Waking Nightmares

by Jonathan "KnightMysterio" Spires

Chapter 5: A Blank Story – Part 1

The disclaimer about copyrights from the last chapter will apply to this and all future chapters. This story starts the day after the events of the previous chapter.

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Ponyville...

Morning...

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Demoman woke to the smell of sweet treats being made. He grinned, and tossed the covers off of his bed. Stretching and yawning, he trotted down the stairs, finding the Cakes and Pinkie Pie busily at work, some tarts set out on a breakfast platter, Pound Cake and Pumpkin Cake playing nearby. Mrs. Cake noticed him and smiled.

"Ah! Good morning!" she said. "We would have woken you sooner, but after that battle yesterday and then one of Pinkie's famous parties, we figured you could use the rest."

"Aye, thanks ma'am. I have te say that the wonderful smells comin' from this kitchen are much better than any alarm clock," Demoman said, helping himself to some tarts. Pumpkin and Pound, who met Demoman last night at the party, came up to him and nuzzled him. "And good mornin' te you, ye wee bairnes," Demoman said amiably.

Pinkie giggled, bouncing around the room as she frosted a giant cake. The Cakes traded warm smiles, Mr. Cake going up to Demoman and giving him a saddlebag with money in it. "If you don't mind," he said, "We'd like you to go pick up an order at Sweet Apple Acres. Applebuck Season's started and we put in an order for some of their stock. We'd send Pinkie, but we kinda need it quickly, and on jobs that don't involve taking care of our kids, she has a bit of a 'focus' problem."

"Hey!" Pinkie Pie protested. "I don't have a 'focus' proble..."

"Oh look, it's Lyra," Mrs. Cake said without turning to look out the window.

"Hi Lyra! Didja like the party last night?" Pinkie said, immediately forgetting what she was doing to go outside and look for the unicorn... who wasn't even there.

The Cakes just smiled warmly as Pinkie Pie came trotting back in, grinning sheepishly. The two Cake children giggled and offered her a tart. Demoman chuckled, tossing the saddlebag on his back. "Dinnae worry, Mrs. Cake. I'll bring the order back with all due haste."

Demoman casually trotted out the door, heading out into town. He greeted people, the friendly blue-furred pony chatting amiably with the townsfolk. Demoman greeted Berry Punch as he passed her store, heading out to the farmlands where Sweet Apple Acres was.

On his way there, though, he encountered a gray-coated Earth pony with a triple layer cake as his Cutie Mark wandering around with a map in his mouth, occasionally setting it down and looking at it in confusion. He frowned, and looked up at Demoman as he passed.

"Excuse me," he said, "Could you help me find Ponyville, please?"

Demoman gestured behind him. "You've actually made it, lad. Just a little further ahead, and yuir gonna be there."

The gray Earth pony blinked, and grinned widely. "Nice! Thank you, I knew I was close."

Demoman nodded. "Pleasure te help, laddie. I'm Demoman," he said.

The gray pony grinned. "Name's Gray Hoof, premiere party pony of Sunnytown."

Demoman chuckled. "Party pony, eh? Then ye may want to talk to a lass named Pinkie Pie. She's Ponyville's party planner."

"Ah, a kindred spirit," Gray Hoof said, trotting into town. "Thanks again."

What a pleasant laddie, Demoman thought as he trotted off to Sweet Apple Acres. As he did, though, he paused, turning back to look at Gray Hoof's retreating form. A vague uneasiness passed through him, but he quickly shook it off, and said, "Och, look at ye. Yuir lettin' every little thing get to ye." He trotted on to Sweet Apple Acres, humming to himself.

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Cloudsdale…

Weather factory…

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Sniper and Scout, Rainbow Dash trailing behind, landed in the factory, setting down easily on the clouds. Scout frowned at Rainbow Dash, who still seemed depressed about her blindness. A concerned-looking pegasus stallion with a snowflake Cutie Mark came up to them, startled when he saw Rainbow Dash's pale eyes.

"Dash?" he asked. "What's wrong? What's with your eyes?"

Rainbow Dash cringed. "Hey boss…" she said, "Yeah, I got tagged by…" She hesitated, wondering if she should bring up the Smooze.

Fortunately, Scout picked up on why she was hesitating and said, "Chemical accident. Some goofball unicorns from Canterlot was doing stupid 'science for da sake of science' experiments in Everfree. Dash went in to try and rescue them and in the process took a blast to the face."

Sniper nodded, catching on and adding to the lie. "We took her to a doc we know, said she's gonna be fine in a few weeks."

Rainbow Dash sighed, grateful for their help. "Yeah… I'm actually gonna have to take some vacation time," she said.

The boss shook his head. He waved a forehoof in front of her face, her pale, blind eyes not following it. He shook his head again, frowning. "Celestia knows you've earned it. You've got a couple months worth of paid leave saved up, you just come back when you're ready," he said, smiling benevolently.

Rainbow Dash smiled. "Thanks, Snowstorm" she said, "I…"

"What's this what's this?" said an obnoxious voice. Rainbow Dash groaned. Sniper and Scout looked in the direction of the voice, spying a trio of pegasi in work coats trotting over. Scout sneered at them, all obvious jocks, the leader of the group a brownish-gray pony with a barbell Cutie Mark.

The barbell-marked pegasus chuckled. "Old Dashie's finally skipping work? I knew you couldn't keep up the façade of being so perfect for long," he said, pronouncing façade as 'fakade,' his minions chuckling along with him.

Rainbow Dash snorted, not looking in his direction. "Lay off, Brickhouse," she said, "I really don't want to deal with you right now."

Brickhouse sneered. "S'matter Rainbow CRASH? Too scared to admit that you're just faking it for sympathy? Just like you FAKED both of your Sonic Rainbooms?"

Rainbow Dash snarled, turning towards him. "All right you little bastard," she snapped, "Here's your one and only chance for a fair fight! C'MON!" She pawed at the clouds below her with her hooves, snorting angrily.

Brickhouse just sneered. His two minions, Hoops and Q-Back, hesitated, seeing Rainbow Dash's eyes for the first time and noticing that she wasn't looking directly at them. "Um… Boss?" Hoops said, "Maybe she isn't faking it…"

Brickhouse scoffed. "Oh, come on, Hoops! It's Rainbow Crash we're talking about here! She faked that first Sonic Rainboom, probably with the help of that dyke griffon she was fillyfooling around with, and then got her unicorn friend to fake the second one! Only alicorns can do a Rainboom!"

Rainbow Dash snarled, and moved to attack, but Scout, thinking quickly, held her back, whispering into her ear. The cyan pegasus frowned, confused, but nodded, letting Scout do as he wish. Scout, once Rainbow Dash was calmed down, calmly trotted forward. Brickhouse frowned, and stepped back from this new pegasus.

"Now… Brickhouse, was it?" Scout said, smiling the fake-friendly smile of a used car salesman.

"Yeah…" he said.

"Name's Scout, my gruff compatriot is Sniper. It's a pleasure to meet you," he said.

Brickhouse snorted. "Like I care," he snapped.

"You will after this," Scout muttered, before saying, "Now, you believe that Rainbow Dash is faking her blindness. Keerect?"

Brickhouse nodded. "She's an attention whore, that's all she is."

"Despite evidence to the contrawise," Scout continued.

Brickhouse frowned. "She's faking it," he insisted.

"And yet, you're willing to fight her anyway," Scout said. Sniper snickered, suddenly realizing where Scout was going with this.

"What the hay is he doing?" Rainbow Dash said.

"You'll see," Sniper said.

"Of course I am," Brickhouse snapped.

Scout grinned viciously, took a deep breath, and screamed at the top of his lungs. "BRICKHOUSE LIKES TO BEAT UP BLIND PEOPLE!"

Brickhouse's eyes widened. He looked around frantically, Hoops and Q-Back discreetly backing away from him. Other pegasi began looking over towards Brickhouse, who shook his head frantically. "No, no wait…"

"It's TRUE!" Scout yelled, his loud, obnoxious voice drowning out Brickhouse's stammering protests. "This poor, helpless filly, thankfully only temporarily blinded during an act of heroism, has just been challenged to a fight by this TERRIBLE, CRUEL stallion who's only thought is to exploit her while she is disadvantaged!"

"Oh geez…" Rainbow Dash said, shaking her head in a mix of disgust and amusement.

"He's good," Snowstorm said, debating on the merits of actually intervening. He really should, but Brickhouse had been trouble for a long time, and challenging a blind mare, even if it was Rainbow Dash, was just over the line.

Other pegasi began yelling at Brickhouse, calling him out on his cruelty. Brickhouse's ears lay back against his head in fright as he looked around at the pegasi starting to gather in Rainbow Dash's defense. He glared at Rainbow Dash and Scout, and said, "I'll get you both for this. I swear I AGH!"

Brickhouse screamed as a shard of frozen hail, kicked out of a nearby cloud by Sniper, embedded itself into his shoulder. Wincing, he yanked the shard out and dropped it, looking over at Sniper.

A breath of frozen mist came from Sniper's mouth as he said, "That one was a warning shot. Next one goes into your eye."

Brickhouse stared at Sniper through the mirrored shades he wore. Stared at the pure icy coldness in his eyes. And saw that he wasn't kidding. One wrong move and Sniper would make him a cyclops.

Brickhouse glared at him. "This isn't over…" he muttered.

Snowstorm snorted. "Yes, Brickhouse, it is. You're fired."

"WHAT!" he shouted.

"You've been trouble for far too long," Snowstorm said. "You've bullied people, flouted your family's money, and picked fights with Rainbow Dash simply because you're too egotistical to admit that she or any other mare is better than you in every way."

"She's certainly better looking," Sniper muttered, Rainbow Dash blushing a little.

"And smelling," Scout added, waving a hoof in front of his muzzle.

Brickhouse was fuming. "You can't do this," he snarled, "My family…"

"…No longer owns the factory. It took me a while, but I finally saved up enough to buy the factory from them, which means I am now the absolute boss. You're DONE, Brickhouse. I'm tired of dealing with an incompetent jock. GET OUT," Snowstorm said.

Rainbow Dash grinned, impressed with her boss's guts. The other pegasi, especially the mares that had been bullied by Brickhouse before, began applauding. Brickhouse fumed, looking to Q-Back and Hoops, only to find that the two sports ponies had discreetly backed away from him. Feeling betrayed and furious beyond all measure, he flew off.

As he left the factory, though, a sheet of paper slapped him in the face. Growling, he removed the paper and glared at it... and paused, reading the message.

"If you want to make Dash and her friends pay for what they've done, then meet me in Everfree forest near the hydra's lair later today. I assure you things will be completely safe," it read.

The letter was signed only with a strange symbol, a scratchy red circle with an 'x' through it. Brickhouse looked at the paper, then back at Rainbow Dash and her two new friends. He scowled, and decided that he'd be there most definitely.

Scout, meanwhile, smugly trotted up to Rainbow Dash. "That went well, I think."

Rainbow Dash reached out with a forehoof, looking for Scout's face. When she found it, she slapped him.

"GNGH!" he grunted, clutching his sore jaw. "What th'hell was that for?"

"THAT," Rainbow Dash said, "was for suggesting in any way that I'm weak or helpless."

Then, to Scout's surprise, she reached out again and hugged him. "And this is for sticking up for me," she said.

Scout blinked, and shrugged, grinning. Sniper shook his head. Snowstorm came up to him and said, "Do you know how long she'll be out for?"

"Doc we talked to said a month at least," Sniper said. "'Til then..."

Snowstorm said. "Until then, we're out a weather manager for the Ponyville area..."

Rainbow Dash turned in Snowstorm's direction. "I can teach Sniper to do it," she said. "Honestly, it's not that HARD. And he's already volunteered to help me while I recover anyway..."

"Considering how often I've caught you training for the annual Wonderbolts tryouts instead of actually working when you're on the job..." Snowstorm said, chuckling. "All right, all right. Meantime... Scout, was it? Let's get you started. I'll probably get you set up in the Ponyville branch anyway, but I'd prefer you get some professional training in weatherworking."

Scout nodded. "Cool," he said, turning to Sniper. "You gonna take Dash home?"

Sniper nodded. "I'll probably stop by wherever this 'branch office' is as well, get filled in there," he said. He quickly glanced at Snowstorm, seeing him busy getting some paperwork out, and added quietly, "And I'll want to check in with Spy and Engie. We took care of the Nightmare Dogs easy enough, but that Masky Pegasus beat the bloody tar out of us. This is only the beginning, and I've got a sick feeling we're gonna be outclassed faster than a kangaroo can hop."

"Heckuva way to start off a guy's workday," Scout muttered. "Keep me informed."

Sniper nodded, sighing. "You know it, mate."

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Books & Branches Library...

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Spike blinked, looking up when he heard the sound of knocking. He went to the door, seeing a young couple there waiting for him. One was a yellow stallion with a blue mane and a red gemstone for a Cutie Mark. Another was a white mare with a red mane, with a microphone Cutie Mark.

Spike grinned, recognizing them as Roneo and Starlet, a young couple that had moved into Ponyville a couple weeks earlier. "How's it going, guys?"

Roneo grinned. "Hey Spike. Did that book we were looking for come in yet?" he said.

"Hold on, I'll check," he said, going back inside. "Hey Twilight! Did that copy of Earth Pony Construction Ideas come in yet?" he called out.

Twilight blinked, looking up from her work. She looked down from the shelves she was restacking, and waved to Roneo and Starlet. "Hi there you two," Twilight said, grinning at the young lovers. "I'm afraid it hasn't yet. The copy at the Canterlot library is still out and reserve, but the Trottingham one just got it in. They got my inter-library loan message and they're sending it over. It should be here in a couple days. Less if Derpy or Raindrops gets it. Those two are amazing at getting deliveries done on time... When they're not dropping furniture on my head..." she grumbled.

"Awesome," Roneo said, chuckling, although he hadn't been around long enough to understand the reference.

"Thanks so much for doing this, Twilight. We've been wanting to add onto our little place for a long while, and we didn't want to have to trouble any of the unicorns for their help," Starlet said.

Twilight climbed down the ladder, coming up to them. "I'm sure you could possibly arrange something with the local company. Or maybe get some help from the ponies building the BLU headquarters," she said.

Roneo chuckled. Starlet shook her head, and said, "We're not planning that much. Just a storage shed to hold some of our extra stuff."

Twilight nodded. "All right then," she said. "Can I get you anything else while you're here?"

Roneo shook his head. "Nah, we're good."

"Thanks again, Twilight," Starlet said, she and Roneo trotting off.

"Bye! Come again!" Twilight called out to them, Roneo and Starlet waving to them as they left.

"I really like Twilight," Starlet said.

Roneo sighed, nodding. "Yeah. She's been good to us ever since we moved into Ponyville."

Starlet chuckled weakly. "It's certainly been more interesting here than in Sunnytown... Which, considering that we've spent the last few centuries as guilt-ridden cursed zombies, is saying something..." she said.

Roneo shushed her, quickly looking around. "Please don't talk about it so casually..."

Starlet shook her head. "Why shouldn't I? Mitta was right all along. We deserve to be cursed..."

Roneo tried to think of an answer, something that could comfort her. But he knew she was right. All the two of them could do was enjoy this brief respite from their curse.

Far briefer than they would have liked, apparently, as the both noticed the pony with the three layer cake Cutie Mark staring at them, a sad smile on his face.

"...Oh no," Roneo said softly.

"Our time's running out," Gray Hoof said. "Our benefactor is calling in the favor we owe him."

Starlet bit her lip, frowning. "Maybe... Maybe we should go back to Sunnytown... Maybe Mitta was right all along..."

Gray Hoof sighed. "Now don't start that," he said. "Not when we're so close to getting our freedom from the curse."

Roneo frowned. "Are... Are you sure this will work?" he asked. "That whatever that mysterious unicorn told you will free us all from the curse?"

Gray Hoof nodded. "I'm sure of it. I made a mistake with Ruby, and in the end Mitta was right about us deserving our fate. But this is our chance to start over, and earn redemption. Earn REAL Cutie Marks instead of these fake ones." He smiled benevolently, and added, "A chance for you two to live a normal life and start a family."

Roneo and Starlet traded hopeful looks. "And this thing we need to do... It won't hurt the ponies here?"

Gray Hoof nodded, and said, "I've learned from my mistakes. The only sacrifice anyone will need to make is a little bit of blood from me."

Roneo and Starlet nodded. After a moment, Gray Hoof asked, "Um, speaking of... Have you seen Mitta at all?"

Roneo blinked, confused. Starlet shook her head. "No... Isn't she still at Sunnytown? I thought she didn't accept the masked unicorn's offer."

Gray Hoof shook his head worriedly. "I thought so too... I think she's been talking to Ruby a lot, but I haven't been able to catch her with her..."

"That would make sense," Starlet said. "Ruby was her little sister before we... killed her..." Her voice trailed off guiltily.

Gray Hoof frowned, continuing. "The strangest thing happened a couple days ago, though. I heard this... this maniacal cackling from the house where we... made our rather drastic mistake. Y'know, like the kind I used to do during the first century of our curse? I went to the house and found Mitta there, with a shield Cutie Mark and Luna's symbol on it."

"What?" Roneo asked, shocked.

Starlet stared at Gray Hoof in confusion. "How... did she accept the masked unicorn's offer?"

Gray Hoof shook his head. "I don't know," he said. "I honestly don't know. She just laughed at me, with this disturbingly confident smile on her face, and ran off."

Roneo frowned. "Sounds like Mitta's finally lost it..."

Gray Hoof chuckled weakly. "She held out longer than all of us... We went insane centuries ago, and eventually got over it... " he said.

"Hopefully it won't take as long for her to recover..." Starlet said, although she had her doubts Mitta had actually gone mad. And it still didn't explain Mitta's sudden Cutie Mark.

Gray Hoof frowned, and said, "For now, keep going as you are. I have a few more preparations to make before the ritual can begin. Do you know where the others are?"

Roneo nodded. "Gladstone works part-time at Sweet Apple Acres as a farmhand. And Three Leaf is a teacher at the school," he said. He chuckled, and added. "One of those weird BLU ponies that helped fight off the Nightmare Dogs is the new gym teacher."

Gray Hoof looked alarmed at that. "She's teaching? Doesn't that one who escaped us... Apple Bloom, I think her name is... doesn't she go to the school there? And Gladstone is working at the farm where she LIVES?"

Starlet sighed. "Yes. She does," she said. "Thankfully, the spells seem to be holding. She hasn't recognized either Gladstone or Three Leaf yet, and is actually quite fond of them both."

Roneo frowned. "Don't begrudge them this, please... Three Leaf loved teaching back when we were alive, and Gladstone's been wanting to do honest farm work again for centuries..."

Gray Hoof frowned, and shook his head. "...All right. I don't like it, but all right," he said. It won't matter in a while anyway... he added mentally. "I'm going to talk to this mare named Pinkie Pie, see if I can get a job with her. Once we're all part of the town, we can begin setting up for the ritual."

Roneo and Starlet traded grins. "You'll like Pinkie," Starlet said. "She's nuts. Fun, but nuts."

Gray Hoof chuckled. "We should get along fine, then," he said. He paused for a moment, and asked, "What did you mean about Nightmare Dogs? What's been happening here?"

Roneo and Starlet explained the Nightmare Dogs, as well as the arrival of the nine mysterious warriors of BLU. Gray Hoof's eyes widened.

"...And the crazy one called Soldier is teaching at the school?" Gray Hoof asked.

Roneo nodded, chuckling.

Gray Hoof grinned. "I changed my mind," he said, "I have to see this."

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Ponyville Elementary...

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"All right troops," Soldier barked, visibly straining not to yell and snarl, "Atten-SHUN! Today we're gonna do one of my all-time favorite games. It's a contest of stamina, leadership, and teamwork, one that truly tests your will as a perso... er, pony. Capture the flag!" He trotted back and forth, keeping a military gait to his pacing.

The gathered foals traded nervous murmurs, unsure of what to make of this.

Soldier grabbed a bag from behind him, setting it down, revealing the contents: harnesses with four flags on them, half of the belts carrying blue flags, the other half red. "There will be two teams, each one trying to capture the other ones flags, in this case, a pair of briefcases which I have acquired for the purposes of this exercise. To win, your team must capture the other teams briefcase three times, bringing it back to their base. I will reset the field with each capture. If the flags on your belt are removed, you are out of the game for that round, understood."

The foals conversed amongst themselves, and then nodded. It was a little complicated, but they got the basic concept. Soldier nodded, feeling a bit more confident. "One last rule," he added. "No using magic to pluck off a flag. You have to use your teeth or your hooves. And no actually hitting each other."

There was some minor grumbling from the unicorns present, but they seemed to agree with it. Soldier nodded, pulling out a pair of belts that were black instead of white. "Apple Bloom, you'll be leading Team Blue. Diamond Tiara, you're in charge of Team Red. Step forward and pick your teams."

As the two fillies put their belts on and began picking their teammates (Apple Bloom naturally picking her fellow Crusaders first and Diamond Tiara going for Silver Spoon immediately), Soldier set up the two 'bases,' a pony-style jungle gym and the flagpole on the other side of the schoolyard respectively. From a window, Cheerilee and a green Earth pony with a three-leaf clover Cutie Mark watched the game warily.

"Where did he get those briefcases?" Three Leaf asked.

"I had a couple extra in my office," Cheerilee said. "I was just using them to store books in, and the game seemed harmless enough." She did look doubtful, though.

As the two teachers watched the game progress, Diamond Tiara, who had earned her Cutie Mark for leadership, took an early lead with her team, which consisted of her, Silver Spoon, Snips, Snails, Tootsie Flute, and Archer. She and Silver Spoon in particular worked well together, taking out more than half of Apple Bloom's team, which consisted of her, Sweetie Belle, Scootaloo, Twist, Dinky Doo, and Ruby Pinch. Apple Bloom rallied her team in the second round, managing to capture the briefcase, although in the end only Twist and Dinky were left on their team. The final round ended in a draw, Diamond Tiara and Apple Bloom forgetting about capturing the briefcase and taking each other out, the bell ringing for the next class before either side could get their briefcase.

And to Cheerilee's relief, the game had proceeded without major incident. There had been some scuffles emerging, but Soldier stopped them as quickly as they started. He was a gruff teacher, and a strict disciplinarian, but a fair one.

Soldier nodded, looking over the gathered foals. They were scuffed and dirty, but otherwise unhurt and they all looked like they had a good time. "Not bad, not bad," he said. "Not anywhere near up to my personal standards, but you're all young yet. Now, go inside and get cleaned up for your next class."

The foals, chattering amiably with one another, ran inside. Even Diamond Tiara seemed to be cheerful and getting along with the others. Soldier went up to the window where Cheerilee and Three Leaf were watching. She chuckled, shaking her head. "Not bad," she admitted. "Not bad at all."

"So you think I'll be able to handle being a teacher?" Soldier asked smugly.

"You did good today," she admitted. "But we'll see."

Soldier grinned, taking that as a yes, and went inside himself. Cheerilee sighed, turning to Three Leaf. "It's been quite a week, hasn't it?" she said, sighing.

Three Leaf smiled warmly. "Still, it's all worked out so far, hasn't it?" she said.

"I suppose so," Cheerilee said. "I can't help but feel that things are just going to get worse, though... And that frightens me."

Three Leaf blinked. "Frightens you?"

Cheerilee smiled weakly. "I'm... I'm worried about the foals in my care, Three Leaf. Am I teaching them enough? Will they be safe with me? After Discord, I'm just not sure of anything anymore..."

Three Leaf hugged her fellow teacher. "You just have to have faith that things will work out," she said. "Things will organize themselves and turn out all right."

"I hope so," Cheerilee said softly, watching as Soldier cornered Snails.

"You. Private. Why didn't you follow your commander's orders during the last round?" Soldier demanded.

Snails shuffled his forehooves nervously and said, "'Cause Diamond Tiara's a real jerk, eh?"

Soldier shook his head, annoyed. "That's beside the point. Her tactical decision was a good one. If you had gone after Sweetie Belle, who had her team's briefcase and was heading back to her base, instead of trying to help Archer with Scootaloo, you could have ended the round with a victory." He felt nauseous, giving advice on how a red team could win, but the discipline was more important than his own disgust.

Snails muttered. "I know, I know..."

Soldier sighed. "Look, Snails... Just because your commander's a jerk doesn't mean you should disobey their orders. What are you going to do when you go into the work force? Disobey your boss every time he's a jerk to you? That just leads you straight to the unemployment line, soldier."

"I thought you were Soldier..." Snails said.

"Pay attention," Soldier snapped. "The only time to disobey your superiors is when they start giving orders that will hurt the unit without any real benefit for it in return. They can be as big a jerk as they want, but if they make good decisions, then you have no real reason to disobey them."

Snails frowned. "I guess that makes sense, eh?" he said.

Soldier nodded, seemingly satisfied. "Good. Now, go get a crewcut this evening. You look like a fool. Dismissed!" he said, saluting... hitting himself in the forehead with his hoof in the process. "Ow..."

Snails chuckled, nodding and trotting off.

Cheerilee nodded, impressed. "Barring the haircut suggestion, you handled that pretty well."

Soldier huffed. "Human or pony, children these days need discipline. And there's nothing wrong with a boy having a proper haircut."

As Cheerilee and Soldier talked, Three Leaf just shook her head, chuckling.

"Pst," hissed a voice from just outside the door. Three Leaf turned... and paled, seeing Gray Hoof standing in the doorway, smiling at her.

"Oh no..." she moaned. She glanced quickly at Cheerilee and Soldier, and went outside with Gray Hoof.

"It can't be time to pay our debt already," Three Leaf tears in her eyes.

Gray Hoof sighed, hugging her. "Believe me, I was hoping to go a bit longer, too."

Three Leaf shivered, tears in her eyes. "So... So what do we have to do?"

Gray Hoof kissed her gently. "Nothing at the moment. I was told to inform everyone that it was time," he said. "Once our mysterious benefactor tells me more, I'll let you know what to do."

Three Leaf nodded sadly, kissing Gray Hoof once more. He smiled sadly at her, and asked, "One more thing... Have you seen Mitta?"

Three Leaf blinked. "...No. I thought she was still stuck at the village, that she didn't accept the masked unicorn's offer."

Gray Hoof nodded, sighing. "I did too. But just recently I saw her with a Cutie Mark. Some shield with Luna's symbol on it. I don't know whether she did accept the offer, or she actually earned a real one..." He shook his head. "She ran off. I haven't seen her or sensed Ruby's presence at all in days."

Three Leaf frowned. "You think... You think she might try to attack us? She blames us for what we did to her sister..."

Gray Hoof shook his head. "She also blames herself, because she didn't stop us from killing and burning her..."

Three Leaf whimpered softly. "I don't know why... We were all so crazy with fear back then... We probably would have killed her too if she tried..."

Gray Hoof gave her a desperate look. "Please... More than any of the others, I need you to stay strong, Three Leaf. We're the only ones left, the others having gone too far from the village and rotted to dust... You saw what happened to Elder Great Heart's spirit when his body was destroyed..."

Three Leaf scowled. "Old bastard... He's the one that enforced the old ways... He's the one that had the five of us kill Ruby when her Cutie Mark appeared... I remember what happened to him. I remember the shadows dragging him off.."

Gray Hoof shivered. "I wish I didn't..." he said. "Anyway, keep an eye out for Mitta and let me know as soon as possible. I have to find Gladstone..."

"He was taken on as a hired hand at Sweet Apple Acres just a couple weeks before those BLU ponies arrived... If he's not there he's probably hiding somewhere watching this cute canary-yellow pegasus he has a crush on. Fluttershy, I think her name is..." she said, Gray Hoof cringing.

"Am I the ONLY one worried about Apple Bloom recognizing us?" Gray Hoof muttered.

"Either she's not recognizing us or that spell put on us makes us unrecognizable to her," Three Leaf said. "Either way, I'm grateful... I feel like I'm making up for what we almost did to her, and it feels so good to be teaching again..."

Gray Hoof tried to keep the pained expression off of his face, Three Leaf's words like a knife through his heart. "So long as you're happy..."

Three Leaf kissed him. "Be safe, Gray Hoof," she said softly.

"You too, my love..." Gray Hoof said.

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

A few minutes later...

Ponyville General Hospital...

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

Medic whistled to himself, an old German tune as his Medibeam healed the scratches and cuts the patient had, closing rapidly. Doctor Whooves nodded, looking himself over.

"Many thanks, fellow doctor," he said. "Recovering after that lab accident would have taken days otherwise."

Medic hmmphed. "I never understood ze practice of calling non-medical scientists 'Doctor' instead of 'Professor.' Nor have I ever liked it."

Doctor Whooves chuckled. "I have too, honestly. But Doctor rolls off the tongue a lot smoother, don't you agree?"

Medic frowned, and was forced to reluctantly agree. "Well, in any case, try to get a more advanced safety system before trying that experiment again."

"As you wish," he said. "I DEFINITELY want to try that again! It wouldn't do at all if I blew myself up though, so I'll upgrade my safeties first. Now, let's see if I can remember where I put my screwdriver..." He trotted out happily, humming to himself.

Medic stared, incredulous, and sighed wearily. Another doctor, an Earth pony with a muffin-shaped mane, came up to him and chuckled. "Thank you," he said. "It's hard sometimes. There's only so much the nurses and I can do as Earth ponies. Most unicorn doctors won't even come to Ponyville."

Medic frowned. "Vhy is zat, Doctor Muffin Top?"

Muffin Top chuckled wearily. "Well, for one thing, we're so close to Everfree Forest. Everything runs itself there, and that frightens a lot of people. To say nothing of the horde of monsters that lives in there, and wild predators... Hard to believe that someone as timid as Fluttershy lives there"

Medic looked out the window. "Hnh... It can't be zat bad," Medic said.

"Face down your first dragon," Muffin Top said, smirking, "Then see how bad you think it is. You and the others may be trained soldiers, but from what little you've told me, you haven't faced anything like what menaces Ponyville..." He shivered. "I'm still not entirely over what Discord did to me..."

Medic frowned. "You are not ze first person to mention zis 'Discord.' Vhat vas he?"

Muffin Top frowned, hesitating. "...You ever meet someone who likes to play stupid jokes? Whoopee cushions, hoof buzzers, sneezing powder... Imagine that, only ten times meaner, more willing to cause permanent trauma, and with power far greater than Luna and Celestia together."

Medic's eyes widened. Zat is... a little out of our league, he thought. "Is zhis Discord still around?"

"Thankfully no," Muffin Top said, smiling. "Miss Sparkle and her friends were able to use the Elements of Harmony to stop him."

Again vith ze Elements of Harmony... Perhaps zey would be strong enough to send us back, Medic thought.

"Excusez-moi," came a cheerful voice. Medic and Muffin Top turned, seeing Rarity in the lobby with Nurse Redheart. The elegant, purple-maned unicorn waved to Medic, who smiled and came out to greet her.

"Welcome, Fraulein Rarity. I trust all is vell?" he asked, Muffin Top calling in Nurse Redheart to help with another patient.

"Indeed," Rarity said. "I wanted to make you all a present for helping protect our town from the Nightmare Dogs, and Spy said you all were into hats... That makes it a little easier for me, since I'm not as good with stallion's clothing as I am with mares."

Medic blushed. "He did, did he?"

Rarity nodded. "Indeed. I tried to ask him why, but he was embarrassed by it, so I decided to ask someone else. Since you were the closest one that I was certain of the location of, I decided to come ask you."

Medic sighed, shaking his head and chuckling. "Now ze Spy becomes cowardly... Vhere is he now?"

Rarity gestured absently towards the forest, grinning coyly. "I believe he said something about go visiting Zecora. Methinks someone has a crush on the herbalist."

Medic nodded. "An interesting development, considering zat he is a pony in body only... Spy, thankfully, is not ze 'love zem and leave zem' type. I'm zomevhat surprised zat he became interested in zomeone zo qvickly, but at least it gives him zomezing to do."

Rarity sighed a little in relief, assured that her friend's feelings would be spared. She had become worried for Zecora and Spy struck her as the mare's stallion type.

Medic grinned, blushing a little, and said, "As for ze hats... Our opponents in ze var games were ezzentially exact copies of ourzelves, only clad in red instead of blue. We've... developed something of an aversion to the color. Ve haff never been sure vhich side vas ze originals, if either of us even vere, although Scout has managed to make it zo it doesn't bozzer us either vay. Anyvay... One day, Soldier put a saucepan on his head and declared he vas going out like zat. It was strangely comforting to zee more zan just a color difference between our two sides, so everyvun on both sides all started vearing different hats on ze battlefield. Eventually, it became less about looking different from each other and more about just collecting neat hats. Ve also started collecting little knick knacks to stick on our uniforms. Badges, decorations, ties, scarves, different grenades, different shoes, things like zat. Ve were forbidden from completely changing our uniforms due to company policy, but zere vas some leeway. Ve could vear different undershirts, or place military decorations on our uniforms, zings like that. Ze main thing ve vanted, though, vas ze hats. Any hat at all. I even collected a few vigs to vear."

Rarity stared at him, trying not to laugh from imagining the nine BLU ponies obsessing over hats. "That's... somewhat bizarre."

Medic chuckled. "For hardened mercenaries to obsess over hats? Perhaps..."

Rarity smiled. "Well, if its hats you want, then I am more than happy to provide."

Medic brightened immediately. "Really?" he said. He then coughed, composing himself when he realized how perky he sounded just then. "Yes, well... I zank you, Fraulein Rarity."

Rarity giggled. "My pleasure. Now, what style would you like?"

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

Just outside...

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

Gray Hoof, who had been eavesdropping through a window, stared incredulously as the otherworldly doctor pony began telling Rarity all about the hats he had during his battles. It was so surreal. Gray Hoof could tell that Medic was a killer, one who delighted in the death of his enemies. The nature of his curse made it so he could smell when people had blood on their soul. And yet here he was, talking with the local fashion designer in an almost giddy, childlike manner about hats of all things.

kEeP mOvInG. tHe BlU pOnIeS mUsT nOt NoTiCe YoU yEt. StAy AwAy fRoM tHe MaGiCiAn, tHe DeRp-EyEd MeSsEnGeR, aNd EsPeCiAlLy ThE fOrEsT gUaRdIaN aS wElL said an unsettling voice in Gray Hoof's head, the voice of the masked unicorn that gave the Sunnytown ponies temporary freedom from their curse.

"...The magician I understand. Trixie's not as powerful as Twilight Sparkle, but she might be able to detect my true nature. And we've all dealt with Zecora before. But why the mailmare? Aside from having weird eyes, an embarrassing nickname, and an odd obsession with muffins, she doesn't seem like much of a threat.

I hAvE mY rEaSoNs, the voice said. JuSt FiNiSh YoUr PrEpArAtIoNs. I wIlL tRy To WaYlAy MiTtA bEfOrE sHe MeEtS tHe TwO eLeMeNtS oF hOnEsTy.

Gray Hoof blinked. "Two?"

He received no response. The voice had gone silent. Gray Hoof shook his head, and continued down the road towards Fluttershy's house. He had heard a mint-green unicorn named Lyra talking with her marefriend in an amused manner about Gladstone's crush on the pegasus, and decided to check there first.

Sure enough, he found the tan Earth pony with a boulder Cutie Mark near Fluttershy's place, listening to the canary yellow pegasus sing in her lovely voice as she took care of her animal friends. He stayed hidden in a bush, hidden completely from view. Gray Hoof snorted in amusement, and slowly crawled into the bush with him, taking care not to disturb the lovestruck stallion, worming his way in so that he was sitting right next to him.

He watched Fluttershy for a moment. She really is cute, Gray Hoof admitted, before turning to Gladstone with an amused look on his face. Gladstone was blushing, sighing happily with the classic 'lovestruck fool' look on his face.

Gray Hoof turned back to Fluttershy, and whispered, "We are here in the wilds of Ponyville, studying the rare and elusive Absurdlyus Cuteyus, known commonly as Fluttershy."

Gladstone shoved a hoof into his mouth to muffle his surprised yelp, staggering back. Fluttershy turned, eeping at the noise. She shivered, slowly backing away in fear. "Who... Who's there?" she said. Shaking, she grabbed a stick and held it like a sword, pointing it in the direction of the noise.

Angel Bunny gave her a look that was half amusement, half disgust at his master's cowardice.

Gladstone gave Gray Hoof a pained look, and scrambled away, Gray Hoof giggling and following. Fluttershy calmed down eventually, but worried about who was watching her for the rest of the day.

Gladstone glared at Gray Hoof. "You didn't have to do that," he said.

Gray Hoof giggled. "Don't leave yourself open for it, then," the gray Earth pony teased. "I may be a zombie, but I still remember how easy it always was to prank you."

"I hated it back then, too," Gladstone muttered, Gray Hoof giggling again. Gray Hoof then sighed, and shook his head.

"Gladstone," Gray Hoof said, "I'm here to..."

"I know why you're here," Gladstone said, his expression bitter. "It's time to pay our devil his due, isn't it?"

Gray Hoof nodded.

Gladstone laughed, a pained, bitter chuckle. "Heh... Knew it was stupid to even think I could even try to get someone as wonderful as Fluttershy to love me..."

Gray Hoof sighed, hugging his longtime friend tightly. Gladstone closed his eyes, leaning into Gray Hoof, tears streaming down his face.

"Do..." Gladstone said, "Do you think I'll be able to actually try to get Fluttershy to love me after we pay off the masked unicorn?"

Gray Hoof hesitated a long moment. "Yes," he lied. "I'm sure you will."

Gladstone smiled warmly. "You've always been a good friend, Gray Hoof," he said.

Gray Hoof sighed. "I've made mistake after mistake," he said. "But I'll make it right for us, I promise."

Gladstone nodded, trusting Gray Hoof completely. "Is there anything you need me to do?"

Gray Hoof frowned, a worried expression on his face. "...Watch for Mitta. Beyond that, I need to make some final preparations first."

"Mitta?" Gladstone asked, blinking. "I thought she didn't accept the masked unicorn's offer."

"She didn't," Gray Hoof said. "But I found her in the charnel house, talking to someone. I couldn't tell if it was Ruby or not... Mitta was there, and for some reason she had a Cutie Mark of her own. She laughed at me and then ran off. I lost her when I nearly ran into Zecora."

Gladstone frowned. "...Weird."

Gray Hoof chuckled weakly. "We're cursed undead who made a deal with a masked unicorn... thing to try and get our mortality back. Weird is too light a word, old friend."

Gladstone grinned, laughing. "...Anyway, I have to get back. What are you going to do now?"

"I'm going to talk to this 'Pinkie Pie' I keep hearing about," Gray Hoof said. "She sounds like a kindred spirit."

Gladstone grinned. "You'll like her. She throws great parties."

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

A hidden place...

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

tHe ZoMpOnIeS? Masky Pegasus asked. SeRiOuSlY?

I hAvE hAd ThIs In MiNd FoR a WhIlE, Masky Unicorn said, sInCe MaStEr BeGaN tO bECoMe InTeReStEd iN CeLeStIa. WhAt BeTtEr WaY tO mAkE hEr SuFfEr ThAn By ToRmEnTiNg HeR fAvOrItE pOnIEs?

AnD, Masky Earth Pony added, nodding in understanding, tHaT vIlLaGe AlSo CoNtAiNs ThE eLeMeNtS oF hArMoNy, OnE oF tHe FeW tHiNgS tHaT cAn HaRm MaStEr.

The three Maskies flinched, as if acknowledging that would bring their master's wrath down on them.

Masky Pegasus fluttered his wings nervously. It'S rIsKy. CeLeStIa WaS iN a FuLl RaGe WhEn sHe CuRsEd ThAt ToWn. If ShE rEaLiZeS tHaT tHeY aRe InVoLvEd...

Masky Unicorn seemed to smirk. LuCkY fOr Us ThAt YoU dEcIdEd To TaKe InItIaTiVe AnD rEcRuIt A mOrTaL mInIoN. oNe tHaT wOuLd MaKe An ExCeLlEnT dIsTrAcTiOn If GiVeN tHe PrOpEr AiD.

Masky Pegasus blinked... and began to chuckle.

Masky Earth Pony was still doubtful. He DiDn'T sTrIkE mE aS aLl ThAt BrIgHt. HoW wIlL yOu CoNvInCe HiM tO dIsTrAcT CeLeStIa?

Masky Pegasus chuckled, and began to shift forms, changing from an ambiguous-gendered creature to the shapely curves of a mare. YoU jUsT hAvE tO kNoW hOw To HaNdLe CeRtAiN pOnIeS.

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

Sweet Apple Acres...

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

"Bloody hell," Demoman muttered. He had gotten lost, still not used to the town's layout, and had gotten to the farm far later than he wanted. He hoped that he was still at least making better time than Pinkie would normally, as he fully believed that the girl was the easily distracted sort.

Finally, though, he found himself making his way down to the main farmhouse, passing row after row of delicious smelling apples. Trotting up to the farmhouse, he yelled out, "Applejack, lass! I'm here to pick up an order for the Cakes!"

Instead of Applejack answering, he got Granny Smith. The elderly pony leaned out the window, looking around in confusion. "Hnh? Someone delivering a cake? Hope it's an applesauce cake."

Demoman laughed. "Nae, madame. I'm here to pick up an order for the Cakes!"

Granny Smith blinked. "Why would cake want to eat apples?"

"Nae, madame," Demoman said again, smiling patiently, "The Cakes? They run the pastry shop in town?"

Granny Smith stared at him, blinking. After a moment, she realized what he meant, and nodded. "Applejack and Big Macintosh are out in the field with that oversized bear that moved in. Y'all'll find them out there!" she said, pointing towards the old farmhouse.

Demoman nodded, thanking Granny Smith and heading out to meet up with the Apple siblings and his teammate. He found the three of them working out in the fields, bucking trees and letting the apples fall into the nearby baskets. Heavy bucked the trees with one leg, most likely because a double-leg buck from a pony of his size and power would destroy the tree.

Demoman trotted up to Applejack, grinning. "Applejack, me lass!"

Applejack blinked, turning to Demoman and grinning. "Well howdy!" she greeted. "What brings y'all to the farm today?"

"I'm here te pick up an order for the Cakes," he said.

Big Macintosh nodded. "Two baskets of apples," he said. "Ah remember."

Heavy grinned, picking up a pair of baskets he had recently filled. "Baker ponies can have these then!" he rumbled, Applejack helping him hook the baskets up to Demoman's harness.

"Good te see yuir doin' well, laddie," Demoman said to his teammate.

Heavy smirked, jutting his chest out. "Tiny baby apple trees are no match for me," he rumbled.

Big Macintosh nodded in agreement. "He's a fine apple bucker. We're makin' a lot of progress," he said, idly chewing on a stalk of wheat.

Applejack looked thoughtful for a moment, and said, "Big Macintosh, you think you and Heavy can handle the applebucking y'selves for a bit? Ah remembered some errands ah need to run in town, figured I'd walk back with Demoman."

Demoman grinned. "I'd appreciate the company, lassie," he said, blushing and adding, "Also, I kinda got lost on the way up here... I'm still not used te the town yet."

Applejack giggled. "Sure thang, pardner," she said. "Ah'll help y'all get back."

"Thank ye, lass," Demoman said, turning to Heavy and saying, "Will ye be at the tavern later this evening?"

"Da, comrade!" Heavy rumbled. "It will be good to have refreshing drink after hard day's work."

Demoman grinned. "I'll see ye there, then," he said, he and Applejack walking down the road again.

"So..." Applejack said, "How'd you lose yer eye?"

Demoman rolled his remaining one in amusement. People always led off with that question. "Och, that story... Me mum always insisted that I get jobs. Me folks were always holdin' down at least five jobs at once (that's how we made our family fortune), and..."

"FIVE jobs?" Applejack said.

Demoman laughed. "Aye, lassie. At his best, me Dad held down twenty-one jobs at once."

Applejack stared at him, open-mouthed and in shock. "How... How is that physically possible?"

"The DeGroot family is legendary for their ability te multitask," Demoman said proudly. "Anyway, back to me story. Me first job was a cleanin' job for a wizard that lived nearby, name o' Merasmus. He had me sweepin' th'floors of his castle, when this evil book he told me not to read, called the Bombinomicon, started talking to me. It teased me about listenin' to th'wizard's warnin,' and I looked at it, only for me eye to get possessed. Merasmus did what he could te help me, and when he cast his spell, he, the castle, and me eye were no longer there."

Applejack blinked, and shook her head. "Wow, that's rough..."

Demoman shrugged. "It's not that bad. Never really needed it. Had a prosthetic eye in for a while, but some of me early bomb experiments blew it up, so I just went with the eyepatch."

Applejack frowned. "Couldn't this Merasmus feller fix yer eye after getting' any bad spirits out it?"

Demoman chuckled. "By the time I saw Merasmus again, it was too late. He was livin' with me teammate Soldier, and when Soldier yelled at him for not payin' his rent one Halloween, he brought me eye back as a giant flyin' monster called Monoculus."

Applejack blinked, and shook her head, chucklin.' "Y'all have a weird life, friend."

"Considerin' where we are now and what we've become? Aye, that's a pretty fair assessment," Demoman admitted. "And what of yeself, lassie? What sort of adventures do ye and yuir friends go on?"

"Mostly just takin' care of stuff that arises," she said. "Parasprite infestation, dragon movin' too close to Ponyville and smoggin' up the place, helpin' locals with their problems, that sorta thang. One time, I thought mah brother was talkin' down on mah buckin' abilities after he got hurt, so ah tried to harvest th'whole orchard m'self."

Demoman looked around at the massive apple orchard, and then stared at Applejack incredulously. She chuckled. "Ah know, ah know. Ah realized what I was doin' halfway through. Hadn't slept in a week, plus ah tried to fulfill all mah other obligations as well... I was pretty much more beat up than Mac was with his bruised ribs. The gals helped me finish up."

Demoman chuckled. "Not everyone can do so much at once. Even I meself have problems. Me mum keeps yellin' at me te get more jobs, but I pretty much stopped at three. I know me limits."

"And what jobs were those?" Applejack asked.

"Mercenary for BLU, stock broker, and moonshine salesman," he said.

Applejack blinked. "Moonshine? Sounds like somethin' Princess Luna would like."

Demoman chuckled. "Aye, lassie. Moonshine is homemade liquor. It was made in Soldier, Engineer, and Scout's home country when a ban was placed on all alcohol, under cover of night te avoid the cops. They eventually took away the ban, because all it did was make criminals rich."

Applejack frowned at him. "And you make it because..."

"Because I know how te make it so that it doesn't burn worse than Pyro's flames goin' down," he said. "It's legal now, but there's still a market for it."

Applejack shook her head. "Land sakes," she said. "Y'all live quite a life."

Demoman quirked an eyebrow at her. "Same could be said for ye, lassie. We dinnae have dragons, or these parasprites ye mentioned, and magic-users aren't anywhere near as commonplace as unicorns. Oh sure, there's the Loch Ness Monster, but the bloody coward's been avoidin' me for years... And what be this 'Nightmare Moon' and 'Discord' I keep hearin' mention of around town?"

Applejack shivered. "Nightmare Moon was Princess Luna. In the old legends, Princess Luna became Nightmare Moon after growin' jealous of ponies sleepin' through her night, while playin' and laughin' during th'day. That's only part of it... Down in the Smooze Cavern... y'know the one that Celestia had you close off before the party yesterday?"

Demomon nodded, cringing. "Aye. A foul place that was... E'en with Monoculus or the Horseless Headless Horsemann I've ne'er felt such putridity..."

Applejack nodded. "Ah found out down there that Luna was conned into drinkin' the Smooze. It turned her into Nightmare Moon, the Diamond Dogs into the Nightmare Dogs..."

Demoman frowned. "Talk about yuir Nightmare fuel..."

Applejack nodded. "We was able t'cure her once Twilight figured out how we could use the Elements of Harmony. People are still kinda scared of her, especially since her magic started comin' in and she started lookin' a little like Nightmare Moon... Ah'm kinda ashamed to admit this, but I actually called her Nightmare Moon to her face when she showed up one Nightmare Night tryin' to get back in everyone's good graces..."

Demoman smiled sadly. "Scars dinnae fade quickly, lassie. Ye cannae truly be blamed for yuir mistake..."

Applejack smiled at him. "Hm. Maybe..." Her face turned somber as she said, "Discord... He was a different story altogether. He could play reality like a guitar, and he could turn unicorns and pegasi into Earth ponies just by wishin' it. He messed with the heads of me, Dash, and the others, made us into the opposite of what we are... Most folks still ain't completely recovered from what he did... We only barely managed to beat him, and then only 'cause of the Elements of Harmony. Ah dunno what Princess Celestia did with the statue he became, but good buckin' riddance..."

Demoman frowned. He grinned, and said, "Dinnae worry, lass. If he ever shows up again, we'll blast him te kingdom come."

Applejack grinned weakly. "Ah appreciate the thought, but as tough as y'all are, ah doubt y'all could stop somethin' more powerful than the princesses."

Demoman frowned. He'd need to discuss this with the others later... "This is depressin,'" he said. "Let's talk about somethin' else."

Applejack nodded gratefully. "So what would you like to talk about?"

"Well, those kids of the Cakes, for one thing," Demoman said. "Are ponies supposed to have magic and fly that young?"

Applejack chuckled. "Pegasus wings grow slower than the rest of their body. He'll get too heavy to fly soon enough. And Twi and Rarity tell me that unicorn foals usually manifest random magic every so often. They get more control as they get older. It'll fade in a year."

Demoman shivered. "Suddenly I'm imaginin' Pyro as a foal. She'd probably burn the whole town down."

Applejack laughed. "Ah haven't even known the firebug that long and ah can see it."

Demoman chuckled. "Which brings me to me next question..."

"Why did two Earth ponies have a unicorn and a pegasus for foals?" Applejack asked, smiling.

Demoman nodded. "Ye have to admit, it's somewhat odd."

Applejack shook her head. "Not that strange," she said. "Back before Equestria was founded, pony-folk was stickin' to their own kind. But when ponies started bein' friendly to one another they..." She blushed, and continued. "...started 'bein' friendly' with one another. My family line's mostly Earth ponies, but ah got some unicorn ancestors. If it's in the bloodline, it can come out. Who knows? Ah might have a little unicorn foal someday."

Demoman nodded. "Seems reasonable, lass. Although it works a little differently for humans."

Applejack blinked. "Really? How so?"

Demoman shrugged. "Ye'd have te ask Medic about that. All I know is that humans don't come in as many interestin' varieties as ponies here do. Te say nothin' humans not comin' in anywhere near as much of a variety of colors..."

Applejack frowned. "Huh..." she said, unable to picture ponies with only a limited variety of colors. "That's just weird."

Demoman just laughed.

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

Canterlot...

The royal palace...

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

Celestia, relaxing on a sun deck, smiled as a royal guard she recognized opened the door. "Phalanx, my friend. Have you found anything?"

Phalanx shook his head. "...I'm honestly not sure, my lady." The Earth pony guard pulled some books out of a saddlebag he had with him. "I've found nothing on dreams other than psychological journals, and a few magic books I didn't understand." He nosed the magic books forward. "Maybe you can make sense of them?"

Celestia picked up one of the magic books, flipping through it. "Hnnh," she muttered. "These might be helpful... They're about how to attack people using dream magic... The odd thing is, Luna hasn't had any dreams since the night of the nine falling stars..."

Phalanx frowned, looking down at the books again. He moved one aside, finding what looked like an old notebook. "What's this?" he said, looking at it. Drawn on the cover was a red circle with an 'X' through it.

Celestia, recognizing the symbol, picked it up quickly, skimming through it. It was a journal of some kind, written in Prench. Celestia, having mastered all languages ages ago, read it easily, her smile growing.

Phalanx blushed, the smile of the Sun Princess capable of warming even the darkest of hearts. Especially an excited, pleased smile like this one.

Celestia grinned widely. "This is a journal... It describes the creature that Luna saw in her dream perfectly," she said, mentally adding, And that I have been seeing in REAL LIFE...

She smiled at Phalanx. "This could be the key I have been looking for," she said. "Thank you, Phalanx."

Phalanx beamed. Celestia flipped through the notebook, skimming the pages. The writing became more sparse as the journal went on, the entries becoming more staggered, the researcher's mental deterioration becoming more and more apparent. The last word in the journal was written in staggered, almost scribbled letters, taking up two pages.

SLENDERMANE

Celestia frowned. She looked up, and started to say something to Phalanx...

...who had been torn to shreds, his body parts strewn across the deck. The slender pony, Slendermane, standing right in front of Celestia, its faceless face mere millimeters from her own. Celestia screamed, staggering back and stumbling. Written in blood behind the Slendermane were two words.

FOUND YOU

Celestia screamed again as Slendermane took a step forward, blinking...

...and in the time it took to blink, the horrific tableau was gone. Phalanx was there, intact and alive, standing over Celestia with a worried expression on his face.

Celestia looked around frantically, her eyes darting back and forth. "Did... did something just happen?" she asked, panting, her chest heaving as she tried to catch her breath.

Phalanx shook his head. "Other than you suddenly screaming and jumping back? No..."

Celestia looked at the journal again. Phalanx frowned at it. "Maybe I should take this..."

"NO!" Celestia said, before catching herself and shaking her head. "No. I need this journal. I need to know more about this creature that is haunting me. The more I learn, the more I will be able to fight it."

Phalanx looked doubtful. "If you say so, my lady..."

Celestia managed to smile, and kissed his head, making the guard blush. "Trust me," she said. "All will work out in the end."

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

Ponyville...

Sugar Cube Corner...

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

"I'm back!" Demoman called out. Pound Cake babbled cutely and flew over to land on the BLU pony's back. Mr. and Mrs. Cake came around, smiling warmly.

"Oh good, you got the order," Mrs. Cake said, she and Mr. Cake helping unhook the harness and taking the apple baskets to the kitchen. Mrs. Cake smiled gratefully at Demoman. "Thank you so much for doing this," she said.

"'Tis nae a problem, lassie. I always earn me keep at whatever job I do," Demoman said proudly.

"Hi Applejack!" Pinkie Pie said, bouncing along with a happily giggling Pumpkin Cake on her back. "You wanna stay and play?"

Applejack, smiling warmly, shook her head. "Naw, ah got some errands to run, plus it's Applebuck Season..."

Pinkie Pie giggled. "That's okay!" she said. "You can come by when you've got the time!"

Applejack nodding, grinning and tickling Pumpkin's chin, making the foal giggle. "Ah look forward to it," she said.

Pinkie Pie bounced off, Pound Cake following. Applejack stepped outside to go run her errands, Demoman following her out. But when the two of them went outside, they found a gray pony with a blood red mane standing before them, her flank bearing a Cutie Mark in the form of a shield with Luna's moon symbol on it. She stared at them with an intensity that was unsettling.

"...Um," Applejack said, smiling nervously. "Howdy pardner! What brings y'all to Sugar Cube Corner?"

"Lass..." Demoman said, scowling, "Stay back... There's somethin' 'off'' about her..."

"You have no idea," the mare said. "My name is Mitta. And if either want to protect every pony in Ponyville from suffering a fate worse than death, then you have to come with me at once."

Applejack blinked. She then scowled, storming up to Mitta. "Was that a threat, pardner? Because if it is," she said, pressing her hoof to Mitta's chest, "then ah'm gonna..."

"Lass," Demoman said, alarmed, "Yuir hoof!"

Applejack looked down, and saw that the foreleg touching Mitta was starting to rot, black lines spreading over her coat, her hoof becoming cracked and withered. A horrible, agonizing cold was starting to form in her leg. Applejack yelped in fright, and leaped back, her leg quickly reverting to normal, the withering cold feeling going away.

Mitta sighed. "Unlike the others, even though I've earned my Cutie Mark and gained the ability to leave the village, I do not have the same temporary protection from the curse they do."

"Who... Who are you?" Applejack asked, disturbed.

Mitta looked at Applejack intensely. "Your sister knows me," she said, Applejack's eyes widening. "A few months before Discord's release, she came to our little village. To Sunnytown. Where the others, out of stupid ignorance and fear, tried to make her into one of them. Into a zompony."

Applejack gasped. Demoman's eye widened in shock. Mitta nodded.

"Centuries ago, we were alive. A village of blank flanks. We went out of our way not to discover our special talent, because we feared the mark. Those who gained the mark were..." She lowered her head shamefully. "'disposed of.' I saw nothing wrong with this... until my little sister Ruby gained the mark. She was so good at finding things... But when that magnifying glass appeared on her flank... I tried to stop them... but they talked me out of it. To my shame, I did nothing as my sister was killed, burned alive. My only consolation is that this was done while Princess Celestia was visiting the village. Celestia found out... and in her rage, condemned us all to undeath. For centuries, we would haunt Everfree, our village hidden away in the darkness. Those that came... Those without Cutie Marks, the others converted. Those with the mark were murdered as Ruby was... while I did nothing but mourn our guilt. We were kept at bay for years by generations of forest guardians, zebras with skills as herbalists that could keep us from leaving the boundries of Sunnytown, keeping others from entering. Everything began to change when Apple Bloom wandered in. She... she tried to comfort me..." Mitta began to tear up at this part, shaking her head. "She had met Ruby, my sister, something none of the others had done... When the others tried to convert her, I held them off as best I could... She became the first pony ever to escape from Sunnytown."

Applejack shook her head, stunned. "She's told me none of this..."

Mitta smiled weakly. "I can imagine she didn't want you to worry," she said softly. "She was such a kind pony..."

Applejack smiled warmly at the zompony. "If you helped her escape... then ah guess ah really owe you one."

Demoman shook his head. "Get back to the part about savin' Ponyville," he snapped.

"To tell of the danger, you must first understand where it came from," Mitta said, staring intensely at him. "We all rotted away over the years, until there was just myself and Ruby's five murderers left. A few weeks after Apple Bloom's escape, Gray Hoof..."

Demoman jerked, as if struck. "GRAY HOOF?" he said, realizing that he had met earlier today.

Mitta understood immediately. "So he's here..." she said softly. She continued with her story, saying, "Gray Hoof came to us all, explaining what Cutie Marks really were, revealing to us all, finally, the depths of our guilt. But he said that we finally had hope. That we could live normal lives. If we would do a favor for this odd, masked unicorn he met that had explained everything to him..."

"Masked unicorn...?" Demoman said, snarling.

"Not masked..." Applejack growled. "Masky..."

"You know this creature?" Mitta asked, surprised.

"Much as ah'd like to say no," Applejack said, "ah do."

Mitta frowned, and finished her story. "I turned it down, believing that we deserved to be punished. The others accepted this... Masky's offer. They became mortal, gained Cutie Marks, and were allowed to leave, hidden completely from the current forest guardian's senses, and from Apple Bloom's memory. Gray Hoof stayed to keep an eye on me, so I wouldn't interfere with their 'favor.' It is only recently that I gained the resolve to do something, earning my mark." She sighed. "I just hope it isn't too late."

"Too late for what?" Demoman demanded.

"What's goin' on? What's Gray Hoof up to?" Applejack demanded.

"I don't know..." Mitta admitted after a long moment. "The only thing I am certain of is that I need the help of you specifically. The bearer of the Element of Honesty. For some reason, Masky actively fears you."

Applejack briefly flashed back to the Smooze cavern, where Medic's Ubercharge turned her into an alicorn. A firm expression appeared on her face.

"What do you need me to do?" Applejack said.

"What do ye need US te do?" Demoman said. "I'm not lettin' ye fight this battle alone, lass."

Mitta nodded. "Any help at all is appreciated... I need you two to come with me to Sunnytown. I think I may know a way to find out what Gray Hoof is up to, but I need the help of the Element of Honesty."

"Lead the way," Applejack said, she and Demoman following Mitta as they ran out of town.

Gray Hoof, meanwhile, watched fearfully from the bush he was hiding in.

"You said you'd waylay her!" Gray Hoof whispered.

A mInOr SeTbAcK, said the voice in his head. sTiCk tO tHe PlAn.

Gray Hoof scowled, and sighed, dusting himself off and stepping out of the bushes. He put on his most winning smile and trotted into the store.

"Hey hey!" he said, "The name's Gray Hoof! I heard that a fellow party planner lived here?"

Pinkie Pie giggled. "That's me! I'm Pinkie Pie!" she said. "What can I do ya for?"

Gray Hoof grinned widely. "I'm just passin' through. Some friends of mine lived here and I wanted to throw them a huge party. Wanna help?"

"Do I?" Pinkie Pie asked rhetorically, giggling brightly.

"Great!" Gray Hoof said. "I'm sure it'll be a party that no one will ever forget."

TO BE CONTINUED