook her. "The Black Morrigans," she wheezed. "They have something to do with it, I know it..."

A sudden coldness overtook Rarity. "I... I need to check on my sister..." she said, vanishing in a pop.

Barricade fumed. "Damn it, what else could go wrong?"

"Ooh," Orion said as he and Minuette landed near the gathering. "Bad thing to say, Captain..."

"Now what?" Soldier muttered.

"There's a second Nightmare, a Smooze Nightmare, the one that's responsible for all these plants," Minuette said, wincing and coughing, the nurses immediately recognizing signs of Black Morrigan poisoning. "It's called Nightmare Gardener, and it used to be Cheerilee. She's planning to murder several children in a big school play."

"NO!" Derpy said.

"Not if I turn her into mulch, first!" Soldier snarled.

Barricade turned to look at Pyro, who was groaning and coughing, unable to even speak even with her antidote administered, and Spike sleeping away.

"Damn it, she planned this... Eliminated the fire specialists beforehand..." Barricade said softly. "Damn it. No matter, we'll proceed without them. Rarity will most likely go back to Twilight's location, and we should do that now. I presume the Doctor is already in the field?"

Orion nodded. "Gardener already got to us, though, which leaves just him and your group," he said.

Barricade nodded, turning to Barricade, Soldier, and Derpy. "You three, come with me. Sparkler, stay here and help the nurses with any poisoning cases that come up."

"No, I want to help! She's my sister! I should have been protecting her!" Sparkler said desperately.

"In us all you must place your trust," Zecora said. "We'll bring her back and punish the unjust."

"No offense ma'am, but you're a civilian in this," Soldier said. "Derpy and I both have our Elements of Harmony and can merge into a powerhouse fighter. Zecora has her anti-Smooze powders. Barricade's a living assault vehicle. And you... well..."

"He's right," Barricade said. "Don't worry, we'll stomp these thugs and bring Dinky back safely."

"But..." Sparkler started.

Derpy hugged her tightly. "One daughter of mine is already in danger," Derpy said softly. "Please don't make me have to worry about the other, okay?"

Sparkler, sobbing, hugged her mother back. "O-Okay..."

Derpy kissed her. "I love you..." she said. She turned to Soldier and nodded.

"Let's frag these suckers," Soldier said, smirking. Their Elements of Harmony appeared on their necks, the two of them disappearing in a bright flash and merging to form Solderp.

Just as their transformation finished, a scream came from in town.

"...The winery," Barricade said, dashing out of the hospital, Solderp and Zecora following after. As soon as they were outside, Solderp blasted off in a rocket jump, zooming ahead of the other two.

She landed on a roof near the wine factory, quickly reloading as she took stock of the situation.

"YOU LEAVE MY PINCHY ALONE!" Berry Punch screamed, clutching a broken wine bottle in one hoof. She was riding Slendermane's back, viciously jabbing the bottle in the creature's face and neck, trying to force it to drop her daughter, the unconscious Ruby Pinch held limply in its tentacles. The Doctor was trying to fight it as well, but Slendermane held him under one hoof, his sonic screwdriver just out of reach, while it just ignored Berry.

"Get clear!" Solderp shouted, taking aim with her rocket launcher. Berry looked up and jumped off of Slendermane's back just as Solderp opened fire, rockets pelting Slendermane and driving it back into the winery. The Doctor scrabbled to his feet and backed away, picking up his screwdriver and fiddling with it. She began to reload again, when the Doctor noticed something on his screwdriver's readout.

"Wait a moment..." he said.

[Alert! The Doctor possesses a device capable of detecting us!]

[Threat of Doctor: Negligible. Proceeding with original objective. Activating Harmony Neutralization Field. Prepare to collect combat data on Subject Designate: Derpy Hooves.]

[Acknowledged.]

Solderp suddenly screamed, energy washing over her as her transformation reverted. Soldier and Derpy Hooves staggered apart, staring at each other in confusion.

"What... What just..." Derpy stammered, her eyes almost going straight in her confusion.

Soldier looked down at Slendermane, who was starting to advance again, Ruby Pinch still in his grasp. "Time enough to figure that out later. We have to keep pressing the attack!" With a war cry, he leaped down from the top of the building, diving at Slendermane, only to be swatted aside almost casually by a tentacle. Derpy gulped, and swooped down from the rooftop to try a diving attack... only for her wing to catch on a lamppost, sending her spinning wildly.

Slendermane actually seemed surprised, watching in fascination as Derpy spun out of control. So intent was it on watching that it didn't notice until too late Derpy spinning towards his tentacles knocking Ruby Pinch out of them. She landed with a flop, clutching her head.

Berry rushed forward to catch Ruby and hugged the dazed filly tightly, rushing inside her house and shoving everything she could in front of it. Slendermane turned in irritation towards Derpy, who eeped. She flew backwards out of the way of a tentacle strike, slamming into the side of Berry's house and causing some loose shingles to rain down on Slendermane's head.

The creature seemed irritated, but unhurt, as it took a slow, stalking step towards Derpy. She gulped hard and screwed up her courage, flying up at Slendermane. She misjudged her angle, Slendermane able to dodge simply by moving its head.

She crashed into a sign on a nearby building, breaking it off and sending it spiraling into the air. Soldier lunged out of the wreckage he had been smacked into, grabbing the sign out of the air and bringing it down on Slendermane's head with a bellow of fury.

Slendermane barely noticed. It extended a wide array of tentacles from its back, the tendrils of darkness looking almost like wings as it prepared to kill both Soldier and Derpy. Both warrior and mail carrier watched the creature warily, knowing full well that their next moments could be their last...

And then a cloud of sparkling orange mist enveloped Slendermane.

The creature flailed about in confusion, the mist burning its skin. It looked around for the source of the mist, intent on murder, when Barricade crashed into it, knocking it down, her impact creating a crater.

[Subject Designate: Derpy Hooves – combat data recorded. Fighting style: Klutz Fu.]

[...Sarcasm not recognized. Clarify.]

[Subject Designate: Derpy Hooves is destructively clumsy. Without meaning to, this destructiveness has proven to be a reasonably effective fighting style. Or it would be against any opponent other than this incarnation of the Monster.]

[...Explanation accepted. Uploading information to database.]

Barricade tried to grind her massive hooves into Slendermane's head, but the creature spawned a massive amount of tentacles, wrapping her up and tossing her aside, causing her to land on Soldier and the Doctor. It teleported away as Zecora unleashed another anti-Smooze cloud, reappearing inside the winery. Berry tried to run away with Ruby, but its tentacles ripped the filly out of her mother's hands, sending her sprawling.

Deciding not to waste any more time and not wanting to face that zebra's toxic mists again, Slendermane teleported away.

"No no NO!" Berry screamed, tearing away her barricade and rushing outside, where Barricade and the others were pulling themselves upright. "It has my Pinchy!"

"Ma'am, we'll find her," Barricade said, shaking out her wings. "I'm not about to let any foal die on my watch."

"Take me with you!" Berry pleaded. "I have to save her! I have to save my daughter!"

Soldier shuddered, the words striking a chord with him as he remembered that terrible day... "We'll find her, don't worry."

"Dinky was taken too, Berry," Derpy said.

"Oh Celestia..." the winemaker moaned upon hearing this, her knees going week.

"Miss Punch, I know this is hard to hear, but if you follow you can't help the one you hold dear," Zecora said, coming up behind the group. "Our friends' mighty form was taken away, perhaps finding what will end its sway."

The Doctor nodded. "I agree. Just before Solderp was forcibly neutralized, my sonic screwdriver detected some sort of powerful electronic signal," he said, giving his sonic screwdriver to her and showing her how it worked. "While we're searching for the missing foals, and we will find them, we need you to find what it is that's preventing the merges and stop it."

"But... but how?" Berry said. She was frightened, worried for her daughter's safety. She wanted to be with them, to strangle Slendermane with its own tentacles. And this weird little stallion who lived at the edge of town wanted her to do something else?!

The Doctor smiled. "Just press the big blue button when you find it," he said. "I've already calibrated it."

Soldier scowled. "You sure it'll work, Doc?"

The Doctor chuckled. "Gizmos tend to blow up when I use that setting," he said. "If I'm right, and it is a device, then that setting is pretty much a universally effective one."

Derpy shivered. "Let's hope so..." she said. The de-merging had been painful...

And then the program appeared.

It was a simple theater program, printed on plain paper with no unusual-seeming properties. Zecora picked it out of the air as it drifted downward and began to read it.

"Cheerilee's Garden. Now playing at the recently opened Ponyville Arts Center. A story of a teacher possessed by evil and forced to watch as her students are brutally murdered..." she said softly.

"There's a cast list..." Soldier said. "Producer: Slendermane. The Murderess: Nightmare Gardener. The Psychotic Bodyguard: Nightmare Brutality. Possession Victims 1 and 2... Cheerilee and Sniper. The Murder Victims..." Soldier hesitated, and continued. "Dinky Hooves, Ruby Pinch, Diamond Tiara, Silver Spoon, Apple Bloom, Sweetie Belle, Scootaloo, Snips, Snails, Twist, Pound Cake, and Pumpkin Cake."

"Oh Celestia..." Berry moaned.

"It's grabbed so many..." Derpy said softly.

"I'm not saying don't worry, that you really should," Zecora said, looking at the program thoughtfully. "But in terms of news, this is actually good."

"What!?" Berry and Derpy screamed.

"No, she's right," Barricade said, getting it. "This program? It means the cast is set. When we found it, Slendermane must have realized we would be able to stop it from grabbing any more. Plus, it just told us where they are. And they're bragging, which means they've gotten cocky. We can exploit that."

The Doctor nodded, starting to get it as well. "And if they've sent one of these to us, they've sent it to the others as well. They WANT an audience."

Soldier snorted. "These maggots will be getting an audience all right. An audience to their own ASSES BEING HANDED TO THEM! Let's roll!"

"Agreed!" Barricade said. "MOVE!"

Derpy, Zecora, Soldier, the Doctor, and Barricade ran off, heading in the direction of the theater.

Berry, tears in her eyes, clutched the sonic screwdriver tightly. "Hold on, Pinchy... Superheroes are coming to save you." She looked down at the Doctor's device, and triggered it hesitantly. "In the meantime," she said, "I have to try and help them." She walked off, slowly tracking down the signal.

[Subject Designate: Berry Punch is attempting to track the Harmony Neutralization Field device with a device provided by the Doctor. Requesting course of action.]

[Keep to original operation parameters. A defense is being prepared on this unit's end.]

[Understood.]

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Ponyville Arts Center...

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Elements and BLUs all arrived at the same time at the Center, Twilight, Zecora, and Rarity all holding programs. They all traded worried looks and then looked at the Arts Center, which was tightly wrapped up in vines. And standing just outside the door, idly twirling a machete, was Nightmare Brutality, a sneer on his face as he idly hummed 'Millionare's Holiday.'

"Good evening, ladies and gents," Nightmare Brutality said, smirking. "We're not quite ready to begin the show yet, but we do have some pre-show entertainment for you. A bloody delightful good time for one and all... well, just me. You're all just gonna be a bloody mess. Myeheheheheh..."

"We have to get me inside somehow," the Doctor whispered to Twilight. "I can distract Gardener. I'm very distracting."

"The place is magically sealed, so we can't just teleport in," Twilight said. "I tried that before I got here. If we use the fusions..."

"Blocked," Soldier said.

"What?!" Scout almost shouted. "How?!"

"I don't know," Soldier said, glaring at Nightmare Brutality as he walked towards them. "Derpy and I merged, but we were forced apart by something."

"We've got someone on it," Barricade said. "Focus on the opponent in front of you."

"Good idea, mates," Nightmare Brutality said, tossing the machete along the ground, the weapon spinning and transforming into a buzzsaw that tore into the ground. The fliers all took to the air, Pinkie Pie yelping as the buzzsaw decided to chase after her. Rainbow Dash scooped her up and moved her to safety, Heavy toppling a lamp post and using it to swat the buzzsaw away.

Rainbow Dash turned to Nightmare Brutality, giving him a pleading look. "Please... Sniper, I know you're in there! Fight him, I know you can!"

"Oh, he's in there, sheila! He even hears you! He just can't stop me!" the Nightmare cackled. His horn glowed, and a swarm of kunai appeared, launching at Rainbow Dash. Moving at speeds that shocked the Nightmare, Rainbow Dash dodged all of the fast flying knives, swooping in and striking Brutality on the chin, sending him sprawling. He then rolled out of the way from the makeshift grenades Demoman threw at him, growling.

Rainbow Dash, meanwhile, didn't stop moving. She caught a gray, stormy cloud and pushed it down towards the fight. She kicked it, sending a blast of lightning down at Brutality, who deflected it with a wing.

"You shoulda remembered what Snipes taught ya, sheila! Accuracy's the key!" Brutality laughed, dodging another lightning blast and throwing a pair of kukris at Rainbow Dash, the knives slicing into her wings and sending her spiraling into the ground. Medic was immediately at her side, healing her, but before Brutality could reach them, he was mummified by a blast of ribbons from Pinkie Pie's party cannon. To his surprise, though, as he rolled to a stop, a balloon popped up with the words 'Stopping Evil And Saving Our Friends From Being Possessed Party!' written on it.

Engineer just stared at her.

Pinkie Pie smirked. "I am prepared for EVERY conceivable party there is," she said.

"Keep up the attack!" Twilight shouted, firing a powerful blasts of magic at the Nightmare, Soldier, Heavy, Barricade, and Applejack charging the creature. Rarity ripped some nearby gem deposits out of the ground and charged as well, creating a crystalline barrier of blades around herself. Gem Sentry started in with her chainguns again, Demoman throwing some more grenades, the bombs attached to strings with he twirled before throwing to give them more distance. Engineer began looking at the nearby streetlamps, pulling his wrench out of belt as he began to plan.

[Subject Designate: Rainbow Dash – combat data recorded. Fighting style: High speed attacks and weather manipulation.]

[Acknowledged. Uploading information to database.]

[Error. Subject Designate: Pinkie Pie's fighting style is unusual to quantify. Attempting further analysis.]

Magic pummeled the Nightmare as it struggled to free itself from Pinkie's ribbon attack. With a scream of rage, it manifested a saw around itself and broke free, just as the melee fighters got in close. It prepared, to attack again, but a cloud of blue mist from Zecora enveloped him. He gasped in surprise, breathing in the mist before he could stop himself. He staggered back, coughing and lashing out with his knives, unknowingly slashing open the vines guarding the front door.

"The doors are open!" Twilight shouted to the Doctor, who had snuck over to the building when the fight began. "GO!"

As the plants started to regrow, the Doctor bolted for the door. Brutality snarled and threw a machete at him. But when it hit, the blade retracted into the hilt, doing no damage. The Doctor, not stopping for anything, pulled open the door and ran inside, the plants regrowing just as he passed in.

"What the bloody..." Brutality muttered. He created another knife and pressed the blade in, the blade withdrawing into the hilt at the slightest pressure.

Zecora smirked. "Concentrated Poison Joke," she said. "Methinks your means of attack has broke."

Brutality snarled, and yanked the blades of the knives out of their hilts, tossing them at the zebra. She dodged the furious attack easily and sent another cloud of mist out, this one black and blinding.

[Subject Designate: Zecora – combat data recorded. Fighting style: Use of magic powders that can inflict various status effects.]

[Acknowledged: Uploading information to database.]

Coughing, Brutality flew out of the mist. But before he could do anything, Pinkie Pie appeared from underneath his hat and slammed a pie into his face. She flipped off his back, landed in midair long enough to blow a raspberry at him, and then dropped down just as Scout slammed into him, grabbing his wing and tossing him towards the lamppost Engineer had been tinkering with.

Brutality snorted, preparing to right himself and gut the technician, but as he did, Twilight and Gem Sentry's blasts focused themselves on him again, forcing him down further. Engineer finished his tinkering and pressed a button, the rewired lamppost sending a massive surge of electricity at the Nightmare, sending him staggering back.

Applejack tossed her lasso around Brutality's neck, yanking him back hard. Unprepared, he was pulled back towards the cowpony, bouncing off of some of Demoman's grenades and landing right on a powerful kick from Applejack that sent him sprawling. Applejack chased after him, kicking him once more and knocking him over to Heavy, who got Brutality in a headlock and began choking him.

[Subject Designate: Applejack – combat data recorded. Fighting style: Kick-based combat with some lariat use.]

[Acknowledged: Uploading information to database.]

Brutality snarled, manifesting knives out of his back to shove them in Heavy's gut. He bellowed in pain, staggering back, bleeding heavily as Medic ran over to heal him. The Nightmare sneered, preparing to kill Medic, but a series of stabs to his back and slashes to his wings from an invisible Spy sent him staggering back.

"Bloody BOGUN!" Brutality roared. He glared, his horn glowing bloody red and manifesting five jars of Jarate. He threw them randomly, hoping to hit Spy, but each one was simply lobbed back in his face by Pinkie Pie, who had pulled a tennis racket out of nowhere (along with a tennis uniform she had some how put on in the midst of the fight). Brutality snarled, shaking off the piss and broken glass as best he could, a powerful blast from Engineer's jury-rigged electric gun forcing him into the air.

[Subject Designate: Pinkamena Diane Pie, alias Pinkie Pie – combat data record. Fighting style: Hesitantly identified as making heavy use of reality warping designated 'cartoon physics' and the subspace pocket known as 'hammerspace.' Alternate theory - Subject Designate: Pinkie Pie is absurdly prepared for every eventuality, up to and including dueling with a magical knife-wielding psychopath.]

[Explanation accepted: Uploading information to database.]

"How'd you...?" Scout asked Pinkie Pie as she put away the racket and tennis uniform, the two of them dodging a barrage of thrown knives.

"You can do it too, Scout!" Pinkie Pie said. "You think like I do. Just put your hoof behind your back and think of what you want, and then you'll pull it out!"

Scout frowned, and shrugged. "Well, I have been missing my bat..." he did as Pinkie instructed, surprised to find his forehoof's ankle curling around a familiar grip. He grinned, pulling out a familiar dented bat. "Sweet."

"Pay attention!" Brutality snarled, flying up to Scout, knives swarming around him. Scout dodged underneath the clumsy thrust and smacked the Nightmare in the chin with the bat with a satisfying BONK.

"Oh yeah!" Scout laughed, dodging out of the way as Soldier tackled Nightmare Brutality, slamming his foreleg's knee into the monster's throat, a sickening crunch coming from the evil alicorn's neck. Brutality reflexively manifested a knife, lashing Soldier across the chest and forcing him to back away.

Coughing and gagging, Brutality tried to get up, tried to focus for another knife attack, but a green mist from Zecora flowed over him, paralyzing him. He struggled to get up, but Barricade landed on him out of a powerdive, the impact slamming him deep into the Earth.

Brutality roared in frustration, his horn blazing. A massive column of blades shot up, impaling Barricade and lifting her into the air. Barricade gagged, blood flowing from her nose and mouth as she struggled to lift herself off of the blades, her wings flapping rapidly. She glared down at Brutality, who was sneering up at her from the center of the column.

"No... fucking... way... Not gonna be the pony... that's just badass enough... to make the badguy look cool when they win..." Barricade snarled, slowly pulling herself off of the tower of blades. Trixie teleported up to her and brought her over to Medic, the physician immediately tending to her wounds.

Engineer made a mental note to try and install Dispenser technology in Gem Sentry when and if they won this fight...

Brutality sneered, deflecting a blast of lightning from Rainbow Dash, who had been gathering every stormcloud in the vicinity with Derpy's help. "Not gonna help you, sheila..." he said to Trixie, who was standing defiantly before the Nightmare.

Trixie laughed haughtily. "Clearly you have underestimated how Great and Powerful Trixie truly is! Let's see you fight if you don't even know where you are!"

Her horn flared brightly, blinding Nightmare Brutality. When his vision cleared, he found himself in a lonely, grassy field, no one else in sight. The blades of grass gently tickled his hooves, and a cool, refreshing breeze ruffled his feathers.

"What the..." Brutality said, looking around in confusion. So lost in Trixie's potent illusion was he, that he didn't notice as Demoman yanked a bomb out of his back and slammed it down, launching himself in the air. He didn't notice as Demoman, flying towards him, yanked out another bomb, slamming it into his head as he landed.

"Haha!" Demoman laughed, dodging off and heading for Medic, who had almost finished healing Barricade's massive injuries. Brutality snarled, and prepared to attack in the direction of the sound, when Trixie's horn blazed again.

This time, Brutality found himself in a massive nightclub, surrounded by speakers pounding out a deafening beat. The Nightmare let out a roar of frustration.

[Subject Designate: Trixie – combat data recorded. Fighting style: Illusion magic.]

[Acknowledged: Uploading information to database.]

Rarity attacked next, arranging the crystals floating around her into a pattern and focusing a laser through them, growing in intensity and slamming into Nightmare Brutality, sending him sprawling. She then lunged at him, going into a graceful series of attacks, lashing the crystals surrounding her into Brutality's body, the Nightmare barely able to parry the rapid fire strikes, Rarity's kicks getting through.

[Subject Designate: Rarity – combat data recorded. Fighting style: Crystal-based geomancy intermixed with martial arts.]

[Acknowledged: Uploading information to database.]

Fluttershy, who had been hovering near the fight the entire time, gasped in shock as she saw her mother's injuries, Medic's healing beam The scene reminded her way to much of when she had been accidentally injured by Discord. The pain in her eyes. She saw her friends, struggling to fight this monster who had control of another friend. And all she was doing was hovering near the edge of the battlefield, doing nothing.

She had to do something. She HAD to!

The felt something behind her, and saw that the sounds of the battle had drawn some of the larger woodland creatures towards her, including a pair of manticores.

"I need your help," she said. "That bad man is going to hurt a lot of children. But I can't fight him on my own! I promise you, that we'll make sure you get out of this alive. But we need you to help fight that thing! It's possessed our friend, and we need to save him somehow."

The two manticores looked at each other. Normally, they wouldn't bother with another predator's prey. But this was Fluttershy. Kind, loving Fluttershy who had helped the male two years ago, and had helped the female just three months ago when she was having trouble giving birth to her cubs.

For her, they'd fight.

When the manticores nodded, Fluttershy grinned, hugging them both and taking position on the male's back. The manticores roared, charging into the fight as the melee fighters, joining in with Rarity, were roughly pounding Nightmare Brutality over and over, Demoman using his grenades as clubs. Trixie and Zecora kept pelting him with illusions and negative effect mists, Twilight, Gem Sentry, and Engineer blasting away at him.

And meanwhile, Rainbow Dash and Derpy gathered more and more clouds...

"ENOUGH!" the Nightmare bellowed, creating an explosion of magic that knocked everypony back. He tackled Rarity, surrounding them both with a wall of blades. He slammed a hoof down on her horn, blocking her magic, Rarity squirming fearfully underneath him.

"Keep wrigglin,' sheila," Nightmare Brutality teased. "You're just turning me on."

Rarity froze, whimpering softly. The Nightmare grinned, a sickeningly cheerful grin, tracing a hoof down her belly, the elegant white unicorn shivering in terror. "We's gonna have ourselves a millionare's holiday, sheila... Nightmare Moon told me about your nightmares. ALL OF THEM..."

"No..." Rarity whimpered, her eyes widening as she realized what he was planning.

"Oh yes..." Nightmare Brutality said, manifesting a knife and pressing it just over her eye, starting to dig into the soft flesh. "So why don't you tell me, little miss Rarity..." He began to cut into her, the knife tearing through her flesh, blood running into her eye. "Tell me how good it feels to BLEED!"

Rarity screamed, sobbing.

Nightmare Brutality cackled viciously, tearing a deep gash in her face, blood flowing over her. He prepared to cut her again, when his wall of blades was suddenly sucked into the air by a massive vortex.

"What the bloody?!" he snarled, looking up to see Rainbow Dash and Derpy creating a massive vortex around him, the massive blades that had been sucked up swirling about and getting struck with lightning over and over again. Applejack lassoed Rarity and pulled her out of harms way before Brutality noticed. He snarled, manifesting some blades to throw into the vortex at the two fliers.

"YOU WON'T HURT MY FRIENDS ANYMORE!" Fluttershy shouted with surprising intensity. Anger was bubbling inside her, at an intensity she had never felt before. She could hear everything that went on inside the blade cage. She remembered her own nightmare. And this bastard was making Rarity relive her own...

How dare he!?

So great was her anger, her righteous fury, that her already powerful Stare evolved. It turned into a Glare. Not as powerful as Barricade's baleful gaze, but still just enough to startle Brutality, drawing his attention away from Rainbow Dash and Derpy.

The two pegasi, taking advantage of the distraction, leaped into the tornado and began kicking the charged blades at him, forcing him to dodge. Each impact from the blades created a massive explosion, forcing Brutality back further with each charge.

The last blade landed, Brutality dodging back one more time, right into the jaws of the male manticore. He bit down on Brutality's wing, which crunched sickeningly, black blood spurting from his mouth. The male manticore tossed the Nightmare over to his mate, who pinned him down and began pummeling him with her poison stinger.

[Subject Designate: Fluttershy – combat data recorded. Fighting style: Animal control and paralyzing gaze.]

[Acknowledged: Uploading information to database.]

Staring to get desperate, Nightmare Brutality teleported away, only to find himself facing Barricade's mighty Glare, the fully healed pegasus snorting angrily, rearing up and whinnying furiously. Brutality scrambled away, Barricade's Glare alone powerful enough to induce fear in him, Fluttershy's own Glare making it worse.

And on Barricade's back, grinning like a loon, was Medic, his horn sparking with an aura that was frighteningly familiar to Brutality.

"Best give back our friend, Fraulein! Lest ve simply beat him out of you! You have three seconds! DREI! ZWEI! EIN!" Medic cackled, his horn flaring as he trigged his UberCharge on the pegasus he was riding.

Barricade laughed as she felt power surge into her body, invincible blue armor forming around her and Medic as her Glaring eyes glowed bright red.

Brutality barely had time to think Bloody CHEATERS! before the UberCharged pegasus charged into him with all the force of an out-of-control freight train, slamming him hard into a lamppost.

This was humiliating. He was a Nightmare. A monster, a murdering, bladed death machine. And he was getting his ass handed to him.

"ENOUGH!" he roared, a magical explosion coming from him and knocking the still invincible Barricade back, the UberCharge flickering out. He snarled, fully healing his injuries as he stomped out of the mist created by his explosion. A blood red magical aura surrounded him, his wings having metamorphosed into writhing blades, metal feathers dripping from them. This tail was now a thick chain ending in a massive morning star.

"I'm done playing with you," Brutality said, his voice echoing. "This isn't fun anymore. This ends NOW."

"You're right. It does," Twilight Sparkle said, slowly walking forward. An aura of power began to surround her as she kept her gaze on the nightmare. A cold fury suffused her as she faced down the vicious Nightmare. But she didn't run. The power around her began grew more and more intense, the BLUs staring at her in confusion. Engineer turned to Rarity, who was smiling widely.

"What's going on?" he asked.

Rarity grinned. "Something wonderful..."

Nightmare Brutality glared at her. "You. I was told about you, little princess. It wasn't just Discord that hurt Fluttershy," he said, smirking. "It was you as well." He laughed viciously. "Pretty little princess, too afraid of herself to cut loose!"

"What?!" Demoman said, looking at Applejack.

"Power backlash," the farm pony said. "She and Discord her blastin' away at each other, and the beams just started goin' wild. Fluttershy got caught up in it, nearly gettin' killed... And Twilight hasn't stopped blamin' herself ever since. Even if nopony else does..."

Twilight closed her eyes as the memory came back to her.

/\/\/\/\/\/\/\/\/\/\/\/\

The past...

A little under a year ago...

/\/\/\/\/\/\/\/\/\/\/\/\

"My sins are great, I cannot abide. My power now I cast aside," Twilight intoned, magic flowing around her as her wings slowly faded out of existence.

"Twilight, why?" Celestia asked softly.

"Fluttershy nearly got killed because of me, Princess," Twilight said, tears in her eyes. "I... I nearly killed one of my best friends because I wasn't careful... I don't deserve my power, or my position..."

Celestia shook her head. "Please... Please reconsider..." she said, gently hugging her.

Twilight couldn't look in her mentor's eyes, couldn't bear the disappointment she imagined she saw there. "I'm sorry... I'm a failure as a princess... Maybe I'll do better as just a librarian..."

/\/\/\/\/\/\/\/\/\/\/\/\

Now...

/\/\/\/\/\/\/\/\/\/\/\/\

Twilight opened her eyes, which now had an ethereal glow to them. "You're right," she said softly, her voice echoing. "I've been afraid of my own power ever since that day. But it was always still a part of me, no matter how much I tried to suppress it. Denying any part of myself was just hurting myself."

Her voice became louder, Twilight starting to float in the air. "I have to accept that this power is a part of me. And control it. Guide it in the way I want it to go!"

Power swirled around Twilight as she grew, becoming taller, her horn glowing brightly. Mystical rings appeared and shattered, elegant wings growing from her back as she became an alicorn once more.

"And I swear, by ROYAL DECREE," Twilight said in the Royal Canterlot Tone, "that I will NEVER let any of my friends come to harm again! I reclaim my crown! I reclaim my title as PRINCESS TWILIGHT SPARKLE!"

"Good girl," Barricade said softly, grinning widely.

"All hail," Fluttershy said, she and the other Elements grinning widely, visibly proud of their friend.

The BLUs just stared numbly, shocked by this. "Daaaaaaamn," Scout said.

In Canterlot, Celestia and Luna both looked up, sensing a very familiar power. They turned towards Ponyville, seeing a bright light coming from there. The two Princesses grinned, a feeling of peace coming over them, Celestia feeling a surge of pride for her beloved student.

In the Crystal Empire, Cadence and Shining Armor suddenly felt a surge of familiar magic. They traded happy grins, realizing what had just occurred.

[Subject Designate: Princess Twilight Sparkle – combat data recorded. Fighting style: Extreme power magic user.]

[Acknowledged: Uploading information to database.]

[Requesting permission to enter retreat mode.]

[Negative. Original information indicated Subject Desginate: Twilight Sparkle to be just a unicorn and not an alicorn princess. Further data required. Keep to original programming.]

[Requesting permission to enter retreat mode.]

[Negative.]

[Requesting permission to enter retreat mode.]

[Negative.]

[Requesting permission to run the fuck away from the magical creature that can probably junk my metal ass in under a millisecond.]

[Stay there or I'll junk you myself.]

Nightmare Brutality covered his eyes with a wing, snarling. "You think that'll help?!"

"I am the Mistress of Magic," Twilight intoned. "Defender of Equestria! And I swear that you and your comrade will not harm those children!"

Nightmare Brutality sneered and threw a flechette of blades from his wings at her. His face fell as the blades bounced off of her harmlessly. Powerful magic lanced from Twilight's horn, slamming Nightmare Brutality back against the Arts Center's front door, pinning him there as he screamed in agony, writhing about underneath the blast.

"Bloody hell," Demoman said softly.

"Get him, Twilight!" Rainbow Dash cheered. "Blast Sniper out of there!"

Twilight, without turning around, shouted over the sound of her energy blast. "RAINBOW DASH! I'm going to open a channel directly into his mind! On my signal, fly into it and help Sniper regain control of his body! With any luck, Berry will have found and disabled the device blocking the fusions by then!"

/\/\/\/\/\/\/\/\/\/\

Meanwhile...

Elsewhere...

/\/\/\/\/\/\/\/\/\/\

Berry Punch felt a tingle of good magic wash over her, magic she hadn't felt in almost a year. She chuckled a little. "Huh... Guess I'm gonna have to get used to calling Twilight 'your majesty' again..." she said softly, feeling a bit more confident now. She continued to follow the directions the Doctor's screwdriver gave her, praying she was reading them correctly.

In a condemned building, she found a bipedal creature of bluish-gray metal standing next to a glowing, spherical device with a glowing antennae on top of it. Next to him, turning slowly from side to side, was a massive turret, as big as the mechanical creature itself, bearing two massive chainguns and a quad-missile launcher on top. Behind the robot (Berry guessed it was a robot, at any rate. She was never much for scifi) was a device that radiated a small, glowing circle. In the robot's hand was a wrench, similar to the one Engineer was always carrying, the hard hat it wore similar to Engineer's as well.

Berry frowned, stepping out of the shadows to talk to the robot. When she did, though...

BE-BEEP *chrrr*

Berry scrambled back into the shadows, hiding behind the outside wall as the turret whirled and fired at her. The robot turned towards her, pulling a shotgun out of a panel in its leg and aiming it.

"Subject Designate: Berry Punch, ma'am," the robot said. "Pleasant evening, isn't it?"

That's even Engineer's voice... What is that thing!? Berry thought.

"This unit regrets to tell you that y'all had best stay out of this. This unit's associate still has work to do, so y'all had best be movin' on. It's not like you have the ability to get past the sentry this unit has set up, much less destroy the Harmony Neutralization Device."

Berry grinned wickedly as she remembered the Doctor's words. But I do have a way... She pressed the button that the Doctor pointed out on the screwdriver. A powerful sonic pulse came from it, Berry wincing as she held it towards the robot. It screamed, its body vibrating rapidly as its sentry and the spherical device began to spark.

Finally, both sentry and device exploded in a blast of magical energy, the robot staggering back.

Berry chanced stopping the device, turning to peer into the room. A blast from the robot's shotgun knocked the screwdriver out of her grip. Her heart pounding, she tried to think of what to do next now that she had been disarmed.

The robot scowled. "Girl, y'all done incurred this unit's wrath," it said, manifesting a new toolkit and setting it down. It stalked towards Berry, loading in a new shotgun shell as the sentry began building behind it. It rounded the corner, aiming its shotgun at Berry.

Oh Celestia Pinchy I'm sorry please help me Celestia I want to hug my daughter again I don't want to die! she thought desperately, tears streaming down her face as she looked at the shotgun's barrel.

"Ah'm a killer of ponies, Subject Desginate: Berry Punch. That's the God's honest truth," the robot said, its eyes glowing fiercely as it started to squeeze the trigger.

A loud, metallic crunching sound drew its attention. Both Berry and the robot looked inside, to see Mayor Mare standing over the wreckage of the new sentry, a lead pipe held in one foreleg as she glared at the robot.

"You need a permit to build here," the Mayor said, glaring.

The robot turned his gun towards her, but Berry got behind it and kicked it in its metallic rear, the shot going wild. The Mayor stepped forward and jammed her pipe through the robot's chest.

"I-In-it-ating re-re-re-re-retreat mode..." the robot sputtered, slowly yanking the pipe out of its chest and tossing it aside, staggering to the device generating a ring of energy and stepping into the ring. Both robot and device vanished in a flash.

"You all right?" Mayor Mare asked.

Berry nodded, retrieving the sonic screwdriver. "Yeah... That robot had a gizmo that was blocking the powers of the Elements somehow," she said. "Doctor Hooves let me borrow one of his gizmos to break it."

Mayor Mare nodded and hugged her. "C'mon," she said, holding up a program similar to the one Berry had received earlier. "The other parents are already on their way to the Arts Center," she said. "We may not be able to help, but we can at least cheer them on as they save the children."

Berry nodded. "Works for me," she said, grinning. "I'm gonna need a huge drink after all this, though..."

"You and everypony else," Mayor Mare muttered as the two mares ran off.

/\/\/\/\/\/\/\/\/\/\

Back at the fight...

/\/\/\/\/\/\/\/\/\/\

Twilight easily kept Nightmare Brutality pinned under the force of her magic. A rainbow-colored cone formed, leading directly into his head.

"GO, RAINBOW DASH!" Twilight shouted.

"You got it!" she said, unhesitatingly diving into the cone, magic wrapping around her as she disappeared into the Nightmare's head.

She appeared in a stormy landscape on top of Ayer's Rock, although she didn't know what it was. She looked around for Sniper, only for Christian Brutal Sniper to tackle her from behind, screaming in rage.

"This is MY body now, you miserable little cunt!" CBS snarled. "NO TRESPASSING!"

Rainbow Dash tried to fight back, but CBS got her on her back, jabbing knives into her wings to pin her there, the pegasus screaming in pain. The sound was quickly cut off as CBS wrapped his hands around her throat.

"Myeheheheheheh," he cackled, a sickening grin on his face. "You shouldn't have come here, sheila. I reign supreme here. And now you're going to to die."

He tightened his grip, Rainbow Dash's eyes starting to bug out as she felt something start to rupture in her neck.

"Die die, pretty sheila! And we'll all have ourselves a millionare's holiday!" CBS laughed.

"No," said a calm voice from behind CBS. Before the evil persona could react, Sniper wrapped his arms around his neck and pulled him away from Rainbow Dash, the rainbow-maned pegasus hacking as she tried to catch her breath.

CBS snarled, struggled fiercely to get out of Sniper's grasp. "How... How the bloody hell did you get out!?" he snarled.

Sniper sighed. "Princess Twilight's words made sense... And I realized... I realized that she's right. I have to accept all of me. Locking away all the bad just makes me weaker. Pretending its not there just makes it stronger."

"Right!" CBS snarled, trying to break free of the submission hold Sniper had put on herm. "And look how strong I got!"

"That's my fault," Sniper said. "And I'll have to live with it. But I'm not letting you have your way anymore."

"NO!" CBS roared. "This body is mine now! YOU CAN'T HAVE IT BACK!"

"I accept that you are a part of me," Sniper said softly, Rainbow Dash watching him and smiling. "I accept that you exist."

"NO! NO NO NO GOD DAMN IT!" CBS roared, struggling desperately to break free, Sniper's grip too strong.

"I accept that you are of my mind. And I will never let you control me again," Sniper said.

CBS screamed, his body dissolving into a ball of light which was absorbed into Sniper's body. Sniper sighed, and walked over to Rainbow Dash, the storm in the landscape fading as he removed the knives from her wings and helped her onto her stomach again.

"You okay?" she asked.

"I will be..." Sniper said, wrapping an arm around her neck and hugging her. "Thanks Dasher. I owe you all big time."

Rainbow Dash chuckled and nuzzled him. "Just so long as you're okay," she said softly. "Now c'mon. We got some foals to save."

Sniper grinned, nodding.

Back in reality, Twilight backed off as rainbow light engulfed Nightmare Brutality. A smile was on her face as she watched the Nightmare change from an evil alicorn into a slender, female form. The light faded, revealing the new being standing before them.

She wore Sniper's outfit, but she was definitely female, with well-defined legs showing in the jeans, a sign of Rainbow Dash's athletic figure. The long hair, partially hidden by the slouch hat she wore, was rainbow colored. She tipped her hat politely, her eyes hidden behind shades. On her back was a heavy backpack with a jar of yellow liquid attached on one side, a small plush koala wearing a similar hat in a pocket on the other side. A submachine gun was mounted on her hip, a high powered sniper rifle in her hands. Her belt had a pouch with extra bullets in it, a kukri knife sheathed on the side of the backpack She spoke, the voice Rainbow Dash's, but carrying Sniper's distinctive calm tone and accent.

"G'day mates," she said. "Or g'devening, I guess. Rainbow Sniper at your service."

"Outstanding!" Soldier said. "Berry did it! We can fuse again!"

Rainbow Sniper smirked. "Then you'd best fuse into Solderp again quick, mates," she said. "Otherwise I might get all the hits meself."

Ponies began to pair up, five columns of light forming as Rainbow Sniper began to walk around the Arts Center, scanning for a place to shoot.

"How far out is Chrysalis?" Twilight asked Spy.

Spy closed his eyes, concentrating on the changeling queen's thoughts. "Ten minutes," he said.

Twilight nodded, turning briefly when she noticed the parents of the foals starting to arrive, Berry Punch and the Mayor arriving soon after. "Then lets get ready to fight," she said, flaring her wings. "Hopefully the Doctor's having just as much luck as we are."

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Earlier...

Inside the Arts Center...

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

The kidnapped foals all huddled together in their cage, staring fearfully at the plant-like creature that so resembled their teacher. They had all been kidnapped by some faceless monster, blacking out and waking up in a cage in someplace they'd never been before.

Nightmare Gardener, for her part, was calmly moving about the room, setting up horrific looking machines. The first one she finished was a crucifix of sorts that would hold a foal upright, a slow moving drill on the front of it. Gardener demonstrated the device, showing the hooks that would open on it after it opened, latching onto the victim's insides and yanking them out as it slowly twisted back out of the body.

With sickening glee, Gardener pointed out that this particular device was for Twist.

The second device she had finished was something she declared was meant for the Cake twins. Both foals would be seated over a pool of acid, Pound's wings strapped down, Pumpkin's horn muzzled. The only way one of them would live is if one of them pushed the knives strapped to the chairs they were sitting in into the gut of the other. If neither one killed the other in time, they'd be dropped into the acid.

A large meat grinder was set up for Silver Spoon, with a funnel and pump underneath leading to a chair that Gardener said was meant for Diamond Tiara. The device was meant to feed Silver Spoon's remains to Diamond until her stomach burst.

"After all," Gardener had teased, "aren't you the type that likes grinding up others anyway?"

Diamond swore to Celestia, Luna, Discord, and anypony else she could think of that she'd be nice to everypony for the rest of her life if she got out of this.

More devices were there, each one more cruel-looking than the last. And the more complete they became, the Nightmare busily working away at them, the more frightening they looked.

Explosions began rocking the building, Gardener looking outside with amusement. "It seems that the heroes have come, my little seedlings."

The foals felt their spirits soar when they began to hear the familiar voices of the local heroes. Scootaloo grinned at her. "Rainbow Dash and the others are gonna kick your butt!"

"Yeah!" the foals cheered.

Gardener just smiled at them. "Are you fond of Rainbow Dash?" she asked.

"Of course I am!" Scootaloo said. "She's the most awesomest pony in Equestria! She's gonna be captain of the Wonderbolts one day!"

Gardener's smile widened. "So you'd be willing to do almost anything for her?"

"Of course!" Scootaloo said, her chest puffing out proudly.

Sweetie Belle cringed, figuring out where this was going. "Um, Scoots, you might wanna stop answering her..."

"Would you even give her gifts?" Gardener asked, her grin demonic.

"Y-yeah, I would..." Scootaloo said, hesitating worriedly.

"Then perhaps a nice hat made out of your skin? You're not going to be needing it anymore." Gardener said in her frighteningly calm voice. Black Morrigan finds shot from her back, grabbing her and pulling her up away from the other foals, who desperately grabbed for her as Gardener began to strangle her.

But just as she began to tighten her grip, she dropped Scootaloo, flinching back as if struck.

Nightmare Gardener frowned, never dropping her calm demeanor. Why did I stop?

At that point, the Doctor fell into the room, landing on his face. The foals and the Nightmare stared at him, confused, as he fumbled for a bit, picking himself up.

"Yes! Hello! I'm the Doctor! And I'm here to save the day!" he said, pausing to think for a moment, and adding, "That really does sound silly, doesn't it?"

The foals started to call out to him, begging him for help. Gardener glared at them, silencing them and making them cower in a corner again. She then turned her attention to the Doctor again, smirking.

"So what is it you want, Valeyard?" she asked, her expression confident.

The Doctor frowned. "For one thing, to know why you keep calling me that?"

Gardener smirked. "You will know the Answer when the Question is asked," she said.

The Doctor rolled his eyes. "I'm getting tired of hearing about the bloody Question. I miss the days when it was just funny," he said, going over to the cage where the foals were locked in and examining it, occasionally shaking parts of it.

Gardener laughed at him. "Poor little Valeyard," she said. "You have no idea what is going on."

"I never have any idea what's going on," the Doctor said, smirking, still fiddling around with the cage. "I always blunder in and make it up as I go along. And here. I. Stand."

"Luck runs out eventually, Valeyard. It ran out for you when the TARDIS crashed," Gardener said.

"And yet I still managed to save Equestria, if not the world, over and over again. The Rake, the Smiledogs, the Archangel, the Cyberponies, the Master, the Weeping Angels. All of them and so many others, BEATEN. The Empty City, DESTROYED. The Daleks, my greatest enemies, the bane of all that lives? EXTINCT, thanks to those fools pissing off Celestia," he said. "Evil tends to have a way of ceasing to exist when I show up."

Gardener rolled her eyes. "Of course it does. Which is why you're doing so well in saving my Master's latest victim," she said.

"I don't have to," he said, shaking the cage some more. "I've got the bloody Justice League out there pounding on your little assistant. They'll get Sniper out of him, and then they'll come and shoot you until they feel better and you've given up Cheerilee."

The foals looked surprised at this.

"That thing is... Miss Cheerilee?" Ruby asked.

"Well, sort of," the Doctor said. "See, Miss Cheerilee is possessed by that thing. She was tricked into eating jellied evil, like I was, and a monster grew out of her."

The foals traded looks, confused by this.

Gardener smirked. "You should hear her screams, children. Hear her screaming in fear for all of you," she said, tapping the side of her head. "She knows that I intend to murder you all. And there's nothing she can do about it."

Gardener then struck herself in the face with her own forehoof.

The Doctor stared at her, an eyebrow quirking upward in curiosity. Gardener stared at her hoof, an alarmed look crossing her face before she put it back down again.

The Doctor briefly considered this before he coughed and continued, still walking around the cage and shaking it now and again. "Why Cheerilee's Garden? What do all those nasty-looking devices over there have anything to do with gardening?" he asked.

Gardener quirked an eyebrow on amusement. "It's more of a rock garden than anything else. One that will be created after the show."

The Doctor stopped, considering this for a moment. He then brightened, finally getting it. "A rock garden... Oh! Because of the GRAVES!" He chuckled. "That really is quite clever."

The foals stared at him incredulously. "Don't compliment the bad guy!" Diamond Tiara said.

"What? It was clever!" the Doctor said, pouting and shaking the cage again.

"Stop that," Gardener said to him, frowning.

The Doctor shrugged. "What? I can't get it open, I'm just shaking it," he said.

"The noise is bothersome," the Nightmare said.

The Doctor shook the cage again. Gardener facehoofed. "What, exactly, are you trying to accomplish here, Valeyard?"

Explosions rocked the building again. The foals shuddered in fear, huddling close together, as the Doctor and Nightmare Gardener stared each other down as they leaned over their cage.

The Doctor smiled. "I told you. Save the day, save the foals, go home and have french fries and gravy," he said. "I've had the biggest craving for poutine lately..."

"Wouldn't you prefer a nice veal chili, Valeyard?" Gardener teased, making the foals shudder.

And then one of her flailing vines whirled around and smacked her in the face.

A distressed look came over Nightmare Gardener as she staggered from the blow.

"Something wrong?" the Doctor asked.

"No," Gardener said, forcing herself to remain calm.

The Doctor smirked, walking over to her side of the cage. "You're losing control, aren't you?" he said.

"She's mine," Gardener said. "Her body, her soul, all mine."

"Oh yes, I know very well what it's like to be a Nightmare. But Miss Cheerilee, oh she's a different sort," the Doctor said, grinning widely. "Absolutely brilliant, you ponies. I never thought there would be a race I admire more than humans, but you lovely little ponies..." He chuckled.

Gardener glared at him. She tried to summon more vines, but it was as if there was a wall inside her. She pounded on it as best she could, but the mental barrier wouldn't break down.

The Doctor smirked. "That little blockade you're feeling right now?" he said, guessing what was wrong. "It's Cheerilee. She's fighting you, Nightmare Gardener. She's fighting to get her body back from you. That's the love a teacher has for her students, and she is WINNING."

A low growl came from Gardener's throat. The Doctor paced around her, grinning widely. "You're losing, little girl. You're losing control of the body you stole. Your master doesn't care enough about you to save you, and soon the BLUs, the Elements of Harmony, and a very large, very short-tempered pegasus are going to bust in here and squash you," the Doctor pressed.

"I am well aware of how my master thinks, Valeyard," she said, a slow smirk spreading over her face. "I know what he knows. The question is, do you know what your friends know?"

"River and Jack are entitled to their secrets," the Doctor said. "It'd be rude to pry."

"Even if those secrets are about you?" Gardener asked. "Secrets about yourself that you yourself don't know?"

The Doctor just stared at her for a long moment, his expression unreadable. He then shrugged, going back to the cage.

"Well, in the end it doesn't matter. Secrets are secrets, whether they come out or not," he said. "What matters is the mistake you just made, and how badly it's going to cost you."

Twilight's voice began to echo loudly, good magic washing over them all. Soon after that, Nightmare Brutality began to scream in pain, a rainbow light engulfing him.

"What mistake would that be?" Gardener said, glaring at the Doctor.

"You let me touch things," the Doctor said, tapping the cage with a hoof. The cage then fell apart, screws loosened by the shaking popping out, freeing the foals.

Gardener stared in shock, her calm demeanor finally breaking completely as she snarled at the Doctor. Flowering vines grew from her back and lanced towards the Doctor, wrapping around his throat. But before she could tighten them, or make the flowers release their deadly poison, she found something inside her head forcing her to let go.

"NO!" Gardener screamed in frustration.

"Keep fighting her, Miss Cheerilee," the Doctor said, grinning. "I'll get your children to safety. And while we're on the subject, RUN!"

The foals screamed, heading for the door as Nightmare Gardener began to sprout more and more vines from her back, a vicious roar coming from her as she started towards the Doctor and the foals, something new happened.

CH-KOW

A tiny, rainbow-colored streak zipped in through one of the windows, striking Gardener in the head with enough force to knock her over. Glass broke on the window it burst through.

"What... HOW?!" the Nightmare shouted as she forced the bullet out, her wound closing much slower than normal. In frustration, she looked at the broken window. It was thickly covered in vines. There shouldn't have been any way for a bullet to get through!

The Doctor and the foals pounded on the front door, yanking at the vines wrapped around it. "Twilight! Anyone! Get the doors open, quickly!"

CH-KOW

Another rainbow-charged bullet came in, shooting through one of the tiny gaps in the vines and striking Nightmare Gardener in the eye. She let out a bellow of rage, thrashing about in frustration as greenish blood flowed down her face.

/\/\/\/\/\/\/\/\/\/\/\/\/\

Outside...

/\/\/\/\/\/\/\/\/\/\/\/\/\

Twilight, Trixie, Gem Sentry, Solderp, FlutterHeavy, and AppleDemo, the latter three parked by one of EngiRarity's Dispensers, blasted away at the front door, futilely trying to tear away the vines which were growing even faster than before, Gardener desperate to maintain some control. They could hear the Doctor and the children inside. EngiRarity was building teleporters, placing one at each window into the main theater as Scoutie Pie stood by Rainbow Sniper, shaking her head in amazement.

"How are you even making these shots?" she asked.

Rainbow Sniper smirked, carefully peering through her scope. "All it takes is patience, mate," she said. "All I need is the slightest line of sight. And..."

CH-KOW

Another bellow of fury and pain came from inside.

"Sweet!" Scoutie Pie said.

Rainbow Sniper smirked and stepped into one of EngiRarity's teleporters, reappearing on the other side of the building. She stepped off the teleporter and lined up another shot, peering through the tiny gaps in the vines wrapped around the windows. Through her scope, she saw the tiniest movement, the tiniest hint of green...

CH-KOW

The bullet shot through the window, striking Gardener right in her Cutie Mark. The vines started to go limp, Gardener screaming in frustration as pain shot through her flanks.

"What is happening?!" she bellowed. "Where are you?!"

Rainbow Sniper calmly stepped aside as Gardener made the vines on the windows lash straight out. She took advantage of the extreme opening and took aim through the window as the vines retracted, the clear shot making it easy for her to shoot the Nightmare in the head again, knocking the tip of her horn off.

CH-KOW

"KILL YOU!" Nightmare Gardener screamed, green blood streaming from her broken horn. "Kill you ALL!"

Gardener's body seemed to dissolve, becoming a massive of thorny vines that shot towards the foals and the Doctor. The foals screamed in fear...

...and the vines stopped.

"IMPOSSIBLE!" Nightmare Gardener screamed. Her back swelled violently, a magenta hoof pushing its way through. Vibrant green vines suddenly shot out of the ground, wrapping around the darker Black Morrigan vines. The vibrant vines, bearing flowers similar to Cheerilee's Cutie Mark, pulled the struggling Black Morrigan vines aside, giving the Doctor and the children a chance to escape.

The children turned back briefly, watching in amazement as Cheerilee literally forced her way out of Nightmare Gardener's body. They then noticed their parents and families, running to them and almost leaping into their arms.

"Mama! Mama!" Ruby Pinch cried, the little unicorn leaping into Berry's outstretched forelegs.

"Oh Pinchy!" Berry sobbed, hugging her tightly, laughing in relief. "Oh, my baby, I'm so glad you're okay!"

"It's gonna be all right now," Filthy Rich said, he and Topsy Turvy hugging a sobbing Diamond Tiara tightly. "Daddy and Mommy are here."

"It was Miss Cheerilee, Dad! That monster ate her or something, but she fought it from the inside and helped us all escape!" Diamond Tiara said. "She helped save us all!"

"No hug for me?" the Doctor said, smirking. He didn't really expect one, but it would have been nice. "I didn't even have a gun and I was in there keeping that overgrown vegetable from killing the younglings here!"

Mayor Mare chuckled, hugging the Doctor tightly. "Thank you... All of you, for helping to keep the children safe."

"You get her, Rainbow Sniper!" Scootaloo said, she and Dinky standing with the Apples, Big Macintosh sobbing in relief as he and Granny Smith hugged Apple Bloom.

"Save Miss Cheerilee, mama!" Dinky said as Sparkler, just ariving, ran up to her, scooping her up and hugging her tightly.

Rainbow Sniper, and Solderp turned and cast salutes to the young ponies as they watched Cheerilee free herself from Nightmare Gardener, the Nightmare's body bulging sickeningly as Cheerilee fought her way free. The teacher forced her way out, landing roughly and scrambling to her feet, glaring at the monster born from her body.

Nightmare Gardener stared at her in confusion. "HOW?!"

"Won't... let you... hurt my children..." Cheerilee said, panting heavily, visibly tired from accomplishing the impossible.

Nightmare Gardener snarled. "Obviously, I don't need you as a host anymore. So I see no reason not to kill you..."

A jar of Jarate exploded on her face, the Nightmare gagging as the urine got in her mouth.

"And WE see no reason to be NICE anymore! GET TO IT, LADS!" Rainbow Sniper said, leaping in one of the windows, Twilight leading the rest of the BLUs and Elements in, EngiRarity immediately setting up a sentry and pulling out her Wrangler. The fusions primed their weapons, firing over and over, forcing the Nightmare back to the stage, her body warping with each blast and bullet. Gem Sentry joined in with her own weapons, adding her massive firepower to the barrage.

Medic and Twilight went to Cheerilee's side, the Earth pony staggering. "Are... are the children safe?" she asked.

Medic cast his healing beam on her, restoring her vitality. Twilight smiled, nuzzling her. "They're safe. Thanks to you," she said. "That was incredible!"

Cheerilee grinned weakly. "Still not sure how I did it," she said, feeling stronger as Medic's magic did its work. "But I'm glad they're all okay."

Twilight nodded, fluffing her wings. "All that's left is cleaning up," she said, turning to Nightmare Gardener, who by this point had dissolved into a writhing mass of vines as the fusions pummeled her, Zecora reaching into her pouch and tossing an orange anti-Smooze cloud, the vines bubbling as the poison took effect.

As they fired, though, Scoutie Pie felt a familiar pinching in her knee. Uh oh, she thought, grabbing for her can of Bonk! and chugging it.

"ENOUGH!" Nightmare Gardener bellowed.

Black Morrigan vines shot from the ground, wrapping around everyone, unicorns and alicorns getting their horns wrapped, Gem Sentry getting mummified by the vines as they were all lifted into the air save for Scoutie Pie, her Bonk! enhanced reflexes the only thing saving her from being captured.

Nightmare Gardener, her calm demeanor restored, quickly reformed her body, walking out amongst the captured ponies. Scoutie Pie sneered and squeezed her scattergun's trigger, only to find she was out of ammo. She tried her pistol, but Nightmare Gardener almost casually swatted it out of her hand.

"Aw crap," she muttered, drawing her bat. Gardener just grinned, smirking.

"No more games, little ones. I will kill you all, and..." she paused, noticing a figure in the doorway. A grin came over her as the figure stepped in, revealing itself to be Slendermane.

"Master..." Gardener breathed, delighted beyond measure to see it. She slowly walked towards it, Scoutie Pie stepping out of the way. The vines holding the others writhed about, Gardener ignoring them all. "Have you come to watch, Master?"

Slendermane nodded slowly. Twilight felt a surge of poisonous magic, one she recognized. "What the..."

And then she noticed the changelings watching at the windows, cruel grins on their faces.

Nightmare Gardener's eyes began to glow green as the magic took a hold of her. She felt her adoration for her master surge as she got closer and closer to him. Unnoticed to her, a green mist emerged from her body, floating towards Slendermane and disappearing where its would be.

Slowly, the vines began to weaken. The vine around Twilight's horn unraveled, Twilight immediately teleporting everypony free of the the plants that held them in check.

Nightmare Gardener didn't notice, didn't notice her knees wobbling as she approached 'Slendermane.' All she cared about was the love and adoration she felt for her master. When she was standing right before it, green flame enveloped 'Slendermane.' The flames faded quickly, Queen Chrysalis standing before the startled Nightmare. She licked her lips and smirked, laughing, her insectile wings fluttering.

"Whu... you're not master!" the Nightmare said.

Chrysalis nodded in agreement. "And you, my dear delicious Nightmare, are made of candy," she said. Her changelings shot in through the windows, ponies and fusion forms turning away as Chrysalis and her changelings began to devour Nightmare Gardener. The Nightmare's screams of agony where cut off quickly as Chrysalis tore out her throat.

After a mercifully short time, the changelings finished her off, leaving nothing but a green smear on the ground.

"Ewww..." Scoutie Pie said.

Chrysalis grinned, belching rudely. "That was fun! Call me again if you fight any more villains made of snack food!" she cackled.

"Thank you, your majesty," Twilight said, bowing to her. "She would have murdered us all if you hadn't shown up when you did."

Chrysalis smirked. "Just keeping to our arrangement," she said. "Don't look too much into it, little princess."

"How are your people doing?" Solderp asked.

Chrysalis frowned, and sighed. "They're fine," she said. "The Lovestone is producing more than enough love to feed us all. The famine we were going through has been completely averted."

Solderp just nodded, smiling. "Good," she said.

"I am... unused to feeling gratitude..." the changeling queen said softly. "Thank you."

"There's still probably Black Morrigan vines around," EngiRarity said.

"We'll clear them out and take them with us," Chrysalis said. "I get the feeling that these little ponies would prefer I and mine not hang around for long."

Twilight nodded. She turned, and saw Barricade coming up to her.

"So you done running from your responsibility, Princess Twilight?" the massive pegasus asked.

Twilight nodded. "I never should have cast them aside," she said.

"You gonna do the right thing? Follow your destiny, take up your crown once more?" Barricade asked, giving her a stern look.

Twilight nodded. "Yes. I will," she said.

Barricade nodded. "Okay. Due to the circumstances, we can skip any formal ceremony, plus there's some paperwork to go through, getting your guards assigned back to you and all that. But beyond that, this will do for now."

She spread her wings and shouted, "Before Luna's sacred moon and before these witnesses, I, Barricade, Captain of the Pegasus Guard, Order of the Hurricane, do hereby officially recognize once more Twilight Sparkle as a Princess of Equestria! Bow your heads in respect!"

Twilight smiled softly as her friends, one by one, bowed before her, the fusions dropping to one knee, holding their weapons in a saluting position. The BLUs who currently weren't in a fusion watched Twilight with amazement as they bowed. Only Chrysalis and her changelings didn't bow, simply watching the proceedings with amusement.

"I, Twilight Sparkle, do hereby accept my role as Princess, and vow to defend the land and its ponies from all who would harm it," Twilight proclaimed in the Royal Canterlot Tone.

Barricade smiled, her gaze soften. "Good. Beyond the paperwork, we're done," she said. "And your highness... about what happened back then... My husband and I, we never blamed you."

Twilight sighed, smiling weakly. "I did enough blaming myself for everypony, I guess... But I can't let guilt overtake me," she said. "I'm done running from who I am."

The fusions broke apart, Sniper coming up to her and grinning. "So am I, your highness," he said. "So am I."

Twilight smiled.

And then Gem Sentry screamed.

Everyone whirled, Gem Sentry screaming and collapsing, electricity swirling around her as she fell on her side and twitching violently, revealing a device attached to her flank.

The BLUs, to their horror, recognized it immediately.

"Sweet Jesus, it's a SAPPER!" Engineer shouted.

Gem Sentry, an electronic moan coming from her throat, stared up at Engineer pleadingly, visibly in agony. Engineer smashed the energy draining device with his wrench, roughly yanking it off of her. He hugged her tightly, Gem Sentry sobbing into his grasp. Zecora tossed out a cloud of crystalline mist which quickly filled the room, clinging to everypony there.

But the robot Spy that had set the sapper had already fled, its data collected as it ran for the portal back to its reality, leaving confused, angry ponies in its wake.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

The next day...

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Cheerilee sat in her bedroom, idly waving her hoof at a small flower in a pot on her desk. The flower danced about, a glum look on Cheerilee's face as her mind wandered back over what happened the night before.

Soldier came in, frowning. "Your door was unlocked," he said softly. "You didn't come into work today."

"Why bother?" Cheerilee said sadly. "I turned into a monster that tried to kill my students. They won't be in today."

"You don't know that," Soldier said.

"And even if they don't, their parents most likely blame me for what happened," she said, idly flicking her hoof, making the flower grow larger. "I couldn't protect them, Soldier..."

Soldier looked at the flower, frowning. "How are you doing that?"

Cheerilee shrugged. "...According to Princess Twilight, when I fought my way free of Nightmare Gardener's body, it pushed my natural Earth Pony magic to the limit. I'm apparently the most powerful Earth pony in the world now. Not that it really matters."

Soldier stared at her for a long moment, and closed his eyes. "Cheerilee, you are late for work. Get up and get moving," he said after a moment. "That's an order."

Cheerilee stared at him, his eyes half-lidded by his everpresent helmet. "You're kidding," she said.

Soldier shook his head. Cheerilee sighed, and shrugged, pushing herself off of her bed and following him glumly to school. When she got to her classroom, to her surprise...

"Good morning Miss Cheerilee," said the full class, all of the foals that had been kidnapped sitting there, along with their parents and families standing at the back of the room and smiling.

"Ch-Children?" she said, shocked. Soldier led her to her desk, Cheerilee following numbly.

One by one, the children came up to her and gave her a gift, led off first by the Cakes delivering their gift, a large cake, in place of their still-too-young twins. Then the foals themselves came forward with their presents. A basket of fresh apples plus an IOU for a Zap Apple pie. A gift card with an absurd amount of bits on it for Filthy Rich's stores. A lifetime pass to the Wonderbolts. A lovely silver necklace. A promissory note from Rarity for a free dress. A basket of fresh muffins. A bottle of expensive wine. And others, little trinkets meant to show their gratitude for protecting them even while possessed by Nightmare Gardener.

"Oh my..." Cheerilee said softly, a wide smile on her face. Tears flowed down her face as she looked over her children, all smiling warmly back at her.

Soldier smirked. "You are loved, Miss Cheerilee. Never forget that," he said, calmly walking out of the room.

"Children... all of you... thank you," Cheerilee said. "Let's forget about class today, and just have some fun!"

A cheer went up from the foals. Soldier grinned to himself. "This, at least, went well," he said.

TO BE CONTINUED...