Waking Nightmares

by Jonathan "KnightMysterio" Spires

Chapter 27: Quick Little Gashes – 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 26. Also, I would appreciate any help in keeping the TV Tropes page for Waking Nightmares updated and edited. Thanks in advance.

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

Canterlot...

Throne room...

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

"No... No! It can't be... I KILLED YOU! I KILLED YOU!"

Medic blinked, hearing Heavy's booming voice as his vision slowly cleared, the darkness that had engulfed them slowly fading. What was surprising was the absolute terror in the massive stallion's voice. Medic looked up, seeing Heavy backing away, looking fearful. Medic looked in the direction Heavy was, blinking in surprise.

Slowly stalking towards him was a large, muscular, heavily bearded human in a Russian military uniform. The man was smirking, cracking his knuckles as he stalked towards Heavy. The massive Earth pony's eyes twitched fearfully as he slowly backed away.

"Heavy... Heavy, who is zat?!" Medic demanded.

"My old commander, back in basic training... but... I strangled him with my bare hands!" Heavy said, shaking his head in disbelief.

Medic's eyes widened. He had been told about this old monster.

The commander chuckled. "Obviously he didn't do a good enough job," he said in Russian, his voice like the sound of distant thunder. "Because he's weak. Too weak and kind to serve the people. Weakness deserves DEATH!"

"No...! I am strong! GET AWAY!" Heavy roared, charging the man.

The phantasm just laughed, knocking Heavy down with a single uppercut and sending the massive Earth pony flying away. Medic tried to attack him, whipping out a scalpel he kept in his coat and slashing at the commander, but the blade just passed right through him.

The commander sneered at Medic. "Yours will appear soon enough," he said, turning his attention back to Heavy.

Medic blinked, and looked around the room the darkness had dragged them into.

Twilight Sparkle, Rainbow Dash, Rarity, Pinkie Pie, Fluttershy, and Zecora were all facing down what Medic guessed were their evil selves from their dreams, each one desperately fighting for their lives. Applejack was running in terror from a massive timberwolf. Trixie was trapped in a bubble of some kind, shivering in fear, the inside of the bubble filled with blood red dust, the area around the showmare filled with an endless, empty starscape. Metal wings were slowly tearing their way out of her back as wires pierced through her flesh, slowly encasing her. Spike was being beaten ruthlessly by a large, red teenage dragon. The guards were being swarmed by demonic-looking changelings who were busily cocooning them, the terrified guards desperately struggling to get away. Princess Luna was thrashing her head back and forth, her coat darkening and lightening over and over again, alternating between pleading for mercy and maniacal laughter. Harbinger was desperately struggling away from a massive, hideous gorgon who was slowly turning him to stone.

And on the dais, hanging limply from thorny branches holding her in place, was Princess Celestia, a lifeless expression on her face. Hanging from the branches of the tree were black plastic garbage bags that dripped with blood.

"Oh man..." Scout said, he and the other BLUs save for Heavy gathering around Medic. "What the hell's happening?"

"It's fears..." Derpy said, startling the BLUs by coming up behind them.

Soldier hugged her tightly. "Oh thank God... Are you all right?" he asked.

Derpy grinned weakly. "Barely... The tree burst out of the ground at the same time the darkness overwhelmed everypony. And then Pinkie Pie's evil dream self showed up," she said, shivering. "Then Luna started being taken over by Nightmare Moon, and then more monsters started showing up..." She hugged Soldier again, in tears. "Please... I don't know what to do! I'm scared!"

Medic stroked his chin thoughtfully. "Ve must determine ze nature of zese dream creatures before ve can..."

"Priority one, help the others," Engineer said. "Let's go, BLU team!" He, Gem, RED Spy, and the BLUs, save for Medic and Soldier, all dashed off, moving to help their friends, Gem tooting her toy horn triumphantly. Pyro began blasting away at the bubble enclosing Trixie, only for her flames to sheet off harmlessly. The others met with similar failure, their attacks passing through the monsters as if they weren't even there, even as they brutalized the others.

"DUMMKOPFS!" Medic snarled, furious that they had just ran in without a plan.

"Stick with me, Derpy," Soldier said, "I'll keep you safe." Derpy nodded, keeping close to Soldier. He turned to Medic and asked. "I overheard you mumbling before the others ran off. You got something on these maggots?"

Medic shook his head. "I couldn't hurt Heavy's fear when it attacked him. It spoke, saying 'mine would appear soon enough.' Ve cannot just attack ze monsters head on. Ve have to destroy ze source of ze attacks. Und quickly, before ve are all consumed by our own terrors."

Medic, Derpy, and Soldier looked up to the tree that held Celestia, the sun princess letting out a low, helpless moan.

"The tree?" Derpy said softly.

"Possibly," Soldier said. "Come on, we have to..."

taptaptaptap

Derpy froze, her irises shrinking to terrified pinpricks. Tears began flowing down her face. "No..."

Soldier frowned. "Derpy, what is it? What was that tapping?"

taptaptaptap

"The beats of the drum," hissed a voice. "Can you hear them?"

Derpy whimpered. "Not him... Anypony but him..."

Medic growled. "Who is out zere?!"

taptaptaptap

A blonde-maned alicorn strode out of the shadows. His coat was an electric blue, his Cutie Mark an hourglass with a drum beside it. He chuckled, revealing teeth that were ground to sharp fangs. He smirked, ignoring Soldier and Medic's glares, tapping his hoof on the ground, a quick staccato beat.

taptaptaptap

"Hello companion..." the man said, his voice like the Devil himself. "I've missed you..."

"Stand down, maggot!" Soldier ordered. "You aren't touching her!"

Derpy whimpered. "Please... go away..." she wailed, slowly backing away from the alicorn.

"Say my name, companion..." the wicked alicorn said, ignoring Soldier and Medic as they moved in front of Derpy protectively. "Say my name."

Derpy shivered. "M-Master..." she almost whispered.

The Master drew in a breath, his face contorting in pleasure. "Oh yes... I love it when the Doctor's little pets quiver in fright..." he said.

"It's not real, fraulein! It's just a projection of your fears!" Medic shouted.

"Maybe so," the Master said. "But I'm more than real enough to make this little fool SUFFER!"

Before either Soldier or Medic could react, the phantom of the Master lunged forward, swooping over them and picking up Derpy, flying into the darkness with her, the mailmare's screams trailing off.

"Damn it!" Soldier snarled, running after the already gone pegasus, ignoring . "YOU BETTER NOT HURT DERPY, YOU PRETTY BOY MAGGOT! 'CAUSE IF YOU DO, I'LL RIP OUT YOUR GUTS THROUGH YOUR NOSTRILS!"

"Nice to know that you care about something," said a frighteningly familiar voice.

"Nice to know that you won't abandon her like you did us," said another familiar voice.

Soldier skidded to a halt, his eyes going wide. He slowly turned, seeing the fiery corpses of his brother and wife staring at him. In Karen's arms were the fiery corpses of his two infant children, all four of them staring at Soldier with hatred in their eyes.

"I'm sorry..." Soldier said softly, tears flowing down his face. "I'm so sorry... I didn't mean to leave you..."

"But you did," Lucas said, he and Karen starting towards him, burnt flesh falling off of their bones as they approached him. "Don't worry, though. This time you get to burn with us..."

Medic swore loudly, looking around desperately for some help. But all he saw was his teammates falling one by own as their fears and nightmares manifested to fight them...

/\/\/\/\/\

Engineer and Gem stared down Rarity's evil twin, the scarred up doppelganger laughing as she held Rarity in her forelegs, the three-legged unicorn whimpering fearfully and struggling to get away. "Dearest Engie," the phantom said. "Why deny us Rarity the privilege of learning how pleasurable pain can be?"

"It ain't right, ma'am," Engineer said, frustrated that he and Gem had been unable to hurt her. I panicked, he cursed himself angrily. I didn't want anyone to get hurt so I jumped the gun.

"Heh... Well, if it makes you feel any better, unlike the others I DO feel what you're doing to me. And I LOVE IT," the phantom cooed, caressing Rarity's inner thighs, the unicorn shivering in revulsion. "Why don't you go ahead and attack some more? Make us both feel good before yours show up and steal you from me..."

Gem beeped nervously, looking to Engineer for some idea of what to do. Before Engineer could speak, however, Gem felt something poke her in the flank. She turned, and let out a shriek of terror.

A robot Spy was standing there, twirling an electro-sapper on one finger.

Gem ran off, wailing in fear, the cackling robot chasing her. Engineer turned to help, only to run into a very familiar figure.

"Hello daddy," said the brunette-haired little girl in the blue sundress.

A look of sheer joy came over Engineer's face. "K-Krista?!" he said, hugging the phantom tightly as reason fled him completely, relief at seeing his daughter again overcoming his good sense. "Oh baby, Daddy's missed you so much..."

Krista grinned demonically, pulling a wrench out of nowhere and striking Engineer across the face with it. Engineer fell, looking up at Krista with a look of shock and betrayal. "Krista... Krista, what..."

'Krista' grinned evilly. "I don't need you anymore, Daddy," she said, an exotic woman with long, platinum blonde hair and an outfit that left nothing to the imagination sauntering out of the shadows. Krista hugged the woman's leg. "Mommy gives me everything I need now."

For Engineer, it was as if his heart was being torn out. He shook his head, tears flowing out from his goggles. "Oh, Krista, darlin,' please..." he begged. "It can't be true! IT CAN'T!"

'Irene' and 'Krista' just traded evil smirks, 'Irene' pulling out a wrench and stalking towards Engineer, who backpedaled away from the phantoms imitating his ex-wife and daughter, sobbing.

/\/\/\/\/\

Demoman, after falling on his face after yet another failed attempt to catch the giant timberwolf that was trying to eat Applejack, frowned as he watched the phantoms of Engineer's wife and daughter.

"Och, this is embarrassin,'" he muttered. "I gotta find a way to..."

A chillingly familiar roar echoed through the throne room. Demoman felt his blood freeze from just the sound of it. He gulped hard.

Stay calm, Tavish. Yuir nowhere near the Loch, there's no water, yuir not helpless without a single bomb on ye... Demoman thought desperately. He took a step forward, looking down sharply went he heard a light splash. Surrounding his hooves was a large pool of water.

Nonononono! Demoman thought in fright as the roar came again. A massive creature burst up from underneath him, Demoman shrieking in terror as he found himself with no weapons to defend himself against the Loch Ness Monster...

/\/\/\/\/\

Scout frowned as he saw Demoman riding the Loch Ness Monster's head like a bronco rider, screaming like a little girl. Engineer, Gem, Soldier, and Heavy were in just as bad a position, trapped by what they were terrified of. "We're droppin' like flies... We gotta do somethin,'" he said, looking helplessly over at Pinkie Pie, who was hiding fearfully from her sadistic counterpart. He glanced away from her before evil Pinkie saw where he was looking.

Scout flapped his wings, preparing to take to the air and see if he could aid his friends, when a solid metal object struck him in the ribs. A loud cracking sound came from his chest as he landed hard, gagging in pain and coughing up blood. He looked up angrily... and froze.

The French Canadian who nearly raped his mother was standing there, bat in hand. He grinned, wiping his hands on his rainbow shirt and twirling the bat he held.

"As I recall..." the rapist said, "zis is ze very same bat you beat me to death with."

Scout just stared, shivering in fright. "No... No no no no..."

"Oh oui," the rapist said, getting a two handed grip on the bat. "Time to repay ze favor..."

/\/\/\/\/\

Sniper cursed his luck as he tried and failed yet again to make any kind of a dent on the armor clad copy of Rainbow Dash as she tried to murder the real one.

"I'll get you away from her, Dasher," Sniper promised. "Don't worry!" I just have to figure out HOW...

"You'll never get to save her, boy," said a voice from behind him. Sniper froze, slowly turning around to see the source of the voice

His father, in human form, stood before him, a furious snarl on his face. "After all... You're just a crazed killer. And a killer can't save anyone."

Sniper shuddered. Why is here?! HOW is he here!? the rational part of his mind thought. But that part was drowned out by a sense of grief, of the fear of a son who just wanted to live his life and would be condemned forever by his father for it. "I'm... I'm not a crazed killer, Dad... I'm an assassin... There's a difference!"

"Oh really?" the older man said. "Name one."

"I..." Sniper stammered. It was the same answer he always gave. But for the life of him, he just couldn't think of it. "Dad... please..."

The old man shook his head in frustration. "You're a monster, Rory," he said, a sniper rifle forming in his hands. "You're a sickening monster. I never should have taken you on that fox hunt when it got after our chickens."

"Dad... Dad, if I hadn't shot the fox, it would have kept killing our farm animals!" Sniper protested. "That hunt helped me realize who I am!" Why don't you understand!? Why can't you just accept me for who I am?

"You got it wrong, Rory," Sniper's father said, aiming the rifle at his head. "I have accepted you for who you are. That's why I have to kill you, so you can't kill anyone else."

"No!" Sniper said, tears forming in his eyes. "NO!" He took to the air, just barely avoiding his father's shot. Sniper's father just sneered and began to follow his son, reloading...

/\/\/\/\/\

Both Spies dove out of a cloud of green mist that the fake Zecora had surrounded herself and the real Zecora with, cursing in frustration. As soon as she had spotted them, the evil enchantress had thrown town a potion that surrounded her and her real self in a cloud of blinding, choking mist.

"Zis is ridiculous," RED Spy said.

"We can't let ze fake Zecora hurt her," Spy said. "We have to try again!"

RED Spy shook his head. "We'll never get through zat mist!"

Spy snarled. "We have to TRY!" He looked around frantically. "Maybe if we get can find a cloud, or..."

RED Spy stared at his counterpart. "You really do care for her, don't you?" he said softly.

Spy just shook his head. "Focus! We have to..."

"Bug," said a voice, one that sent a chill down the spines of the Spies. They slowly turned, seeing a man with a thick mustache, thick beard, and thick chest slowly stalk out of the darkness.

"Papa..." the Spies said fearfully, unconsciously falling into perfect synch as they stared at the phantom of their father.

"Bug," their father said again, scowling. A belt was looped around one hand. "Useless bug, a grub feeding off of my hard-earned money. You were a mistake. And now you've MULTIPLIED. Disgusting."

"Papa..." the Spies said, slowly backing away. Their father suddenly surged forward, slapping them with the belt's buckle, drawing blood on them both. "Papa... please..."

"Disobedient, naughty, greedy, fat BUGS," their father said, kicking them both. "Killing me didn't save your mother. Your cowardice didn't save the village from the Germans. You're just as worthless as I always said you were. It's long past time someone put an end to you..."

The Spies, trapped in fear by this unholy phantom of their father, could only curl up and whimper as he began to beat them...

/\/\/\/\/\

Pyro, after several minutes of trying to burn her way into the nightmare of solitude that Trixie was suffering from, collapsed, her magic exhausted.

"Damn it..." Pyro muttered, slowly pushing herself back on her hooves again. She stared helplessly at Trixie as she sobbed, whimpering.

"Please... Where did everypony go?" Trixie whimpered. "It's cold... Please don't leave me alone..."

"I'm right here, Trixie!" Pyro shouted. "Please... please, hear me!"

"I don't want to be alone..." Trixie said as her eyes started to melt and reshape into mechanical LEDs.

Pyro screamed in frustration. She couldn't see or feel Pyroland at all in this mire, and she couldn't do anything to get into the shell of illusion that was encasing Trixie! She looked around, trying to see if she could get some help.

The first thing she laid eyes on was an older, unpleasant-looking human woman in an ugly pink kimono, her hair done up in a geisha cut, a cigarette dangling from her lip, an ugly mole on her cheek.

Pyro whimpered. She'd never told Medic why she hated that wig of his he got from the mission in Japan. But the fact of the matter is that the wig was the exact same style her mother wore, right down to the decorations.

"Brat..." Pyro's mother said. "Useless brat..."

"Mama..." Pyro whimpered, tears flowing down her face. Memories and images blended together, Mariko's old fears overriding Pyro's personality.

"Oh, so you do remember me?" the phantom of her mother hissed. "I was afraid that BURNING ME TO ASH made you forget me. Made you forget your obligations to me as a daughter!" She stormed over and grabbed Pyro by her mane, yanking it hard. Pyro yelped in pain, weakly struggling against her. She tried to manifest flames, but she had used them all up. She needed time to recharge.

"Mama... I'm sorry Mama... I didn't mean it..."

Pyro's mother sneered, lowering the smoldering cigarette to Pyro's cheek and pressing it in hard, causing her to wail in pain. "You've forgotten your old lessons," Pyro's mother said. "But don't worry. You'll be ready for customers again soon enough."

/\/\/\/\

Medic swore loudly. His comrades had all fallen prey to the phantoms of their past, leaving them helpless. "I need to hurry away from here..." Medic said, thinking aloud. "Because if zhis pattern follows, then mein own fear will be..."

"Traitor..." moaned a voice. Medic shuddered, his eyes going wide with fright. He turned around slowly, and saw over a hundred men and women coming out of the darkness.

"Ah," he said softly. "I vas vundering vhen you lot would show up."

"Murderer..." moaned one of Medic's past victims, each one still showing the hideous injuries that Medic killed them with.

"I... I don't suppose zat it vould help to say zat I vas misled?" Medic said, slowly backing away, tears flowing down his face. He remembered all of their faces, all of their names. He remembered what he did to them. "Zat herr Mengele lied to me, told me you were all criminals instead of my own people?"

"BUTCHER!" hissed a woman who's guts were handing out.

Medic shook his head, grinning weakly. "I didn't think so... Ah vell, it's not like I don't deserve worse," he said softly, backing away from the phantoms of his past victims. "Oy vey, zis is going to hurt..."

The horde of Medic's past victims charged him, screaming in rage. Medic covered his head, waiting for the end...

But it never came. A burst of light sent the phantoms of his past victims scurrying away. Medic looked up and gasped softly, seeing his rescuer.

It was a tall, majestic pony, an alicorn, in a dark black hoody that hid her face, her wings bursting through tears in the back of the hoody. On her flank was a Cutie Mark that matched Slendermane's.

Once the shadows were gone, she turned around and touched her long horn to Medic's. Medic shivered, feeling the familiar tingle of a full Ubercharge.

"Use it on Pinkie Pie," the Hoody Pony said. "It's the only way to fully cleanse these shadows and undo the damage they caused."

Medic's eyes widened. He looked from Celestia, hanging limply in the demonic tree, to Hoody and back again to Celestia, confused. "But... zat's impossible..." he said softly.

"FOCUS!" Hoody snapped.

Medic yelped and nodded, running over to Pinkie Pie. The pink Earth pony was sobbing, covering her head, her body covered in slash marks from her knife-wielding evil counterpart. Before either of them could react, Medic trained his healing beam on Pinkie and triggered his Uber.

As Pinkie's body glowed with bright light, pink, metallic armor formed on her skin as wings and a horn grew out from her body, filling her with power. A grin crossed her face, and she laughed happily, spreading her wings wide. The evil Pinkie Pie and Medic's vengeance-crazed former victims disappeared in a cloud of confetti as an epic rock opera remix of 'Giggle at the Ghosties' filled the air, Pinkie Pie's joyous power chasing away each of the shadows, turning them into something harmless.

"LET THERE BE JOY!" she declared.

The rapist that was chasing Scout suddenly found himself wielding a spiked bat. He missed a swing and hit himself, the rapist whining like a sissy at the tiny cut. Scout laughed at how pathetic the sight was.

The phantom of the Master suddenly found himself wearing striped socks for no reason. As it struggled to figure it out, a phantom TARDIS appeared out of nowhere and flattened him, leaving only his lower legs sticking out. Derpy giggled as those legs curled up and sank underneath the TARDIS, a phantom of the Doctor leaning out of the fake TARDIS and bowing proudly before vanishing.

Soldier blinked in confusion when the phantoms of his family stopped burning, looking chagrined that they were trying to kill him, the phantom of his wife telling a joke that only they knew. Hearing the joke again reminded Soldier of the good times his family shared before their death, and made him feel better, soft laughter coming from him.

The robotic parts growing out of Trixie disappeared as she laughed in sheer relief, the illusion of an abandoned alien world around her being replaced by the colorful, cheerful, and well-inhabited fields of Pyroland, Balloonicorn dancing around and playing a ukelele. He didn't know why Trixie could see him so suddenly, but he knew that the unicorn needed cheering up and fast when he saw her.

Pyro's mother was suddenly lifted into the air, protesting and furious, by a quartet of sumo wrestlers, who began tossing her around like a beach ball. Pyro giggled happily at the sight, glad her mother wasn't trying to hurt her anymore.

Applejack skidded to a halt as a horde of stereotypical lumberjacks ponies appeared out of the shadows, chasing after the giant Timberwolf while singing an utterly ridiculous song. She laughed as the Timberwolf yelped in fear, slowly being chopped to bits by the phantom lumberjacks.

Demoman had been tossed into the air by the phantom Nessie, about to be eaten, when Pinkie's powers hit. When he landed in the Loch Ness Monster's mouth, that mouth was now soft and plush, the monster having been changed into a giant stuffed toy. Demoman laughed in relief, climbing out of the now immobile creature's mouth and sliding down its body.

Fluttershy found herself unable to keep from giggling as a phantom of her own mother came out and began scolding her evil clone, dragging her back into the shadows by the ear, the evil clone protesting uselessly all the way.

Heavy blinked when a man-sized plastic robot appeared in front of his old commander. The commander hesitantly began boxing with the robot, trading blows with the machine until it scored a lucky uppercut. The commander's head popped up into the air on a plastic neck, the commander collapsing unconscious. It was then that Heavy got it, and began to laugh. He always thought the Rock Em Sock Em Robots were funny...

Rarity fell to the ground as her evil clone suddenly dropped her. The evil Rarity suddenly began fussing and fawning over her mane, which had gotten out of place during her struggles with her good self. Rarity began giggling, wondering if that's what she was like when she fussed over her mane.

Gem had just been cornered by the robot Spy (who along the line had acquired a minigun that shot sappers) when a phantom image of RED Pyro appeared, chasing off the robot Spy. Gem chirped happily, savoring the robot's screams of terror as the ghost RED Pyro shot flames at it.

Engineer watched, confused, as the phantom of his daughter suddenly turned and gave the phantom of his ex-wife the wedgie of a lifetime, yanking her underwear up so hard that it went over her head. As the fake Irene stumbled about, the fake Krista hugged her father happily, Engineer chuckling delightedly.

Twilight blinked as her evil self suddenly manifested a lab coat and a ridiculously overcomplicated set of goggles and began ranting like a cartoon mad scientist. She giggled as the clone seemed to realize something was wrong, but was unable to stop herself from making comical pronouncements of 'evil.'

Spike blinked as the teenage dragon suddenly broke out in a massive case of acne. The teenage dragon staggered, startled by this sudden development, when dragoness versions of the Elements of Harmony strode by, teasing him ruthlessly. The teenage dragon let out a cry of 'NOOOOO!' before vanishing in a pop, Spike laughing wildly.

Rainbow Dash was thrown into a corner by her evil clone. She was trapped and about to be killed when her clone suddenly slipped on a banana peel, landing face first into a whipped cream pie, and then flung into the air by a launch pad, moving so fast that she did a Sonic Rainboom, screaming in terror the whole time. Rainbow Dash laughed, both from the comedy and how awesome that sudden display was.

Sniper blinked and began laughing when a phantom image of his mother appeared, whapping his father over and over again with a newspaper, admonishing him for trying to kill their baby boy. Fond memories of his mother doing that to his father in the past filled him.

Zecora found herself unable to stop herself from smile as her evil clone suddenly began to choke on her own mystical smokes. She tried to resume her evil, knife-wielding dances repeatedly, but her coughing just kept getting worse. Zecora giggled.

The Spies stared as their father started talking in the voice of their favorite comedian, Jerry Lewis. Moments later, their father, confused, began acting like Jerry Lewis unconsciously as he began to fail at being menacing. Both Spies cracked up, snorting laughter.

Luna was at the epicenter of the joyous energy when Pinkie Pie changed. Her forced changes were stopped, Luna laughing in relief, falling to her knees.

The guards suddenly found themselves rescued when a phantom of Princess Cadence appeared, for some odd reason riding a motorcycle (although the vehicle didn't exist in Equestria, so they didn't recognize it) and wearing a black faux-leather jacket and dark shades. The phantom changelings stared at the newcomer in confusion and snarled, attacking her. The phantom Cadence whipped out a massive iron club and, with a single swing, sent all the changelings flying over the horizon, each one disappearing in a twinkle. "I bucking LOVE tiaras!" the phantom Cadence said, leaning on her club and lighting a cigarette. The guards began laughing at how silly the whole scene was.

Harbinger was almost completely turned to stone by the gorgon when a pair of ridiculously silly-looking glasses appeared on her face, lavender and star-shaped with sequins. The words 'Ponies Rule' were superimposed over the lenses, the gorgon blinded. With its vision cut off, Harbinger quickly reverted back to normal, laughing in relief as the gorgon stumbled about in confusion.

All of this took place in the space of seconds, all happening at once. As her friends' laughter filled the room, the alicornized Pinkie Pie giggled and turned her attention to the tree holding Celestia prisoner. She fired a concentrated beam of pure happiness from her horn at it.

The tree vanished in a flash of blinding pink light, which filled the room and chased away all of the darkness, the force of the tree's destruction sending everypony sprawling. As the light faded and everypony's vision returned, Heavy, who was furthest from the blast of light and not as blinded, thought for a moment that he saw Slendermane staggering about, tentacles hanging limp as it teleported away. It happened quickly, though, so he wasn't sure if he actually saw it.

He felt... quite good, actually. Pinkie Pie's happiness magic had purged away the fear and trauma that seeing his old commander again had caused, his physical injuries healed as well. (He made a mental note to find out if Equestria had anything like the Rock Em Sock Em Robots. That was too much fun.) A quick glance around to his comrades showed that they were all in similarly good condition, the back-to-normal Pinkie Pie sleeping contentedly nearby. Medic lay upside down near the throne, giggling like a loon.

He tromped over to Medic to check on him, the doctor laughing. "I feel groovy," he said, shaking his head dizzily as Heavy helped him up.

"Good job with that Uber, Medic," Soldier said. "Didn't know you had the time to charge it."

"Vell..." Medic said, a thoughtful look on her face. "Ze strangest thing happened. Zis... alicorn wearing a hooded sveatshirt helped me, chased off my phantoms and gave me a full uber just by touching her horn to mine. She had Slendermane's mark on her, but she was definitely fighting against Slendermane's creatures."

Luna and Harbinger traded startled looks. The hooded pony is an alicorn?! they both thought.

Celestia sighed wearily, covering her head. She wasn't fully affected by Pinkie's magic, but she did feel better. "Curiouser and curiouser..." she said softly, looking over everypony. "That tree just appeared out of nowhere and produced the darkness and the phantoms. We... we couldn't stop it. Whatever the cause, if you, Pinkie, and that Hoody pony hadn't helped us, we'd have been slaughtered by our own nightmares. For that, we are eternally grateful." Her eyes settled briefly on Phalanx, the guardsman helping his fellow guards to their hooves. Her eyes narrowed briefly.

It was him... whispered voices in Celestia's head. He's the Slendermane... It's all his fault...

It was a testament to how addled Celestia's mind was at the moment that she didn't realize that the voices telling her this were not her own. After a moment, she said, "Engineer. Before the attack, Twilight mentioned that you had an idea involving Cyberpony technology."

Engineer nodded. "Yes'm, your majesty," he said, bowing. "By combining it with Gray Mann's technology, we should be able to fashion a functioning prosthetic for Rarity. We're bound to need her mobile in the coming days, so we figured we'd best take care of this is short order. The Doctor's already at the facility where the old Cyberpony tech is being stored."

Celestia nodded. "After this, I fully agree. You have my permission. Luna?" she said, looking to her sister.

Luna nodded, sighing. "I agree as well. Rarity has done far too much good to be left like this when we have the means to help her."

Rarity grinned widely, giving the princesses a grateful look. Applejack smiled and hugged her.

Engineer grinned, bowing again. "Thank you kindly, your grace," he said. "We'll get started right away."

"You are welcome to stay in Canterlot as long as you need to," Luna said. "We will make arrangements with your hotel of choice."

"Ve vill also need an operating room to ourselves in the Canterlot Grand Hospital Twilight spoke of on ze vay here," Medic said, still compulsively giggling. "I need a chance to learn about Equestrian medical equipment und techniques before surgery begins."

"I can help you with that," Twilight said.

Luna nodded. "My sister and I shall make all the necessary arrangements," she said.

Celestia nodded in agreement and motioned for the royal scribe. "By the time you arrive at the Grand Hospital, everything shall be arranged for you."

Engineer nodded. "We'll split up from here," he said. "Rarity, Twilight, Spike, and Medic will go to the Canterlot Grand Hospital to get things prepped. Ah'll go to the Doctor and finish building the prosthetic leg for Rarity, and bring it over to her. Ah've already got her measurements for it."

"...Can I go with you?" Derpy said. "I really need to talk to the Doctor. Pinkie's magic made me feel better, but seeing the Master again..." She shuddered, smiling a little when Soldier nuzzled her comfortingly.

Engineer stroked his chin. "...Ah suppose that's all right," he said. "We'll all probably need some comforting once Pinkie's magic wears off, now that I think of it."

Pyro frowned. "What about the rest of us?" she asked.

As if on cue, the door burst open, Blueblood storming in, his testicles still smoldering. "Auntie, I have to see you immediately!" he said, casting a glare at Pyro. "I want these mercenaries arrested, exiled, and executed! In that order."

Everypony that wasn't RED Spy or a member of the BLUs stared at him in confusion.

"...Why is there smoke coming from your crotch?" Celestia asked, visibly baffled.

"The runty FEATHERBRAIN lied to me, and the fiery unicorn slut set my royal testicles on fire!" Blueblood proclaimed, not noticing Harbinger snort as he tried to keep himself laughing.

Engineer narrowed his eyes at him, scowling. Heavy growled furiously. Scout just smirked. "I told him the truth. That Pyro was the type of mare who'd set your balls on fire," he said. "It's not my fault that he thought I was speaking metaphorically."

Blueblood blushed furiously. The mares in the room began giggling, suddenly getting it. Celestia shook her head, sighing. And through it all, Pinkie Pie slept away, snoring cutely. Applejack rolled her eyes and put the slumbering Earth pony on her back.

Luna snorted derisively. Celestia, her expression stony, said, "As I see the facts in this matter, you were presented with all the details you needed to make a decision on how to act. You simply failed to interpret the facts correctly. I judge that no wrong has occurred, and no charges shall be filed."

"I concur," Luna said, unable to keep herself from smirking.

"WHAT?!" Blueblood shrieked.

"You're an idiot, the Princesses just shut you down, so SHUT IT!" Rainbow Dash summarized. Blueblood sputtered incoherently.

Before Blueblood could respond, Celestia added, "Also, you will be a tour guide for the BLUs and the Elements, showing them all the sights and attractions Canterlot has to offer. In ALL districts, not just the ones you're willing to go into. Also, the two Spies are half-changeling. You are to vouch for them if someone questions why they react negatively to the detection lanterns, and you are to pay for anything they want to buy."

Blueblood looked aghast. "But... But Auntie! They're COMMONERS! And there's commoner districts out there! I don't know what's out there! I might catch... stinky-commoner-itis!" he whined.

"Dear me," Rarity said softly. "Someone better at whining than I am."

"Makes ya feel better about y'self, don't it?" Applejack said, smirking.

Rarity giggled. "A little."

Blueblood continued simpering. "And changelings? Auntie, changelings are ICKY!"

Scout cackled. Luna turned her head away, holding a hoof to hide her grin.

Celestia snorted. "Blueblood... This isn't a request. It's a royal command from one of the co-rulers of the nation," she said. "DO IT."

Blueblood sputtered a few moments more, and eventually managed to say, "Can I at least make my petition?"

"Is it about banning all cake from Equestria again?" Celestia said.

Blueblood grinned nervously. "...Mmmmaybe?"

Rarity stared at him incredulously. "Seriously?"

"No, Blueblood," Celestia said. "Go wait down in the front lobby with those that are going on the tour, I need to make some arrangements. Everypony else, go to your tasks."

As the others went their separate ways, Blueblood grumbling the entire time, Celestia summoned some scrolls from a compartment in her throne and began writing. Luna sighed. "If it's all right with you, Tia, I need to rest after all this."

Celestia smiled. "Of course, sister. I may take a nap myself after this mess..." she said, sending off the first message. Luna nodded and strode off. The guards began to go back to their proper places, Harbinger heading off to the medical ward to check on his injuries, when Celestia called out, "Phalanx. I wish to see you alone later."

Harbinger looked back at the Earth pony, who nodded nervously. He frowned at Celestia, who kept her intense gaze on Phalanx as he took his place at the door. No... No, she wouldn't. Not even in her addled state she...

Harbinger decided to attend the meeting between Celestia and Phalanx himself.

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

Warehouse District...

Royal vaults...

Later...

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

"Please wait here," the unicorn guards said as they scanned Engineer and Derpy using various magical and mechanical methods. The entire process took about twenty minutes, but they were allowed through eventually.

They found the Doctor there, tinkering with various mechanical devices in a distracted manner. When Derpy showed up, he immediately hugged her. "I... I felt a presence..." he said softly. "It was like..."

"It was the Master," Derpy said softly. "Or at least a phantom that looked like him."

Doctor gasped and began looking her over, scanning her with his sonic screwdriver. "He didn't hurt you, did he? Bastard... Can't even escape GHOSTS of him..."

Derpy smiled. "I'm fine, Doctor," she said. "Medic briefly turned Pinkie Pie into an alicorn and she got rid of all the phantoms. The fake Master got killed by a TARDIS landing on him."

The Doctor grinned. "I would have loved to see that," he said. "But still, Pinkie Pie an alicorn? That's the seventh most frightening thing I've ever heard."

Engineer blinked. "What was the first most terrifying?" he asked.

"'I, Davros, now have the power of God,'" the Doctor said. His shudder and sad expression, plus Derpy's whimper of fear, told the tale. Engineer decided to let it go. Enough people had relived bad memories.

"What progress have you made?" Engineer asked.

The Doctor held up a rather unpleasant-looking mish-mash of technology. "I've manage to combine the two technologies. Gray's obedience programming is keeping the belligerent Cyberpony tech from attacking me easily, completely dominating it. Once we've managed to uplink it to Rarity's mind, she'll be able to control it easily."

Engineer nodded. "Good," he said, looking it over. "Y'all have made a great start, Doc. But what say we streamline this puppy?"

The Doctor smirked. "Of course. We are making this for a rather fashion-conscious pony, aren't we?"

Engineer nodded, quickly writing out a list. "Derpy, since you're here, could you go get this list of stuff?" he said, giving her a bag of bits from his saddlebag "Most of it should be at that hardware store we passed on the way here."

Derpy nodded, saluting. "Ponyville Speedy Delivery Service at your... ah... service!" she said, giggling. She flew out, heading for the store. The Doctor quirked an eyebrow at Engineer.

"You sure you're going to need all that?" he asked.

Engineer frowned. "Ah may not've been m'self when ah was Nightmare Clockwork, but it's still mah fault Rarity's gone three-legged. Ah need to fix this. Ah need to make it better than before. Ah won't accept anything less..."

The Doctor chuckled wearily. "You and I have that in common," he said softly. "Let's get to work."

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

Canterlot Grand Hospital...

Later...

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

Medic flitted back and forth between tables of equipment, picking each piece up and examining it with amused relish. "Oh, yes yes..." he said. "Zese will do nicely... Zese fine toys make waiting for ze damn paperwork to clear vorth it..."

Rarity, laying on the table she would be operated on, frowned. "...You do remember you're just attaching a prosthetic, right?"

Medic scoff. "Ja, ja, I do," he said. "But zere is no reason I cannot take a recreational interest in zis MARVELOUS equipment." He cackled. Rarity shivered. Spike glared at him.

"Just do your job, Medic. Otherwise you're up against ME. SIR SPIKE," the little dragon said, puffing out his chest.

Medic grinned viciously, levitating a large amount of scalpels into Spike's face, the dragon's bravado dissolving like water in the sun. He gulped nervously.

"Be careful who you challenge, Herr Spike," Medic said, grinning maliciously. His subsequent chuckle was cut off when Rarity pressed a bonesaw up against his throat.

A cold look was on her face as she said, "I respect that you are a stallion with issues, Medic. However if you so much as put a scratch on my Spikey-wikey's head, you'll have issues with ME."

Medic just smirked. "Good. Very good, fraulein," he said. "Maintain zat vitality. You vill need it when surgery begins." Rarity just narrowed her eyes, keeping the bonesaw at his throat until he put all of the scalpels down.

"What's going on?" Twilight asked, frowning as she came into the operating room.

"A minor disagreement," Medic said, "Nothing more."

"Blades are involved and it's minor," Twilight asked incredulously, going over to comfort a visibly shaken Spike.

"Ja, Fraulein Princess," Medic said, smirking. "No blood was spilled. Ze disagreement was a minor one."

Rarity closed her eyes, intaking a deep breath. Twilight grinned nervously, trying not to think about the fact that necessity would force her to share this psychopath's mind with hers. "SO!" she said, desperate to change the subject. "I just got off the phone with Engineer and the Doctor. They're almost ready and should be hear with the prosthetic in a few minutes."

Medic nodded. Twilight frowned at him. "Should you scrub up or something, just to get ready?" she asked.

"If you insist," Medic said with a long suffering sigh as he headed for the washroom. Twilight followed him, leaving Spike and Rarity to themselves, Spike climbing up onto the operating table with Rarity.

Medic, an amused expression on his face, leaned up onto the sink in the washroom and began to scrub his hooves, whistling softly. Twilight followed him in.

"Medic?" she asked softly. "...What happened?"

"Herr Spike tried to assert himself. I simply reminded him vich of us vas the homicidal psychopath," he said. "Fraulein Rarity took umbridge vhen I asserted myself."

Twilight frowned. "It's almost as if you're hoping someone will kill you," she muttered. "I only caught a glimpse while the nightmare me was trying to dissect me, but... it looks like you just laid down for those zombies that were attacking you..."

"...Ja," Medic said after a moment, idly washing his hooves. "I was."

Twilight looked at the floor, shaking her head. "Why?"

Medic stared at her for a long moment, frowning. Finally, he spoke. "...Because, Fraulein, several years back I let my patriotism blind me. I let a very evil man utilize my talents for a very evil purpose. I grew to enjoy ze evil... und now, no matter how much I vant to, I cannot stop myself. Zose zombies? Were my victims. Yes, Fraulein. I want to die. Und I really do not care how at zis point," he said. "I am... not ready to go into detail yet, Twilight Sparkle... I still do not know how fully I trust you ponies..."

Twilight grimaced. She didn't know what to think about Medic. One minute he could be psychotic and savage, the next gentle and quiet, the next remorseful... This strange, beautiful pony was so odd, so fascinating.

She blinked, frowning. Where did that last thought come from? Deciding to muse on it later, she went outside and talked with Rarity as Medic got ready. Medic wheeled himself on a sanitary cart a few minutes later, Engineer, Derpy, and the Doctor coming soon after, a slender package wrapped in cloth being held in Engineer's magic.

Rarity stared at it nervously. "...How will we go about it?" she asked. "Will I be placed under anesthetic?"

Medic shook his head, Derpy, Twilight, and Spike giving her a startled look. "For ze plans Engineer and I discussed, medication vould interfere with ze cybernetics integrating vith your system. You cannot have any drugs in your system, or ze cybernetics will be rejected."

Engineer gave her an apologetic look. "I apologize, darlin,' but this is gonna hurt. Badly," he said.

Rarity shivered. Spike gave him a plaintive look. "Can't you give her just a little painkiller?" he begged.

"Not until ze end of the procedure," Medic said, not even bothering to look at Spike as he went over to examine the prosthetic.

"I'll... I'll be fine," Rarity said, smiling nervously. "After all, they are trying to help me."

Twilight frowned, looking thoughtful for a moment. "...Maybe Spike, Derpy, and I should wait in the waiting room," she suggested.

"Probably for the best," the Doctor said.

"I'm staying," Spike said, huffing and folding his arms.

Everyone looked at him. Spike shook his head. "What kind of man am I if I abandoned a lady in her hour of need? No, I'm not going anywhere. I may not be able to help but I can stay out of the way and be supportive."

Rarity blushed, smiling. Such a gentleman, she thought admiringly.

The Doctor chuckled. "I don't see the harm, do you?"

Medic rolled his eyes. "Fine, fine, fine," he said. "But if he gets sick, its his own damn fault. Let's begin."

Engineer nodded, and unwrapped the prosthetic fully as Twilight and Derpy left the room. "Spike, y'all can just sit over there," Engineer said, gesturing to a stool near the door to the operating room. "Rarity, if you'd lay down? On your side, please, missing leg side up."

Rarity nodded and complied, the Doctor putting on body restraints and a magic suppression ring on her horn, Rarity feeling a dull blankness settle in as her magic was temporarily nullified. Medic, unable to resist a grin, levitated over a scalpel. Engineer levitated a marker over and drew a pattern on the scarred up area where her leg used to be. Spike fidgeted nervously as he watched.

"Make an incision along that line and then remove the skin," Engineer said. "Keep your healing beam on her to minimize blood loss."

"Ja, ja, zis isn't the first time I've performed experimental surgery," Medic said, starting to cut into Rarity's flesh, the unicorn letting out a whimper of pain, biting her lip to keep from screaming. As the blood started to flow, Spike stared, gulping hard. As the cut grew longer and Medic started to pull away the cut flesh and bloodied fur, Spike fainted.

"...Can't say I'm surprised, really," Engineer said, chuckling.

"W-What's wrong?" Rarity said, cringing in agony as Medic cut into her. "Is Spikey okay?"

"Fainted," the Doctor said. "From the sight of the blood and removed flesh."

Rarity, just glad her was okay, and let out a yelp of pain as Medic finished cutting away the marked area away, tears flowing down her face as she looked away, not wanting to see Medic dispose of her own skin in the nearby biohazard container. The cut away area felt like it was on fire, the pain spreading throughout her body like electricity, the warming tingle of Medic's healing beam not lessening the pain even slightly. She started to curl up, but the restraints kept her in place.

"All right," Medic said. "She's ready to have ze limb attached."

Engineer brought over the limb, he and the Doctor joining Medic at the operating table. "Okay... First we'll bind her nerve endings to the circuitry.." he said. Rarity tried to turn to look, but a new, more intense surge of agony shot through her, causing her to faint from the pain.

She dreamed. Dreamed of steel alicorns the size of dragons roaring at her. Of a muscular purple dragon and a short human man in a hardhat dueling with the steel alicorn, driving it off. Of a purple flood, and a faceless monster. As she watched, the faceless monster's face tore open, revealing a bloody jawline. And it began to laugh...

Rarity woke up with a start, gasping. She found herself looking into the face of the Doctor, who was cleaning the excess blood off of her fur, a wide smile on his face.

"Hello and welcome back to the land of the waking world!" the Doctor chirped. "Everything went swimmingly I must say, no complications, no biological rejection of the limb. Rather brilliant bit of work I must say." He looked at the cloth used to clean her. "Same with this spell. Engineer said you invented it! Got all the bloodstains out quick as a wink. All you need's a bit of a comb, and you'll be right as rain."

Rarity blinked, and looked down at her leg. Her new, shiny, smooth cybernetic leg, white with two purple stripes down the center. She gasped softly. It was visibly mechanical, but the white matched her fur completely. Rarity grinned, gently brushing the operating table with her new mechanical leg's hoof. She could feel the surface of the table, could tell that it was foam rubber. She could feel her new leg, make it move just as she could her old one. It was magnificent.

She looked up again. Medic and Engineer were there as well, a widely grinning Spike on Engineer's back. "Can... can I try walking on it?" she asked hopefully.

"Don't see why not," Engineer said, smiling warmly.

Rarity gulped and slowly pulled herself to her hooves. Her mechanical leg made soft grinding sounds as she put her hooves on the ground one by one. She staggered a little, unsteady now that she was four-legged again, and began taking slow, steady steps forward. Tears of joy flowed down her face as she slowly became more accustomed to the new limb, giggling happily.

"It... It's beautiful..." Rarity said, hugging Engineer tightly. "Thank you!"

Engineer chuckled. "Aw, it ain't nothin,'" he said.

Medic smirked, decideding to throw Spike a bone. "Herr Spike kept watch on you ze whole time. He is brave for one so young," he said. The dragon coughed nervously, chuckling.

Rarity giggled. She remembered (vaguely) Spike fainting early into the operation, but appreciated Medic sticking up for him. "My brave Spikey-wikey," she said, kissing him. Spike giggled happily.

Engineer coughed. "Anywho... Your new leg, it's got some extra features. Attachments that will most likely be useful," he said.

Rarity looked at her new limb curiously.

Engineer nodded. "For one thing, in emergencies, you can just detach it from the base so you don't get caught again," he said.

Rarity huffed. "Well, that's all well and good, but I just go this limb, so I'm not about to test that feature if you don't mind."

Medic and Doctor traded amused looks. Engineer chuckled. "Wasn't gonna ask you to," he said. "Anyway, your limb also has a far greater range of flexibility. You can bend it any which way you like. Plus, the hoof can fold out into a hand. Everything's thought-controlled, but will respond only to direct commands so y'won't accidentally summon one of the tools while doing something else."

Rarity blinked, and looked down at her new mechanical limb, sitting down and holding it up. She tried to imagine it becoming a hand, willing it to do so like Engineer said, and to her surprise, it did just that, the hoof retracting and a blunt fingered metal hand folding out of it. She stared at it, turning it slowly, making the fingers wiggle.

"Huh..." she said softly, smiling in fascination, retracting the hand back in and replacing it with her hoof.

"There's also a some small gem-cutting tools and a flashlight that's powered by magic stored in a charged gem. The flashlight comes out the shoulder, so you can walk while using it. Ah also added a drill, a pickaxe, a shovel, a wrench, a lightning gun ah invented, and a diamond-tipped chainsaw," Engineer said, clearly proud of his work.

Rarity stared at him. "...Firstly, how did you fit everything in there, and why a cannon and chainsaw of all things?"

"Liberal abuses of tessaract technology," Engineer said, nodding to the Doctor, who helped stabilize everything. "Plus..." He blushed. "...Ah tend to overcompensate when ah get guilty. It's mah fault that y'all lost your leg, ah wanted t'give you something better than before."

Rarity just stared at the scientist for a long moment, and shook her head, chuckling and hugging him again. She then looked at herself in the nearby mirror.

She paused, walking over to it and staring at herself. Her mane was a bit of a fright, several hairs out of place, but oddly, she found herself not interested in that. She stared at her cybernetic limb, frowning.

This happened because a friend of mine was turned into a monster, she thought. This... this can't happen again. Not to me, not to anyone else. She felt resolve filling her, a strange, fierce resolve unlike anything she had ever felt before. Slendermane is a greater threat than anything we've ever faced before. We have to stop him.

It wouldn't be until much later, after talking to Soldier, that she realized that this new feeling inside her was a warrior's resolve. She sighed, and turned to the others, smiling.

"Let's go out and see Twilight and Derpy," she said. "I'm sure they'll be wanting to see me."

"Lead the way," Engineer said, gesturing and stepping away from the door.

Rarity giggled, and walked ahead of the four men. "Come, boys," she said, flicking her tail. She staggered a little, but quickly recovered, her mechanical leg making a soft clanking sound on the tiled floor. They went out into the waiting room, where Twilight and Derpy greeted them immediately, Spike hopping over to Twilight's back.

"Rarity! You're walking on four legs again!" Twilight said, hugging her tightly.

"It's so pretty!" Derpy said, looking at her new leg.

Rarity giggled, hugging both of them. "The operation went splendidly," she said, casting another grateful look to the three scientists. "I'm back to four-hooved and fabulous."

Twilight couldn't stop grinning. "That's wonderful!" she said. She wanted to ask about the mechanics of her new leg, but in a supreme display of willpower aided by the simple joy of her friend able to walk normally again, she suppressed the urge.

Rarity smiled wryly. "I don't suppose either of you have a comb, though? I look a fright," she said. "I wish there was enough around here for a more thorough grooming, but I'll have to settle for getting my mane and tail in order."

A nearby nurse, overhearing this, held up her own comb after quickly washing it in a nearby sink. Rarity accepted it gratefully and went over to the tall mirror on one wall of the waiting room, brushing her mane and tail back into their former curls. As she did, she saw Twilight go over to Engineer and start asking about her leg. She shook her head, chuckling, impressed that Twilight managed to wait that long.

As she put her mane and tail back in order, she looked at her new leg thoughtfully. It really is an elegant piece of equipment, she said, flexing it slightly. It was a little sore around the place where it connected to her skin, but otherwise felt fine. Streamlined, stylish... Heh. My sense of fashion really did get copied over to Dell. I wonder...

Random thoughts coalesced, theories and formulas forming in her mind as a slow smile spread over her face. "I-DEEEE-a!" she crooned.

Everypony else looked over at her in confusion. Rarity giggled. "Sorry," she said. "But looking at this gave me an idea for a new fashion line!" She trotted over to them, explaining. "Leg sheathes designed to look like metal, headpieces with gems shaped to look like LED eyes, roboticized hats... Cyber Chiq!"

Medic and Engineer just stared at her, while Twilight, Spike, the Doctor, and Derpy traded amused looks.

"Yeah, I'd say she's coping well," Twilight said.

Rarity left them to go over to the nurse's desk, borrowing a notebook and beginning to sketch, giggling as ideas began to form. Medic and Engineer both looked doubtful still.

"She's thought up a new fashion line already," Spike said, leaning on Twilight. "That means she's feeling loads better."

Engineer frowned. "Ah suppose so," he said. Still, it felt weird to him.

Medic chuckled. "I am intrigued by her mention of roboticized hats, zough..." he said.

Spike was about to say something else, when he suddenly belched up a scroll in a swirl of green flame. Frowning, he picked it out of the air before he fell and read it. "It's from Trixie... I didn't know she knew the mail spell."

"I taught it to her shortly after she moved into Ponyville," Twilight said. "What's it say?"

"'Something silly is happening at this address downtown. Come immediately if you want a laugh,'" Spike read, reading off the address as well.

The Doctor shrugged. "We're mostly done here. The lab equipment is being sterilized and the room's been cleaned up," he said. "Let's go see! Allon'sy!"

Twilight nodded, smiling. "I am wondering what the others are up to," she said. "Let's go!"

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

Business District...

Later...

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

Twilight and Spike just stared incredulously at the store.

Haber Dasher's Headwear Emporium, the sign on the front door said. Medic, Rarity, Engineer, and Derpy, upon realizing what the store was, gasped and stared, starry-eyed.

"It... It's Hathalla!" Medic said softly, staring at the multitude of hats inside, hats, helmets, wigs, and other headwear of all kinds inside.

"Magnificent..." Rarity cooed.

"We've hit the motherlode, everypony," Engineer said breathlessly.

"So many hats..." Derpy said, giggling.

Inside the store, the BLUs and the Elements were frolicking about, merrily trying on hat after hat, throwing the ones they wanted into a large pile in the center of the store. Trixie stood outside the door, smirking and gesturing inside, the amusement on the showmare's face clearly evident. Gem seemed content with the large top hat she wore, tooting her toy horn happily when she saw Engineer and motioning for him to come inside. Blueblood just stood near the door, whimpering as he mentally added up the cost of the growing pile of headwear.

And in the middle of it all, a bright pink stallion with a hat Cutie Mark, a large brown stovepipe hat on his head and a bright purple vestcoat on his body was grinning happily at the growing pile of intended purchases. He turned, noticing Twilight's group outside. He started towards them, saying, "Welcome to my store! I'm Haber Dasher, and..."

Rarity, Engineer, Medic, and Derpy charged past him into the store, immediately starting to try on hats, the speed of their passing leaving Haber Dasher spinning and sending his hat askew. Once he stopped, he saw them joining the others, and giggled.

"Best day EVER!" Haber Dasher crowed, adjusting his hat.

Twilight and Spike's jaw dropped. Trixie giggled. "Apparently the ones who've had their merger gained the BLUs obsession with hats."

"Unbelievable," Twilight muttered.

Trixie smirked. "And just think! Once we merge with Pyro and Medic, we'll have the same obsession with hats!" she teased.

Spike couldn't keep himself from giggling. He patted Twilight on the head. "Good luck with that," he said.

The alicorn princess whimpered.

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

Later that evening...

The palace...

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

Phalanx walked calmly along, heading for the princess's chambers. Harbinger came up beside him, smiling.

"Good evening, sir," Phalanx said. "What brings you here?"

Harbinger shrugged. "I'm sure Princess Celestia won't mind if I accompany you," he said. "I just feel I haven't really gotten to know you well."

Phalanx smiled at the attention. "There's really not much to tell, sir. I've been a Royal Guard for two years. I've never served in the Home Guard, as you have, but I was around for the coronation of Princess Twilight and everything that happened after that."

Harbinger nodded. "Do you have any friends, family?" he asked.

Phalanx shrugged, continuing to walk along, Harbinger walking with him. "None really, sir," he said. "I get along well enough with the other guards. I have a steady girlfriend, a Thestral in the Night Watch named Willow Wisp, but my family died a few years back. I joined the training camp for the Guard shortly afterwards, so I could make them proud of me."

"That's a shame..." Harbinger said softly, thinking of his niece, Octavia, and her marefriend Vinyl Scratch. "Family's important..."

Phalanx nodded, smiling. "Sir, I appreciate you wanting to get to know me, but Princess Celestia has called me. I don't want to be late," he said.

Harbinger frowned, but nodded. "Very well," he said. "I shall accompany you."

The two of them entered the throne room. Princess Celestia looked visibly startled for a moment, but quickly recovered, glaring at them both darkly.

"I wanted Phalanx to come alone," she said coldly.

"I felt it necessary to accompany him," Harbinger said.

Phalanx bowed. "I am here at your service, my lady,"

Celestia scowled. "Very well," she said as the two of them approached her throne. "There should probably be a witness to this anyway."

"Witness to what, your majesty?" Phalanx asked.

Celestia's eyes narrowed, and she grinned coldly. The voices whispered to her intently as she said, "Your execution, Slendermane."

Before either stallion could process this, Celestia's horn flared, lifting Phalanx up into the air by his neck. The Earth pony gagged, struggling helplessly in her grasp. Harbinger tried to intervene, but a second magical field held him in place.

"Princess!" Harbinger begged. "Please, stop this! He isn't Slendermane!"

"He is," Celestia insisted. Glaring at Phalanx as tears of fright began to flow from his eyes. "Multiple times, Slendermane has appeared to me at the same time as Phalanx. His magic cannot hide the truth from me..."

Harbinger shook his head. "Princess, this is insane! Slendermane is..." he trailed off as a powerful magical 'slap' struck him.

"SILENCE!" Celestia barked. "Time to carry out your sentence, monster. You will never menace my sister again!"

As Harbinger screamed for her to stop, Celestia began to systematically dissect Phalanx, the guard's screams trailing off into choked gurgles as Celestia took him apart, peeling open his skin and removing his organs, tossing them haphazardly into a large black garbage bag she pulled from behind the throne. Phalanx, ever loyal to Celestia, died screaming in agony, wondering what he did wrong.

Harbinger staggered to his knees, unable to move, unable to stop this senseless slaughter as Celestia gleefully took apart Phalanx, blood spattering against her perfect white coat, letting his emptied corpse drop to the floor roughly. She chuckled.

"By all that's holy..." Harbinger moaned softly, staring at the ruin of the guard.

Celestia, cheerfully, descended from the throne. " Be at peace," she said to Harbinger as she freed him from the magical field holding him in place. "Slendermane is dead. My sister is safe." She coughed, turning to the ruin of Phalanx's body. "Now..." she said, her horn glowing, "...an identification spell. To find out what this creature is exactly."

Harbinger slowly got to his feet, cursing the slow return of his magic and the aching in his old bones. A soft light from Celestia's horn shone over the corpse and the organ-filled bag. Celestia's confident grin slowly faded, being replaced by one of confusion as her spell told her, quite clearly, that what she had here was the remains of an Earth pony.

"I... I don't understand..." Celestia said, frowning.

"I do..." Harbinger said softly. "Slendermane tricked you. Made you believe that Phalanx was him." The old Earth pony shook his head. "You've murdered an innocent, Princess Celestia."

Celestia's eyes widened in fright. "No..." she said softly, backing away from the corpse. She turned to Harbinger, hoping to get advice on what to do next, only to find that he hard turned to leave. "Wait. Where are you going?!"

Harbinger sighed. "To do my duty," he said. "I waited too long. I let my loyalty to you blind me to my duty, which you yourself assigned me. I am going to start to procedures for legally removing you from power and putting Princess Luna as sole ruler of the nation. You can no longer be trusted to lead."

Celestia blinked, shaking her head and teleporting in front of him. "NO!" she said. "You can't! Luna's still in danger! Her dream..."

Harbinger just shook his head. "Princess... Don't you see? You've been the target all along! Luna's dream at the start of all this was just to plant a suggestion in your head!"

Celestia frowned. She hadn't considered that. But still... "She'll still be in danger! If..."

"Right now, Princess," Harbinger said tiredly, "the biggest danger in the room is you. Please get out of my way."

Celestia's jaw worked, but she found herself unable to form words. Harbinger started to walk around her. "Stop..." Celestia pleaded. Harbinger kept moving. "Please..." Celestia begged, turning towards him.

Harbinger shook her head, and continued moving.

"STOP!" Celestia shouted, her horn flaring. Harbinger froze in place as magical flame erupted from Celestia's horn, flowing over him and into his eyes. Celestia, horrified, teleported to Harbinger's front.

A dull, innocent smile was on Harbinger's face, his eyes glowing softly.

"H-Harbinger?" Celestia said softly. "Are you all right?"

"I am fine," Harbinger said, smiling happily. "Your light shines within me, and I am content."

I brainwashed him, Celestia thought, horrified. What have I done?

"I'm sorry," she said. "I'm so, so sorry..." She had no idea what spell she used. She had to fix this, she had to...

Wait, whispered a voice in her ear.

"Who... who's there!?" Celestia shouted, looking around in fright.

Be at peace.

We mean you no harm.

We are here to help.

Celestia frowned, looking around suspiciously. "What's going on? I demand you show yourself!"

Wisps of dark smoke appeared, flowing around her, forming into shadowy creatures with glowing red eyes. We are the spirits of darkness. As Luna's rage drew us to her, so your fear has drawn us to you, they said.

Celestia stared at them with horror. "You... You are the ones who turned her into Nightmare Moon! Convinced her to rebel!"

The wisps chuckled. We made the offer. 'Drink the Blood of Tirek, which you ponies so foolishly call the Smooze, and gain the power you desire, power to face your sister in equal combat and beat her.' She was free to refuse, and we would have withdrawn without another word. She chose to accept.

Celestia glared at the wisps. She refused to accept what they said as truth. "And now you seek to make me a similar offer? To accept corruption and be turned into a Nightmare?"

You misunderstand.

Only mortals change immediately.

An alicorn, such as your sister, can control the power.

They would just become stronger.

They become Nightmares only if they want to.

If you recall, the rebellion started long before your sister became Nightmare Moon...

Celestia started to protest, but it was true. She remembered the months of battle before the final confrontation at the palace, the one that forced her to use the Elements of Harmony on her sister, severing her connection with them completely.

Sensing her hesitation, the wisps continued.

We offer you power.

Drink the Blood of Tirek.

Become strong enough to defend your sister, to defend Equestria, from any foe.

Even the Slendermane.

Celestia's eyes widened. "I... I could protect my sister with this power?"

The wisps nodded. The choice is yours, of course.

We ourselves are beings of Harmony, incapable of lying.

There is a danger of corruption.

But we do not lie about the power.

Protect your sister.

Protect your ponies.

Drink the Blood.

We shall serve you as we did your sister.

And she will be SAFE.

The wisps swirled about, a golden goblet filled with purple, bubbling Smooze appearing before her. Celestia stared at it, fear and logic warring within her as she considered her next move. Every logical part of her mind screamed at her that this was wrong, that she should refuse the offer.

She looked over at Phalanx's remains, and at Harbinger, standing mindlessly nearby, awaiting her orders. She looked down at the goblet again. Tears flowed down her face as she contemplated her mistakes.

I cannot protect anyone as I am now, she thought.

Slowly, she lifted the cup up to her lips and drank the vile tasting blood, draining the goblet completely. Once the blood was drained completely, she coughed, falling to her knees as her veins pulsed purple. For the briefest moment, her body felt as if she was being immersed in acid...

...and then it passed. Slowly, Celestia pulled herself back up to her hooves. She shivered, feeling raw power flowing through her body. A calm suffused her as she looked around the room, considering everything.

The power is yours now, a wisp said.

We serve you now, as we did your sister.

"I didn't change into a Nightmare," Celestia said softly, looking herself over.

You will not, my Empress, said a wisp.

Not until you want to.

Not until you are ready, and have chosen your form.

Until then, you are simply stronger, having thrice the power you did before.

The thought of that made her smile. Surely she could protect her sister, her little ponies, all of them now. She looked over at Phalanx's corpse, at the bloody mess on the floor.

The wisps swarmed around the body and the garbage bag, both disappearing into the darkness, the blood spilled on the floor, throne, and carpet vanishing as if it wasn't even there. Celestia briefly noted that the blood that spattered on her body had vanished as well.

We will take care of this, said a wisp.

Fear not. We have hidden the sounds of this confrontation from the rest of the castle.

No one will hear.

No one will suspect

No one will know.

Celestia smiled softly, turning to Harbinger. "What of him? Can I cure him?"

Yes. But you don't have to.

Celestia frowned. "What do you mean?"

He is your tool now. Your weapon to use to protect your sister.

He will believe whatever you tell him.

For example, that Phalanx was not killed, he's simply been sent on a diplomatic mission to a foreign nation.

That you've been fondly talking about Phalanx for several minutes now, and he was about to go to bed.

He'll believe what you tell him.

He'll DO what you tell him.

Even if you tell him to act as he did before his brainwashing, at least until you call for him again.

Celestia grinned widely. "Harbinger. By command of Princess Celestia, hear what I say and know it to be true. For the past few minutes, we have been discussing Phalanx, who has been sent on a diplomatic mission to Zebrica earlier today. You were just about to leave. In addition, until I call you to be my Swift Lightning again, I command you to act exactly as you did before my magic took command of you."

The glow faded from Harbinger's eyes as he shook his head, looking around in confusion. He saw Princess Celestia and smiled warmly. "I'm sorry, m'lady. I must be more tired than I thought. I blanked out for a moment there."

"It's all right, good Captain," she said. "Go to bed." She smiled, and added, "Or Luna's bed. Whichever you prefer."

Harbinger blushed. "Ah... my lady..." he stammered.

"Calm yourself," Celestia said, chuckling. "I know my sister has been seeking you out for comfort. You have my permission and my blessing to court her, if you so desire."

Harbinger grinned sheepishly. "Thank you, my lady," he said.

Celestia nodded. "Send me Phalanx's first report from Zebrica when you get it," she said, going back to her throne.

Harbinger nodded, bowing, and trotted off, whistling softly.

Celestia sat down on her throne, the wisps making themselves visible again, having disappeared after Harbinger recovered his senses. She smiled at the swirling masses of darkness, feeling her newfound power flow steadily through her body, like a rushing wave.

"And I know for absolute certain," she sang softly, remembering what Twilight sang at her coronation, "that everything's going to be fine..."

THE SUN IS RISING...

TO BE CONTINUED...