Hello readers. I'm new to fanfiction, and this is my first one, based off of the storyline of Pokémon Mystery Dungeon. Not all of it is completely the same, but it basically follows the same plot with Vinyl Scratch and Octavia as the main characters. Please enjoy and review. I will be very encouraged to write more if you do so. Thank you.

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Darkness. That's all there was.

No light shined through the black, not even the moon. The plants had died long ago, due to no sunlight. Black voids cut into the ground like mouths waiting to swallow up whoever had the misfortune to fall into it. The land was gray, gloomy, dark, cold and unforgiving.

Except, there was a little color among the land.

Two brown spots, running along the side of a bottomless chasm. They were apparently chasing something in front of them.

The first one was a stallion, with cuts and scars on his face. His fur was brown, as well as his messy mane. He had blue eyes, filled with determination. His flank was marked with a golden hourglass, and his only attire was a torn green tie. Beside him was a mare of the same color. Her matted mane was a darker brown, and her purple eyes shared the same determination as her friend. She had a mark of a fancy music note on her flank, and was wearing a pink bowtie. She was carrying a brown satchel, decorated with a horseshoe with wings.

The two ponies were chasing something ahead of them. A form of something very fast, lithesome, and elusive. The brown mare pulled something out from her satchel and threw it at the figure in front of them. The thing groaned in a deep voice, and began to slow down, but it kept going.

"We've almost got him!" The brown stallion said in a heavy British accent, "Quick! Throw another thorn!"

The brown mare obeyed, throwing another thorn. It apparently missed, for the figure didn't grunt in pain.

"We've just got to stop him!" The brown stallion huffed, "We stop him, and everything will go back to what it once was!"

"You don't think I know that?!" The mare shouted back.

The two sprinted after the figure, determined to catch it. The mare threw more thorns at it, but they all missed, for the figure in front was expecting it.

"Get back here and fight, coward!" The brown stallion demanded. He snatched a thorn from the mare and hurled it at the figure. It groaned again, but kept going, turning a corner. The two brown equines followed, sensing victory was upon them. They ran until they came to a dead end.

Their target was gone.

"Where did he go?" The mare asked, glancing around.

"He's around here somewhere." The stallion said as he pulled something out, what looked like a high tech screwdriver, and used the glowing end to scan the area, "His presence is close. I can sense it. It's difficult to hide when he has powers like his."

"We've been at this for days though," The mare stated, "He has to be getting weak by now."

The two stood back to back, carefully inspecting their surroundings. They could barely tell what was what in the darkness of the shadows.

"Show yourself, beast!" The stallion shouted, "You're weak, and we're still going strong! Let's make this quick and simple!"

No reply.

"I think he's gone." The mare said, a look of disappointment appearing on her features.

"He can't be!" Said the stallion, "We made a promise for a good, clean fight!"

"Well, he's neither good, nor clean." The mare pointed out.

The stallion ignored her, and continued to scan the area with his glowing screwdriver.

"We know you're here!" He shouted, "We've got you now!"

"Au contraire, my friend," Said a deep, maliciously happy voice, causing both equines to freeze in place, "It is I who has you."

The wind began to blow fiercely. Something appeared behind the two ponies, growing bigger every moment. The brown stallion's eyes dialated in fear, seeing the black, blue, and purple hole leading to blackness appear. The hole began sucking in everything around it. Air, dirt, plants, rocks, nothing could escape its pull.

The stallion luckily grabbed onto a dead tree near him, and grabbed the mare's front hoof to keep her from flying into the hole.

"What is that thing?!" The mare asked, desperately trying to hold onto the stallion's hoof.

"It's a time portal!" The stallion shouted over the rush of wind, "He's trying to send us to another time to get rid of us! Hang on! He can't keep it up forever!"

"WHOOVES!" The mare screamed, right before a yellow flash hit the stallion's hoof, causing him to loose grip on the mare's hoof.

"OCTAVIA, NO!"

Luckily, the mare managed to grab onto another dead tree, holding with a death grip. The stallion breathed a sigh of relief.

"Hang on! The portal will close soon!" He yelled.

"Whooves! I can't!" The mare cried, feeling her hooves slip from the tree, "Help me!"

"HOLD ON!"

"I don't think so, my friends." The voice snarled after being silent for so long.

The mare felt cold, sharp claws slash across her right hoof. She yelped in pain, not realizing that she had let go of the tree. The mare flailed her limbs uselessly, as the portal's suction overtook her, swallowing her up like a toddler and a piece of candy. The stallion watched helplessly, as the time portal took his best friend, closing up, leaving the place in peace, and with one less pony.

The stallion sank to his knees, his mouth open agape. He buried his face into his brown hooves and began to cry. There was no saving her now, for she was probably half way across the galaxy by now.

The stallion tensed, feeling a freezing cold claw lay on his shoulder. He whipped around, but nothing was there, but he could still feel it on his shoulder.

"Don't get so down, buddy," The voice teased, "After all, she was a pain in the neck anyway."

As it said this, something clicked inside the stallion. He bucked the invisible being behind him and reared, madly scraping his hooves at the air. He grabbed his screwdriver, switching it on, pointing it at the place where the time portal had been.

"Wait! What are you doing?!" The voice asked in outrage.

The space that the stallion was pointing his screwdriver began to distort, forming the portal again. He galloped to it, leaping through it with grace, and closing it again with the screwdriver.

"Hey! I didn't count on you going after her! Wait! Wait! Oh come on! That's not even fair! Ugh...

Crashing thunder, roaring waves, and the occasional flash of thunder. That's all that the mare could remember. It was dark, and the mare felt like she floating in liquid darkness. She tried to take a deep breath, only to choke.

She was underwater!

Struggling, the mare tried to swim up, or at least, she thought it was up. Desperately trying to keep the remaining air in her lungs, the mare breastroked to get to the surface. Finally, she did break the surface, gasping for air.

All around her, the waves crashed and reached unimaginable heights. Angry dark storm clouds swirled above, shooting out white lightning. Rain pelted the mare's already soaked mane like razors.

'Where is the shore?' The mare thought, 'Or is it just my luck I ended up in a world of only water and no land?'

The mare glanced around, desperately trying to keep her head above water. She spotted a dark strip up ahead that just had to be land. Using all her remaining strength, she began to push herself through the unforgiving waves. It seemed so far away, and the mare was incredibly tired already, just from treading water.

She was almost half way there when her luck ran out. A wave that seemed almost ten feet tall overtook the mare, swallowing her up into the sea. It had taken her so fast that she could not get a big breath. She was pushed down to depths that made her ears pop.

It was no use. The mare was too tired, she was too deep, and the remaining air in her lungs was almost gone. She began to slip into darkness, floating lifelessly in the ocean.

---

At about miday, a white mare paced in front of a mint-green tent. In front of her stood a metal grate, covering a dark hole in front of the tent.

The mare's bright red eyes narrowed in determination, as she stared at the grate. Her spikey blue mane fluttered slightly around her face from the small wind coming off the ocean. The smell of ocean breeze swirled through the air, bringing tropical scents to the mare's nose. She was standing on an out of place hill, which the tent was set upon in the woods on the outskirts of the small, rural town of Ponyville.

The only thing standing between the mare and the tent, was the stupid grate.

"I can do this..."

Swallowing her fear down, the mare took a step foward. Her hooves clacked against the metal grate. As soon as she did step on the grate, a loud, booming voice echoed from the hole.

"Species identified! Unicorn, mare! Talent of music makin-!"

The mare shrieked, and galloped off the grate, running down the stairs leading to the bottom of the hill. Her blue mane flew behind her from the rush of the wind, as she ran down a small path. She stopped, breathing in heavily.

"I am such a scaredy-cat..." The mare sighed sadly, staring down at her hooves, "How can I ever fulfill my dreams when I can't even step on that stupid grate without freaking out?"

She began to walk down the dirt path, which was lined with trees. The path suddenly became much more sandy, and was lined with walls of rocks instead of trees. The path finally ended, and opened up to a strip of white, sandy beach. The ocean waves were quietly lapping at the shore, and the sea foam popped at the edge of the waves. At the end of the beach was a large, dark cave entrance.

The mare sighed, walking along the shoreline. She came here to get away from everything, for it was very peaceful. At least here, she could forget her fears. She squinted down the shore, spotting a large lump of sand laying in the sea foam.

"Kids," The mare scoffed, "Will they ever learn to clean up their sand castl-?... Wait..."

That lump of sand didn't match the color of the sand. It was too dark... And it was furry, not sandy.

It was a pony!

"Oh my Celestia!" The mare gasped. She sprinted down the shore, reaching the mare in little time. She appeared to be the same age as her, with soaked brown fur and a darker brown mane, completely a mess. She was wearing a pink bowtie, which was severely torn. Marking her flank was a fancy purple music note, almost unnoticeable through her dripping wet coat.

The white mare put her ear to the other mare's chest. She was still breathing, just unconscious. Using all her strength, the white mare clasped her hooves together, and brought them down on the other mare's chest. The brown mare coughed loudly, spitting up sea water and seaweed. Her light purple eyes shot open, frantically darting around, checking her surroundings. They met with the white mare's confused, red eyes.

"You okay?" She asked.

The brown mare hesitated, "Yes... Thank you."

The white mare offered her hoof, helping the other mare up. The brown mare shook out her soaked mane like a dog, causing the other to flinch away.

"I'm Vinyl Scratch," Said the white mare, "Who are you, and what in the world happened?"

"I'm..." The brown mare paused again, "Octavia... And..."

Suddenly, she completely blanked out. She didn't remember a thing from before she ended up in the ocean. How did she end up in the ocean? She wasn't from here, for none of her surroundings were ringing a bell.

"I'm sorry... But... I have forgotten." Octavia said.

"Forgot?" Vinyl asked, "Uhm... Did you hit your head on some rocks or something?"

Octavia rubbed her head, "Sorry. I don't remember anything."

Vinyl's eyes widened when she saw Octavia's hoof rubbing her head in pain.

"Whoa! What gave you that?"

Octavia gazed at her right hoof. Three, large, jagged dark red lines were etched into her hoof. They appeared to have scabbed over, but Octavia realized that they still stung pretty badly.

"I... I don't remember."

Vinyl cocked her head, "You've got some sort of amnesia. Maybe I should take you to a doctor. Plus, those marks on your hoof look pretty bad too."

"I'm fine!" Octavia suddenly burst out, "I mean... I'm fine..."

"Okay, if you're fine..." Vinyl said. She pointed at Octavia's cutie mark, "Hey! You do music too?"

Octavia looked at her cutie mark, "Umm..." She vaguely remembered playing an instrument... Was it the piano? Or the tuba? No... It was the cello. She remembered that.

"I play the cello." Octavia finally answered after a long time.

Vinyl seemed to be let down by this answer, "Oh... I'm a DJ. Well, not yet... I'm still afraid to get up on stage. I mix my own beats at home, just for me. Dubstep, hardstyle, house, industrial... You name it, I do it."

"Oh..." Octavia trailed off.

For a moment, the two were silent. They stared at the ocean together, their manes fluttering in the ocean breeze.

"Do you remember how you ended up in the ocean?" Vinyl broke the silence.

Octavia hesitated, "No. I said I couldn't remember anything up until I found myself floating in the ocean. It's... It's just a big blur, my memory, that is..." She quickly changed the subject, noticing something hanging out of Vinyl's styled mane, "What's that in your mane, Vinyl?"

Vinyl quickly reached into her spikey blue mane, pulling out a rock. Carved into the rock were very complex pictures of three pony-like creatures, surrounding six other creatures. Various lines and markings were etched around the ponies, like a lightning bolt striking out of a cloud, three butterflies and three gemstones. There were many more, but Octavia didn't have time to make them out before Vinyl pulled the stone close.

"I found it a long time ago, when I was just a filly," She said, holding the stone like it was a stuffed animal, "It's always been really special to me."

"It looks familiar for some reason." Octavia stated.

"I've always had this rock with me," Vinyl continued, "I don't know what it is, or what the pictures mean, but I always thought it was special."

"Where did you find it?"

Vinyl hesitated, "In an old ocean bluff. Dragon's Bluff, where I... Hang out."

Vinyl set it down in the soft sand for a second, "It's... Probably just something from an old ruin. It might be worth something, but I'm not going to sell it. It means too much to me."

"I understa-" Octavia started to say, but she was suddenly knocked ten feet back by a blast of light blue.

Vinyl barely had time to turn around before another blast of blue hit her in the face. She fell back, her vision blurry from the hit. She managed to see a pair of claws snatch her treasured relic and run to the end of the beach.

Immediately, Vinyl shot up, getting a clear look at the thieves as they fled. One was a mint green pegasus, with a wind-blown yellow and orange mane. The other one was an orange unicorn with a mane of flaming dark orange and yellow. The other one, who had snatched her relic, wasn't even a pony at all. The thief's back half was of a lion, while the front half was of an eagle. It was a gryphon.

"Hey!" Vinyl cried, "Give that back, thieves!" She saw Octavia knocked out a few feet away and ran to shake her awake, "Octavia! Wake up!"

Octavia lazily opened her eyes, turning her head to the unicorn, "Hurr?" She asked, her mouth full of sand and shells.

"Someone took my treasure!" Vinyl answered, "They took off toward the Beach Cave, at the end of the shore! You've gotta help me get it back!"

Octavia thought this over. Vinyl did seem very very attached to that relic, and she would be heartbroken to lose it. Octavia turned to the white unicorn, determination in her eyes. She gave a simple nod, and Vinyl's bright red eyes lit up with joy.

"Oh thank you!" She cried. She pointed a hoof down to the end of the shore, where a cave was cut out into the sandstone, "Quick! They went that way!"

So the two galloped in the sand, chasing after the thieves. Little did they realize, that this was the start of it all

Hello there. I'm back with another chapter. Thank you to the few people who reviewed, followed, and favorited this story. Please enjoy this next chapter!

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Octavia and Vinyl reached the cave. The dark, gaping entrance seemed ready to swallow the two small ponies up, and down to the core of the earth. Octavia bravely stepped foward, but Vinyl stayed standing in the sand.

"I... I think I'll stay here." She whimpered. Her shaking knees could clearly be seen, as she stared fearfully at the cave.

Octavia shot a glare at the mare, "Do you want to get your treasure back, or no?"

Vinyl gulped, "Yes. I do want it back again."

"Don't worry. I'll be right behind you the whole time. Whatever's in there, we'll face together."

Vinyl looked the brown mare right in the eye. She swallowed down her fear and stood tall.

"A-alright."

Octavia nodded. She entered the cave entrance, Vinyl flanking her. The white unicorn lit her horn, as it glowed a light blue, illuminating the cave. The cave was damp and dark, as the two mares walked through puddles of water. Sparkling shells stuck out of the walls, reflecting Vinyl's light.

"We better be careful," Vinyl warned, "Weird things have been going on, disasters, making ponies and other creatures go crazy. I hear there's a lot of Seaponies around here, and they're not happy about having the waters disrupted."

"Seaponies?" Asked Octavia.

"Yeah, there's a lot around here," Vinyl explained, "They're half ponies, half fish. They're usually really peaceful, but because of the disasters, like that wicked storm last night, they've been restless. Even going as far as to attack innocent bystanders. Hey, were you caught in that storm last night? Did you hit your head on a rock and forget everything?"

"I was caught in the storm, but... I don't know how I lost my memory, nor how I ended up in the ocean." Octavia answered, staring sadly at the sandstone floor.

The two walked in silence, the occasional sound of dripping water onto the cavern floor breaking the silence.

"Keep your eyes out for the thieves." Vinyl said, using her horn to carefully search every corner of the cavern.

Octavia's ears pricked. She heard the sound of something that sounded like fins flopping around. Her instinct kicked in suddenly, causing her to tackle Vinyl out of the way. Turns out, a beam of water shot past where the mares once stood. Octavia stood up quickly, but Vinyl laid there on the floor, a dazed look in her eyes.

At the end of a corridor sat a pony-like creature. It had blue fur, a light blue mane, and the horn of a unicorn. However, its front legs were replaced with two fins, and its whole back half was a dolphin-like tail.

"Trespassers!" It shouted. The creature shot another beam of water from its mouth, but Octavia and Vinyl quickly dodged it.

"It's a Seapony!" Vinyl exclaimed, flanking Octavia as the two ran down another corridor, "And it's not happy about intruders!"

The two continued to run, only to run right into another Seapony. This one had orange fur and a yellow mane, but no horn. The blue one they had first encountered stood at the other end of the corridor. The two mares were trapped between two angry, territorial Seaponies.

"Octavia! What do we do?!" Vinyl cried, trying to back away from the blue Seapony.

Octavia's light purple eyes seemed to glow in the dark. She whipped something out from under her mane, what appeared to be a large cello bow made of scratched up wood. She whipped it around her own body, doing tricks that impressed even the Seaponies, then dared for the creatures to step foward.

The Seaponies were not cowardly. The orange one charged, about to shoot another beam of water, but Octavia jumped up in the air, slashing the Seapony across the face. It did not cause physical damage to the Seapony, but it did leave an excruciating pain, enough to cause the Seapony to turn, and flop awkwardly away.

Vinyl was busy with the blue Seapony, who kept trying to lunge at her. The Seapony was surprisingly fast on land, despite its limbs being made of fins. Every time Vinyl tried to shoot a weak blast of magic at the Seapony, it quickly rolled away.

Octavia however, was much faster. She slashed the bow across the Seapony's side. It cried in pain, but was not as smart as its friend. It charged at Octavia, shooting a beam of water in the brown mare's face. The blast was powerful enough to knock Octavia off her hooves, causing her to fall into a puddle of sea water. The Seapony was about to attack again, but it totally forgot about Vinyl. The white unicorn used her horn to fire a blast of light blue magic into the Seapony's side. It rolled multiple times, crashing into the wall. It sat up, dazed and confused, then flopped away as fast as its fins could carry it.

"Nice," Vinyl commented, "We make a pretty good team."

Octavia didn't answer. She somehow hid her large cello bow in her mane again.

"How... Did you do that?" Vinyl asked, slightly awed by Octavia's bow, which seemed to contain some mystical power.

Octavia glanced down, "I don't know. It came as instinct. Maybe I did this before I lost my memory."

"But... That bow... I'd hate to see what it would do when it's helped by a cello."

Octavia vaguely recalled playing a cello with the bow. The results were blurry, but she did remember seeing no more enemies around her in the blur afterwards.

"You're pretty good with magic." Octavia said, smiling.

"Not really... Comparing to other unicorns in Ponyville, I'm an amateur magic user."

"Well what you did there, blasting that Seapony all the way to the other wall was pretty cool."

Vinyl looked down, "Yeah, I guess it was pretty cool."

The two trekked on. Up ahead was a light, both ponies assumed was the end of the cave. They sped up to a gallop, reaching the room. Inside, ocean water flowed at the sides and the backs of the cave, coming in from the ocean itself. Two large, naturally made sandstone pillars held up the roof of the cave, which was dotted with stalactites, big and small.

The three thieves were standing there, their backs turned to the two mares. They whipped around, discovering Vinyl and Octavia. They were trapped.

Vinyl stepped foward, the rage in her red eyes could clearly be seen, "Give... Me... My... Treasure..."

The orange unicorn gave a condescending laugh, "Your treasure? Finders keepers, friend. We found it, we get to keep it."

"Who do you think you are, stealing other ponies' stuff?" Vinyl asked, her hoof pawing at the sand, "That's really special to me! Give it back!"

"Who are we?" The unicorn repeated. She got in a battle stance, and her friends followed, "We're Team Vengeance! Named for our hunger of revenge against the ponies who put us down! I, the leader, Sunset Shimmer, can do whatever I desire! Isn't that right, Gilda, Lightning Dust?"

"And so can we!" The gryphon, Gilda, replied.

"Heck yeah!" The pegasus, Lightning Dust, added.

It was Octavia's turn to step up. She gave the three a menacing glare with her shiny purple eyes, one that even the cocky Sunset Shimmer found intimadating.

"You heard Vinyl," She growled, "Give her her treasure back, right now, this instant."

Sunset, Gilda, and Lightning all stared at the mare. Lightning and Gilda seemed unsure, but a smirk grew on Sunset's orange face, as her light blue eyes narrowed.

"Here's the deal," She said, levitating the rock in a light blue aura, "Fight us. If you win, we'll give you this rock. If we win, we get to keep it. Got it?"

Octavia seemed unfazed at the thought of two against three. Plus, those three were probably very strong. The odds were certainly not in her and Vinyl's favor, but the brown mare nodded, not one look of fear on her face, unlike the shaking Vinyl standing at her side.

"You've got guts, I'll give you that," Said Gilda, "But just as a warning, we'll tear you to shreds."

"We're one of the strongest rescue teams in Ponyville!" Said Lightning Dust.

"You won't stand a chance, music butt." Sunset sneered. Her horn glowed a violent shade of light blue, "Get it, pathetic filly!"

She whipped her head around, firing magic shaped like a blade. Octavia however, jumped like a frog, almost hitting the ceiling, and gracefully landed unfazed.

Sunset's mouth hung open agape, "But... Ho-?"

But before she had a chance to finish, a flying cello bow slashed her across the face. She reared back, pain pulsing through her face. It felt like blood should have been running down her face, as much as the slash felt like a million wasp stings, but no wound was there, just painful stinging.

The cello bow flew around like a boomerang, hitting Sunset in the back of the head, and slashing half of her mane off. Octavia reached up and caught the bow and flipped her mane like it was nothing special.

Meanwhile, Vinyl was outnumbered. Lightning Dust and Gilda had come after her, sensing that her being a unicorn would make her stronger. But this wasn't necessarily true for poor Vinyl. She had summoned up enough power to place a magic force field around her, but she couldn't keep it up for much longer. Gilda and Lightning were smashing against the shield with so much force, Vinyl had a mini-heartattack with each blow.

"Octavia!" She cried, "Help!"

Octavia glanced over, and Sunset took this to her advantage. She whipped around again, firing a magic blade at the mare. This time, Octavia didn't see it coming, and the blade hit her in her torso, blasting her into the wall. Sunset reared, her horn glowing again, as she charged at the mare. Octavia however, was only stunned for a moment, and was ready for the unicorn. She then did something that would have impressed even Chuck Norris himself.

Grabbing onto Sunset's ears, she used them to handspring herself up. She flipped once, used her powerful hindlegs to buck Sunset's rear, and landed gracefully, all in less than a second. Sunset rocketed into the wall, crashing into it head first. This time, she was dazed from the hit, giving Octavia time to run over and assist Vinyl.

Gilda and Lightning Dust never knew what hit them. Octavia roundhouse kicked them both in the head, knocking them clean across the room. They both sat there, out cold from the hammer-like kick to their heads. Octavia helped Vinyl up and turned to Sunset Shimmer, who was just standing up again. She glared murderously at the two mares, her mouth twisting into a scowl.

"No one outdoes me!" She roared, rearing again. She charged, her horn glowing a bright blue. The unicorn jumped up, about to come down on Octavia and Vinyl, but Octavia grabbed Vinyl and rolled to the right, and Sunset ended up attacking sand.

Sunset had trouble backpedaling, trying to get turned around. Octavia took this chance and used her cello bow to slash Sunset's tail off. Now the unicorn was missing half of her flaming mane. Her mouth dropped open agape at her missing tail, then her gaze rose to Octavia, who was still holding her cello bow in her mouth.

"You look good with a short mane." The mare remarked with a smug smirk.

Sunset stared at her for a moment. Then with a snarl, her horn glowed for the last time, before she, and her two companions disappeared in a burst of light blue. In their place was Vinyl's treasure.

"Yes!" The unicorn cheered, running to pick up the rock, "Thankyouthankyouthankyou! Octavia, thank you so much! You're the best ever!"

Octavia blushed a little, "Thanks."

"Where did you learn to fight like that?" Asked Vinyl, glancing at the cello bow, sticking slightly out of Octavia's mane, "That was so... So... Amazing!"

Octavia shrugged. It came naturally to her, for some reason.

"Who were those jerks?" Vinyl asked, "They had some nerves messing with us!"

"They called themselves Team Vengeance," Octavia remembered, "Corny. They must have wanted your treasure, thinking it had some value and they could get some money."

"And they called themselves the best rescue team in Ponyville," Vinyl scoffed, "Heck, I bet if I was apart of a rescue team, we'd hammer them into the ground."

"Rescue team?" Asked Octavia.

"Oh, since all the disasters, there's been teams of ponies who travel across Equestria to rescue other ponies who have been affected by the disasters. Almost all of them have been trained by Lyra Heartstrings and Bonbon at the Guild. Someday, I want to join, but I'm... I'm afraid to go out there to dangerous places by myself."

"Why not get a partner?" Octavia asked, cocking her head.

Suddenly, Vinyl's red eyes lit up with excitement as she turned to the brown mare, "Yeah... Yeah! And I think I know just who would fit the bill!"

"Who?"

Vinyl's smile grew wide, "You!"

"Me?" Asked a shocked Octavia.

"Yeah! You're brave, strong, one heck of a fighter, and not to mention, you seem to like helping others out! You'd be a perfect rescue team member!"

Octavia looked down, "But I'm hindered... I can't remember anything at all..."

Vinyl waved a hoof dismissively, like it was no big deal, "So what? You don't have to have a memory to be apart of the Guild! Ya know, I've never worked up the courage to join, but with you by my side, I might finally be able to!"

"Are you sure you want me as your team member?" Asked Octavia, rubbing a foreleg with her scraped up hoof.

"Heck yeah! Octavia, you're the awesomest mare I've met! I'd be an idiot not to ask you to form a rescue team with me!"

Again, Octavia puzzled over what she should do. She and Vinyl did have amazing teamwork in the Beach Cave and fighting Team Vengance. And besides, Vinyl seemed like a trustworthy friend that wouldn't care if her teammate had amnesia.

Vinyl's smile faded more each passing second of Octavia's pondering, "I understand if you don't want to... I know I'm pretty wimpy, and would probably just get in your way."

"Yes." Octavia interrupted.

"I can't even protect myself, I mean-..." Vinyl suddenly fixed a surprised gaze on a very serious Octavia, "Wait... What?"

"Yes. I will form a rescue team with you, Vinyl Scratch."

For a moment, Vinyl's mouth hung open agape. She was silent for so long, Octavia started to feel awkward. Then suddenly, Vinyl attacked Octavia's neck by a hug with the strength of an anaconda.

"Oh thank you sososososososo very much!" She said, choking the brown mare with her hug, "You're the greatest ever! We're going to be the best rescue team ever!"

"V-Vinyl...?" Gagged Octavia.

"Yeah?"

"Please... Stop... Trying to snap my neck..."

"Oh. Sorry." Vinyl released Octavia from her crushing grasp.

"Thank you." Octavia replied, trying to get oxygen running back through her lungs.

"Well what are we waiting for?" Vinyl asked, jumping up and down in excitement, "The Guild's just on the hill over there! Let's go!"

Then, the white mare grabbed Octavia's hoof, dragging her up and the path and to the mint-green tent sitting upon a hill.

---

I know Team Vengeance is a corny name, but it seems like all the antagonist teams in the games had corny names (Team Meanies, for example). Anyways, please take the time to review. Thank you.

These chapters will come fast up to chapter four. I already had four chapters, plus the prologue written out in advance.

To sgil3692: Thank you for sticking with the story. Also, I only played Explorers of Time (never got the chance to play Sky!), so this is more based on that, unless the storyline is still the exact same in Sky.

On with the story...

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Before Octavia even knew it, the two were standing before the mint-green tent on the hill. They were standing right by the grate, staring intently at it.

"I don't know why, but I can never make it past the grate," Vinyl said, "That voice that calls out what species you are and tells your talent... It gives me the creeps," She looked at Octavia, "Maybe I can finally do it with a buddy by my side."

Octavia smiled, "I bet you can."

Vinyl swallowed her fear. Taking a step foward, she shut her dark red eyes tightly. Just as she expected, a deep voice emitted from the hole, making her freeze in place.

"Species identified! Unicorn, mare! Talent of music making! Please proceed to the Guild!"

Vinyl stood there for a moment, stunned that she had just done what she couldn't do before.

"Ahem," The voice interrupted Vinyl's thoughts, "Please proceed to the Guild!"

"Oh! Sorry!" Vinyl quickly apologized. She jumped off the grate, now in the doorway of the mint-green tent.

"S'okay." The voice replied.

Octavia proceeded, stepping on the grate. The loud, deep voice called out again.

"Species identified! Earth pony mare! Talent of music making! Please proceed to the Guild!"

Octavia stepped off the grate, joining Vinyl on the other side.

"I can't believe it..." Vinyl gasped, "I did it! I conquered that grate!" She jumped around, cheering and giggling like a little school girl.

Octavia smiled at the happy unicorn. Vinyl Scratch was certainly excitable about the smallest things.

Inside the tent was a ladder, leading down to a dug out hole. Two signs were on either side of the hole, one read "WELCOME TO LYRA'S GUILD FOR RESCUERS!" in big, mint-green letters. Another had posters and notes for upcoming events pinned on it.

"Oh jeez! This is so exciting!" Vinyl cheered, still jumping up and down with glee.

Octavia chuckled a little, "Yup."

Vinyl quickly jumped onto the ladder and slid down in, like a fireman's pole. Octavia had no choice but to follow, and slid down the ladder. The two emerged into a room, gouged out into the ground, lit with bright torches hanging up on the wall, and laterns hanging from the ceiling. All sorts of ponies were milling about, mares, stallions, fillies, and colts alike. On two different walls were corkboards, filled with letters and notes. Another ladder going deeper underground was right beside them. A cream-colored mare with a pink and dark blue mane stood in front of this ladder. Her blue eyes seemed to be staring disapprovingly at everyone.

"Uh, hi?" Vinyl said to the mare, "You're Bonbon, right?"

The mare fixed her disapproving gaze on Vinyl, "Yes."

"Well... I was wondering... Can we sign up for the rescue team?"

Bonbon's gaze narrowed, "You do not simply 'sign up' for the rescue team. You have to complete a simple rescue mission first. Then, me and Lyra will decide if you can join."

Vinyl nodded, "Sounds fair."

A small smirk appeared on Bonbon's features, "Good. Why don't I introduce you to Lyra? She can probably find a pretty simple mission for you."

Vinyl and Octavia nodded.

"Excellent," Said Bonbon, "May I ask, what are your names?"

"I'm Vinyl Scratch." Vinyl said, pointing at her chest. She snaked an arm around Octavia's shoulders, "This is my awesome buddy, Octavia."

Bonbon cocked an eyebrow, "Where are you both from?"

"I'm from Ponyville." Vinyl answered. She paused as she looked at Octavia, "Um... The thing is, Octavia has amnesia. She can't remember anything. She doesn't even remember where she came from."

Bonbon seemed strangely amused, as if she had seen this before, "Amnesia, huh? So should I pencil you down as a handicap?"

"Oh no no no!" Vinyl quickly interrupted, "She's anything but handicapped! You should have seen her fight! She's amazing with that cello bow!"

Bonbon cocked her eyebrow again, "Cello bow?"

Octavia pulled her cello bow out from her mane, showing it to Bonbon. The cream mare carefully ran a hoof over the scratched wood and felt the string. Her eyes widened, and her smile grew.

"My my! You're certainly rescue team fit!" She said, handing the mare her cello bow back.

"How?" Vinyl asked, "You just looked at her cello bow."

Bonbon sniffed, "Since the disasters, the Guardians have given certain ponies, especially ones apart of rescue teams, special powers based on their talents to fight enemies and creatures that have been affected with the disasters. For example, my talent is making candies, as represented by my cutie mark," Bonbon pointed at her flank, marked with three, wrapped candies, "Since the disasters, I've been able to make candies that can do anything. Healing lollipops, poisoning jawbreakers. Heck, even chocolate that can turn a pony's coat rainbow-colored!"

Vinyl laughed a little.

"In Octavia's case, her talent is music making, mostly the cello. She can use that cello to take down baddies and get rabid creatures under control. Only... She appears to be missing the cello... She only has the bow..."

"But it can still do heck of a lot of damage!" Vinyl added, "You should have seen her take down a pack of thieves! She's amazing!"

Bonbon chuckled slightly, "Sounds like it."

"Can we go meet Lyra?" Asked Vinyl impatiently.

Bonbon sighed, "Alright you two, follow me."

So the cream mare climbed down the ladder, going deeper into the earth. Vinyl and Octavia followed. They emerged into another room, much like the one above, except this one seemed quieter. One corridor was on the right wall, leading to what looked like a dining room. Another on the opposite wall led to doors, marked "Team Quarters". Two wooden, mint-green doors were on the right wall, currently closed. There was what appeared to be a stand on the left, manned by a blue unicorn mare with a white mane.

"This is the team floor," Bonbon explained, "It's exclusively for rescue teams only. We live down here, and eat too."

"Don't you get claustrophobic, living in such a small room underground?" Asked Octavia.

"Nah," Bonbon said, "Lyra's over here, in this room. Follow me."

The cream mare led the other two mares to the mint-green doors. She knocked on it first, and called: "Lyra! It's Bonbon! Got some new recruits here!"

"Great! Send 'em in!" Replied a voice from inside.

Bonbon pushed the doors open. Inside was a small room. A carpet led to a simple looking mare, sitting on a cushion.

"Jeez... I didn't know this was a monarch..." Muttered Vinyl.

"It's not," Bonbon explained quietly, "Lyra's just full of herself."

The mare that must have been Lyra, had a mint-green coat. Her mane was white, streaked with the same mint-green. Her eyes were yellow-orange, and her cutie mark was of a golden lyre. She smiled when she saw the two.

"Hello!" She greeted happily, "What might your names be?"

"Lyra, this is Octavia and Vinyl Scratch," Bonbon explained, "They've told me that they wish to join the Guild. Octavia has amnesia, but was gifted by the Guardians. Vinyl's a unicorn, which means she should be able to handle magic."

Lyra suddenly seemed much more interested, "Oh! Have they completed a rescue mission yet?"

"Not that I know of," Bonbon said, "At least, not officially."

Lyra rubbed her chin, as if deep in thought. Her yellow-orange eyes lit up excitedly.

"There was a mare asking us to retrieve her pearl necklace from Horseshoe Bluff..." She said, turning to the two mares, "That should be a pretty simple task. If you can complete that, you'll prove that you can join the Guild. How about it?"

Vinyl and Octavia exchanged glances. In unison, they turned back to Lyra and nodded.

The mint-green unicorn clapped her hooves, "Excellent! I believe she was back on the second floor, waiting for someone to take her mission. Don't fail me!"

Vinyl nodded, "We won't!" She turned to Octavia, "Right?"

Octavia wasn't paying attention. She suddenly felt dizzy, and sick to her stomach, but managed to answer her friend.

"Huh? Oh, yes."

"Good luck you two," Said Bonbon, "You probably will make a good rescue team."

Vinyl smiled, as she started to exit the room. But Octavia stayed put.

"Octavia?" The white unicorn asked, trotting back to her friend.

Bonbon and Lyra stared curiously at the brown mare, who was breathing heavily.

"Is there something wrong?" Asked Bonbon, waving a hoof in front of Octavia's face.

"I don't... I don't feel too..." She started to say. But very suddenly, her eyes rolled into the back of her head. She toppled over and landed with a thud.

"Octavia!" Screamed Vinyl. She rushed back over to her friend, feeling her chest. Luckily, it was still rising and falling. Lyra and Bonbon rushed over. Lyra felt the mare's forehead.

"She's warm," The unicorn mare said, "Too warm. Bonbon! Quick! Get Trixie in here!"

"How is she going to help us?" Asked a skeptical Bonbon.

"Just do it!"

The cream mare obeyed without a second word, running out of the room as fast as her hooves could carry her.

"What's wrong with her?" Vinyl asked anxiously, dramatically running her hooves through her spikey mane.

"I don't know," Answered Lyra, "Does this happen often?"

Vinyl shook her head, "I just met her this morning. She was washed up on the beach when I came down for a walk."

Just then, Bonbon ran back in, the blue unicorn mare who was manning the stand back in the room was flanking her.

"Here," Bonbon said, pointing to Octavia, "You think you know what's wrong with her?"

The blue mare rubbed her chin, observing the mare curiously.

"The Great and Powerful Trixie does know what is wrong with her!" She announced loudly, "The mare is out cold."

Bonbon facehoofed, "We know that. WHY is she out cold?"

"How should Trixie know?" Questioned Trixie

"Because you're the Guild's best medic..." Said Bonbon.

"Trixie is not a medic. She simply works a trade booth of medical herbs and berries that can heal ponies and other creatures."

"That basically IS a medic..."

"Fine, if that is what you think, then Trixie is a medic."

"Do you have anything that might could wake her up though?"

"Trixie does have some revival seeds!" Trixie announced even louder than before. The mare pulled out a small, golden-colored seed from out of nowhere, "This will revive her from her faint!"

All of the time, Octavia was in a completely different world. A world of darkness, caught between night and day.

---

Octavia couldn't see anything. It was just black. But she could sense the presence of someone.

"Where am I?" She asked.

Something replied back with an angry growl.

"Yes," Another voice replied to the growl, a deep male voice that seemed to shake the nonexistence that Octavia was suspended in, "I shall do as you wish, for I only serve the Night."

The thing growled again.

"The time portal is ready. I will return to the past to prevent this chaos from happening."

Another growl.

"Do not worry, my queen. The ones who caused this will be destroyed, along with Whooves."

Instead of a growl, a dark chuckle echoed through the darkness.

"Right away, your majesty. Your wish shall be fulfilled."

But just as quickly as Octavia had fallen into darkness, she surfaced to the light again. She shot up, to discover she was still in Lyra's chamber. Vinyl, Bonbon, Lyra, and a blue unicorn mare all looked at her, quite surprised. Octavia spat. A horrible taste was in her mouth, something very bitter and crunchy.

"Do not spit it out, fool!" The blue mare said loudly, "Swallow! It will help you!"

Against her will, Octavia swallowed the bitter, crunchy thing down.

"How long was I out?" She asked.

"About three minutes," Answered Vinyl, "You okay?"

Octavia felt her forehead, "I think so. I heard someone talking while I was out, but I couldn't see who it was. Or what it was."

Lyra cocked an eyebrow, "We were talking while you were out."

"It wasn't any of you. It was somepony totally different."

"It probably had something to do with the faint," Bonbon suggested, "Ponies do sometimes have strange visions when out cold."

"You sure you're okay?" Asked a concerned Vinyl, helping Octavia stand up again.

"Yeah, I'm fine," She said, "Could I please get some-?"

But before she could even finish, Trixie pulled out a glass of fresh water, handing it to Octavia.

"Here is your glass of water," Said Trixie, "The Great and Powerful Trixie is happy to oblige!"

Vinyl leaned over and whispered to Bonbon, "Does she always talk in third pony?"

"Yeah," Bonbon quietly replied back, "We've grown used to it."

"So!" Lyra interrupted, clapping her hooves together, "Are you two ready to take the mission to Horseshoe Bluff?"

Vinyl looked uncertainly at Octavia, who was still drinking her glass of water.

"You sure you're okay?" Vinyl repeated, "I don't want to force you into something if you're not feeling up to it."

Octavia shook her head, "No, I'm fine. I drank this water, and ate that... Whatever it was. I feel fine."

Vinyl gave a small smile, "Okay." The white unicorn turned back to Lyra, "We'll get this done, and become a rescue team. I can promise that!"

Lyra nodded, "Good! That's the kind of attitude I want to see!"

"Don't disappoint us," Bonbon growled, "We've been having a lot of disappointment recently."

Vinyl shivered a little from Bonbon's remark. She turned back to Octavia, now looking even more scared than she did while standing on the grate.

"Let's go, Octavia," The unicorn said, leading the mare out of the room, "Let's go impress these guys. We'll show them!"

Octavia smiled in reply. She wasn't completely confident, but she wasn't completely discouraged either. She guessed as long as she and Vinyl worked as a team, this mission would be a piece of cake.

Or so she hoped.

---

Lyra and Bonbon seemed like a good choice for Wigglytuff and Chatot Wigglytuff always seemed eccentric, like Lyra. Though Chatot was always kind of easy to anger and really bossy, he always seemed more levelheaded than his companion, so Bonbon fit this part pretty well.

Anyways, please take the time to review. Until next time.

As Octavia and Vinyl climbed back to the second floor, they spotted a tall, white unicorn mare with a perfectly styled light pink mane and the cutie mark of a fleur-de-lis. She was pacing nervously, and as Octavia and Vinyl approached, she tensed.

"Please tell me you are the team they are sending to retrieve my pearl necklace." The unicorn said in an overdramatic tone.

"I believe so," Said Vinyl, nodding slightly, "What's your name?"

The unicorn flipped her mane, "I am Fleur De Lis. If you are the ones who are retrieving my necklace, then I should tell you how I lost it in the first place. I was simply taking a walk by Horseshoe Bluff, when one of those nasty Seaponies snatched my pearl necklace clean off!" She stamped a hoof, "Whatever is wrong with those wretched little creatures? They never used to be so hostile!"

Vinyl harrumphed.

"Oh, my apologizes," Said Fleur, "Anyway, if you can please find my necklace, I will pay you a great reward. As I've said before, it is at Horseshoe Bluff. I believe a gray Seapony snatched it."

Vinyl nodded, "Alrighty! We'll get that necklace for you, Miss Fleur!"

Fleur smiled blissfully, "Oh thank you! You're so very kind as to take my mission! And do be careful. I hear that the Seaponies have been exceptionally violent this year."

"Don't worry," Vinyl replied a little too confidently, "Me and Octavia will take care of everything!"

Octavia nodded in agreement. If it was just one necklace, how hard could it possibly be?

---

There was a slight trek to get to Horseshoe Bluff, but it didn't take too awfully long. Vinyl and Octavia were at the Bluff in little time. They stood in front of an entrance to a small cave, jutting out over the blue-green ocean. The gray rocks were littered with seaweed and algae, giving it a slight green tint.

"So a gray Seapony with a pearl necklace," Vinyl repeated, "That shouldn't be too hard."

"As long as the Seapony isn't determined to keep the necklace." Said Octavia unsurely.

When neither of the two stepped into the bluff, Vinyl motioned for Octavia to lead. The brown mare began to step into the bluff, followed by a nervous Vinyl. It wasn't horribly dark inside, since there were some holes cut into the sides of the cave, allowing sunlight to stream in.

"Thanks for making a team with me." Repeated Vinyl.

"It's no trouble," Octavia replied, "I mean... I love the feeling of helping others out."

"Me too." Vinyl agreed, kicking a stone into the wall. She sighed a little, "I don't know how getting this necklace for this lady is... Like... Heroic or anything. I want to be like Black Thunder. He's the greatest solo rescuer in all Equestria. Did you know he held back the entire army of changelings while another team rescued a group of kidnapped ponies from the changeling hive?"

"Really?" Octavia asked, "He sounds impressive."

"Yup. Someday, I hope that I can be as great as Black Thunder," Vinyl paused, "I mean... I hope that WE can be as great as him."

"I'm sure if we try, we can." Octavia assured.

"Y'know, I've never met Black Thunder, but I hear he comes to Ponyville around this time."

"Maybe we'll get to see and meet him sometime."

"I hope so. It would be an honor to learn some of his tricks, and see him in action!"

"I bet so."

Vinyl raised an eyebrow at the brown mare, "You don't talk very much, you know that?"

Octavia met Vinyl's gaze, "I... I don't really have much to talk about, that's all."

"I guess it's because of your amnesia," Vinyl suggested, "Derailing the subject here... You said you heard different voices while you were out cold. What did they say exactly?"

Octavia hesitated, "There was a male voice talking to... I don't know... This thing that kept growling. He said something about stopping the ones who caused the chaos, and that he only served the Night."

"The Night..." Vinyl drawled out the word like it was something special, "Sometimes Princess Luna is referred to 'The Night', but why would she have a servant to destroy someone?"

"Princess who?" Asked Octavia.

Vinyl looked as if she had just been shot, "You seriously don't know Princess Luna? She's one of the Guardians!"

Octavia still looked clueless.

"Ugh... Never mind. You can read about it when we complete this mission." Vinyl said with a sigh.

The two walked on, going deeper into the bluff, no longer speaking to each other. Vinyl kept kicking rocks, looking over at Octavia every so once in a while. The brown mare appeared to be in such deep thought, Vinyl couldn't believe that she wasn't running into things with the way she was so out of it.

"Hey, what was that?" Vinyl asked, seeing something flash in the low light.

Octavia squinted, seeing what Vinyl saw. It was a small glint of white, being reflected by the small sunlight streaming through the cracks of the walls.

"Who's there?" Vinyl asked.

Suddenly, something came charging out of the darkness. It was a gray blob, which was flopping awkwardly toward the two mares. It was just as Fleur describe, a gray Seapony with a string of pearls in its mouth. It glanced up at the two mares and immediately tried to turn tail and flop away. But Vinyl shot a beam of magic at the half-fish, who was hit by the blast. It rolled head over fin, crashing into the wall, as the pearls fell out of its grasp. Vinyl was about to go for it again but the Seapony held up its fins, trying to protect itself.

"Wait! I give up!" It said, apparently a female Seapony, "Please stop! You can have it back! I didn't mean to take it!"

"What do you mean, 'You didn't mean to take it'?" Vinyl challenged, while pawing the ground, "You can't rob other ponies on accident!"

"Vinyl!" Octavia yelled, "Give her a chance to speak!"

The Seapony gulped, "I didn't have control over my actions. I didn't want to take it, but my body forced me to!"

"Are you telling us that someone else was controlling your own actions?" Vinyl asked, her eyes narrowing into slits.

"I don't know! I swear! I didn't want to take that mare's necklace! Just take it! Take it and go away!"

Octavia and Vinyl exchanged confused glances. Then Vinyl went to timidly pick up the necklace, glaring at the Seapony as she did.

"Tell her that I'm sorry," The Seapony said, flopping her tail, "Will you please do that for me?"

Vinyl and Octavia again exchanged glances. Together, the two nodded in agreement.

"Oh thank you!" The Seapony cheered, "I hope the mare who owns that necklace can find the heart to forgive me. I promise I won't bother you again!"

"Um. Okay?" Vinyl said unsurely. She turned to Octavia, "Well, now that that's out of the way, let's head back. We don't want to keep Fleur De Lis waiting."

---

The two mares made the small journey from the Horseshoe Bluff, back to the Guild. They went down the ladder, and were immediately greeted by an impatient-looking Fleur De Lis.

"Oh good! You have found it!" The unicorn cheered, clapping her hooves together.

Vinyl handed Fleur her pearl necklace, and reluctantly spoke, "It wasn't the Seapony's fault."

"Pardon?" Fleur questioned, "How can stealing not be that wretched little creature's fault?"

"The Seapony said it wasn't her fault," Vinyl explained, "She told us that she couldn't control her actions and stole the necklace against her will."

Fleur only scowled, "It was only making an excuse for stealing! You can't accidently steal!"

Vinyl sighed, "That's what I told her, but she insisted that it wasn't her fault. She... She asked us to ask you if you could find the heart to forgive her."

Fleur paused, pondering over Vinyl's request, "It's not like I'll ever see the horrid thing again. And it stole something that was very valuable to me! How could I ever forgive it?"

"That's no way to be," Octavia spoke after being silent for so long, "The poor thing told us she had no control over her actions."

"And Seaponies are known for being truthful." Vinyl added.

"So she couldn't have been lying to us. It's just not like a Seapony to lie to others."

Fleur frowned, staring down at the necklace in her hoof, "I... I suppose you are right... Fine. But if another Seapony dare steal anything of value from me again..." Fleur stomped her hoof and turned her nose up, then trotted to the ladder.

"Jeez, snob much?" Vinyl asked, "I hope we get into the Guild after going through that. That kind of just seemed like a waste of time."

"It wasn't a waste of time, Vinyl," Argued Octavia, "We returned Fleur's necklace, and heard the Seapony's side of the story. I'm still trying to figure out... If the Seapony wasn't controlling her own actions... What was?"

"I don't know," Vinyl replied, shrugging indifferently, "But let's go tell Lyra and Bonbon that we succeeded. I can't wait to become an official rescue team!" She skipped happily toward the ladder leading to the team floor.

Octavia chuckled, following her excited friend down the ladder. She wouldn't admit it, but she was about as excited as her friend as well, even if it was just a small achievement for the two of them.

The two mares made their way down to the team floor, then headed to the mint-green door that held Lyra's chamber behind it. They opened the door, seeing the mint-green mare speaking to Bonbon at the moment.

"Oh good!" Lyra cheered, turning her gaze to the two mares, "You guys are back! I trust that you succeeded in the mission?"

Vinyl nodded happily, skipping up to Lyra with Octavia close behind.

"We succeeded!" The unicorn cheered, "And with time to spare!"

"Wow," Bonbon said, "Pretty impressive, for noobs."

Lyra elbowed Bonbon in the ribs, "Well, that's all. You succeeded the mission, so therefore we welcome you with open arms to Lyra's Guild for rescuers! You are now official rescue team!"

Vinyl looked as though someone had just told her that she had won a million dollars. Her mouth was open agape, and her eyes were dialated to full size. Suddenly she, launched into the air like a rocket, hitting the ceiling, then bouncing back to the ground, returning a smile that was litterally ear-to-ear.

"Thank you thank you thank you!" The unicorn babbled so fast, it was almost impossible to understand what she was saying, "Me and Octavia will not disappoint you!"

"You're going to need a name for your team," Bonbon added, "You can't just go around without a name, ya know."

"Oh, that's right." Vinyl said. She turned to Octavia, "What do you think Octavia? What should be our team name?"

Octavia pondered, looking off into space for ideas. Then, one came to her quite quickly.

"How about the Musical Mares?" She suggested, "Since we both play a type of music?"

Vinyl thought this over, "Yeah! I like it! It describes us well!" She turned back to Lyra, "Call us the Musical Mares!"

Lyra smiled, "Very well." She pulled something out from behind her; a messenger bag, and a badge, which was a horseshoe decorated with white wings.

"This is your treasure bag," Lyra explained, holding up the bag, "As you adventurer through the lands, you may come across items lying on the ground. As for this," She held up the badge, "This is your rescue badge, signaling that you are an official rescue team. As you complete more and more missions, your badge will rank higher. You're at the lowest rank right now, the Green Rank. But I'm sure with enough missions, you'll rank up to Diamond Rank, the highest rank there is."

Vinyl looked as though she was going to rocket off into the air again, but she stayed put. Octavia however, stood there, seeming more confused than excited.

"We'll try our best to reach the Diamond Rank, Lyra," Vinyl said, hopping up and down slightly, "Where do we start?"

"First, you can move into your team quarters, located to the left, down the hall, at the very end," Lyra suggested, "Our work usually ends around seven P.M, then we retire to our rooms until it's time to sleep. Oh, and you should probably acquaint yourself with the other team members."

"Will do!" Vinyl cheered with childlike delight, "Let's go Octavia! Oh Celestia, I'm so excited!"

"To go to the team quarters?" Octavia questioned.

"Well... You know what I mean."

---

As the two mares walked down the hall to get to the team quarters, they were greeted by a few other ponies, apparently members of the Guild.

A blue unicorn mare with an hourglass on her flank was speaking to a yellow mare with a curly orange mane and a bunch of carrots on her flank, and a gray stallion with a black mane and a clover on his flank.

When the two mares approached, the blue mare raised her gaze toward them.

"Oh hi!" She greeted, a pure white smile on her face, "You guys must be the new recruits Bonbon was talking about. Vinyl Scratch and Octavia, right?"

"That's us." Replied Vinyl.

"Well, my name's Minuette. This is Carrot Top, and Lucky Clover." Explained Minuette.

"Howdy!" Carrot greeted.

"How's it going?" Asked Lucky.

"Hey, thanks for welcoming us," Said Vinyl, smiling, "Hey, who else is apart of this team?"

"Well, there's us, Cloud Kicker, Ditzy Doo, Apple Bloom, Scootaloo, Sweetie Belle, Big Macintosh, Trixie... Ah... That's about all that I know of."

"Oh! That's cool!" Vinyl paused, "Uh... Do you know where our rooms are at?"

Minuette pointed to the end of the hall, "That's your room. You'll be staying there until you graduate from the Guild."

"Okay, thanks!"

So the two Musical Mares trotted down the hallway to their room. They opened the door, seeing the quaint little room for the first time. The room was nothing special. Two beds made out of hay laid on the floor. A lamp was in one corner, and a dresser was in the other. There was a window, which confused both Octavia and Vinyl, since they were underground.

"Man, I'm pooped," Vinyl said, flopping on one of the hay beds, I think I'm going to hit the hay," She pointed to the bed, "Get it?"

Octavia didn't even crack a smile.

"Ah, never mind." Vinyl cuddled into her straw bed, and slowly began to fall asleep.

Octavia however, did not. She cut out the lamp, turning the room dark, then promptly sat on her bed. Her mind swirled with thoughts and the events of the day. Through her amnesia, she had finally been able to remember stuff, paticularly, a memory about a brown stallion with an hourglass for a cutie mark. Octavia wondered if this stallion was someone from her past, and if he was, who was he?

With her thoughts restless, Octavia laid he head open the hay bed and closed her eyes, drifting off into a deep sleep.

---

What appeared in Octavia's dreams that night was something she wasn't expecting. Flashes of unsettling images appeared for milliseconds at a time, scaring the young mare.

She saw things, like a demonic form of the Wonderbolts attacking her, Vinyl crying with remorse, that same brown stallion pushing another stallion into a blackhole, and the face of a black Alicorn mare, staring at her with soulless white eyes in a dark landscape.

"Octavia..." She hissed. The brown mare shivered in her sleep, as the sound of deep, rasping laughter echo through her mind.

"Sweet dreams, Octavia." Another voice, that didn't belong to the Alicorn said. The black mare lunged at Octavia, unaturally sharp, meat-eating teeth bared.

But before the Alicorn could tear into her vulnerable skin, the sound of a loud female voice ripped through her nightmare, luckily saving her, but damaging her eardrums in the process.

---

This doesn't seem to be getting as many bites as I thought it would. I'm the type of writer who gets excited just seeing one review, so if you can, please review! Also: CHAPTERS WILL COME SLOWLY FROM NOW ON.

"WAAAAAAAAKE UP!"

Vinyl jumped about five feet in the air, while Octavia's eyes shot open, bloodshot with a rough night of restless sleep. Standing at their open doorway was Trixie the "Medic", an amused look on her face.

"Not only is Trixie a medic, but she serves as an alarm clock too!" Said the blue unicorn, "So anyways, wake up. Breakfast is ready in the mess hall."

With that, she turned and trotted away, holding her head up high.

"Ugh..." Vinyl groaned, "I guess they don't like late sleepers." She jumped up, "Well, let's go get some breakfast."

Octavia nodded, still a little shaken up from her dream. Her body was literally shuddering.

"Cold?"

"No. Weird dream last night."

"'bout what?"

"Nothing. Never mind."

The two mares trotted out of their room, down the hall, and towards the mess hall. The hall was abuzz with activity. Guild members were sitting at the table, as Carrot Top filled their plates with scrumptious breakfast foods.

"Hey!" Lucky Clover waved his hoof at the two mares, "We saved you a seat!"

Vinyl and Octavia pushed through the other ponies, reaching the other side of the table. They sat next to Lucky and Minuette, who were busy enjoying their waffles.

"Thanks for saving us a seat," Vinyl said, "You guys are cool."

"Hey, that's how we are," Lucky replied with a smile, "Others are slow to accept new team members. It's... A trust problem."

Neither Octavia or Vinyl liked how Lucky said "A trust problem".

"What do you mean?" Octavia asked, rather curious.

"Well..." Minuette began, "Since Team Sunshine stabbed Lyra and Bonbon in the back... None of us have really liked new members."

"Team Sunshine?" Vinyl asked.

"Oh, they're not here anymore," Explained Minuette, "They got kicked out, and changed their name to 'Team Vengeance'"

Octavia and Vinyl's eyes widened when they heard that name. They exchanged glances before Vinyl scowled angrily.

"Those jerks?" She growled with pure resentment.

Minuette nodded, "They were jerks while they were here. Everyone hated them because they were a rescue team for money and glory, not to protect other ponies. I'm surprised Lyra didn't kick them out earlier," She changed the subject, "But enough on that. Let's enjoy Carrot Top's legendary carrot waffles!"

Octavia and Vinyl finally noticed the steaming hot waffles sitting in front of them (though carrot waffles sound nasty, these are ponies after all). Vinyl grabbed the syrup, pouring it all over her waffle before handing it to Octavia. She cut a piece off before shoving it into her mouth.

"Whooooa..." Vinyl exclaimed, "These are amazing!"

"Thanks, hon," Said Carrot Top as she took a seat next to Lucky, "They're a family recipe."

Octavia took a bite of her waffle, her eyes lighting up with pure admiration, "Delicious, Carrot Top! You're very talented!"

"Thank you!" Replied Carrot with a smile, "It does my heart good to know someone likes my cooking!"

"Are you kidding?" Questioned Vinyl, "You should be a legendary cook! Or something!"

"Now I'm not that great..." Carrot's yellow face turned red, "You're just flattering me."

"I'm serious!" Vinyl insisted, "Your waffles are amazing!"

As the ponies ate their waffles, a gray pegasus mare stumbled into the room. Her mane was blonde, and her yellow eyes were facing different directions, litterally wall-eyed. Her cutie mark was a bunch of grouped together bubbles. Walking next to her was a light purple unicorn filly with the same blonde mane and yellow eyes (though they weren't wall-eyed).

"Hey! It's the Derps!" Minuette called, waving to the gray mare.

It took a moment for the mare to see her, for one eye was looking up at the ceiling, while the other was looking at the table. Her stare straightened, focusing on Minuette and the other ponies. Her smile grew as she clumsily walked over, her little companion following her.

"Hi guys!" The gray mare greeted, "Are we having muffins?"

"It's not Muffin Monday, Derpy," Carrot stated, "It's Waffle Wednesday, remember?"

"Oh darn!" Derpy replied sadly, "Oh well. Waffles are good too!" She took a seat next to Minuette.

"Oh, Vinyl, Octavia," The blue unicorn spoke up, "This is Ditzy Doo, but we call her Derpy, and Dinky Doo, her daughter."

"Hi!" Derpy greeted cheerfully, one of her eyes facing Vinyl and Octavia, while the other one looked at her hooves.

Dinky waved shyly from behind her mother.

"What's with... The eyes?" Vinyl asked, looking curious.

"Shhh!" Minuette shushed, "Derpy doesn't like it when we talk about her eyes!"

"Why? What's wrong with my eyes?" Derpy butted in.

"Nothing's wrong with your eyes, Derpy," Assured Lucky with a smile, "Don't worry about it."

"Okay!" Replied Derpy, happily digging into her waffle.

"Me and Derpy are a rescue team," Carrot spoke up, "Though we haven't been out recently. I sustained an injury to my leg on our last mission, and Derpy doesn't like going without me."

"I like going with friends!" Argued Derpy with a slight frown.

"Hey, after lunch, we can show Vinyl and Octavia around town," Lucky suggested, "I bet they'll find the town welcoming!"

"Great idea, Lucky," Minuette agreed, "We can get them acquainted with the town locals. Oh, Derpy, will you past the syrup? And don't spill it on me like the last time!"

---

After they finished their breakfast, Minuette and Lucky took Vinyl and Octavia down from the Guild and into the town. Carrot had to stay behind, for she couldn't do much with the injury to her leg, and Derpy and Dinky stayed right outside of the Guild, watching the world go by.

The town of Ponyville was quaint. Various stands were set up for selling various things. Different ponies milled about, and many others manned the stands.

"Every since the disasters, ponies who didn't want to join rescue teams have been gathering up supplies and selling them for our benefits and their benefits. Citizens both poor and rich have been working together to do so," Minuette explained. She pointed to an elder green mare manning an apple stand, "That's Granny Smith's stand over there. She sells apples and seeds, like revival seeds, antidote seeds, and others. Next to her is Filthy Rich's bank," She sighed, "It's ironic, because he isn't so filthy rich anymore. He lost all his money in a fire, so he decided to open a bank to protect other's money from harm."

The four walked on, until they came to a stand manned by a white, overly muscular pegasus stallion. He was so muscular that his wings were too small for his body, and veins were popping out of his legs and forehead.

"That's Snowflake's storage," Lucky pointed out, "Because he's so strong and scary looking, nopony ever steals the items he stores for team members. Next to him is Shining Armor's Armory. He sells items enchanted by the Guardians to ponies' who's talents match them."

"That's pretty much everyone," Minuette said, "Oh! I almost forgot! Down that path to the west is Dragon's Bluff. You can get an amazing view of the ocean there!"

Vinyl seemed to smile at the mention of Dragon's Bluff, as if it brought back memories.

"Thanks for being so nice to us," Octavia acknowledged, "We'd probably be completely lost without you guys."

"It's no trouble," Replied Minuette with a dismissive wave of her hoof, "We're always willing to help new ponies! By the way, now that you're a rescue team, you should probably be taking rescue missions to get your ranks up."

Octavia and Vinyl cluelessly stared at the blue unicorn mare.

"Min, they don't know how to." Lucky explained.

Minuette elbowed Lucky in the ribs, causing him to groan a little, "Then let's show them how!" She turned to the Musical Mares, "Let's head back to the Guild. We'll show you where all the missions are posted."

---

As the four returned to the Guild, Minuette and Lucky led the two mares to the second floor. They then led them over to a cluttered corkboard, where a multitude of letters were posted.

"This is where ponies come when they need somepony rescued," Lucky explained, "They write letters, explaining what happened, where their friend is at, and the reward for rescuing them."

"I suggest only taking missions to places you've been," Minuette warned, "You don't know how tough other places may be."

Vinyl saluted, "Gotcha!"

"Why don't you take a look and see what you can find?" Lucky suggested, pointing to the board.

But before Vinyl and Octavia could even get a glimpse at the board, Derpy suddenly dashed in, pushing the two out of the way. She jumped up and down in an anxious way, for she had a terrified look on her face.

"Dinky! Dinky! Has! Been!" She huffed, unable to catch her breath.

"Whoa Derpy!" Minuette placed a hoof on the scared mare's shoulder, soothing her nerves a little, "Use your words. What's wrong?"

Derpy looked at Minuette, pure fear in her yellow eyes, "My Dinky! She's been snatched!"

"Who would foalnap poor Dinky?" Lucky asked, rage showing slightly in his face.

"I don't know!" Cried the distressed Derpy, "We were just sitting there in front of the Guild when this... This black thing shot past us and took Dinky! I saw it heading for Mount Hoofington!"

"Why didn't you go after her?" Minuette asked.

"Because! I don't go without Carrot Top!" Derpy moaned, dramatically waving her hooves around, "And are you crazy? I'm too weak to go there! That's where gryphon eggs are nursed! I don't want to fight those things!"

"We'll go!" Vinyl volunteered, bravely stepping up to the sniveling Derpy.

"Vinyl, are you sure?" Lucky questioned uncertainly, "I mean, Mount Hoofington isn't the easiest place to go for a new rescue team. Maybe you should let me and Minuette go."

"No!" Vinyl shot back. She caught herself, feeling as though she had just remarked rudely, "I mean... No. We need to keep proving our efforts. Right Octavia?"

Octavia nodded, "Right. We'll go get Dinky back for you."

Derpy's smile widened, before she threw her arms around both Vinyl and Octavia, "Oh thank you thank you thank you! Please! Rescue Dinky and make sure she's safe! I don't want anything bad happening to her!"

Vinyl nodded, "We will. We're a rescue team, aren't we?"

"You know where Mount Hoofington is, right?" Lucky questioned, "It's on the other side of Horseshoe Bluff."

"Yeah, we got it." Vinyl said, gently pushing Derpy off. She started to make her way to the exit, but Minuette stopped her.

"You realize you're going to have to pack some supplies, right?" She questioned a little uncertainly.

"Uh..." Vinyl paused, "Yeah! Totally. I'm not stupid."

Octavia smiled and rolled her eyes at Vinyl's claim.

"You better hurry!" Derpy warned, "I don't know what that thing was, or what it wanted with Dinky, but I know it's something not good!"

"Don't worry," Vinyl assured, "We'll get Dinky back. It shouldn't be that hard!" She grabbed Octavia by the hoof and dragged her to the ladder.

"Good luck you two." Minuette said weakly.

"Should we go after them?" Lucky asked.

"No. They said they wanted to prove themselves. I'm sure they can do it by themselves!"

---

As Vinyl and Octavia made their way back to the town, their first stop was at Granny Smith stand. Vinyl approached, still dragging Octavia around.

"Hello!" Greeted the white unicorn, "We would like to stock up on some apples. We're going on a trip."

The old mare didn't respond. She made a noise that sounded like loud snoring.

"Vinyl, she's sleeping." Octavia noticed, elbowing the unicorn in the ribs gently.

"I see that now..." Vinyl leaned closer to the sleeping granny, "Hey. Hey! Wake up!"

The elder mare snorted, "Uh... What's that? Wake slup? Who's this slup fellow?"

"No ma'am," Vinyl corrected, "We just want to buy some apples."

"Well why didn't ya say so?" Said Granny Smith in her heavy southern accent, "I got some apples over here, hon." She started to make her way very very slowly to the back of the stand.

"Um..." Vinyl spoke, noticing how slow Smith was going, "Should we get them for you?"

"No! I got it!" Argued the elder mare, "I almost got it!" Finally, she reached the shelf holding all the buckets of apples, "How many ya want? A bucket or a half?"

"Just a half." Vinyl answered.

Surprisingly, Granny Smith was strong enough to lift the the half bucket of apples. She slowly carried them back, placing it on the counter in front of Vinyl and Octavia.

"Will that be all?" Smith asked.

"Yeah, thanks." Vinyl replied with an approving nod.

"Thirty bits."

Vinyl looked as though someone had just stabbed her in the heart, "Thirty?! But I thought it was only ten for a half bucket!"

"Prices go up, hon!" Said Smith, "Ever since them dang disasters, it's been difficult to even find an apple tree! They die before my family can even get to 'em!"

"I demand lower prices!" Vinyl said rebelliously.

Octavia held the white mare back, setting thirty bits on the table, "Here. We'll take the apples now."

"But that's an outrage!" Cried Vinyl, as Octavia grabbed her by the scruff of her neck and dragged her and the bucket of apples away, "What a rip off!"

They next went to Filthy Rich's bank. The brown stallion with his combed back, black mane and his fancy tie looked at the two mares a little disapprovingly.

"Can we store our money here?" Asked Octavia.

"It's a bank, my dear," Remarked Rich, "Of course you can. How much would you like to put in?"

"I'm putting the remaining money we have in here, Vinyl," Octavia said to the white mare, "Are you going to object to that too?"

Vinyl pouted, "No."

Octavia didn't have much, but it was enough that she didn't feel comfortable in taking it with her. She pushed a small pouch of money towards the stallion, who continued to look disapprovingly at the two mares.

"It will be kept safe here until you come to withdraw it," He said, "Have a nice trip."

"Thank you." Replied Octavia.

Next, the two went to the storage. The overly muscular pegasus, who was apparently Snowflake, stuck out his chest, as if to show off.

"Hi," Greeted Octavia, "Snowflake, right?"

"YEAH!" Screamed Snowflake, spitting on Octavia in the process.

The brown mare wiped her face clean of Snowflake spit, "And... You'll always be able to store items, correct?"

"YEAH!"

"How safe is your storage?" Vinyl asked, a small troll-like smile appearing on her face.

"SAFE AS CAN BE! YEEEAAAH!"

Vinyl exchanged glances with Octavia, "Apparently, he doesn't say much."

"Well, thanks anyway." Octavia said, once again wiping her face free of spit.

"YEAH!"

The two finally moved to the last stand, manned by a white, unicorn stallion with a blue mane streaked with lighter blue. His cutie mark was a purple shield. Though Lucky had called it an Armory, all it was was a bunch of random items hanging on the walls and laying on the floor, not weapons.

"Hi!" Greeted Shining Armor, "You're the new rescue team I heard about. Musical Mares?"

"That's us!" Vinyl said with a smug smile.

"So, what brings you to my Armory? Looking for some new weapons or something else?"

"Weapons?" Vinyl questioned, "But these aren't weapons..."

Shining cocked an eyebrow, "Maybe to some. It depends on your talent."

Octavia pulled the cello bow out from her mane, setting it on the counter in front of Shining.

"Wow!" He gasped, taking a closer look at it, "Mahogany wood with a triple twisted string! This is one of the rarest kinds! The most coveted among cello players too! Where did you get it?"

Octavia paused, "I... Don't know. I don't remember. I was only wondering if you might have a cello to go with it."

Shining frowned, "Sorry, fresh out of cellos."

Vinyl scanned the back wall of Shining's stand. Her eyes were locked on a small, single speaker stereo with ornant music note designs on the sides.

"You seem to be taking a liking that Bass Cannon." Said Shining, noticing Vinyl's like of the stereo.

"Bass Cannon?" Vinyl questioned, a sparkle in her eyes.

"You should be able to handle it," Shining said confidently, "You're a DJ with talent, I know that."

"How do you know? You've never even heard my songs."

"My wife is one of the Guardians. She talks about you all the time. Especially your dubstep!"

"You mean, Princess Cadance?" Asked Vinyl, looking surprised.

"Of course! And she told me that you would become a member of a rescue team, so she told me to keep this Bass Cannon just for you. Good thing you came before somepony else got it!"

"Oh! Then I'll take it! How much?"

"Free for first time customers," Shining explained, taking the small stereo off the shelf, setting it in front of Vinyl, "If it truly is your talent, you should be able to command it with just your voice."

Vinyl seemed interested in this. Taking a deep breath, she said in a commanding tone:

"Compact!"

Immediately, the stereo shrunk down to the size of a wallet. Vinyl's mouth hung open agape, before it grew into a large smile.

"Cool!"

"You can use it to defeat monsters and other threats you might find while you're exploring," Explained Shining, "Of course, you'll have to train with it. Guardian enchanted items like this need to be trained with before completely mastering it."

"Alright, thanks!" Vinyl replied, before she and Octavia took off down the road, past the Guild, and out into the wild. They slowed to a walk when they left the Guild behind and entered the woods.

"We can't waste a lot of time," Octavia warned, "We don't know what that thing was that kidnapped Dinky, nor what it would want with her, but I'm sure it's nothing good."

"It can't be a gryphon," Vinyl pointed out, "The Guardians made peace with them a long time ago."

"Who are these Guardians everypony keeps talking about?" Octavia questioned, cocking an eyebrow with curiosity.

"Didn't I tell you to go read it about?" Recalled Vinyl, narrowing her eyes at the brown mare.

"Uh..."

"Well, since we got a pretty long way to walk, I might as well tell you," Vinyl cleared her throat, "You see, when Equestria was founded, there was just Princess Celestia and Princess Luna, rulers of the day and night. When Equestria kept getting attacked by hostile creatures, they formed the Elements of Harmony. Later, six mares took control of the Elements, and even later, they all became Alicorns in order to protect Equestria. The Elements became the Harmony Gears, and were implanted in the earth, all around Equestria. They keep order, and super dangerous creatures out of the land, and keep us ponies safe from harm." She looked at Octavia, "Get it now?"

Octavia hesitated, "I think so. Who are the Guardians?"

"Well, there's Princess Celestia, who guards the Tower of Noon, which controls the path of the sun. Then there's Luna, guardian of the Tower of Midnight, which controls the moon. Princess Cadance, who regulates the amount of love in Equestria. Then there's the Gear Guardians... Pinkie Pie, Guardian of Laughter, Applejack, Guardian of Honesty, Rainbow Dash, Guardian of Loyalty, Fluttershy, Guardian of Kindness, Rarity, Guardian of Generosity, and Twilight Sparkle, Guardian of Magic. I... Think that's all."

"That's a lot to remember." Octavia stated, chuckling a little.

"Nine in all," Vinyl added, "When you've lived in Equestria all your life, you know their names by heart. I guess I understand why you ask about them. You know... With your amnesia and all."

"Please don't remind me."

The two walked on until the sight of a small mountain came into view over the trees. The peak was too short to be covered in snow, which relieved both mares, who disliked the cold.

"Mount Hoofington," Vinyl spoke, "This is where gryphons lay their eggs and the newborns are nursed and raised."

"Yep." Replied Octavia, nodding.

"Let's hope we don't run into any of them then." The white unicorn prayed outloud.

The two continued on in silence. Vinyl kept taking her bass cannon out to look at it, looking at all the buttons and switches. The mountain was getting larger the closer they got to it. Finally, after a little more walking, they reached the foot of the mountain. A cave was gouged out in the side, allowing for easy climbing.

"Well, let's go." Octavia said, leading the way. Vinyl lit her horn, allowing for them to see in the darkness. Octavia drew her cello bow, carefully examining the every corner of the cave. Eggs of different colors lined the walls, protected by nests of sticks, straws, and spiderwebs.

"How tall is this mountain?" Asked Vinyl, looking back at the cautious Octavia.

"Not horribly." Replied the mare, "C'mon. We need to hurry."

The two sped up to a gallop, avoiding gryphon eggs as they went. Octavia pulled ahead, as Vinyl fell behind, getting caught up in the multitude of gryphon eggs.

"You okay?" The brown mare asked, slowing down a bit.

"Fine!" Vinyl called back, "I'm just fine! Perfectly-!"

Crrrraack!

Octavia paused, knowing that sound meant something bad.

"Vinyl..."

"Yes...?"

"Please tell me you didn't just break a gryphon egg..."

"Uh... Okay, I won't. But I would be lying..."

"Vinyl!"

"I didn't mean to! I'm sorry!"

Octavia trotted back over to where she had heard the crack. Vinyl was standing there, her left hoof covered in egg yolk while she stared sadly at the broken shell of a green egg.

"Viiiiinyl..." Octavia scolded.

"I didn't mean to!" Cried a distressed Vinyl, "It was an accident! I wasn't watching where I was going!"

Octavia sighed, "Well, it's just a good thing that there's no adult gryphons around, or we would probably be in serious trouble."

Vinyl's eyes suddenly dialated, as she stared at something behind Octavia, "Uh... I think you might want to rethink that statement..."

"Why so?"

Vinyl pointed directly behind Octavia. The brown mare whipped around, discovering a large, ugly female gryphon. Her eagle half was black, while her lion half was dark brown, and her wings were of the same color, the tips of them being black. She was not attractive by gryphon standards, for her face was covered with moles, and her beak was gnarled and twisted. She wore a green do-rag and an ugly, out-of-style floral-print dress. Neither ponies could tell if she was angry, for she appeared to be scowling eternally.

"You break egg?" She asked in a Russian accent.

"Uh..." Octavia started to play with a rock absentmindedly, "We're sorry sir-... Ma'am. We were only trying to save a filly who was kidnapped and taken here. We were only passing through!"

"You murder baby gryphon!" The elder lion-bird screeched.

"No no no!" Corrected Octavia, holding her hooves up in surrender, "It was an accident! We didn't mean to!"

"I don't like ponies!" She argued, refusing to listen to the two mares, "You not trustworthy!"

Octavia drew her cello bow, "Please ma'am. We only wish to get to the peak!"

"So you destroy more eggs? I no allow it!"

Octavia backed up, Vinyl hiding behind her, as the gryphon advanced, making noises that sounded like a cross between a screech and a roar. The beast lunged, baring her claws, but Octavia grabbed Vinyl and rolled to the left. Quick as lightning, Octavia stood up, slashing the gryphon's tail with her bow. She roared in protest, but quickly turned around, getting her eagle eyes set on the Vinyl instead.

Vinyl took out her bass cannon, expanding it to full size. In desperation, she pressed a button. Nothing happened. Panicking, she pushed all the other buttons and pulled all the switches, but still, nothing happened.

The gryphon screeched, lunging for Vinyl, but Octavia jumped on her back, grabbing her by her neck and pulling up on it. The beast did not like this, and attempted to throw Octavia off, but the mare held fast. Vinyl tried everything to get the bass cannon to do something, but failed to do so. Octavia once again, did a very impressive thing. She grabbed the gryphon's front claw, pulling it up behind her back, and bending it in an unatural way. The beast went down, screeching in pain, as Octavia pulled her claw back further and bent it more.

"Let us pass!" The mare demanded.

The gryphon only roared.

"Octavia! Stop!" Vinyl commanded, running up to the two, "You're hurting her!"

"I mean to hurt her!" Octavia yelled back.

"Well stop! Now you're just being a big bully! We shouldn't hurt others in the process of having to save somepony else!"

Octavia suddenly hesitated. She reluctantly dropped the gryphon's claw, causing her to fall to the ground in defeat. The mare hopped off her back, trotting back over to Vinyl.

"I was only doing it because she attacked us!" Objected the cello-player, "It was self defense!"

"I understand that, but maybe we can strike up a deal that doesn't involve violently hurting her."

"I like white pony's idea!" Agreed the gryphon, standing up again.

"Well, with that being said," Octavia replied, narrowing her eyes at the gryphon, "What can we do that will allow you to let us pass through?"

The gryphon scratched her chin, apparently deep in thought. Her face lit up with happiness.

"Help care for baby gryphons every Saturday!" She said.

Octavia and Vinyl exchanged glances, as if silently discussing the proposal.

"That seems fair," Vinyl agreed, "We'll come every Saturday to help with the baby gryphons. Oh, and I'm sorry my friend hurt you."

Octavia glared at the unicorn.

"Apology accepted! Now, I will let ponies pass." The beast cheered happily. She moved aside, allowing for the Musical Mares to pass, "Oh, my name Gretchen, by the way! I happy that you can help with baby gryphons!"

"It's very nice to meet you, Gretchen," Vinyl replied politely, "Thank you for being reasonable!"

Gretchen nodded, as the two mares galloped away, further into the cavern.

"That was really kind of you to do that, Vinyl," Octavia stated, "To think, I probably would have knocked that poor gryphon out if it weren't for you. She was only trying to protect her eggs, and I shouldn't have been so hasty."

"Hey, at least Gretchen was reasonable," Replied Vinyl with a shrug, "So we have to care for some baby bird-lions every weekend? At least we made a friend and not a foe."

"I doubt whatever we're going to face at that peak will be as reasonable as her, though," Said Octavia with a pessimistic air, "Speaking of which, we're almost to the peak. Let's hurry!"

The mares sprinted, until a ladder leading up to the light could be seen. Quickly as possible, Octavia and Vinyl clambered up the ladder, emerging at the peak of Mount Hoofington. Vinyl shielded her eyes against the bright noon sun, looking over the land spread before them.

"Hey look!" She shouted, "I can see Ponyville from here!"

Octavia was too busy with finding Dinky. She drew her cello bow, scanning the area for the enemy that had taken her. A small sound made her ear twitch to the area above. She glanced up, discovering the light purple unicorn, trapped on a small ledge about ten feet in the air. It was Dinky who appeared to have been crying and sniveling.

"Dinky!" Exclaimed Octavia, "How in the world did you get up there?"

Dinky sniffed, "I don't know! I'm scared and I want my mommy, Miss Octavia! Get me down before that thing comes back!"

"That thing?" Vinyl asked, trotting over, "Dinky, what kidnapped you and where is it?"

"I don't know what it is!" Cried the scared little filly, "But I want to go home! Please get me down!"

"Just one thing," Vinyl interrupted, "How the heck are we gonna get up there?"

"Vinyl, climb on my back," Said Octavia, crouching down, "Maybe we can reach her if we pile up."

"Oh," Vinyl said, suddenly blushing from her stupid moment, "Duh, that will work."

But before Vinyl could climb onto her friend's back, the fur on the back of Octavia's neck stood on end. She heard the sound of buzzing wings, like an oversized bumblebee.

"Get down!" She screamed, rolling out of the way.

"Wha?" The clueless Vinyl questioned. But she didn't have time to "get down" for a green light blasted her into the wall, knocking her clean out. Octavia glanced up, discovering the attacker and kidnapper.

The thing was like nothing Octavia had ever seen. It was similar to a pony in body, but it was slightly smaller than Octavia. Its coat was jet-black, its eyes were emotionless blue, its mane was just a single fin running down its neck, and its fly wings buzzed anxiously as it landed. But that wasn't even the weirdest part. The thing's legs were filled with holes, like moldy Swiss cheese, and so was its wings and tail.

"And you are?" It asked in a strange, echoey voice, apparently male, but Octavia couldn't be completely sure.

"I might ask you the same thing, kidnapper." She rebutted.

The thing made a hissing noise, like compressed gas being released, "I am Thorn the changeling. I only kidnapped this filly because I need somepony's love to feed off of. I will starve if I don't."

The name "Changeling" sounded familiar. Octavia remembered that the changelings were social animals that were half pony, half insect. They liked to take the form of other ponies and gain power by feeding of their love for that pony. To Octavia, it was a cruel way to eat, and she remembered the changelings were indeed heartless creatures. An angry scowl crossed the mare's face.

"That's no excuse!" Octavia argued, coming up to the changeling fearlessly, "Dinky has a mother who's worried sick about her! You can't just go around kidnapping whoever you want! That poor child is terrified!"

"I have no choice, fool!" Thorn hissed, showing off his sharp fangs, "I don't want to starve to death, and the only way to keep myself alive is by manipulating you stupid ponies for love!" His horn started glowing a murderous green, "I suggest you leave, before I feast off your and your friend's love."

"Not without Dinky." Octavia growled, pulling out her cello bow.

"Then you won't be leaving!" Thorn fired a blast of green magic. Octavia managed to jump out of the way before the blast hit the wall, causing rocks to crumble down in a mini avalanche.

Before Octavia could even register what was going on, Thorn had bit at the scars on her front leg. Luckily, his fangs only lightly grazed her scabbed over skin, causing mild bleeding. Octavia came back by quickly throwing a small rock at Thorn's face, hitting his eye and causing him to recoil. The brown mare took this chance by charging at the changeling, preparing to slash him with her bow. But Thorn was surprisingly quick to recover, for he whipped around, using his hind legs to buck the charging Octavia in the stomach. The hit sent her flying across the peak, and to the very edge of the mountain. Thorn had her pinned in little time, as her head hung over the side of the cliff. She gulped, seeing the ninety foot drop to the jagged rocks below.

Octavia struggled against the weight of the changeling, but her strength had been taken with the buck to her stomach. Thorn hissed, his fangs glinting in the afternoon sun.

"I warned you," He growled, "Now, you shall pay!"

Octavia's eyes widened when she realized what the changeling was about to do. Thorn reared back, about to come down in one mighty swoop and bite into the mare's vulnerable neck. But he never got a chance to. The cello-playing mare wasn't sure what happened, but she remembered a blast of blue rocketing past her, throwing Thorn over the edge of the mountain. The ear-splitting sound of heavy electronic music assaulted the mare's eardrums, causing her head to throb.

When the music finally faded, Octavia sat up, discovering Vinyl with her bass cannon, expanded into full size. The speakers were still smoking and crackling from the recent use.

"Hey look!" Cheered the white mare, "I figured it out! And just in time too!"

Octavia stood up, her ears still ringing from the loud dubstep bass drop. Never had she been so thankful for electronic music as she was now. The mare ran over to Vinyl, hugging her.

"You saved my life!" She cried.

"Hey! No biggie!" Replied the unicorn, a smug smile suddenly appearing on her face, "That's what a team is for, isn't it?"

But their celebration was cut short, for a groan was heard behind them. They turned, discovering Thorn clambering over the edge of the cliff, pulling himself up with all his remaining power. He glared murderously at the Musical Mares, but couldn't find the strength to attack again.

"Take her," He growled, "Take the filly and go! Leave me to starve!"

Vinyl happily trotted over to Dinky, who was still trapped on the ledge. As she coaxed her to jump, Octavia felt pity for the changeling, even though she knew she should not. Reluctantly, the mare searched through her bag, finding the biggest, juiciest apple she had bought. The mare trotted over to Thorn, who at first, hissed at her. But then he saw the apple that Octavia laid in front of him, and his snarl faded.

"Here," The brown mare said, keeping a straight face, "I know it's not your favorite, but at least it will hold you over until you can find something else to eat."

Thorn stared at the mare, before he took the apple. He kept glancing at Octavia, a puzzled look in his pure blue eyes.

"After I attacked you?" He asked, "You still show mercy?"

Octavia shrugged, "A rescue team isn't supposed to hurt, but to help. This is helping you to stay well fed."

Thorn looked at her with a mix of confusion and happiness, "Th... Thank you. I'll... I'll leave your town alone in repayment."

"Why aren't you with your kind?" Octavia asked, "I thought you changelings were social."

"I was kicked out of my swarm," Replied Thorn, dropping his gaze down to the ground, "I can't change my form as my brothers and sisters can, so my Queen deemed me unworthy of her growing army."

"Well, your Queen is a jerk."

Thorn chuckled, "Thank you again for being so merciful. I shouldn't have taken that young filly from her mother."

"As long as you don't do it again. Why don't you find somewhere to settle down?"

"I can't. Other ponies aren't like you. They don't accept my kind because we look and act so different from each other."

Octavia replied with a small frown, "That doesn't surprise me. It seems like a lot of ponies are jerks nowadays."

Thorn nodded, "Thank you anyway, Miss..."

"Octavia."

"Octavia. Thank you. I hope to repay you somehow, someday."

With that, Thorn stretched his fly wings, before powerfully launching up into the sky, disappearing behind the fluffy clouds. Octavia felt guilt storm into her, feeling so sorry for Thorn. She didn't know what it was like to have your own kind not accept you for who you are, but she knew it must have been horrible. She was glad, however, that she had followed Vinyl's example and solved the problem without violence, and gaining an ally in the process.

"Here!" Vinyl yelled, "Give me your hooves!"

Octavia had completely forgotten about her companion and their mission. She quickly galloped back over to Vinyl, assisting her in getting Dinky down from the ledge. About five minutes later, they finally managed to get the unicorn filly down, calming her after her frightful experience.

"Hey, where did freaky Cheeselegs dude go?" Asked Vinyl, turning to Octavia.

"He left," The brown mare replied, "I managed to solve the problem without violence, like you did with Gretchen. I gave him something to eat and he promised to leave Ponyville alone."

"Cool!" Vinyl replied, patting Octavia on the back, "I'm proud of you, Tavia! Not everypony can be helpful to all types of creatures, especially weird creatures like him, but we can!"

"He was a changeling," Explained Octavia, "He was kicked out of his own family and forced to live as an exile. I couldn't just not help him."

"Can we go home now, Aunt Vinyl?" Dinky interrupted, gently pulling at Vinyl's tail.

"She's right," The unicorn agreed, "We better get back to the Guild. Derpy will be happy to know that we saved her kid."

---

"A changeling?" Questioned a curious Carrot Top.

"Did teach him a lesson he wouldn't forget?" Asked Minuette.

"Did you see any gryphons?" Lucky added.

"Yes, not exactly, and yes." Octavia answered. She and Vinyl stood in the middle of the Guild members and answered their many questions.

"A changeling, you say?" Bonbon asked, rubbing her chin, "Changelings are a rare sight indeed. The Guardians struck up a deal with the changeling Queen Chrysalis long ago, promising her and her changelings their own land as long as they didn't attack Equestria. Seeing one so far away from its home isn't common."

"I'm just glad that my daughter is safe!" Cheered Derpy, holding Dinky close to her, "Thank you Musical Mares! You're amazing!"

Vinyl and Octavia blushed a little.

"What an event-filled day!" Declared Lyra, pushing through the crowd, "I'm so glad you've completed your next mission, Musical Mares. You've truly proven your worth to be apart of this rescue team. I'm proud!"

"Thank you, Miss Lyra," Vinyl replied with a smile, "I hope I don't sound corny... But we'll continued to do our best."

"No offense, but that did sound corny." Trixie muttered, but Carrot violently elbowed her in the side.

"Well, with everypony safe and sound, why don't we retire to our rooms?" Suggested Lyra, "I hope that tomorrow will be as fruitful as today. Goodnight, teams!" The mint-green unicorn turned, heading back to her room. Everyone else followed her example and trotted back towards their rooms.

"I don't have any money," Derpy suddenly spoke, trotting up to the two mares, "I can't pay you for saving my daughter... I hope you can find my thank you enough."

Vinyl and Octavia exchanged glances. But they both smiled reassuringly at the gray mare.

"Hey, we don't need a payment," Vinyl said, placing a hoof on Derpy's shoulder, "Rescue teams don't need money for saving somepony's life. Don't sweat it."

Derpy smile grew wider than before, "Really?! Thank you Musical Mares! You're even awesomer than I said before!" The mare began to stumble awkwardly away, her little companion trotting at her side.

"That feels good," Spoke Vinyl after Derpy had left, "I really enjoy helping others. Don't you?"

Octavia nodded, "I must admit, there's nothing quite like the feeling of completing a mission and seeing the happy faces of the ponies we rescue."

"Agreed!" Vinyl cheered, grinning ear-to-ear. She shuffled her hooves, "We better get to bed. Who knows what we'll be doing tomorrow. I'm excited!"

Octavia nodded, "Good idea."

And so the two trotted to their rooms, their spirits higher than ever. Octavia however, couldn't shake the feeling that their happiness wouldn't last long.

Something bad is going to happen, a voice spoke in the back of her mind.

---

Jeez! This seemed to take forever! But I'm glad I'm finally finished with this chapter. I rushed this one a little at the end (probably pretty obvious, and a big mistake), but I was sick of writing this chapter so... Anyways, read and review! Have a nice day!

UGH! I'm so sorry I haven't updated. I accidentally deleted a chapter that was intended to be the Waterfall Cave part of the story. I got so discouraged that I decided to skip it altogether. Anyway, here's the next chapter, now skipping the part about the main team and the antagonist team competing to bring a special apple back to the guild master. Enjoy, and leave a review if you can!

---

That night, Octavia had a strange dream. She found herself at the peak of a tall, snowy mountain, where a beautiful lake sat before her. Multicolored crystals were everywhere, changing colors periodically. Octavia wasn't sure if it was the crystals, or something else, but the lake appeared to be glowing a slight red. Truly, the place was beautiful, but awfully cold.

Octavia took a few steps foward. Though she could not interact with her dreams, she could certainly move around and explore them. While coming closer to the lake, she discovered an Alicorn mare sitting at the edge of the water.

The Alicorn had a perfectly clean, bright cyan coat. Her mane was a wild mess of rainbow colors, and her outstretched wings were large and strong, full of feathers. Her horn was currently glowing, causing the crystals to change colors. Octavia noticed that her magenta eyes were wild, but full of pure truth, as if she was more loyal than a canine.

The words connected to Octavia. Loyalty, Guardian of Loyalty. The Alicorn was Rainbow Dash, no doubt about it.

Rainbow Dash was pleasing to the eyes in a wild, untamed way, like a cheetah, but she radiated the pure, unconditional loyalty that was hard to come by. Even being around her made Octavia want to stay completely loyal to her recent friends at the Guild.

Rainbow suddenly seemed to sense a prescense, as her ears pricked and she whipped around. Luckily, it wasn't Octavia that she sensed, but a different pony, who had just come into the area. There was a shadowy figure of a stallion just standing there a few feet away from Rainbow Dash, his head down in a sorry way.

"Who are you?" Growled the Alicorn, seeming to sense that the stallion was here to cause harm.

He did not reply.

"Don't just not-answer!" Rainbow snarled, now standing tall, "Who are you and what do you want?"

The stallion looked up, showing his light blue eyes. Octavia wasn't sure if she was imaging things, or if the stallion was crying.

"I'm sorry." He said in a gruff voice with an accent that the brown mare couldn't place. He pulled out a small gadget that began to glow blue. Suddenly, an ear-piercing shriek filled the area, sounding like nails against a chalkboard; only ten times worse.

The horrible noise was so loud, it forced Rainbow to her knees. She cried in pain as the stallion jumped over the Alicorn and into the lake. The noise stopped, and Rainbow could finally stand again, only now the stallion was gone. Very unexpectedly, the gentle red glow from under the lake had stopped completely, leaving the clear blue water now as black as night.

Panic could clearly be seen in Rainbow Dash, as the area around her suddenly began to turn gray, lifeless, and cold. She shrieked in terror, flying away from the mountain before the gray could get her. It was probably the most horrible scene that Octavia had ever witnessed. The beautiful multicolored crystals were drained of their colors. The evergreen trees lost their leaves as their trunks became weak and spindly. Even the air seemed to lose its once clean scent, and became dank and lifeless.

"No!" Cried Rainbow Dash, "No! No no no! Oh no! No! This can't happen! This can't happen! This can't happen!"

"WHERE IS MY ZAP APPLE?!" A familiar voice ripped through Octavia's dream, waking her, and almost giving her a heartattack in the process. She shot up, discovering that she was still in her chambers. Vinyl laid a few feet away from her, her eyes the size of dots from being woken up so suddenly.

"Was that Lyra?" She asked.

"I think so," Octavia replied, her face twisting a little from confusion, "Why is she screaming about an apple?"

"Well, let's go find out."

The two mares walked out of their room and into the team room. They discovered Lyra pacing the floor with pure anger on her usually happy face. Bonbon stood next to her, looking sulky as usual.

"Lyra, it's an apple," She growled, "We have plenty more in the storage."

"I don't want a normal apple!" Argued Lyra, stomping a hoof in frustration, "I want my Zap Apple, and only my Zap Apple! No less!"

Bonbon shook her head sorrily, "Lyra, it's all the way out in the deepest parts of Sweet Apple Acres. Nopony wants to go all the way out there for one apple."

Lyra noticed the Musical Mares on the other side of the room. A smile that looked almost sinister crossed her face.

"I know somepony who does!" The mare replied, happily skipping over to the two mares, "Musical Mares! Won't you do me the favor of getting a Zap Apple from the deepest parts of Sweet Apple Acres?"

Vinyl and Octavia exchanged unsure glances.

"Sure." Said the white unicorn.

"Oh excellent!" Cheered Lyra, hugging the two mares with the strength of a python, "Please don't fail me. This is more important than anything!"

"Lyra... You're choking us..." Whimpered Vinyl.

"Oh," The mint-green mare reluctantly let go of Vinyl and Octavia, "Sorry. Just don't fail."

The two mares saluted, before turning and making their way to the ladder. However, Octavia didn't see where she was going and bumped into another pony.

"Watch where you're going, Music Butt." A snooty female voice growled; a voice that Octavia dreaded hearing again.

Standing before her and Vinyl was an orange unicorn with a fiery mane, a mint-green pegasus with a yellow mane, and a gryphon, all staring smugly at the two mares.

"Team Vengeance!" Roared Bonbon, immediately looking as though she wanted to violently attack the team, "You bother to show your faces around here after what you did to us?! Why I oughta..." She stopped herself, "What are you doing here?"

"To accepted your apple mission, of course." Sunset Shimmer sneered. She turned the Musical Mares, noticing that Octavia looked a little queasy, "What's wrong, 'Tavia dear? Does the thought of someone taking your mission make you feel bad?"

"Leave her alone!" Vinyl shot back. She looked at her friend, who now appeared to be staring into space, not even paying attention to the conversation.

"Why would you even want to accept the mission?" Asked Bonbon, scowling at the three, "You're not even apart of the Guild anymore!"

"That's none of your business," Growled Sunset, "And also, whoever accepts the mission first takes the mission. The mission giver has no say in it. That's the biggest rule in rescue teams."

"Actually, Musical Mares accepted it first." Bonbon said with a smirk.

Sunset scowled, "Then we'll fight them for it."

"Didn't you three learn anything from last time?" Vinyl reminded, "Not to mention, I just got a new bass cannon, so I'll be able to blast you into oblivion!"

"No!" Screamed Lyra, stepping between the two in order to make peace, "I will not have fighting in my Guild! We are supposed to work together as a team!"

"How do we settle this then?" Asked Bonbon. She glared at Team Vengeance, "Since some two ponies and one gryphon refuse to realize their place..."

Lyra rubbed her chin, "I know! We'll make it a friendly competition! Whoever can get the apple first will be rewarded! How about it, Vengeance? Musicals?"

Sunset, Lightning, and Gilda all shared the same smug smirk as they each nodded in agreement.

"That's no fair!" Cried Vinyl, "We accepted it first! Right Octavia?"

Octavia didn't reply. She continued to stare off into space.

"Then it's settled!" Lyra concluded, "The team that gets that apple first and brings it back here will be the team that wins!"

"Easy as pie," Said Sunset, "But first... Let's get rid of the competition!"

Faster than any of them could react, the orange unicorn fired a beam of magic at Vinyl and Octavia, blasting them into the wall. Before anyone could object, the three were gone, leaving Octavia and Vinyl nearly knocked out from the hit.

"Scratch and Octavia!" Screamed Bonbon as she trotted over, "Don't just stand there! Go get that stinkin' apple!"

"Bonbon, there's something wrong with Octavia!" Vinyl shot back, "She's not responding to anything I'm doing! I can't just drag her out into the wild!"

Indeed, Octavia was just laying there, her only movement being her breathing.

"I don't care!" Snarled Bonbon, "You can't let Vengeance get that apple! I can't stand the sight of them winning!"

Octavia groaned and shifted as her purple eyes slowly slid open.

"What happened?" She asked.

"Sweet Apple Acres. Zap Apple. Beat Team Vegeance. NOW!" Screamed the cream mare, causing both Octavia and Vinyl to bolt towards the ladder in fear.

---

"What happened back there, 'Tavia?" Vinyl asked as the two made their way through town, heading to Sweet Apple Acres, "You blanked out. Was it because Sunset Shimmer hit you?"

"No," Answered Octavia, "When I bumped into her, I got that dizzy feeling again, like when I walked into Lyra's chamber. I saw something that I'm certain happened in the past, or will happen soon."

"What did you see?"

Octavia hesitated, "It was Sunset. She was talking to someone, but I couldn't see who. The other pony said something like... You're not deserving to be my apprentice. You want to use your teachings for evil purposes."

"Anything else?"

"Sunset said back to it: Well forget you! I didn't want to be your apprentice anyway!"

"That other pony is Princess Celestia," Vinyl concluded, "I'm sure of it. Sunset was once Celestia's student, but she was dismissed. That's why she's so bitter to everypony."

"How did you know?"

"Minuette and Lucky told me." Vinyl paused, suddenly deep in thought, "What I don't understand, is how you were able to see that when you weren't even there when it happened."

"It's almost like what happened in Lyra's chamber," Octavia explained, "I felt really dizzy and sick to my stomach before everything went black. Then I saw or heard events that happened in other times."

"Maybe we should talk to Trixie about it? Since she is the Guild's supposed 'Medic'."

"I doubt she can help."

"It's worth a shot."

The two stopped talking when they came upon a huge apple orchard. A large red barn sat upon the hill overlooking the acres and acres of apple trees. Said trees were filled with red delicious, golden delicious, Granny Smith, and many other apples that sparkled in the afternoon sun.

"Wow," Breathed Vinyl, "That's a lot of apples."

"It ain't half as many as we usually have!" A familiar voice yelled from behind.

Vinyl and Octavia turned, discovering an elder, green mare approaching them slowly.

"Oh, hi Granny Smith," Vinyl greeted, "What do you mean?"

"I done told ya not two days ago!" The elder mare said, "Thanks to all them weird disasters, apples have been hard to grow! Not to mention, we lost our best apple bucker when she went to guard that dang Element of Honesty!"

"Don't you still have Big Macintosh?" Asked Vinyl with a cock of her head.

"Yeah! But he's gotta work for that... Uh... Uh... What's that human-obsessed gal's name?"

"Lyra?"

"Lyra! Yeah! He works underground in that uh... The hoofprint reader thing."

Vinyl and Octavia remembered. Big Mac must have been the pony under the grate at the Guild that could tell a pony's talent and race just by looking at their hoofprints.

"You didn't happen to see a unicorn, pegasus, and a gryphon run by here, did you?" Octavia asked, derailing the subject.

"You mean Team Vengeance?" Smith questioned, her mood becoming grave, "Darn tootin' I did! I couldn't stop 'em, and I was just coming to the Guild to tell you about it! I don't trust 'em with my apples, and I bet my hip that they went back there steal some! Well, I hope them Timberwolves tear 'em to shreds for doing so!"

Vinyl gulped, "Timberwolves?"

"Ya bet your magic there is! They don't come up here to the parts we own, but in the parts that Sweet Apple joins the Everfree Forest, that's where they are."

"That's where the Zap Apples are too, right?" Questioned Octavia.

"Yup!" Smith paused, narrowing her eyes at the cello-player, "Wait. Who wants to know?"

"No reason!" Octavia quickly answered before she grabbed Vinyl's hoof and ran off towards the back of the orchard.

"But Octavia!" Cried Vinyl, looking quite scared, "There's Timberwolves back there..."

"Well, we have my cello bow and your bass cannon," Octavia assured the frightened unicorn, "Those wood demons won't know what hit them."

Vinyl's nerves seemed to ease a little, as the trees around them became thicker. There were almost no apple trees around, as gnarled, creepy-looking trees grew in their place. The area seemed to get darker, for the branches above were so thick, they almost blocked out the sun.

"I'm guessing we're in the Everfree Forest now." Said Octavia with a hint of doubt.

"Meep...!" Vinyl whimpered.

"Vinyl, what are you so afraid of? We've fought Seaponies, a gryphon, and a changeling, and you're scared of trees?"

"I'm not scared of the trees," Vinyl explained, looking up at the trees around them, "I'm scared of what's in them! Granny Smith already mentioned Timberwolves, but there's even worse creatures out here then them!"

"Oh really?" Octavia replied with heavy sarcasm.

"Like cockatrices!" Vinyl continued, "Just one glances into their beady red eyes turns you into stone! Or the hydra! It has multiple heads that all try to eat you or stun you with poisonous bites!"

"Okay Vinyl, that's-" Octavia started to interrupt, but Vinyl was on a roll and kept going.

"Or Cerberus, the three-headed dog from Hades! One time, he got into Ponyville and nearly destroyed everything! I bet he likes to come here and eat alive ponies so he can eat them again in the underworld!"

"Vinyl!" Octavia objected.

"Or the worst of them all..." Vinyl paused with horror.

"Vinyl, you're not helping!"

"Bus drivers!" Exclaimed the white unicorn, her eyes shrinking with fear.

"Vinyl! Will you please just stop?" Begged a distressed Octavia, "Now you've got me scared!"

Vinyl looked down, "Sorry."

The two walked on, now more nervous than ever. Vinyl wouldn't stop assuring herself, saying things like "Don't be scared! There's no Timberwolves!" or "I've got a bass cannon. No cockatrice is going to make me a lawn ornament!"

Octavia however, couldn't stop scrunching her nose. There was an awful stench in the air, much like sulfur that made her almost gag. Vinyl had just picked up on the scent too and was starting to cough violently from it.

"What is that smell?" The unicorn questioned.

A distant memory suddenly came to Octavia; the scent was actually familiar. The sounds of blood-curdling howls suddenly echoed through the woods, freezing both mares in place.

"Oh Celestia..." Vinyl cursed, "Please tell me that's not what I think it is?"

"Timberwolves..." Octavia breathed, her eyes widening in pure fear.

As soon as she said this, three, dark figures jumped from the bushes beside them. They were like wolves in body, but they were completely made out of wood. Their glowing green eyes looked murderous as they licked their wooden chops in anticipation.

"Run!" Octavia screamed.

The two mares took off in the opposite direction as the Timberwolves gave chase, barking and howling eerily. The wolves could cover more ground, for they had longer legs than Octavia and Vinyl. They started closing the distance between theirselves and the two panicky mares.

"Should we blast them?" Vinyl huffed, ready to take out her bass cannon.

"No!" Objected Octavia, "By the time we turn around to attack them, they'll already be on us! Keep running!"

---

Meanwhile, deeper in the woods, Sunset Shimmer, Gilda, and Lightning Dust were busy picking rainbow colored apples from one lone tree in a small clearing.

"I can't believe this is the only one left," Lightning stated as she picked the apples from the tree and placed them in the bucket below, "Back before the disasters, there were tons of these Zap Apple trees. Now there's only one left in all of Equestria."

"That's the Apple family's problem," Said Gilda with little concern, "They shouldn't put their apple trees all the way out in the middle of the Everfree Forest. Good gosh, it's common sense! I guess those hillbillies have none."

"Will you two quit talking and pick faster?" Snarled Sunset, "Those Music Butts will be on us anyday now! We have to show them up!"

Lightning and Gilda rolled their eyes and picked more apples. They picked as many as they could before the bucket overflowed and could no longer fit anymore. Immediately, Sunset picked up the bucket and galloped off, her two friends close behind.

"Ha! I knew this would be easy!" Laughed the orange unicorn, "Those rookies are so inexperienced, they probably don't even know where to look for the Zap Apples! Don't you agree that I am so clever?"

Lightning and Gilda stayed silent, not agreeing with Sunset mentally.

"Don't you?" The unicorn growled intimidatingly.

"Oh! Yeah yeah! Of course you are!" The two cronies agreed, nodding their heads nervously.

"Oh, I am, aren't I-?"

Luckily, Sunset's self-worshipping was cut off when something tackled her, knocking her clean into the bushes and spilling the apples all over the forest floor. Gilda and Lightning Dust looked up, discovering Vinyl and Octavia standing there with panicky looks on their faces. There was something closing in on them a few hundred yards away, though the gryphon and the pegasus couldn't make it out.

"Timberwolves!" Exclaimed Octavia, "Leave the apples! Run! I'll hold them off as long as I can!"

"I'll help too!" Vinyl volunteered.

Octavia didn't argue as Gilda and Lightning took off into the bushes, attempting to backtrack without meeting the wolves. The brown mare and Vinyl stood bravely against the three wolves, who were barely a few yards away. Octavia drew her bow and Vinyl expanded her bass cannon as the Timberwolves approached very quickly. As the first wolf lunged, Octavia slashed it across the face, then used all the power in her hind legs to buck its head. The wolf's head exploded into millions of wood shards before the rest of the body fell apart with it.

The other two wolves lunged at Vinyl, expecting to get a mouthful of delicious pony flesh. Instead, they received a face full of loud electronic music, blasting them into the bushes. Unfortunately, it did not shatter their body and they immediately recovered, attempting to charge at Vinyl again. Even more unfortunate was that Vinyl's bass cannon needed to recharge for about a minute before it could be used again.

Octavia covered for her, kicking one of the Timberwolves in the side. It was launched a few feet before landing and skittering. The hit must have damaged it quite a bit, for it ran off into the woods, limping slightly.

While this went on, Sunset Shimmer quietly sneaked behind them where she had dropped the apples. She quickly gathered them back up and placed the bucket on her back before galloping away from the scene, leaving Octavia and Vinyl to fend for themselves.

Finally, Vinyl's bass cannon had charged up again. She released a powerful electronic blast into the last Timberwolf, throwing it into a tree and shattering it into many wooden pieces. The two mares breathed a sigh of relief, turning to each other and smiling blissfully.

"Nice job." Vinyl spoke, panting hard from the fight.

"You too." Octavia replied with a solemn nod. Her ears pricked again as she turned in the direction of a dark patch of woods. She caught a glance of a fiery orange and yellow mane that she knew all too well.

"Sunset Shimmer!" Vinyl exclaimed, saying it before Octavia could realize it, "I knew she wasn't going to give up that easily! C'mon 'Tavia! Let's go get her and teach her a lesson!"

Octavia grabbed her anxious friend by the tail before she could take off, jerking her back and knocking them both over.

"Vinyl, let her take them to Lyra," She insisted, "She may be a jerk, but I feel kind of sorry for her after you told me what had happened to her."

Vinyl's anger simmered down a little, "But Bonbon-!"

"Forget Bonbon," The brown mare insisted, "Karma always comes back to bite a pony's back ends for their bad deeds. Sunset will get what she deserves in the future. In the meantime, we shouldn't be the ones to deliver that bite into the back end."

"But-" Vinyl objected. Octavia gave her an intimadating glare that ended the argument immediately.

"Let's head back to the Guild," The brown mare suggested, "Maybe Bonbon won't be too angry with us."

---

As soon as the Musical Mares returned, they were greeted with the sight of Vengeance presenting Lyra a bucket of Zap Apples. A huge smile was on the mint-green mare's face as she picked an apple and bit into it, purring with delight. Vinyl glanced over at Bonbon, who was giving them the most disapproving glare that she had ever seen her give.

"Thank you!" Lyra acknowledged, "You guys are the best!"

"Where's our money?" Snarled Sunset, "We didn't go through all that for nothing."

Lyra's smile immediately fell, "Now I remember why I kicked you three out," She pulled out a pouch of bits and gave it to Sunset, "Enjoy your smelly money. At least I got my apples!"

Sunset smirked at her two companions before she turned her nose up and left the scene, Gilda and Lightning trailing close behind her.

"C'mon everypony!" Lyra called to the Guild members, "Let's have a celebration dinner with the return of my apples!"

None of the Guild members objected to this. They all followed Lyra into the mess hall, cheering for the rather pointless reason of Lyra's apples. Vinyl and Octavia started to follow, but someone yanked back on their tails, forcing them to stop.

"I don't think so." A familiar voice growled with resentment.

The Musical Mares turned, discovering a scowling Bonbon. She stamped her hoof in frustration, looking as though she was about to blow a fuse.

"I am very disappointed in you two!" She yelled, poking Octavia then Vinyl in the chest, "I gave you a mission to retrieve those apples and you failed! You let... Sunset Shimmer get them instead! You... You... No dinner tonight! Straight to your chambers, now!"

Both looked as though they wanted to object, but Bonbon stopped them by screaming.

"NOW!"

They ran off with their legs tucked between their legs. Octavia could hear Vinyl cursing under her breath as they entered their room.

"Octavia, I don't mean to be rude," The unicorn started, "But what in Celestia's name were you thinking? Sunset's going to get what she deserves, yeah right!"

A loud rumbling interrupted Vinyl's rant. She gripped her stomach in pain.

"Oh man... I'm starving after the fight with those Timberwolves." She groaned.

Octavia looked down with a saddened expression, "I'm sorry."

Vinyl ignored her, "Whatever. Let's just try to get some sleep. That is, if my stomach doesn't try to eat me in my sleep."

The unicorn flopped down on her bed without another word. Octavia followed her example and carefully laid on her bed. She tossed and turned, having a difficult time getting comfortable with her aching stomach. It seemed like an hour passed before she heard Vinyl speak up.

"You asleep yet?"

Octavia shook her head, even though Vinyl couldn't see her, "No. Not at all."

"What I wouldn't give to have one of Lyra's Zap Apples right now."

"Don't talk about food. I'm about to break down and eat my bedding."

Vinyl looked at her bed, "Well, it is hay. We ponies eat hay, so..."

"It's been on the floor. It's probably stale."

"Let's eat it anyway."

Just as the two mares were about to dig into their beds, a knock was heard at their door. Octavia and Vinyl immediately stopped themselves from eating the beds and sat, trying to look as normal as possible.

"Come in!" Vinyl called.

As soon as she said this, the door slowly creaked open. Two distinctive ponies trotted in, a bucket of apples on one of the ponies' back.

"Hey," Said Minuette, "Me and Lucky brought you something."

Lucky set the bucket of apples down on the floor. Vinyl's eyes lit up as she suddenly dashed to the bucket and began downing the apples. Octavia quickly followed as they began chowing down on the delicious apples.

"You guys are life savers!" Vinyl said, "Thank you so much!"

"We saw what happened between you and Bonbon," Lucky explained, "We felt so bad for you that we couldn't let you starve. So here's a gift from us to you."

"You guys... I don't know what to say," Vinyl replied, taking a break from eating the apples, "You're truly the best ever!"

"It's no trouble," Lucky dismissed, "You're both cool to us. Bonbon shouldn't have been so hard on you. Sunset is tricky, and so are her cronies. They should be the ones without dinner, not your guys."

"Well said!" Octavia agreed with a mouthful of apples.

After the Musical Mares finished their apples and finally had full stomachs, Minuette and Lucky left quickly and quietly.

"Don't tell anyone we did this," Warned Minuette before she left, "They'll likely tattle to Bonbon, then we'll all be in trouble."

Once they had left, Vinyl burped and turned to Octavia, a large, sleepy smile on her face.

"Whaddaya know? We're making friends after all."

That was all the words they exchanged before Vinyl passed out, sleeping soundly. Octavia followed her friend's example and quickly passed out herself.

Surprisingly, no dreams came to Octavia that night, mainly because she couldn't sleep. Her mind kept wandering to Sunset Shimmer, her dream the night before last, and the fact that Minuette and Lucky would be so kind as to give them a bucket of apples. It seemed like hours before Trixie came to wake them up. When she did, Octavia was no longer startled by it. As Vinyl awoke from her deep sleep, Octavia struck up a conversation with the blue unicorn.

"Trixie, I have a question." She began, stopping the unicorn from leaving.

"What do you need to ask the Great and Powerful Trixie?" Questioned Trixie with her usual condescending air.

"There's... Something weird that's been going on with me..." Stated Octavia, looking down at her scarred hoof, "Remember that time I passed out in Lyra's chambers?"

"Trixie remembers it well."

"Well, it happened again when I bumped into Sunset Shimmer. I had a vision that told the past. My one in Lyra's chambers... I think predicted the future or the present, I'm not sure which."

Trixie rubbed her chin, "Well, Trixie has read about something similar. She reads about certain ponies that are gifted with the powers to see the future; seers, as they are called. It's said that only unicorns and some certain other creatures can inherit the power, since they are magical," She looked quizzically at the brown mare, "But never has Trixie heard of an earth pony inheriting such powers! Are you sure that it is visions of the past and future you are seeing?"

"Positive."

Vinyl had finally sat up and joined in on the conversation. She had been fake-sleeping and heard every word of Trixie and Octavia's conversation.

"So Octavia's like this some sort of future-past seer or something?" Asked the white unicorn.

"There's no guarantee," Said Trixie, "It could just be a fluke or some crazy dream. Even the oh-so-very wise Trixie may not be the best one to ask."

Octavia and Vinyl exchanged confused glances before Trixie turned and left. They followed her out before turning and heading to the mess hall. Everyone apart of the Guild was there, crowed into the giant table as best as they could. In fact, it was so crowded that Vinyl and Octavia were forced to stand on the sides. Derpy apparently was as well, for she approached them, a blissful smile across her face. The crowded mess hall was unusual, since most of the ponies trickled in and out from time to time until breakfast hours were over.

"What's going on, Derps?" Asked Vinyl with curiosity.

"Oh, Lyra's making a big huge announcement!" The gray mare announced with excitement, "She says she wants everypony to be in the mess hall for it!"

"What's the announcement?"

"Nopony knows yet! But we're all really excited because she said we're all going to like it!"

As soon as she said this, Lyra slammed her hoof on the table, quieting the ponies in the mess hall. She stood up to full height, clearly showing Zap Apple stains on her chest.

"Members of Lyra's Guild for Rescuers!" She announced in a loud, clear voice so that all the others may hear, "As you have already been told, I have a very special announcement to make. I have just got a letter from the greatest solo explorer in all of Equestria, telling us that he's coming to visit us later today. Rescuers, the legendary Black Thunder is coming to the Guild!"

Immediately, excited murmuring broke out in the mess hall. Lyra was forced to quiet them again.

"I expect all of you to be on your best behavior! The utmost maturity and respect must be shown to Black Thunder; for he expects to see well-trained professionals here, not a bunch of psycho fangirls and fanboys. Are we clear?"

All of the mess hall agreed, except for three little fillies at the end of the table, who broke out into a high-pitched fangirl scream.

"Can you believe it?!" Said the the yellow earth pony filly with a heavy country voice, "Black Thunder is coming here to the Guild!"

"I'm going to get his autograph!" Said the white unicorn filly in a squeaky voice.

"He's the awesomest!" Said the orange pegasus filly in a boyish voice, "Almost as awesome as Rainbow Dash!"

Lyra could clearly be seen rolling her eyes, "With exception to the Cutie Mark Crusaders. But other than that, does everypony understand?"

All of the mares and stallions agreed once again.

"Good! You are free to eat your breakfast burrito!"

Octavia glanced at Vinyl, who had the widest smile on her face, almost to where it went up to her ears. Her eyes were glowing with pure excitement before she grabbed Octavia by the shoulders and shook her violently.

"Oh my gosh oh my gosh oh my gosh!" Vinyl screeched, "Black Thunder, Octavia! He's coming here to see us! My idol! He's coming here!"

"I don't mean to sound clueless," Octavia interrupted, pushing her excited friend away, "But um... Who is this Black Thunder?"

"The greatest solo explorer in all of Equestria!" Explained Vinyl, her smile refusing to fade, "Remember? I told you back in Horseshoe Bluff! He's the stallion who held back the whole-!"

"Yes, I remember now," Recalled Octavia, "He held back the entire changeling army while another team rescued some captives. Is that all he's famous for?"

"No!" Objected Vinyl, seeming rather offended, "That's just his most legendary act! He also took out a giant, mutated cockatrice and saved Canterlot from destruction! And he saved an entire school from a hungry dragon! And-"

"Okay, I get it," Octavia interrupted, "It sounds as though he's quite the hero."

"And I can't believe it!" The white mare shrieked again, "He's coming! Today! Here! Oh I'm so excited I could just explode!"

"You realize what today is, right?" Asked Octavia, raising a skeptical eyebrow.

"Saturday. Why?"

"Gretchen? The baby gryphons? The deal we struck up with her so she wouldn't kill us?"

"But Octavia!" Vinyl objected, her smile falling considerably, "What if we're not here to greet Black Thunder? He-!"

"He's coming later today," Octavia recalled, "I'm sure we'll have plenty of time to help Gretchen, then be back here to meet Black Thunder."

"But... But..." Whimpered Vinyl, "Black Thunder..."

"Come on," The brown mare insisted, "Let's grab a breakfast burrito and we'll head out to Mount Hoofington."

"But... But..." Vinyl repeated, looking as though she was about to break down into tears, "We won't see Black Thunder..."

---

Vinyl was still talking about the disappointment of not getting to greet Black Thunder when they reached Mount Hoofington. Unfortunately for her, Octavia just ignored her complaints. Upon entering Hoofington, they were greeted by the same, oversized, ugly gryphon that had tried to kill them for breaking her eggs.

"Started to think you weren't coming!" Gretchen said in broken English that was a bit difficult to understand, "Glad you did! Lots of eggs, not enough claws!"

"We would never break a promise." Octavia said with true sincerity. She glared at the unicorn beside her, "Even though somepony wants to..."

"Octavia, it's Black Thunder for crying out loud!" Vinyl objected.

Gretchen scrunched her beak at the mention of Black Thunder, as if his name offended her. Octavia noticed this immediately, seeming slightly confused that the mention of such a "legendary hero" would disgust a gryphon.

"Well, you need to keep gryphon eggs warm," Interrupted the oversized lion-bird, "Or they will die. Okay?"

Vinyl and Octavia nodded in agreement before Gretchen assigned Vinyl to a certain nest. She explained to her how ponies can take care of the eggs without crushing them. She then came back over to Octavia, also assigning her to a nest.

"We gryphons usual sit on eggs to keep them warm," Gretchen explained, "But since you ponies are so clumsy, you can rub them and breathe on them instead. Don't crush! They're very weak!"

"Got it." Replied Octavia before crawling into the large nest. Her assigned nest was filled with an assorted number of red and blue eggs, three red and four blue. Gretchen retired to a nest a few feet to the left of her. She carefully situated her back end on the eggs before sitting down fully and sighing with relief.

Octavia decided to get closer to Gretchen so she could chat with her. With more caution than she had ever used before, she carefully moved the nest over to the oversized gryphon. When it was moved to the spot she wanted, Octavia set the nest down and once again climbed back in.

"May I ask you something, Gretchen?" She started.

"Of course." The gryphon replied.

"Why did you make a face when Vinyl mentioned Black Thunder?"

Gretchen made another face, "He's bad pony. Bad bad!"

Octavia scowled in confusion, "How so? Everypony keeps talking about how he's such a legendary hero."

Gretchen glanced over at Vinyl, making sure she wasn't listening, "He hates the Guardians. Only bad ponies hate the Guardians!"

Octavia wasn't sure whether to believe Gretchen or not. But then again, she remembered gryphons were a lot like Seaponies in their way of being truthful; maybe even more so. They had a regal nature to uphold, and even the not-so-pleasing to the eye Gretchen probably had to uphold it as well.

"Not to mention, I hear he's very racist," The gryphon added with resentment, "Especially to those sparkly ponies up north!"

"Sparkly ponies?" Questioned Octavia.

"Crystal Ponies I mean," Gretchen corrected herself, "Very racist. Insults even the mention of those perfectly innocent ponies!"

This seemed to confuse Octavia further. If Black Thunder was such an amazing hero, shouldn't he love every race of ponies? Unless he kept his dislike of the Crystal Ponies a secret, or Gretchen was lying, she couldn't see how that was possible.

"Hey Gretch!" Vinyl called, interrupting Octavia's thoughts, "Can you tell which are boys and which are girls yet?"

"Reds are girls, blues are boys, greens are undecided." Gretchen answered, situating herself again.

"Oh cool! I've got two guys, four girls, and one undecided then!" Vinyl immediately went back to warming the eggs.

"Anything else about Black Thunder I should know?" Octavia questioned, averting the subject of gryphon genders.

"That's all I know," Replied Gretchen, "Black Thunder is jerk for hating the Guardians too! They protect out land!"

Octavia had to agree that Black Thunder's supposed hate of the Guardians was even stranger than the racism towards Crystal Ponies. Only an enemy to Equestria would hate the Guardians.

She decided to push her suspicions away and focus on keeping the eggs warm instead.

---

About an hour and a half passed before Gretchen told the two mares it was okay for them to leave. Vinyl rushed out of there like her tail was on fire. Even Octavia had a difficult time keeping up with her as she sprinted back to the Guild. Vinyl turned the corner, rushed up the hill to the Guild, slid down the ladder and emerged in the team room. She was panting heavily, causing all of the Guild members to turn and stare at her.

"Did I miss him?!" The white unicorn questioned anxiously, "Did I miss Black Thunder?!"

"Sorry Vinyl," Minuette apologized, approaching the mare, "He's not here yet. Lucky's watching for him so we can greet him when he comes in."

"Please tell me he'll be here soon!" Begged Vinyl, hopping up and down as though she needed to empty her bladder.

Just then, Lyra and Bonbon walked up. For some strange reason, their manes looked like they had been styled slightly nicer than their usual appearance.

"Oh, it won't be much longer!" Assured Lyra with a wide smile, "He said he would be here around noon or so. He isn't one to be fashionably late!"

Octavia was still unsure about the whole "Black Thunder, the greatest solo rescuer in all of Equestria". What Gretchen had told her kept nagging in the back of her mind like an embarrassing memory. But who was she to judge? She had never even seen the guy, much less met him.

"He's here!" Cried a voice from the floor above. The gray stallion Lucky Clover suddenly slid down the ladder coming from the top floor, "Black Thunder's just turning on our road! He'll be here in a few seconds!"

Immediately, the Guild members gathered at the ladder, waiting for the "greatest solo rescuer". Heavy hooves could be heard on the floor above as anticipation shot through all the Guild members. Just then, a stallion climbed down the ladder before turning around to face them.

What struck Octavia first was that the stallion looked incredibly strong and was quite larger than the average stallion. He had dark gray fur, a jet-black mane, and jade-green eyes. A horn could barely be seen peeking through his wild, tangled mane.

"Black Thunder!" Lyra greeted, pushing through the crowd in order to shake the stallion's large hoof, "It's a pleasure for you to stop by! We're honored to have you here!"

"Please, just Thunder is fine," Said the stallion in a deep, silky voice as if he had spent all his time acting as a narrator on an overdramatic soap opera, "And please, don't treat me like I'm some monarch. I am no different than the rest of you."

"How was your trip here?" Carrot Top's voice asked from the back.

Thunder turned to the orange mare, "Rather smooth, my dear. I ran into some problems with a hydra, but he wasn't too big of a nuisance-"

Just then, three, high pitched squeals broke through the crowd as three fillies tackled their way through the other ponies in order to get to Black Thunder.

"Can we get your autograph?!" The yellow filly asked, holding up a pad of paper and a pencil.

"Can you teach me magic tricks?!" The white filly asked, her eyes sparkling with admiration.

"Can you beat up some bad guys?!" The orange filly asked, her excitement growing to the max.

"Apple Bloom! Scootaloo! Sweetie Belle!" Bonbon objected, pulling the three fillies away by their tails, "For goodness sake, give the guy some space!"

"Don't worry about it," Said Thunder with a slight chuckle. He patted each of the fillies on their heads, causing them to giggle, "I love kids! There's no replacement to hear the laughter of children everyday; truly bundles of joy!"

The only thing that Octavia saw wrong with the stallion was that he was slightly corny.

"Well, we have some new faces from the last time you visited." Lyra explained. She turned to Vinyl and Octavia, "Our newest members are the Musical Mares, Vinyl Scratch and Octavia."

Vinyl came up to the stallion and promptly shook his hoof, "Hi! I'm Vinyl Scratch, and I'm a huge fan of yours! I'm honored to meet you and-!"

Thunder didn't even reply to Vinyl as he gently pushed by her to get to Octavia. Comparing her own size to his, Octavia only came up to his neck. He was freakishly large, even for a stallion.

"I've heard your name before." He said. The heavy curiosity in his voice concerned Octavia greatly, "Have you done anything to be known? Or have I confused you for somepony else?"

"I... I don't know," The brown mare replied, seeming incredibly confused, "I'm sure you've probably confused me for somepony else. I'm not famous for anything."

"But we hope to be!" Vinyl butted in, snaking an arm around her friend's neck, "We want to become as great as you, Black Thunder!"

"Ah... That's great." The stallion said nonchalantly.

Octavia found that slightly rude. Vinyl was very excited to see him and he was being a jerk about it, completely ignoring her.

Unfortunately, Thunder immediately averted the subject before Octavia could say anything, "Oh, Lyra, would you please show me to my quarters? I have a few things I need to put down."

What things? Octavia wondered, seeing Thunder's empty hooves.

Lyra nodded, "Sure thing!" She clapped a hoof on the unamused Bonbon's back, "Bonbon, show Thunder to his room please!"

Bonbon muttered something under her breath before she reluctantly led Thunder down the hall to the team quarters. As soon as he was gone, excited murmuring broke out through the Guild members.

"Why do you think he's here?" Asked Derpy.

"He just wants to visit us, Derps." Carrot replied.

"Or maybe he needs us to go on a super secret mission with him!" Lucky suggested.

"Lucky, quit fantasizing." Minuette scolded.

"Thunder did say something about needing us for something," Lyra recalled, "I'm not entirely clear as to what it may be. In the meantime, carry on with your normal everyday lives. Don't continue to bother Thunder though; treat him as though he's a Guild member like us."

The group of ponies broke off, leaving only Octavia. Vinyl had gone off to try and talk to Black Thunder again.

"May I tell you something?" The brown mare asked, approaching the overly happy Lyra.

"What's on your mind?" The green mare replied.

"Black Thunder," Octavia began, "I've never seen him before, but he seems so familiar."

"Duh. He's practically a celebrity here in Equestria."

"That's not what I meant. I mean, I think I've seen him before... Before I lost my memory."

"It's possible. He's not easily forgotten after all."

"But... My memory of him is like him, but at the same time it isn't. Do you get what I'm saying?"

Lyra raised an eyebrow, "You're talking nonsense again. Look, I've got some things to attend to. Go talk to Trixie or someone."

"But she can't help!" Octavia objected, attempting to get Lyra to talk to her.

"Octavia, I'm a very busy mare and I can't waste my time listening to your strange feelings," Explained Lyra, her expression suddenly becoming serious, "I'm sorry, but that's how it has to be."

Octavia was about to object again, but Lyra left too quickly for her to do so. Just then, the brown mare felt a freezing-cold hoof lay on her shoulder, causing her to jump and yelp. She turned, discovering Black Thunder and Vinyl standing at his side.

"Oh, I'm sorry my dear," The stallion apologized, "I didn't mean to scare you."

"That's okay," Replied Octavia, "I... Guess I'm a bit jumpy."

"Thunder says he wants to talk to us in private," Vinyl explained, "He's got something really important to tell us! Do you know anywhere private we can go to?"

Octavia raised an eyebrow, "The beach is a good place. But why private?"

Thunder hesitated, "I'll tell you when we get there." He started to walk to the ladder, Vinyl flanking him happily. But when Octavia refused to come, the stallion turned and looked at her quizzically.

"Are you coming?" He asked.

"Uh..." Octavia hesitated, "Yeah, sure. Sorry."

As the three climbed up the ladder, Octavia's thoughts begin to race again. Why did she have mixed feelings about this stallion? It wasn't like he had done anything exceptional rude, other than push Vinyl away and act uninterested in her. She couldn't blame him for that though, for Vinyl was pretty clingy and annoying. And what was up with his ice-hooves? Octavia had felt some cold hooves before (mostly when Vinyl hugged her), but Thunder's hooves were unaturally cold. It was as if he soaked his hooves in ice water every morning.

Octavia shook the thought out of her head. Why was she concerned about the temperature of someone's hooves? She had to admit that the thought was weird, even for her. Maybe she was just too concerned about small things that bothered her and she was letting them get to her.

But why did this paticular stallion make her subconscious want to implode? There was just something... Something about this supposed hero that bothered her beyond relief.

---

Luckily, Octavia's thoughts stopped swarming by the time they reached the beach. Feeling the cool sand on her hooves soothed her nerves about the paticular stallion who stood before her. Unfortunately, as soon as the stallion spoke, her nerves returned.

"I love Ponyville," Thunder commented, feeling the sea breeze blow through his jet-black mane, "It's so much better than some places I've visited and been forced to live in. It only needs a few changes in order to feel like home..."

Vinyl harrumphed.

"Oh, oh!" Thunder turned to face the two mares, "Yes. Sorry for getting off track; I had a bit of a nostalgic feeling there. I only wished to have a little chat with you both."

"'bout what?" Asked Vinyl.

Thunder turned to Octavia, "I wanted to ask you about something. Where might you be from?"

"I don't know." Octavia said, careful to watch what she said around the stallion.

"She washed up on the beach a few days ago," Vinyl explained, "She had amnesia, so I decided to take her in as my best friend! We just became a rescue team not too long ago, and... Here we are!"

Thunder nodded, "I see. So may I ask you, have you been having... Visions recently?"

Octavia's blood ran cold, "How did you..."

"Trixie told me while I was setting my stuff down," Thunder answered quickly, "She thought that maybe I could answer some of your questions. Indeed, you are in someway, a seer. One that can see the past, present, and future."

"Cool!" Vinyl exclaimed.

"Your visions trigger when you touch something, or when you hear a certain word," Thunder explained, "I once had a... Friend who had your abilities. It can be a gift and a curse at the same time. You must be careful when telling others though, for some believe it is a form of dark magic. You could get in serious trouble if you disclose it to the wrong pony."

"Understood," Octavia replied with nod, "Is it possible to know what my visions mean?"

"Some visions are very vague," Thunder continued, "Offering little to no information of the past, present, or future. Some however, can be very informative."

Octavia nodded again, "Thank you for the info." She started to turn away again, but Thunder stopped her again by grabbing her shoulder. Octavia once again was bothered by how very cold his hoof was.

"You must use your powers for good," Insisted Thunder, "Help your friends at the Guild. Your visions could possibly determine the safety of your friends."

"I doubt that."

"You shouldn't doubt what you could be capable of."

"Oh oh!" Vinyl interrupted, "Do you have anything to tell me?"

Thunder raised his eyebrow, "No? Why?"

Vinyl's smile fell.

"Also, I have another question," Thunder began again, "I was going to ask the entire Guild this, but I wanted to ask you personally."

"Ooh really?!" Vinyl asked excitedly, jumping in front of the large stallion.

Thunder suddenly dropped his gaze, seeming slightly annoyed, "Never mind, I'll ask tomorrow. You can head back if you like." Without another word, he gently pushed past the two mares and headed up the beach.

"He's so epic!" Exclaimed Vinyl, "Don't you think so?"

Octavia didn't answer. She wondered how Black Thunder knew so much about her visions. He stated offhandedly about a friend he used to have that had the same powers, but he couldn't possibly know that much just from a friend.

"'Tavia?" Vinyl questioned, snapping Octavia from her thoughts.

"Oh, sorry Vinyl," The brown mare apologized, "Let's do like Thunder suggested and head back."

---

The rest of the night was rather uneventful. The Guild had dinner with Black Thunder, which Octavia didn't enjoy very much. For the whole entire time, the stallion spoke about his adventures and stories; adventures and stories Octavia found as another way to brag on Black Thunder's part. Vinyl was interested though, refusing to even eat while Black Thunder spoke.

After dinner, Octavia headed back outside for a walk through the town; and to clear her thoughts without Vinyl constantly interrupting her. She was still unsure about Black Thunder, for all the strange things she had seen him do had made her feel... Well, Strange. The problem was that she couldn't dislike him just for the strange feeling he gave her. Black Thunder had not done anything horribly wrong, he just made Octavia feel weird.

Her thoughts were interrupted by a familiar snooty voice.

"Hey Music Bu-... Octavia."

Octavia turned, discovering a familiar orange unicorn.

"What do you want, Sunset Shimmer?" The brown mare snarled intimidatingly.

"I came to apologize." Sunset replied. Why Lightning Dust nor Gilda were not beside her puzzled Octavia greatly, "For what I did the other day."

"Why do you even care?" Octavia questioned, "I thought your life goal was to get revenge on the ponies who wronged you."

"Yes, but you're not that pony," Sunset explained, the sound of sincerity in her voice, "In fact, for stealing your mission, I've come to make up for it."

"And just how are you going to do that?" Octavia refused to let up on her scowl.

"You see, me and my team recently found an unexplored area," Began Sunset, "Not even that 'big hero' Black Thunder has explored it yet. Unfortunately, the place was too tough for us, so I suggested that we tell you about it. Just to make up for what we did to you with the Zap Apple thing."

"Well, what is the place?"

Sunset glanced around before leaning in to whisper to the brown mare, "Toxic Fields."

"Toxic Fields? Sounds... Deadly."

"But there has to be tons of cool things there if it hasn't been explored," Insited Sunset, "Right? And you get a chance to show up Black Thunder."

"Why would I do that?"

"Hasn't he been a jerk to you and Vinyl? I know he was a jerk to us when we met him."

"Well, he's been kind of rude to Vinyl, but it isn't that big of a deal. Vinyl can be kind of annoying."

"I wouldn't stand for some jerk pushing my friends around though. I would expect that neither would you."

Octavia had to agree. Black Thunder had been rude to Vinyl, and seemed pretty full of himself. If she could show the Guild her mission of exploring an unexplored area...

"I'll leave it to you," Sunset interrupted Octavia's thoughts, "The Toxic Fields lie a few miles north of Ponyville. You'll know you're there by the smell."

"The smell?"

"Oh. I advise you bring a gas mask or something to plug your nose if you do go." Said the unicorn with an innocent smile before she turned tail and calmly walked away.

Since when does she like to help others? Octavia asked herself. Oh well, it couldn't hurt to go. So the place was beyond smelly? Then she and Vinyl wouldn't have to worry about dealing with any hostile creatures there.

With that in her mind, Octavia headed back to the Guild, completely unaware of the two mares and one gryphon snickering to themselves in a cluster of nearby bushes.

---

I apologize if this seems rushed. It only took me a few days to type it up so... I'm also sorry of the excessive amount of OCs (Black Thunder technically isn't an OC. You'll see what I mean in later chapters), but they're needed in order for the story to work. Anyways, I hope you enjoyed!

The next morning, Octavia didn't even wait for Trixie to come and wake them up. She shook Vinyl awake even though the white mare objected to it greatly.

"Whaaaaat?" Vinyl glared up at her friend while yawning.

"We're getting an early start today," Octavia explained, already heading for the door, "We're going to Toxic Fields. It's an unexplored area north of here and we're gonna explore it."

"Oh cool!" Vinyl exclaimed, immediately having a surge of energy that caused her to jump up, "It's completely unexplored?"

"Completely."

"Alright! Let's go!"

The two mares promptly dashed through the door and down the hall. No one else was awake this early as they dashed into the the main room.

"Where are you two going?" A voice questioned, stopping them from going up the ladder.

The Musical Mares turned, discovering a very tired-looking Lyra standing there. She had a horrible case of bed head and there were bags under her usual bright and happy eyes.

"Toxic Fields," Vinyl explained, "It's an unexplored area and we're going to explore it!"

Lyra yawned, seeming uninterested, "Ah... Cool... Well. Good luck with that."

Vinyl and Octavia immediately climbed up the ladder. Lyra didn't even have a second thought as she headed to the mess hall to grab a glass of water.

---

"I wonder why this place isn't explored." Vinyl thought outloud.

"It sounds pretty interesting," Octavia said with mild excitement, "I'm sure we're to find something of value. Maybe."

"Or if it's a field of toxic waste then maybe we'll get super powers if we jump in it!" Vinyl exclaimed.

"Vinyl, don't be silly."

"I'm not being silly! It's a proven fact that if you jump into toxic waste, you get super powers!"

"Well for the sake of our health, let's not jump into toxic waste."

"Fine."

The two walked on through the forest. As they trekked, they noticed that the trees began thinning out and there was an awful smell in the air.

"Here." Octavia gave Vinyl a clothespin.

"What's this for?" The white mare asked, staring at the clothespin with heavy curiosity.

"Apparently, the fields smell horrible; enough to cause a normal pony to pass out," Octavia explained, "We'll need these to plug our noses."

Vinyl took in the smell, "Well no wonder nopony's explored this area! It smells like week-old gym socks and rotten eggs matted up into carton of spoiled milk!"

"That's one way to describe it." Octavia chuckled.

They pinned their noses with the clothespin before they continued on. They noticed the grass around this area was an unatural black color, as well as the trees. It was as if the plants had been fried and discolored by something. They finally came to a hill overlooking something that neither of them expected.

"Whoa." Gasped Vinyl.

They could now see an entire field covered with large puddles of glowing green sludge. The grass and ground were completely black and the toxic waste had burned holes into the earth in some places.

"Looks dangerous." Said Octavia.

"But cool and full of treasures!" Vinyl added. She dashed down the hill, "Let's go 'Tavia!"

Octavia had an unsure feeling. Then again, the only danger was falling into the toxic waste which wouldn't be too hard to avoid. There couldn't possibly be anything living in such a lifeless wasteland filled with such a horrible smell and so much of the toxic sludge.

Right?

---

As the sun rose well over the horizon, the rest of the Guild was up and running. Black Thunder was knocking furiously at Lyra's door, a slightly worried look on his face. Lyra poked her head out the door, still looking rather tired.

"Oh. Good morning Thunder," She greeted with a yawn, "Is there something wrong?"

"I haven't seen the Musical Mares around this morning," The stallion stated, "Wherever might they be?"

Lyra yawned again, "They said something about going somewhere earlier this morning."

"But where?"

"How should I know? I was half asleep! I think they went to explore somewhere."

A scowl twisted its way onto Thunder's face, "Exploring?"

"Yeah," Lyra paused, "Oh! I remember now! I think they were going somewhere called the Toxic Fields."

Thunder's eyes widened in fear, "Toxic Fields?"

"Yup. Sounds like a place I wouldn't want to go to."

"Lyra! You should have stopped them from going!" Cried the stallion, grabbing Lyra by the shoulders and shaking her back and forth.

"Uh... Why?"

"Well, any other time of the month would have been fine!" Thunder explained, letting Lyra go, "Don't they know who visits every third Sunday of every month?!"

"Uh..."

Thunder growled, "I don't have time for this! I have to save them!"

"I'm still confused-"

But Thunder was already gone by the time Lyra had even managed to spit her sentence out.

---

"This place is disgusting," Vinyl stated, trying to avoid the puddles of toxic waste, "Who even dumped all this junk here?"

"I think it's always been here," Octavia replied, "Maybe it was stupid to come. I doubt we're going to find anything interesting."

"We can't go back now!" Cried Vinyl, "If we do turn back, and there is treasure somewhere out here, then we'll be missing out!"

"True, but what could possibly be out here?"

Vinyl hesitated, "No clue. But there has to be something out here."

The two continued on, avoiding puddles of toxic waste as they went. Vinyl started to gag about five minutes into the walk.

"Something wrong?" Questioned Octavia.

"The smell!" Cried the white mare, "It's getting through this clothespin! Not to mention, my eyes are starting to water!"

"Maybe we should turn back."

"Oh jeez, ya think?"

"Hey! You were the one who suggested we should keep going!"

"I didn't know the smell was going to be this bad!"

Octavia bit her lower lip to keep from punching Vinyl, "Fine. Let's head back."

But upon saying this, the ground below Octavia's hooves suddenly gave out, causing her to slide down the side of a hill. She caught herself before going over the edge of a small cliff. Looking down, she discovered about a thirty foot, vertigo-inducing drop into the toxic waste below.

"Vinyl!" She screamed as she started losing her grip on the edge.

"Hang on! I'm coming!" Vinyl yelled back. She carefully slid down the hill and to the edge which Octavia was hanging.

"I'm slipping!" The brown mare cried.

"Grab on!" Vinyl commanded, thrusting her hoof out to Octavia. She grabbed on, surprising Vinyl with how heavy she was. With all her might, the unicorn pulled her friend up onto stable ground.

Octavia breathed a sigh of relief, "That was close. Thank you."

"No problem," Vinyl dismissed before jokingly punching the mare in the shoulder, "It's not my fault you're a clumsy oaf."

"Ha-ha."

"I guess that's our cue to get the heck out of here," Suggested Vinyl, rubbing the back of her neck, "Let's just hope that's the only danger we run into."

Octavia's eyes suddenly widened at the sight of something behind her buddy, "Uh... Vinyl...?"

"Yeah?"

"Behind you..."

Vinyl froze. She slowly turned around, gasping as she did.

"Oh Celestia..."

---

"Thunder!" Lyra called after the stallion who was sprinting into the deeper parts of the woods, "Why are they in trouble?!"

Black Thunder didn't slow down, which forced Lyra to speed up in order to talk to him.

"Who visits the fields?! Tell me!"

Thunder panted something inaudible.

"What?!"

Thunder said it again a little louder, but through his heavy breathing, it was impossible to make it out.

"Speak Equestrian for Celestia's sake!"

"The changelings!" Thunder screamed, "And their queen!"

---

Vinyl and Octavia stared with mouths agape at the creatures who stood before them. It wasn't hard to figure out what they were, for their hole-filled bodies and fly wings gave it away. About a two dozen changelings stood before them, hissing and snapping their sharp fangs.

In front of the small army was a changeling that was easily distinguished from the others. This changeling was much taller and had an actual mane of greenish-blue, also filled with holes. Its horn was severely deformed and its eyes were bright green and slit. Large fly wings poked out from under the light green armor that the changelings wore, and a small tiara sat on the back of its head.

"And you are?" The large changeling spoke in a strange, echoey voice, apparently female.

Vinyl gently nudged Octavia foward, signaling for her to explain. The brown mare gulped before speaking.

"I'm Octavia. This is my friend, Vinyl Scratch. We... We were only exploring this land, not imposing or anything! So if we could just..."

The two started to slip away, but the group of changelings shifted to block their way.

"None of you ponies are allowed in changeling territory," The large changeling hissed, "Those idiotic Guardians promised us our own land where we can live without ridicule of ponies!"

"But we just-" Octavia started to object.

"Do not defy me, pony! I am the feared Queen Chrysalis, ruler and leader of the changelings! And as queen, I give my children the full permission to kill you for trespassing!"

"But if you just listen-!"

"Silence! You're in my land now, and I give the orders!" Chrysalis hissed, baring her sharp fangs, "Since you ponies refuse to keep your side of the deal, we'll use your dead carcasses as a warning to the others to never trespass in changeling territory again!"

"Is that a threat?" Vinyl challenged as she stopped hiding behind her friend. This surprised Octavia, for Vinyl was usually always his behind her when they faced a new enemy; especially one as intimadating as the changelings and their queen.

Chrysalis raised an eyebrow, "Why yes it is. But why should you care? You're going to die anyway."

A smirk wound its way onto Vinyl's face as she suddenly expanded her bass cannon. Octavia followed, drawing her cello bow and stepping foward.

"Then come and get us." Taunted Vinyl.

Hissing something in another language, Chrysalis ordered the changelings to charge at the two mares. Vinyl made no haste to blast about half a dozen with her bass cannon while Octavia took out a few with her cello bow and a few well-placed kicks. More changeling quickly replaced them, forcing Octavia and Vinyl to fight faster.

While her bass cannon was charging up again, Vinyl hit changelings with beams of magic. But it seemed to take hours before her bass cannon could be used to blast away the changelings. Octavia was doing her best to knock out changelings with her powerful kicks and cello bow, but the ones who were knocked out were quickly replaced by more.

"There's too many!" Cried Vinyl, blasting away more changelings, "We gotta get out of here before they run us over!"

Octavia didn't argue. She and Vinyl retreated, luckily able to escape from the changelings. Unfortunately, Chrysalis suddenly appeared in their path, trapping the two mares between herself and the other changelings. Octavia however, made a split second decision, grabbing Vinyl and rolling between the queen's spindly legs.

"Good thinking!" Vinyl commented, high-fiving the brown mare. Unfortunately, their luck ran out when they were suddenly enveloped in a green light that pulled them back to the changelings.

"You think you can escape that easily?" Asked Chrysalis, her horn glowing a bright green, "Certainly not without your lives!" She turned to her followers, "Now my children! Kill them!"

However, something interfered with Chrysalis' magic, forcing her to drop the two mares. She growled in protest as a gray blur jumped in front of Vinyl and Octavia, guarding them.

The queen snarled, "Black Thunder. So we meet again."

Thunder sniffed, "Unfortunately."

"Why do you dare enter the changeling territory again?"

"To protect these perfectly innocent mares from you. You don't realize the damage you could cause by killing them."

"You are the one causing damage!" Hissed Chrysalis, her horn glowing again, "Your attack on our original home left my children starving!"

"It was worth it." Thunder rebutted with a smirk.

This pushed Chrysalis to the edge. She screamed an order to her changelings, causing them all to zero in on Thunder and charge at him, fangs bared. The stallion didn't even flinch as his horn started glowing green.

When he did this, Octavia suddenly felt the temperature drop about ten degrees. This puzzled her, forcing her to watch the stallion closely. Black Thunder fired a seemingly weak green beam of magic through the small army of changelings. What they did next shocked both the mares; though they were in perfect condition, the changelings whimpered and ran, completely deserting their queen.

Chrysalis now looked tiny and pathetic without her followers behind her. She stood there, staring with mouth agape, for she couldn't believe that her own children had deserted her. She turned and hissed at Black Thunder, but the stallion's horn glowed again, somehow causing the queen to cringe.

"Take your moronic mares," Chrysalis growled, "You're all worthless to me anyway!"

With that, the queen took wing, leaving just Black Thunder, Octavia, and Vinyl. The stallion turned to the two mares with a worried look on his face.

"Are you okay?" He asked with heavy concern.

"Totally!" Vinyl cheered, "You just saved our lives in an epic way!"

Octavia didn't say anything, for she was too busy wondering how Thunder had scared off all those changelings and their queen with on puny blast of magic.

"What in the world urged you to come here though?" The stallion questioned, his concerned frown changing into a scowl.

"Octavia." Vinyl quickly blamed, pointing to her friend.

"I swear, I didn't know they were out here!" Octavia answered, "Someone told me this place wasn't explored, and I wanted to explore it!"

Thunder raised an eyebrow, "Who?"

Octavia hesitated, "Sunset Shimmer. She's the leader of another rescue team."

Thunder bit his lip with dissatisfaction, "I see... Well, the important thing is that you're okay. We need to get back to the Guikd before the changelings change their mind and attack again."

The stallion began to make his way out of the fields, Vinyl and Octavia flanking him. Octavia however, had that strange feeling again. Her suspicions of the "greatest solo rescuer in Equestria" were rising again. This time, it wasn't just a feeling though, because she saw something strange with her own eyes.

She swore up and down that while the stallion was using magic, his eyes were glowing a complete green.

---

Once again, I apologize for this seeming rushed. I certainly didn't mean for it to feel so. *insert facepalm here*

After the big fight with the changelings, Thunder, Vinyl, and Octavia met up with Lyra, who had decided to wait at the edge of the fields. They promptly headed back to the Guild as night began to fall. They decided to keep their little skirmish with the changelings quiet so that they wouldn't have to answer a bunch of questions. Vinyl wouldn't stop thanking Thunder for saving her life, which seemed to annoy the stallion greatly.

Octavia however, was quiet the walk back to the Guild. She couldn't get over the fact that Thunder was able to scare away all those changelings with one small beam of magic. No normal stallion could do such a thing.

Unless he isn't normal, her conscious echoed back.

No, he's perfectly fine, Octavia argued with herself, It's not like he's some monster. He's just... Strange. That's all.

"'Tavia?" A voice broke through her thoughts.

Octavia looked up, realizing that she had stopped walking, for Thunder, Lyra, and Vinyl were a few paces ahead of her.

"You okay?" Vinyl asked. Both she, Lyra, and Thunder shared the same, concerned look.

"Yeah," The brown mare lied, "I'm fine. Let's keep going."

They continued on, Octavia staying a few steps behind them. Lyra and Thunder had struck up a conversation. She could hear their talk, but couldn't make out most of what Thunder said.

"Where?" Lyra replied to an inaudible question made by Thunder.

"I'll explain more when we get to the Guild," He said, "I came here because I need help."

"That really answers my question."

"You'll understand once we return."

Octavia narrowed her eyes at the stallion. What help could the "greatest solo rescuer in Equestria" need with a bunch of run-of-the-mill rescue teams?

They finally came upon the Guild. As they climbed the hill, Thunder pulled out a crumpled up piece of paper that had something pictured on it. Unfortunately, Octavia couldn't see what was on it before the stallion quickly shoved it out of view. They descended the ladder, coming out in the bottom floor. Luckily, every member was still up and running, which Lyra took the chance to call a meeting by whistling loudly. The other members quickly gathered around them, fortunately not asking about there whereabouts for the past few hours.

"Guild members!" Lyra announced loudly, "Thunder has an announcement he would like to make. Please give your full attention to him as he asks you all a big favor."

Thunder stepped up, clearing his throat as he did, "I did not just come to visit you. I've come on the account of an important matter, concerning the safety of ourselves and Equestria. I've been on the tail of a dangerous criminal who wishes to bring about the fall of Equestria."

Nervous muttering broke out among the members. Lyra silenced them by loudly stomping her hoof on the floor.

"It seems as if this criminal is targeting our most precious form of protection," Thunder continued, "He has been traveling around Equestria, stealing the Harmony Gears right from under the Guardians' noses. He has already stolen the Gear of Loyalty and the Gear of Laughter."

The memory of Octavia's dream a few nights ago suddenly surfaced. She remembered seeing a stallion knock out Rainbow Dash and steal a glowing light away from the lake. Was that perhaps the criminal stealing a Gear?

"Already, Spectrum Mountain and Candy Cave have fallen into chaos without their Gear to protect them. I fear that he may just target the other four Gears too." "Who is he?" Asked Minuette. "I believe his name is..." Thunder hesitated, "Whooves."

Immediately, Octavia's vision cut out. Images of a brown stallion with an hourglass on his flank flashed by for milliseconds at a time. The last one wasn't an image at all. It was in Octavia's point of view, and it was a vision of the unknown stallion helping her up after apparently falling. Before her vision returned to normal, the stallion winked at her and cheered a word Octavia that she almost couldn't make out.

"Allons-y!"

Her normal vision returned with a blast of heat, startling her back into reality. It seemed as if her vision had only lasted a millisecond, for she still stood with the other Guild members who were still staring at Thunder intently. The stallion pulled out the same crumpled piece of paper Octavia had seen him pull out earlier. He held it up for all to see, and the brown mare caught her breath.

It was a clear photo of the same exact stallion in her vision. He appeared to be running away through a dark landscape with something glowing blue in his mouth.

"This is the criminal," Thunder explained, "I was following him to Ponyville when I came upon the Guild here. I know I can't catch him alone, which is why I'm asking for your help, members of Lyra's Guild for rescuers."

The Guild members exchanged glances. One by one, they each raised their hooves and called out.

"We're in!" Minuette called, holding up her hoof. Lucky followed his friend's example and also raised his hoof.

"Trixie will gladly help." Trixie said in her usual condescending way.

"Me and Derpy are ready!" Carrot Top called, seeming to forget about her injury.

"Let's kick bad guy butt!" The three Cutie Mark Crusaders cheered.

Vinyl raised her hoof, "Count the Musical Mares in!"

Octavia was slightly reluctant, but she raised her hoof as well.

"All of the Guild is in," Lyra finished with a nod, "Including me and Bonbon."

Thunder gave a satisfied smile, "Excellent. I'm thankful for your help. I believe Whooves is going to strike the Compassion Forest next and steal the Gear of Kindness. He is very dangerous and clever, and I'm not sure if Fluttershy's animals can keep him from getting to the lake. I'm not even sure if Fluttershy herself can hold him off for long. At least we can help her and prevent Whooves from getting the Gear of Kindness."

"That's quite a long journey," Lyra stated, "We'll have to make sure we're fit for such a trip."

"Yes indeed," Thunder agreed, "We'll have to climb over Mount Horn and through the Butterfly Grove in order to get into the deeper parts of the woods. The grove there is also very foggy, so it will be difficult to find the entrance to the deeper woods of Compassion Forest."

"We'll gladly go," Lyra replied, "If it means saving Equestria from darkness and chaos, we'll follow you wherever you go."

Thunder nodded, "Very well. Pack your necessities tonight, and we'll head out tomorrow."

And with that, the group was dismissed to their rooms to pack.

---

"Vinyl?" The brown mare asked as she put her hygiene items into a small bag.

Vinyl turned from putting her compacted bass cannon into her bag, "What's up?"

"Have you ever had... A serious case of Déjà Vu?"

"Sometimes. But it's usual just a funny feeling. Why?"

"Because, I've seen that stallion before. I think I may have known him before I lost my memory."

"Octavia, that guy's a criminal!" Cried Vinyl, "Please don't tell me you were a criminal too before you lost your memory?"

"No, I'm pretty sure I wasn't." Assured Octavia. She rubbed her head in pain, "But... I had a vision when Thunder said his name. He... He was helping me up after I fell. He said some word, I don't know what it means but..."

"What did he say?" Vinyl questioned, suddenly becoming interested.

Octavia paused, "Allons-y."

Vinyl stared at her with a confused look, "Allons-what?"

"Allons-y."

"What the heck does that mean?"

"I don't know. It could possibly be another language."

"Well, whatever it is, I'm sure it means something evil!" Vinyl slammed her bass cannon down in anger, "Who does Whooves think he is? Stealing our only means of protection! He lives in Equestria too!"

"There could be a reason, you know." Octavia suggested, trying to defend Whooves, though she wasn't sure why.

"Yeah, to destroy Equestria!"

"He could be working for a higher power. Maybe some truly evil villain forced him to steal them."

Vinyl glared at her friend, "Why are you defending him? You've never even met the guy!"

Octavia's gaze dropped to the floor, "I don't know. He... He just doesn't look evil."

"Neither does Sunset and her cronies, but they tricked us and almost got us killed."

Octavia refused to reply, ending their conversation. There was just something about Whooves that just wasn't... Evil. Even though she had only seen him in a vision, there had to be a reason for the vision and why he helped her up.

"I think I've got everything," Vinyl broke silence, "I'm gonna hit the hay. You almost done?"

Octavia hesitated, "Yeah. Let's get to bed. We've got a big day ahead of us."

And some more questions to answer, She thought to herself.

---

Trixie woke the Musical Mares bright and early. As soon as she did, Vinyl and Octavia grabbed their saddlebags and headed into the mess hall where everyone else was gathering. Apparently, it was Muffin Monday, for Derpy had about ten muffins piled onto her plate and was busy cramming them into her mouth. The Musical Mares took a seat in their usual place between Minuette, Lucky, Carrot Top, and Derpy.

"I'm beyond excited!" Minuette cheered, "We're going on an expedition with the Black Thunder to save Equestria! When will we ever get another chance like this?"

"It's going to be amazing!" Carrot added, "That Whooves character won't know what hit him when we stop him from stealing the Kindness Gear!"

"Muffins!" Derpy cut in, shoving another muffin in her mouth.

"I can't wait to kick his butt for stealing the Gears," Vinyl replied, "What a jerk! The Gears are our only means of protection. How could he just... Steal them?"

"Well I want to teach him a lesson just as much as the next guy," Put in Lucky, "But Thunder said he was incredibly dangerous and clever. He could get away if we aren't smart enough."

"That's certainly not going to happen," Minuette argued, "There's many of us and only one of him. Not to mention, we've got the Guardians on our sides. What could possibly go wrong?"

Octavia stayed out of the conversation all together. She didn't feel like putting in her opinion about Whooves, mainly because she didn't have one. That vision had bothered her all night and it made her think differently. What if Whooves had a reason to steal the Gears? What if he was doing it for his own safety, or the safety of someone he cared deeply about?

What if he isn't as evil as he seems? A voice echoed in the back of Octavia's mind.

The brown mare shoved the thought aside. She tried to focus on her muffin, but had completely lost her appetite and decided to give it to Derpy instead. She buried her face in her hooves, ignoring what her friends had to say. Vinyl noticed this immediately as she scooted closer to her friend.

"Something wrong 'Tavia?"

"Tired." Octavia replied, staring with confusion at the table.

"Seems to be a bit more than that. It's that vision that's bothering you, isn't it?"

"Partly." Octavia wanted to add her mixed feelings about Black Thunder, but kept that to herself.

"Well, you got to eat something," Vinyl insisted, handing Octavia a blueberry muffin, "We have a huge day ahead of us. Who knows when we'll get the time to eat again."

Octavia sighed, reluctantly picking up the muffin and taking a bite into it. Even though her mind was telling her not to eat it, her stomach was objecting loudly to this command with growls. She would be starving by the time they ever got to eat again; so she made the right decision and ate the muffin.

After they had all finished their breakfast, they met Lyra, Bonbon, and Black Thunder outside the Guild. When everyone was outside, they began the trek into the woods with Thunder leading them.

Vinyl stayed up front with the crowd, talking and joking around; basically being the life of the party. Octavia however, hung back, attempting to process her mixed-up thoughts without the interruptions of others. Unfortunately, she was interrupted anyway by a familiar, condescending female voice.

"Trixie senses some woes in you, Octavia."

Octavia glanced up, discovering Trixie had fallen back with her to walk beside her. The brown mare simply stared at the ground, refusing to meet Trixie's gaze.

"It's nothing," She lied, "You should be hanging out with Vinyl and the others, not worrying about me and my thoughts."

Trixie rolled her eyes, "Bonbon told Trix-... Me to come check on you. And to actually listen and not talk in third pony."

"You're not talking in third pony for me? That actually shows you care for someone other than yourself, Trixie."

"Don't get used to it," The blue unicorn warned, "Now tell me, what in the world is troubling you so much?"

Octavia hesitated, "When Black Thunder mentioned Whooves yesterday, I had a vision about him. He helped me up after I fell and said... Allons-y."

Trixie raised an eyebrow, "So?"

"That has convinced me that maybe he isn't as evil as he seems. Maybe... Maybe there's a reason he's doing this."

"Is that all that happened?"

"Yes."

Trixie's ears twitched a little, "You can't go by something from such little information. Even you should know that."

Octavia ignored the small insult, "But... It... It feels like I've known him from another time... Another place... I don't know, but it's hard to explain in words."

Trixie didn't say anything for a long time, "I don't know what to tell you."

Octavia's ears drooped.

"But perhaps when we reach Compassion Forest, Fluttershy may know something about it; what with her Alicorn wisdom and all. You should ask her, if she even bothers to come out."

The brown mare nodded, "I think I will do that. Thanks Trixie."

Trixie perked up upon hearing this, "Great! Now Trixie can go back to being her Great and Poweful self and not her Kind and Caring self!"

Octavia felt slightly offended as Trixie galloped ahead to join the others. Vinyl was telling the other Guild members about a party she once had back in Manehattan. The brown mare tuned the story out, still processing her thoughts. She decided she would talk to Fluttershy about it, and maybe her supposed 'Alicorn wisdom' could help her out.

As they walked, Octavia became even more zoned out that she didn't even notice the large, pointed mountain coming into view over the trees. Only when Vinyl elbowed her in the ribs did she look up and gasp.

"That mountain makes Hoofington look like a hill." Octavia stated.

"Yeah," Agreed Vinyl, "Not looking foward to climbing it."

About ten minutes passed before they came to the foot of the mountain. Up close, it seemed even larger as Vinyl craned her head back to look at the top. Black Thunder trotted up to her side and also looked up.

"A magnificent work of nature," He said, "I've climbed this rugged mountain a-many times. It's worth it when you get to the top and can see all of Equestria."

"I can barely even see the top," She complained, "Can't we just go around it?"

"No time," Thunder replied with a slight scowl, "The woods around these parts are very thick and will take forever to chop through. The fastest way is up Mount Horn."

Vinyl sighed, "Well, you're the expert. You're probably right."

Thunder nodded solemnly, "Of course I am."

Octavia scowled at the stallion. That comment made her sure that he was full of himself; maybe even up there with Trixie.

The expedition continued on, climbing the mountain up to the top. The sun was now high in the sky and the ponies were beginning to feel it. Octavia started to feel faint and drank some water, only to find out that her water bottle wasn't in her bag. She looked up ahead at Vinyl and discovered that she had stolen it and had already drank almost all of it.

Throw in a celebrity and even your supposed friend ignores you, Octavia thought resentfully. She knew Vinyl wouldn't purposely steal her water and drink almost all of it. It was because the unicorn was so caught up in Black Thunder to even care about her true friend.

And after all I've done for her...

Octavia mentally slapped herself. What was she thinking? Why was she being so hateful for one little mistake that Vinyl had made? Not even she, an incredibly deep thinker, would dwell over such a small mishap.

What's wrong with me?

They continued to ascend the mountain, Octavia now completely pushing any hateful thought away. However, it was strangely difficult. It seemed as though the resentful thoughts were trying to push their way into Octavia's mind. No matter how hard she tried, she thought of other reasons to hate her only friend who had been there in her most confusing hour.

These thoughts weren't hers.

---

A couple hours had passed before they finally reached the peak of the mountain. Octavia's legs were about to give out from the climb until the ascension leveled out. Upon reaching the peak, the ponies gasped, seeing the miles and miles of Equestria's land; the forests, other mountains, plains, and even a desert off to the west. Vinyl stood next to Octavia, taking in the sights.

"This is amazing," Breathed Vinyl with pure awe, "Hey Thunder! Is that Butterfly Grove down there?" She pointed to a small forest at the foot of the mountain. Both mares could see a large amount of activity in the forest, most likely to be animals.

The large gray stallion approached the two mares, looking to where Vinyl was pointing, "Why yes it is. You can tell by all the wildlife."

"What about that desert over there?" Vinyl asked, now pointing to the sandy, barren landscape.

"Dead Mare's Desert," Thunder answered, "If you keep walking west, you'll end up in Applejack's land, Orchards of Honesty. You'll know by all the apple trees."

"In a desert?"

"It's protected by its Gear. That's how the apple trees are capable of growing in a desert."

Vinyl pointed to a dreary, completely gray mountain to the east, "And what about there?"

Thunder bit his lower lip, "That's Spectrum Mountain, Rainbow Dash's domain."

Vinyl's ears laid flat against her skull, "Oh. Is it gray because of-?"

"Yes. Because Whooves stole the Gear of Loyalty, Spectrum Mountain has fallen into chaos, darkness, and confusion. It's usually very colorful and quite a sight to see, though."

It was actually quite heartbreaking to see the gray mountain in the colorful land. Even the sky around the mountain seemed gray and confusing.

"Imagine if Whooves gets his hooves on the other Gears," Thunder said with heavy sadness, "This beautiful land will be dark and barren. Dangerous villains who have been banished in the past could possibly return also."

"Like who?" Questioned Vinyl.

Thunder shook his head, "I'd rather not dwell on that. Let's just say, monsters who make Queen Chrysalis and the changelings look like amateurs."

Vinyl and Octavia exchanged surprised glances. If there were monsters out there that made Chrysalis look pathetic, the two certainly didn't want to meet them.

Thunder glanced up at the sun, "Evening is approaching. We need to keep moving in order to set up camp in the Grove."

Vinyl groaned, "Now we have to go down?"

Thunder shot an intimadating glare at the unicorn, "Yes, my dear. But going down is easier than going up."

"Yeah!" Lyra agreed, speaking up after being silent for so long, "Don't be such a negative Nancy, Vinyl Scratch!"

"I'm not!" Vinyl objected, "It's my legs that are negative!"

"I don't mean to butt in," Octavia spoke up, "But... Negative Legs?"

A couple snickers and chuckles came from the Guild members. Even the super-serious Black Thunder laughed a little. Vinyl however, was unamused as she pulled her spikey blue mane over her eyes.

The expedition continued on, beginning their descent down the mountain. Not surprisingly, it was much easier to go down than up, causing Vinyl to become even more embarrassed by her complaint. It only took about an hour to reach the foot of the mountain, right at the edge of Butterfly Grove.

The name was fitting, for multicolored butterflies fluttered among the bushes and trees. Flowers of many hues bloomed in places that wouldn't normally be possible for normal flowers. Small animals could be seen moving among the bushes, wary of the newcomers.

"This place is gorgeous," Vinyl stated, "I could stay here!"

Octavia heard Thunder mutter something inaudible, but definitely resentful, under his breath. Her suspicions rose again.

"Do we camp here?" Lyra questioned.

Thunder nodded to the mint-green unicorn, "Yes. The animals won't attack us if we stay on the edge of the forest."

"Attack?" Questioned an unsure Minuette.

"Fluttershy's animals are hostile to ponies who they don't recognize or don't trust." Thunder replied. He rubbed his left foreleg, as if there was a fresh wound on it, "I learned that the hard way."

With severe wariness of the forest edge, the expedition set up their tents. Lucky gathered the firewood while Minuette gathered up rocks to make the fire and Octavia were having difficulties pitching their tent. In fact, Vinyl had gotten tangled up in the ropes and had a stake caught in her mane.

"You guys need help?" Asked Derpy as she trotted up.

"Apparently so." Octavia replied, though she wasn't sure how Derpy could help with her clumsy nature.

"Hang on." The gray pegasus said, trotting over to Vinyl. She had the unicorn untangled in the blink of an eye. As quickly as possible, she pitched the tent in speeds that were superhuman fast. Vinyl and Octavia's mouths hung open, seeing that the not-so-impressive pegasus had put up the tent in less than five seconds.

"Ta-daaaa!" Cheered Derpy, showing off her achievement, "I used to go camping with my family all the time. I was always the fastest at putting up a tent!"

"That explains it." Said Vinyl.

By the time the sun was completely below the horizon, the tents had been pitched and the fire was going strongly. The expedition had gathered around the fire pit for dinner; roasted apples and marshmallows. Lyra suggested that Black Thunder should tell more of his stories, which he gladly did.

Octavia, once again zoned out, for she didn't find Thunder's stories very interesting. Instead she focused on the forest, which still seemed colorful even after dark. Then something peculiar caught her eye. There was a small, white rabbit sitting at the edge of the forest, completely fearless towards the large group of ponies. It appeared to be waving her over, as if to say Get over here! What was even more peculiar was that it seemed frustrated and unamused; Octavia knew rabbits couldn't make facial expression.

Or at least normal rabbits.

The rabbit jumped up and down, giving signals as to come over. Seeing that it desperately wanted her, Octavia gently elbowed Vinyl Scratch in the side.

"I think I'm going to hit the hay early." She said.

"'kay!" The unicorn replied, patting the mare on the back, "Sweet dreams, 'Tavia!"

Octavia quietly left the circle, pretending to go to her tent. At the last moment though, she took a detour and headed towards the rabbit who was still waiting for her.

"Can you be any slower?" A surprisingly strong male voice echoed in Octavia's head. The mare froze, immediately drawing her cello bow and turning her back to the rabbit.

"W-who said that?" She questioned the darkness.

"Behind you, moron." The voice said again. Octavia turned, looking down at the rabbit.

"You... You can talk?"

The rabbit rolled his eyes. The voice spoke again, but the rabbit's lips didn't move, "Technically no. My buddy Fluttershy gave us animals the ability to think to you ponies whenever we're in her domain. Duh."

"That's... Cool?"

"Not really, considering I can't say my true answers to your stupid questions without censorship," The rabbit said, "Anyway, name's Angel Bunny. I hate the name, but it's what Fluttershy calls me. Octavia, right?"

"Yeah. How'd you know?"

"I've been spying on your camp, obviously," Angel replied, crossing his little arms in front of his chest, "I've been waiting to get a chance to talk to you. I know all about your quest to stop Whooves and save Equestria, blah blah blah. Look, it's really difficult to get to Compassion Forest through Butterfly Grove. It's practical impossible, really. I'm here to help you of course."

Octavia scrunched her nose, "Why me?"

Angel rolled his eyes again, "Because I know a good pony when I see one. You've got a good heart, I know that. Not like that Black Thunder guy."

"What's wrong with him?" Octavia asked, curious as to what the rabbit thought of him.

Angel gagged, "The guy smells! I don't why the 'greatest solo rescuer in all of Equestria' would reek of pure evil! It's like... Like he spends his day rolling around in dead villains or something! I can smell him from here even!"

Octavia cocked an eyebrow, "Angel, who is he really?"

"How should I know? I just know the guy smells horrible."

That was a huge warning sign to Octavia. Animals could indeed sense who was good and who was bad. If Angel did smell what Black Thunder truly was...

"Well, how do we get to Compassion Forest?" She asked.

"Follow me." Angel replied, hopping further into the woods. Octavia hesitated, causing Angel to turn around and begin tapping his hind foot.

"My friend might think something happened to me." She stated.

"Bring her with you then!" The rabbit said, showing obvious impatience.

With heavy confusion, Octavia trotted close to the camp site, but not close enough for them to see her. She threw a small stick at Vinyl's back, getting her attention. The unicorn turned, and Octavia took this chance to wave the unicorn over. Vinyl quickly excused herself and trotted over to the mare and the rabbit.

"What's wrong?" She questioned, "I thought you were going to bed."

"I was, but Angel here tells me that it's difficult to find the Compassion Forest," Octavia explained, gesturing to the rabbit, "And for a heads up, he can talk."

"He can what?" Vinyl asked.

"I can talk, dunderhead." Angel corrected with a scowl.

Vinyl's mouth dropped open, "Okay... I'm just not going to ask..."

"Alright, let's go." Angel insisted, hopping off into the forest. Vinyl and Octavia had no choice but to follow him and galloped deeper into the woods.

As they went, thick fog began to set in, making it difficult for the two mares to see the rabbit. Somehow, the trees and bushes moved aside for them, as if they wanted them to pass through. Either that, or Angel had some mystical power that he wasn't letting them on to. Animals in the trees chattered, chirped, and barked at them. Octavia could make out some of them saying: "Those ponies must be trustworthy!", or, "Angel's leading them to the Compassion Forest! That's a huge honor!"

They continued on for about a half of a mile before Angel forced them to stop. They were now standing in a clearing of the forest, where a small stone obelisk sat in the middle. The fog was so thick, it was almost impossible to see anything now.

"What now?" Questioned Vinyl.

A snicker came from the rabbit, "Sorry. I'm not allowed to help you here. Ponies have to figure it out for themselves."

"Well we certainly can't go any further," Octavia stated, "It's too foggy. We'll get lost easily."

"There's a puzzle here," Angel explained, "Well technically it's not a puzzle, but you have to figure it out if you wanna keep going."

Vinyl scowled, "You brought us all the way out here to solve a puzzle?"

"No. I brought you all the way out here to meet Fluttershy. But you'll prove your worth if you can solve the puzzle."

Vinyl and Octavia exchanged confused glances.

"There's just that stone thing right there," Said Vinyl, "Is that the puzzle?"

"Maybe," Angel replied, "I'm not going to say anything."

The Musical Mares slowly trotted over to the small stone obelisk. For a few minutes, they examined and felt it. Nothing peculiar or strange was found.

"It's just a rock!" Cried Vinyl, "How the heck are we supposed to solve it if it's just a rock?!" She blew a piece of her mane out of her eyes, "This is stupid. I'm heading back to the camp."

Just as Vinyl was about to walk away, Octavia pressed something, causing the stone to click. The earth around them shook only one time before the fog was suddenly lifted. The entrance to Compassion Forest could clearly be seen now; two trees formed an arch into an even more colorful and lively part of the forest.

Vinyl hesitated, "Uh... Way to go Octavia?"

"Hey! You actually figured it out!" Angel said sarcastically, "But I can't go any further than this. It's my duty to protect this place. I can't let your buddies back there pass; especially Smack Blunder."

"Black Thunder," Vinyl corrected, "And why not? Black Thunder's the greatest solo-"

"Pure lies," Angel snarled, "If only you could smell the truth. Now go! I doubt Fluttershy's going to wait forever, because Princess Molestia knows I wouldn't!"

"Celestia." Vinyl corrected again.

"Whatever! I can't keep your stupid pony names straight!"

The two mares exchanged glances again before heading through the archway into Compassion Forest.

As soon as they set foot in Compassion Forest, Vinyl and Octavia experienced an amazing feeling of pure peace. In fact, Vinyl even admitted she felt like helping all the old ladies in the world across the street. It was as if they had suddenly been filled with all the kindness in the world.

"This place is amazing," Vinyl breathed, "I can't imagine it like Spectrum Mountain, all gray and dreary and dark. We gotta stop that jerk face."

Octavia nodded solemnly, "I agree."

Vinyl paused, "Why did Angel object to Black Thunder coming?"

Octavia looked at the ground, "I don't know. But he told me that he smelled pure evil and that he couldn't allow him into the forest."

"Impossible!" Vinyl growled, "Black Thunder is the greatest solo rescuer-!"

"Vinyl, I really don't want to hear about it anymore. I've grown sick of this whole 'greatest solo rescuer thing'."

Vinyl looked hurt, "Octavia, you can't possibly agree with that stupid rodent!"

"Maybe I do!" Octavia snapped, "I haven't trusted him since the day he arrived! I don't know, there's just... Something about him that gets to me."

"He can't be pure evil," Vinyl argued, "Or else he wouldn't be doing all those heroic things. Angel must be smelling wrong."

"Let's stop talking about it," Octavia insisted, "Instead, let's focus on getting to the Kindness Gear before Whooves does."

Vinyl dropped her gaze away from the brown mare, obviously very frustrated. The unicorn couldn't believe that Octavia would diss Black Thunder. The thought made Vinyl almost want to punch Octavia in the gut, but because of the strange kindness that the forest radiated, she decided against it.

"Look, all I'm saying is that maybe... Maybe we should just not be very trusting of him for the time being." Octavia spoke up.

Vinyl didn't say anything, ending the conversation completely. They continued on. Octavia would occasionally hear the rustle of leaves due to fleeing animals, but the forest was surprisingly quiet. Vinyl had found a pebble and wouldn't quit kicking it around. There was a tense feeling in the air between them, making Octavia feel severely awkward. Luckily, it seemed to die down as they walked on, most likely due to the magic in the forest.

"Octavia?" Vinyl questioned, breaking the silence.

Octavia didn't answer, but simply looked at the unicorn.

"What do you think Black Thunder meant by worse monsters than Chrysalis? I don't think you can get much worse than that."

Octavia looked down, "There's a lot of horrible creatures in Equestria. I don't know all their names, but there are."

"Shouldn't the Harmony Gears protect us though?"

"They can't if Whooves keeps stealing them."

"So would that mean all those horrible creatures that the Gears hold back... Could really come back again?"

Octavia's ears lowered, "Possibly. Let's just hope we never have to come face to face with them."

"If we do become a legendary rescue team, we might not have a choice."

"Vinyl, unless we save the world from certain destruction, we'll never be a legendary team."

"Don't speak too soon. If we can stop Whooves, we might become legendary. After all, the Gears are Equestria's major protection."

Octavia didn't reply, wanting to end the conversation. As they walked on, the forest begin to thin out into a huge clearing. This part of the forest was possibly the most beautiful of it all. The evergreen trees formed probably the largest circular clearing that the two mares had ever seen. A crystal clear lake sat in the middle, and something was glowing green underneath it, seeming to make the trees and grass even greener. Beautiful flowers of all kinds bloomed at random as butterflies and bees floated and buzzed around them. Birds tweeted in the trees, despite the nighttime hours, and small animals scurried in the bushes around the clearing.

"Whoa," Vinyl breathed, "Even more beautiful than the other parts of the forest!"

For a moment, Octavia forgot everything that had been bothering her; Black Thunder, Whooves, everything. The area was just that gorgeous and filled with kindness to make the stressed mare forget everything. In fact, she felt like staying here forever, napping among the flowers and , an unfamiliar voice interrupted her peaceful thoughts, reminded her of her mission.

"H-hello."

---

Black Thunder quietly padded around the campsite after everyone had gone to bed. He acted as a sentry, keeping a watch out for anything unusual or dangerous. The stallion walked the perimeter, scanning the forest with his bright green eyes before coming to the Musical Mare's tent. Thunder knew it was rude, but he peeked through the mesh door of the mare's tent, just to see if they were sleeping well.

Their sleeping bags were completely untouched. Neither Vinyl nor Octavia were to be seen.

Thunder began to panic until he saw two pairs of hoofprints leading away from the tent and into the woods. His panic turned to fury as he began to quickly follow the prints.

"Those accursed Guardians..." He snarled under his breath.

---

Angel paced nervously at the stone obelisk, thinking things that wouldn't have earned him a spanking if he said them outloud.

"I don't get paid enough to do this job," He muttered, "Good gosh, if I have to keep this guy out of Compassion Forest, we're going to be in so much trouble."

Just then, Angel turned, discovering the same gray stallion that he had just been talking about galloping towards him. The stallion was about to effortlessly run past the rodent, but Angel stepped in his way.

"A-hem," The rabbit growled, "Where do you think you're going, Smack Blunder?"

Thunder wasn't surprised that the rabbit could talk. He was however, a little irritated that the rodent wouldn't let him pass.

"My friends went in there," He stated, "I must go after them."

Angel laughed, "You're funny! If you think I'm going to let you -a guy who smells like Death itself- pass, you must be crazy!"

This made Thunder slightly worried, "Don't you dare..."

"Yeah dude, I know you're not who you say you are. I ought to bring you to Fluttershy, but she'll only punish you with a sixteen minute time out. Me and my buddies however..."

The sounds of rustling bushes and growling animals began to echo through the surrounding area. Thunder saw maybe one hundred angry, beady eyes staring out of the bushes at him.

"We don't believe in light punishment," Angel said with a smirk, "Get 'em, boys!"

---

Standing before Octavia and Vinyl was a delicately beautiful Alicorn with a daffodil-colored coat and a silky light pink mane. Her wing were currently pulled in and her horn could barely be seen above her long mane. She had deep, sea-green eyes that were filled with kindness and a golden necklace encrusted with three butterflies. Her cutie mark was of the same butterflies.

"Fluttershy." Vinyl said with heavy maturity. She bowed her head out of respect, forcing Octavia to do the same, "It's an honor to meet you for the first time."

The yellow Alicorn didn't say anything for a few seconds, "Oh... Um... I'm not used to having company. I'm sorry this place is such a big mess..."

"Mess?" Vinyl questioned, "Fluttershy, this place is beautiful! The other Guardians should be jealous of you!"

Fluttershy giggled a little, "Thank you. You're here because of Whooves, aren't you?"

The two Musical Mares exchanged glances.

"Yes," Vinyl answered, "We wanted to help you fend him off. He's supposed to strike here next."

Fluttershy still refused to look at them, "Oh... Thank you. I don't know if I could protect the Gear from that meanie by myself. You are a really big help. You're Vinyl Scratch and Octavia, right?"

"That's us!" Replied Vinyl with a smug smile.

"Well, you know it probably wouldn't have been such a big problem if my animals didn't desert me," Fluttershy said, derailing the subject, "I've tried calling them, but they won't respond. They might have found Whooves already and have gone to attack him."

Vinyl and Octavia stepped towards the edge of the lake to get a closer view of the Kindness Gear. Right in the middle of the lake was the source of the green glow; a gear-shaped relic that seemed to fuel the surroundings with power.

"That's the Kindness Gear," Fluttershy explained, "Without it, the forest here would die and fall into darkness. It, and the other five Gears keep Equestria in order and protect it."

"And Whooves wants to ruin it." Vinyl stated blankly.

Fluttershy's ears lowered submissively, "Unfortunately."

However, their conversation was interrupted when something rustled in the bushes, causing all three mares to tense. A stallion approached slowly out of the shadows, causing Octavia's heart skipped a beat. He looked just as he did in Thunder's picture of him. Light brown coat, dark brown mane, light blue eyes, and an hourglass marking his flank. No doubt about it, it was Whooves.

Fluttershy stepped foward in front of the Musical Mares, spreading her wings to protect them.

"If you think you're going to take the Kindness Gear, you've got another thing coming, mister!" Fluttershy snarled, surprising the Musical Mares with her sudden mood swing.

Whooves stared straight through Fluttershy and right at Octavia, making the mare's blood run cold. But for some reason, he wasn't glowering at her; the stare was more pitying than resentful.

"I'm sorry." He said in what sounded like a Trottingham accent. He lunged at Fluttershy, completely surprising her. With one might blow to the head, he already had the Alicorn out cold, lying on the forest floor.

Octavia and Vinyl went on defense, the brown mare drawing her cello bow and the white mare expanding her bass cannon. Whooves wasn't scared though, for he simply took out a strange, futuristic gadget that he pointed at both mare's objects, causing Vinyl's bass cannon to malfunction and Octavia's bow to break in half, leaving them defenseless. The stallion simply pushed past them, jumping into the lake and swimming towards the Kindness Gear, now completely unprotected.

"No!" Cried Vinyl. Immediately, the green glow from the lake flickered once before cutting out completely. That was when its absence began to affect the surrounding forest. From the very bottom of the lake came a wave of gray that washed over the land with a cold wind. The trees lost their leaves and the birds flew away, no longer singing their happy songs. The grass died and the land became cold and dark. The magical feeling of kindness was completely wiped away, leaving nothing but fear.

"No! No no no!" Screamed Vinyl, now shivering from the cold, "We didn't stop him! Heck, we didn't even slow him down!"

Octavia looked around the gray landscape. She couldn't believe that the once beautiful Compassion Forest was now lifeless and cold, filled with darkness and confusion. Anger boiled inside of her, realizing that Whooves meant to take away such a gorgeous and peaceful place. I'm sorry. Octavia repeated his words in her head, over and over again. He wasn't sorry in the least. Vinyl was right. This guy was a cold-hearted criminal.

"Fluttershy!" Cried Vinyl, running over to the knocked out pegasus. She felt her head, which had a small gash where Whooves had hit her, "Octavia! I think she might be hurt really bad! We need to get her to somepony!"

Octavia however, stayed perfectly calm and took out something in her bag; a small, golden seed that seemed to make the area slightly brighter. Gently, she put it in Fluttershy's mouth and helped her chew it. The Alicorn's eyes immediately shot open as the gash on her forehead quickly disappeared.

"Wha... What happened?"

"Whooves," Vinyl explained with a scowl, "He got the Gear."

---

"GET OFF OF ME!" Thunder's deep voice screamed through the forest. Animals of all kinds had dog-piled on top of the stallion, forcing him to stay in one spot.

"Keep 'em down!" Angel ordered, as if he was the commander of some big army, "We ain't letting smelly dude in!"

However, the attack was cut short as all the animals suddenly fled, freeing Thunder. The land was suddenly bathed in gray, accompanied by a freezing-cold wind.

"Hey!" Objected a now helpless Angel, "What gives? What's with the freaky landscape change?"

Black Thunder stood slowly, covered in scratches and animal bites. He would have gone ahead and crushed the rodent under his large hooves, but that was when Octavia and Vinyl appeared from the entrance of the Compassion Forest. Fluttershy accompanied them, her facial expression solemn and slightly scared.

"Thank goodness!" The gray stallion cried, running up to the three, "I thought something had happened to you!"

Out of resentment, Angel blew a raspberry behind Thunder's back. "Whooves got the Gear," Vinyl explained, "And hurt Fluttershy in the process."

Octavia suddenly noticed all of Thunder's wounds, "What happened to you?"

Thunder looked down at his scratched up body, "Animals. Apparently, they despise me."

"Why ever would they despise you?" Fluttershy questioned, looking truly sorry, "They only attack those with bad intentions. I know you don't have those, Black Thunder!"

"Thank you, my dear," Thunder replied, "But I see this expedition was in vain. Our quest to stop Whooves has failed this time."

"So?" Vinyl challenged, "There's still three more Gears left. We just have to figure out where Whooves is going to strike next so we can be there to stop him."

"I can warn the others," Fluttershy suggested, "He might go to Applejack's because it's the location of the next closest Gear."

"It's a possibility," Thunder said, "In that case, we must start traveling towards Dead Mare's Desert instead. Fly to Applejack's and warm her ahead of time. You and the other two Guardians who have lost their Gears may stay at the Guild for the time being."

Fluttershy nodded, "Thank you." She then took flight into the now fading night sky.

"Dead Mare's Desert?" Vinyl questioned with sarcasm, "Sounds fun. We better pack some water though."

---

Upon returning to the campsite, the other Guild members were just waking up, discovering that the once rich and beautiful landscape was now gray and hideous. Seeing Thunder return, Lyra ran up to the stallion, a panicky look on her face.

"Are we too late?"

Thunder looked down, "Unfortunately, Whooves has already taken the Gear of Kindness."

The other Guild members gasped.

"And I believe his next target is the Gear of Honesty," He continued, "We must get to the Orchards of Honesty before he does."

"I hate to interject here," Bonbon began, "But we only planned for a one day trip. We can't travel all the way to Dead Mare's, because we have no supplies to do so."

"Bonbon's right," Lyra agreed, "We have to return to the Guild. We'll send out a smaller search party later today."

Thunder seemed reluctant, but he eventually nodded. The expedition took this as a sign to return to the Guild.

---

I apologize for this being so short. I also apologize that Fluttershy is severely OOC. For some reason, she's not very fun to write, and therefore, is an annoying chore when it comes to writing (sorry Fluttershy fans). Anyway, please review if you want the to continue writing!

It was sunset by the time the expedition returned to the Guild. As soon as they were through the front door, Lyra and Thunder called a meeting in the team room.

"As you already know," Thunder began, "We have failed to stop Whooves from taking the Gear of Kindness. There's only three more Gears left, and the Guardians are desperately trying to fill the voids that Whooves has created."

"We're almost one hundred percent sure that he's going to strike at the Orchards of Honesty next," Lyra continued, "If this is the case, we need to head to Dead Mare's Desert as fast as we can before Whooves gets there."

"We also believe that a large expedition is too noticeable," Thunder added, "Whooves was able to locate us last time and avoid us. Therefore, we are only going to choose four pairs of ponies to carry out the mission to the Orchards of Honesty."

"With that being said," Lyra scanned the group of ponies surrounding her, "We need four pairs of partners to go to Dead Mare's Desert and help Applejack protect the Gear of Honesty. Any volunteers?"

Carrot Top and Derpy were the first ones to raise their hooves, followed by Minuette and Lucky. Vinyl and Octavia also raised their hooves, raring-to-go after the last expedition.

"Any others?" Lyra asked. She glanced at Thunder, a slightly seductive smile on her face, "How 'bout you and me, Black Thunder? Bonbon doesn't really care about going on missions that much, so we'll go together."

Thunder started sweating, "Uh, deserts aren't really my thing. I mean, I've just had some really bad experiences in deserts and I'd rather not relive them."

Lyra seemed let down, "Oh. Well. I guess we need somepony else then. Anyone at all?"

"We'll go!" Shrieked a female voice with a heavy southern accent. Just then, the Cutie Mark Crusaders pushed through the crowd, trying to get to the front.

"We want to go!" Screamed Scootaloo, jumping up and down.

Lyra raised an eyebrow at the fillies, "I don't know. You three get in a lot of trouble on more than one occasion. Plus, you don't have anything to defend yourself with."

"We'll go with someone!" Apple Bloom suggested. She glanced over at Vinyl and Octavia, "We'll go with the Musical Mares!"

Lyra pondered over this suggestion before turning to the two mares, "Is that alright with you two? You don't mind watching over them while you explore Dead Mare's?"

Vinyl and Octavia exchanged glances, as if asking each other: "Do you mind?"

"No we don't," Vinyl answered with a sincere smile, "We'll take them with us if they really want to go."

The three Crusaders jumped up and cheered as loud as they possibly could before charging at the two mares and hugging them.

"Thank you, Miss Vinyl and Miss Octavia!" Apple Bloom said with pure happiness in her voice.

"You guys are awesome!" Scootaloo added, her little wings buzzing with joy.

"Yeah! What they said!" Sweetie agreed, her horn sparking very slightly with magic.

"I expect that you keep a close eye on them, Musical Mares," Lyra said, "If they get hurt or go missing, it's all your fault."

Vinyl gulped a little, "Got it."

"Alright," Lyra concluded, "We have our teams. You need to set out tonight in order to make it there before Whooves. Be careful. I know the Guardian's realms aren't dangerous to those with good intentions. But still, there could be some untamed creatures wandering out there; poisonous snakes especially."

Octavia's blood ran cold. She elbowed Vinyl in the ribs.

"Sn-snakes?" The brown mare asked.

"Yeah," Vinyl answered, "But we'll be careful and watch our step."

"Uh, Vinyl... I have a confession to make..." Octavia whispered, making sure that no one could hear.

"What's up?" The unicorn replied nonchalantly.

"I'm uh... I have an irrational fear of snakes." The mare admitted, immediately dropping her gaze to the floor. Vinyl raised an eyebrow, "Why are you acting like it's a big deal? Everyone's afraid of something!"

"Yeah, but you're always talking about how I'm so brave..."

"Octavia, don't worry about it," Vinyl dismissed, put an arm around her friend's shoulder, "If we run into any of those creepy-crawlies, I'll blast 'em with my bass cannon."

"That's your solution to everything, isn't it?"

Vinyl bit her lower lip, "Maybe."

"Alright!" Lyra called, interrupting the two mare's conversation, "We have our teams! Get packed and head out to Dead Mare's Desert when you're ready!"

With that, the teams were dismissed to their rooms to pack once again.

---

The Cutie Mark Crusaders ended up following Vinyl and Octavia to their room. As the two mares packed, the three fillies wouldn't stop talking about their soon-to-be adventure.

"I'm so excited!" Squeaked Sweetie Belle.

"This is going to be awesome!" Scootaloo cheered.

"And I finally get to see my big sister again!" Apple Bloom added.

This caught Octavia's attention as she turned to face the small filly.

"Wait," She began, "Applejack is your big sister?"

"Uh-huh!" Bloom replied while nodding, "When Applejack became a Guardian, she put Lyra and Bonbon in charge of me."

"Same with me and Rarity," Sweetie added, "They knew that when we got old enough, Lyra and Bonbon would start training us to be a rescue team."

"We want to start early!" Scootaloo explained, "That's why we're coming with you!"

"You never get to see them?" Asked Octavia, becoming curious.

"Well, not really," Bloom answered, suddenly looking solemn, "We write letters, but Applejack can't abandon the Gear of Honesty without somepony else guarding it. I mean, I've got my big brother and my granny... But it hasn't been the same without Applejack."

Octavia began to feel heavy sympathy for the little filly. She had personally never had any older siblings that she knew of, but she would be mighty upset if she never got to see her big sister.

"Well don't worry," Octavia spoke up, "We'll see your big sister, and you'll get to talk to her face-to-face."

"Really?" Bloom asked, excitement lighting up on her face. She charged at the brown mare and hugged her foreleg, "Oh thank you Miss Octavia! You're the best! I've missed my sister so much and I can't wait to see her again!"

Octavia smiled and patted the little filly on the head, "Of course."

Vinyl interrupted the conversation by hefting her saddlebag onto her back with a loud grunt.

"Well! I'm ready," She said, "Let's head out."

Octavia nodded towards the unicorn before herding the fillies to the door.

---

Vinyl, Octavia, and the Crusaders met Derpy, Carrot Top, Minuette and Lucky just outside the Guild before they began their trek. Vinyl, Sweetie Belle, and Scootaloo led the pack. Octavia once again hung back, though Apple Bloom slowed down to be with her.

"You know, you don't talk very much." She stated.

Octavia chuckled, "I get that a lot."

"Miss Lyra told me you washed up on the beach about a week ago," Bloom rambled on, "Miss Trixie told me you had amnesia, and had a cool ability to see the past, present, and future."

Octavia's ears laid flat, "I suppose so. I can't control when my visions come up; usually when I touch a certain thing or hear a certain word is when it triggers."

"Oooh!" Bloom exclaimed, "See what happens when you touch me! Maybe you'll see my past!"

Octavia wasn't sure, but she laid a hoof on the filly's shoulder. Surprisingly, her visions did indeed trigger, as she saw Apple Bloom's past. She saw her family, her home, and various glimpses of her life. It was clear that the filly had had a great past life, for it made Octavia feel warm and fuzzy inside. As soon as she took her hoof off of Apple Bloom's shoulder, her vision returned to normal.

"Whatcha' see?" The yellow earth pony asked expectantly.

"Your past, I guess," Octavia answered, "Your family, your home, some snippets of your life, stuff like that."

Bloom smiled, "Cool!"

They continued on. Apple Bloom refused to leave Octavia's side as she rambled on about some of the most random things. Octavia didn't really mind, for she knew kids always looked up to older ponies because they were, well, older. Eventually, Octavia blocked the young filly out, retreating back into her thoughts.

Ever since she saw Whooves take the Kindness Gear, her hatred of him had been growing. She still didn't exactly trust Black Thunder, but she certainly wouldn't be defending Whooves like she did in the beginning. How could someone be so cruel as to take away something that supplied happiness and protection to all of the ponies?

I'm sorry, the brown stallion had said. How could he possibly be sorry? He was clearly doing it on purpose and causing the beautiful lands to fall into darkness. There was absolutely no way his actions could be justified at this point.

Octavia was so caught up in her thoughts that she didn't even feel the drastic change in temperature. Only when the arid dryness blasted into her face did she realize that they had arrived at Dead Mare's Desert. She looked up, discovering a sandy landscape dotted with cactuses and other desert plants. The sun had completely set, for the moon now began its journey across the sky.

"I thought deserts were supposed to be cold at night!" Cried Vinyl, "It's still super hot!"

"It takes a little while, Vinyl," Explained Miuette, "By the time we finish looking for the Honesty Gear, the temperature will probably be in the lower thirties, upper twenties."

"Sweet Celestia," Carrot Top muttered, wiping her brow of sweat, "That's hard to believe in this heat. It feels like an oven."

Lucky harrumphed, "Well, Whooves isn't going to stop himself. Let's split up. We'll stand a better chance of finding the Orchards of Honesty and keeping Whooves from getting the Honesty Gear."

And with that suggested, the ponies split up, Minuette and Lucky going south, Derpy and Carrot Top going north, and the Musical Mares and the Crusaders going west. The sand beneath Octavia's hooves was still very hot. The Crusaders justified this thought by yelping and jumping around, complaining about how hot the sand was.

"Where do we even start?" Vinyl questioned herself, "I don't see any apple trees, so it's obvious that we're nowhere close."

"Let's keep walking west," Octavia suggested, "Black Thunder said that the Orchards of Honesty lie west of Dead Mare's Desert."

"But how far?"

Octavia wasn't sure how to answer. How was she supposed to know? She had never been here before. Even if she had visited here once, she wouldn't remember it.

"Well, let's keep going." Vinyl broke silence.

The two mares and three fillies continued walking. As Minuette had said, the temperature began to drop steadily until the sand actually felt good to Octavia's cold hooves. The Crusaders eventually stopped complaining about the heat... Then started complaining about the cold. About thirty minutes into the walk, Vinyl stopped dead in her tracks.

"This is hopeless," She groaned, "We've been wandering for half an hour now and we still haven't found anything!"

Octavia's ears pricked. She heard something about a mile up ahead. It sounded like the churning of sand, as if it was getting sucked down into a vacuum.

"Let's keep going," Encouraged the brown mare, "I think I see something up ahead."

In order to move faster, Octavia placed Apple Bloom and Sweetie Belle on her back and sped up to a gallop. Vinyl did the same with Scootaloo and followed close behind her friend. It turns out that Octavia was right. In a small cove of sandstone rocks were a collection of churning sand, falling into itself in the middle. The biggest one was in the middle of many smaller ones, and took the most sand down with it.

"Quicksand," Vinyl stated, "We can't go any further or else they'll suck us down."

Octavia took a small step foward, then started to feel dizzy again. It was clear that another vision was coming towards her.

"You okay, 'Tavia?" Questioned a concerned Vinyl.

"Is she having a vision thing again?" Asked Scootaloo.

Vinyl wasn't sure, but her friend wasn't responding to the question. This signaled that she probably was indeed having another vision. For Octavia however, she didn't even hear her friend or the small orange filly. She was off in another world that wasn't much different from her's.

She saw a dark figure standing before the very same quicksand that she stood at. The figure didn't hesitate and jumped into the churning sand, sinking down. Octavia almost wanted to close her eyes and not see it, but her vision forced her to. However, the vision shifted to a dark, sandy cave. The figure fell from the roof, landing with a thud. The cave in which the pony had landed was filled with apple trees, growing healthly. Light streamed in from the ceiling above, as orange crystals illuminated the cavern. The vision cut, blasting heat in to Octavia's face. She stumbled, but Vinyl kept her from face-planting into the sand.

"Whatcha' see, Octavia?" She questioned. The Crusaders gathered around her with curious looks.

Octavia shook the dizziness out of her head, "The quicksand. We have to jump into it."

Vinyl made a face that suggested heavy distrust, "What?"

"We have to jump into the quicksand. It's the only way we can get to the Gear of Honesty."

Vinyl jumped back, "Are you insane?! If we jump in that thing, we'll suffocate to death!"

"You've got to trust me on this one," Pleaded Octavia, looking the unicorn dead in the eyes, "It's the only way we're going to stop Whooves and save Equestria."

Vinyl bit her lower lip, "But-"

"I'll do it!" Scootaloo interrupted, "I'm not scared! I trust you completely, Miss Octavia!"

"Uh... I don't know..." Said Sweetie Belle, staring at the churning sand with fear in her eyes, "What if Octavia is wrong and we do suffocate to death?"

"I'm not," Argued Octavia, "I saw a vision of somepony jumping into the pit. They ended up in a cave with apple trees, and I guarantee that's where the Gear of Honesty is at."

Vinyl stared at Octavia with a pang of sadness. She glanced at the quicksand before turning back to her friend again.

"Octavia, you haven't lied to me yet," She began, "I've put my faith in you, even when you were a complete stranger to me. You haven't killed me yet," A pause, "I need to stop being such a scaredy-cat about things, because it won't get us anywhere."

Octavia stood there patiently while Vinyl drew in a deep breath.

"Let's do it."

They all turned to the pit, staring at it intently. Octavia grabbed onto Apple Bloom and Sweetie Belle's hoof while Vinyl did the same with Scootaloo. They took a step closer to where they were right on the edge of the quicksand.

"On three," Vinyl said with a shakiness in her voice, "One... Two... Two and a half... Two and three quarters..."

Octavia rolled her eyes, "Three!"

And together they jumped.

---

The only thing Octavia remembered after jumping was being pulled down by a tremendous force, then total darkness. She still had a tight grip on Bloom and Sweetie's hooves, refusing to let go of them as they slid down in the sand. It felt like an hour of being in the sand before Octavia felt open air on her hind hooves. She wiggled her body through the sand, her lungs about to burst from no air. Eventually, she found herself free falling from ten feet up before she fell on a cold, sandstone floor. Apple Bloom and Sweetie Belle laid beside her, while Vinyl and Scootaloo were sprawled out a few feet away from them.

Vinyl spat sand out of her mouth, "Well, that was fun."

"Look!" Exclaimed Bloom, pointing to something.

All of them turned, discovering a huge cave filled with apple trees of all kinds. Any type of apple they could name, and ones they couldn't grew in this cave. Sunlight streamed in from the ceiling above, lighting the cavern in a beautifully mysterious way. Orange crystals grew in and on the walls, also lighting the cave.

"You were right," Vinyl breathed, "This is it. This is the Orchards of Honesty."

"Where's my sister?" Questioned little Apple Bloom.

Octavia glanced around the cave, spotting a lake in the distance. She could see the orange glow of the Honesty Gear under the lake's surface.

"There," The brown mare said, pointing to the lake, "That's the Gear of Honesty. Applejack must be there. We've got to hurry before Whooves gets to it first."

They hurried through the apple trees, sprinting until their legs felt as though they were about to give out. They came to the lake, which was surrounded by a small sandstone canyon. The orange glow of the Gear seemed to brighten up upon their arrival.

"Hello?" Vinyl called out. Her voice echoed through the cavern, but no one replied.

"Whooves obviously hasn't been here yet," Octavia stated, "That's a good sign."

"But where's Applejack?" Asked Apple Bloom, becoming more worried by the second.

The fur on the back of Octavia's neck stood on end again, like it always did before something bad happened. Her ears rotated and twitched, as she could hear something hissing. She whipped around, screamed, and jumped behind Vinyl before the others could register what was happening.

"Octavia, what are you-?" Vinyl began to question, but she saw what Octavia had screamed about, "Oh."

A very small, red, black, and yellow snake had slithered out of the bushes behind them. It was currently sitting there staring at them, its forked tongue flicking in and out of its mouth.

"'Tavia, it's just a little old harmless corn snake!" Vinyl explained, laughing a little, "It's more scared of you than you are of it!"

"Get it away get it away get it away get it away!" The brown mare panicked, almost breaking down into tears.

"Huh, I take that back."

Unexpectedly, the supposedly harmless snake raised up on its front half. It opened up its hood that had originally been hidden and hissed loudly.

"That's not a corn snake," Cried Bloom, "That's a cobra!"

"Step back," Vinyl warned, pushing the fillies back away from the snake, "As long as we don't disturb it, it shouldn't attack us."

The snake didn't seem to think this. It advanced foward, striking dangerously close to Vinyl's left foreleg.

"Vinyl, blast it like you said you would!" Octavia begged, "Please, just to do it!"

Vinyl stared at her friend, "Good gosh, you weren't kidding when you said you had an irrational fear of snakes."

"LESS TALKING MORE GETTING RID OF SNAKE!"

Vinyl drew her bass cannon. However, upon expanding it, a heavy southern accented voice rang through the cave.

"Go on, get! Dang snake!"

Immediately, the sepant closed its hood and slithered away. That was when an orange alicorn landed before the group. Her blonde mane was pulled up in a messy ponytail. Her dark green eyes were the eyes of an incredibly trustworthy pony. Her wings were very strong, as if she spent most of her time flying. Her cutie mark was of two red apples, and she wore a golden necklace bearing the same apples.

"Applejack!" Cried Apple Bloom. She ran up and embraced the alicorn in a strong hug. The orange mare returned the hug, but her face was still serious.

"What are y'all doing here?" Questioned Applejack, "And why have you brought my sister? You should know good and well that it's dangerous out here!"

Vinyl respectfully bowed her head towards the orange Alicorn, "We came to assist you. Fluttershy alerted you about Whooves coming to steal the Honesty Gear, right?"

Applejack nodded, "Yep. But I don't need no help. I can handle this Whooves fellow all by myself."

"But AJ," Bloom objected, "Remember what happened last time you said you didn't need help? You tried harvesting those apples all by yourself, and you almost went crazy!"

"Yes, but Whooves is just one pony," Applejack reminded, "There's a reason the Princesses made me the Guardian of the Honesty Gear; and I can guard it perfectly by myself! Y'all should go home and leave me to handle Whooves. Besides, the guy's a raging psychopath, isn't he?"

"No, not exactly," Vinyl said, "Let's just say... He's kinda... Weird."

"But he's dangerous none the less," Insisted Applejack, "Go home and get some rest. I'll have this Whooves fellow hogtied in no time at all!"

"No, you won't," Vinyl insisted, "He took out Fluttershy with one hit. He could just as easily do the same with you. Let us help you."

Applejack pondered over this for a few seconds, "Fine. Since you're so keen to help, I'll let you."

Octavia had finally come out of hiding behind her friend, hearing that they were to fight Whooves. Her little freak out over the snake had probably made her look like a fool in front of Applejack. Why was she so afraid of snakes anyway? Another question that most likely would never be answered.

Just then, the bushes behind them rustled. The group of ponies whipped around, discovering the stallion in question. He seemed a bit surprised to see so many ponies in one spot.

Applejack stepped foward, "Why are you doing this? These Gears are the only thing protecting us from certain doom!"

Whooves' gaze rose up to the orange mare. His sapphire blue eyes seemed full of wisdom and experience, as well as lots of pain.

"If I told you, you wouldn't believe me." He replied.

"Try me," Challenged Applejack, "I've heard some crazy things in my time."

Whooves shook his head, "It doesn't matter. I need that Gear."

The stallion started to charge, but Applejack blew him back with a blast of green magic. He stumbled back into the bushes, but shot up again. Pure determination could be seen in his eyes.

"Apple Bloom!" Cried Applejack, "You and your friends get back! This fellow's dangerous!"

The Crusaders obeyed, scrambling into the bushes. Vinyl and Octavia however, stood bravely by the Guardian of Honesty, staring down the enemy.

"I must admit, you're a persistent bunch," Whooves commented, "I commend you for it; but I'm afraid I need that Gear anyway."

Whooves charged at Applejack, using his shoulder to knock her away. Applejack was quickly back on her hooves, using her magic to throw Whooves into the wall. Octavia assisted by galloping towards the stallion, pinning him against the wall. She drew her cello bow, about to give him a good beating with it but what he said next stopped her.

"You know, you haven't changed much, Octavia." Whooves said with a slight smile.

Octavia froze, staring the stallion straight in the eyes, "How... How do you know my name?"

"Long story." Whooves answered. His face became solemn again, "I'm sorry my friend, but I believe I'm going to have to hurt you in order to get that Gear."

With a powerful kick to the chest, Whooves launched Octavia ten feet back, knocking her into Applejack. He got up and began to sprint to the lake, but Vinyl was right behind him. Unfortunately, Whooves jumped into the lake before Vinyl could tackle him.

"No!" Cried the white mare.

Octavia jumped up off of Applejack. The Alicorn groaned, and the brown mare noticed her wing was bent at an odd angle.

"Dangnabbit!" Cursed Applejack, "You done broke my wing! And you let Whooves distract you!"

"I'm sorry, I-" Octavia began, still shocked from how Whooves knew her name when she had never introduced it to him.

"It doesn't matter!" Growled Applejack, "We got to stop him before he gets the-"

However, she was cut off as a guttural creak shook the cavern. The orange glow of the Gear disappeared, as a wave of gray rose up from the bottom of the lake. It caused rocks and debris to fall from the ceiling.

"You didn't get Whooves?!" Cried Scootaloo, as she and her two buddies ran over to the three mares.

"That ain't the problem!" Yelled Applejack, glancing at the ceiling which was now falling in on them, "Without the Gear, the cave is going to collapse! I need to get y'all out of here!"

"How?" Questioned Vinyl over the rumbling of the collapsing ceiling, "We don't have time! We'll be crushed by the ceiling before we even get halfway out!"

"Magic," Applejack answered, her horn glowing a bright green, "Gather 'round me! I'll teleport us out of here!"

The others obeyed without question. The Musical Mares and the Cutie Mark Crusaders held onto Applejack.

"Hold on to your hats!" Warned the country mare.

With that, they all disappeared in a green flash as the ceiling came crumbling down, crushing the many apple trees in the process.

Apologizes for not updating this in a while. Busy busy busy! I hope you enjoy, and leave a review if you can!

Guest: Since I can't PM you, I'll just put a little shout out to you here. Thanks for the tips! I know I have a lot of grammar errors, but they're easy to miss when one does not have an editor. Thanks for reviewing anyway!

On with the story...

---

After a dizzying spell of teleportation, the three mares and three fillies ended up at the quicksand cove. However, the quicksand that had once been there was now gone, sunk into the ground without a trace.

"Where's the quicksand?" Questioned Scootaloo.

"It was the way to the Orchards of Honesty," Applejack explained, "Because Whooves took the Gear of Honesty, the cave collapsed, and so has the quicksand."

"Quicksand collapsed?" Asked Sweetie Belle, "Well, I'm glad we got out of there in time."

"But we couldn't stop Whooves in time!" Cried Vinyl, kicking the sand, "That means we only have two more Gears, and two more chances to stop him!"

"Y'all did good, none the less," Commented Applejack, "The guy's as slippery as a snake, that's for sure."

"Please don't talk about snakes." Begged a slightly distressed Octavia.

Applejack raised an eyebrow at the mare before turning back to the whole group, "What's important now is that y'all are safe. I, however, am going to have to have a firm talk with a certain guildmaster about allowing my little sister and her friends on a mission when they aren't prepared."

The three Crusaders' ears lowered in disappointment. Just then, the sounds of multiple pairs of hooves against the sand was heard. The group turned, seeing Minuette, Lucky, Derpy, and Carrot Top approaching them.

"What happened?" Minuette asked, her face beaded with sweat from running in the sand.

"We heard and felt the rumble coming from this direction," Lucky stated, a worried look on his face, "Oh no... Please don't tell me-"

"Whooves got the Honesty Gear." Vinyl finished for him.

Carrot Top kicked the sand, "Darn it! If I was there, I would have made sure he didn't get it! What happened? I thought you guys were defending it!"

"We were!" Vinyl argued, "Octavia let him get away!"

"I did no such thing!" Octavia objected, "He distracted me!"

"You let him get away on purpose!" Snarled Vinyl, now turning in the direction of her friend, "I know you have some sympathy towards him for some unknown reason!"

"That's not true!" Octavia yelled back, "I'm just as against him as you are!"

"Alright, alright!" Interrupted Applejack, pushing the two apart, "Just stop it! Fighting ain't gonna help us stop Whooves from stealing the other Gears! Hug and make up!"

For a moment, the two glared at each other, but Vinyl's scowl was the first to lighten.

"Sorry." She apologized with true sincerity.

Octavia took a little longer to stop glowering, "Yes... Me too."

Applejack sighed and turned to the others, "We may have failed, but we still have two more Gears to go. I bet my left hind leg that Whooves is going to strike at the Cavern of Generosity next."

"That's Rarity's place," Said Carrot, "That's many miles northeast from here. He's got a long way to go then."

"If that's the case, I gotta warn Rarity," Said Applejack with heavy anxiousness, "Y'all got to return to the guild and tell Lyra and all of them. After I've seen what this guy can do, I know that Rarity is going to need some help."

The others nodded in agreement. Applejack backed away, unfurling her wings and taking off into the sky. The sun was just starting to come up, turning the sky beautiful shades of oranges, reds, and purples.

"I can't believe we couldn't stop him this time," Vinyl groaned, "We were totally prepared, and yet he caught us off guard anyways!"

"Like Applejack said, we still have two more Gears," Lucky said, "Two more chances to stop him."

"Yeah!" Cheered Derpy, "Don't get so down!"

Both Vinyl and Octavia looked down in disappointment, despite Derpy's encouragement.

"Look," Suggested Lucky, "Let's head back to the guild. We need to tell everypony else what's going on."

They all seemed to agree on this, turning around and heading east.

---

When they arrived back at the guild, the ponies were hungry, tired, and cold. All of them were relieved to see the mint-green tent on the hill come into view. Climbing the stairs felt like climbing Mount Horn all over again, at least to Octavia and Vinyl. They were panting by the time they reached the top. Upon entering the team room, the group was greeted with wide-eyed stares and expectant murmuring. Minuette was the first one to step foward, announcing what had happened.

"We did find the Honesty Gear-" She began, but the other guild members interrupted with happy cheers.

"Hang on!" Cried Bonbon, calming the members down, "She isn't finished yet!"

"-but Whooves got it anyways." Minuette finished sadly.

The other guild members happy smiles dropped into disappointed frowns upon hearing this.

"So you failed?" Questioned Black Thunder, who had to push his way through the crowd in order to get to the front.

Minuette lowered her head in shame, "Yes."

For a moment, Octavia thought Thunder was going to blast Minuette into dust, but his calm smile returned in milliseconds.

"That's fine, my dear," He said nonchalantly, "Whooves is indeed a tricky stallion. He knows many things that the average pony does not know. That's why he's even managed to slip past the Guardians as well."

"So what do we do now?" Questioned Carrot Top.

"You? You're going to rest," Replied Thunder with a nod, "All of you who went to to Dead Mare's will be given the day off."

"Excuse me?" Challenged Bonbon, approaching the stallion, "There are no days off as a rescue team. Besides, who said you were the guild master?"

"I think they should be given the day off," Lyra objected, "They worked all night and deserve to get a break!"

Thunder gave Bonbon a smug, sleazy grin, one that was unlike him. The cream mare scowled in response.

"Very well," She said with heavy reluctance, "Give them the day off. Don't come crying to me when you're short on team members."

"You all need your rest," Lyra insisted, "Go to your chambers and stay there for as long as you like."

The group didn't have much of an arguement. They left the group and retired to their rooms.

---

The Cutie Mark Crusaders followed Vinyl and Octavia to their room once again. They wouldn't stop talking about their adventure to Dead Mare's.

"That was so awesome!" Exclaimed Scootaloo.

"We've been missing out!" Cried Apple Bloom, "We need to go on more adventures together!"

"Yeah!" Agreed Sweetie Belle. She gave the Musical Mares her best puppy-dog eyes, "Oh please won't you take us on more adventures, Miss Vinyl and Octavia?"

Octavia and Vinyl exchanged glances. Vinyl was about to reply, but Octavia answered for her.

"Today was a special treat," She replied firmly, "When we start going to more dangerous places, we can't protect you and fight off enemies at the same time. I mainly only took you so Apple Bloon could see Applejack again."

"We didn't even get one-on-one sister time!" Cried Bloom, "She was already gone before I got the chance to say how much I missed her!"

Octavia looked down, "Perhaps next time. We told the Guardians who lost their Gears that they could stay here at the Guild for the time being. You can see her then."

"We were focusing on stopping Whooves though," Vinyl piped up, "Not sister reunions. Sorry guys, but protecting Equestria comes first."

Apple Bloom's head lowered sadly. Scootaloo saw this and gently patted her on the back.

"Well, I guess Octavia's right," Said Bloom, "Applejack's duty is to protect Equestria."

Vinyl nodded, "Right. You guys should get a quick power nap. We'll talk some more afterwards."

The Crusaders didn't object. They shuffled to the door, leaving Octavia and Vinyl by themselves. The two yawned from a long night of trekking through the desert before lying down on their beds.

"Oh man," Groaned Vinyl, "I'm beyond tired. I feel like I could hibernate for the rest of the year."

Octavia didn't say anything, but mentally she agreed.

"We'll just get ourselves a quick power nap and we'll be up and running again," Vinyl suggested, "How about it?"

"Sounds good to me." Her buddy agreed. And with that, the two laid down to nap.

---

About an hour later, a knock was heard at the door. Octavia lifted her head, attempting to fix her matted mane before answering the door. As expected, it was Trixie. Octavia was a little surprised that Trixie hadn't screamed at them to get up.

"We need you for a meeting," Trixie explained, "Lyra wanted Trixie to get you."

Octavia yawned, "We'll be there in second."

"Hurr?" Vinyl asked. Her mane was pure chaos, matted from a rough nap and yesterday's sand bath. She only looked to be half awake, both eyes almost completely closed.

Trixie cringed, "Vinyl, do Trixie a favor and fix... That." She pointed at Vinyl herself before turning back to Octavia, "You could need a little fixer-upper too."

"Thanks." Octavia remarked sarcastically. Trixie left the two, holding her nose up high like she was the queen of everything. Octavia turned back to Vinyl and also cringed.

"Trixie was right," She said, "You need a serious makeover."

"So do you." Vinyl shot back.

The two mares got up and brushed through their manes, battling with the tangles and sand. Vinyl had to brush her teeth because she had a serious case of morning breath. Octavia smelled herself, realizing she reeked of sweat. She didn't have time to take a shower however, as Vinyl was already out the door and to the hall, forcing Octavia to follow. The rest of the Guild was already gathered in the team room. Lyra, Bonbon, and Black Thunder stood in the middle of them all. When Octavia and Vinyl joined them, Lyra and Thunder began speaking.

"It is apparent that stopping Whooves is going to be much more difficult than expected," Announced Thunder, "We need to be more aggressive towards him. That being said, we believe that he's going to strike the Cavern of Generosity next."

"However, we don't know for certain if he is," Lyra added, "Both the Cavern of Generosity and Mount Magic are the same distances from the Orchards of Honesty. Therefore, we don't know which to go to."

For a long time, there was an uneasy silence. Thunder however, broke it quickly.

"However, I do know a way." He said. He glanced over at Octavia, a smile winding its way onto his face. Everyone turned to face her, making the mare feel awkward.

"Me?" Questioned Octavia.

"Yes," Thunder replied, nodding his head, "Your ability could allow us to see where Whooves is going to strike next."

"Ability?" Lyra butted in, "What ability?"

Thunder turned to Lyra, "Trixie did not tell you? Octavia has the ability to see the past, present, and future of other places. The technical term for this ability is called the Dimensional Scream, because other dimensions, other times, are screaming at the user, telling them what will happen or what did happen."

Lyra gasped, "Why didn't you tell me? This could have been really useful to the whole Guild!"

"I wasn't sure how the rest of you would take it. It's quite rare and is usually only found in creatures capable of magic. I didn't know if you would consider it to be a form of witchcraft or dark magic."

"Are you kidding? I would never believe that Octavia would use dark magic! This could be more useful than Trixie's medicine!"

"Hey!" Objected Trixie from the back of the group.

"The problem is that we need something for Octavia to touch," Thunder said pessimistically, "The Dimensional Scream only activates when she touches a paticular item."

"So? We just need something from Mount Magic or the Cavern of Gernerosity. Does anyone have anything from said places?"

No one spoke up. However, a gray hoof from the back of the group shot up.

"I've got something!" Exclaimed Derpy Hooves, pushing her way to the front of the group, "I've got something from the Cavern of Generosity!"

"Great!" Lyra cheered, "What is it?"

Derpy pulled something out from behind her. It was an ice-blue crystal in the shape of a unicorn's horn, reflecting the light of the torches, creating beautiful blue light on the walls.

"I only got it from the entrance," Derpy explained sadly, "I don't know how much help it will be."

"No, it's perfect!" Thunder said, taking the crystal from her, "This will definitely activate the Dimensional Scream, hopefully telling us something."

Octavia took this to be the cue to walk over. She approached Thunder, who gave her the crystal. It felt nice and cool in her hooves, chilling the heat from yesterday's desert exploration.

"Now tell us when you see something," Thunder said expectantly, "Maybe it will tell us where Whooves is going to strike next."

Octavia stood there while everyone stared at her. She felt very awkward, for she was holding the crystal, but nothing was happening.

They're all watching me... She thought to herself, Oh please do something, this is very uncomfortable.

For a scary moment, nothing happened. Luckily however, Octavia's hoof shot to her head, a dizziness spell coming over her. She dropped the crystal as Vinyl came to her side to keep her from falling over. The mare was thrust into a different time, finding herself in a different place as well. Octavia's surroundings had turned into a crystalline cave, filled with many different types of gems. Most of the area was blurred, except for the part she really needed to see.

Standing in front of the mare was a unicorn with a pure-white coat. Her dark purple mane was perfectly styled, though looked slightly droopy and frizzled. She had dark blue eyes, currently showing a lot of pain. Her wings were stretched out, her horn was glowing weakly, and she was on one knee; clearly she had suffered a beating. Standing a few feet away from the mare was Whooves, looking quite proud of himself. He was just about to jump into the lake that sat before him, but the beaten Alicorn whipped around, grinding her teeth together.

"Don't you dare, you ruffian!" She screamed in a voice with an accent, though Octavia couldn't be sure what kind of accent.

Whooves gave a sympathetic look at the white mare, "I'm sorry. I have no choice."

"I do!" She argued, raising herself back up to all fours. Her horn glowed a violent shade of blue, "You won't be taking that Harmony Gear! You won't be taking anymore!"

The vision cut, blasting Octavia back. She landed on another pony who broke her fall.

"Ow..." The familiar voice of Vinyl Scratch moaned.

Octavia smiled sheepishly as she got off her friend, "Er... Sorry Vinyl."

"I think you broke something..." Vinyl complained, also standing back up.

"You seem to be fine."

"Well, you broke something!"

"What did you see?" Lyra cut in, approaching Octavia.

The mare paused, "A cave of gems. Whooves was there, and a white Alicorn. I think Whooves beat her up and was about to go to the Gear, but the Alicorn said he wasn't going to get it. That's when the vision stopped." She purposely left out the part about Whooves saying "I have no choice".

"Do you know if it happened in the past or the present?" Lyra questioned, seeming very skeptical.

"No clue."

Thunder approached, an idealistic look on his face, "The mare you saw, did she have a purple mane and a cutie mark of three diamonds?"

"I didn't get time to look at her cutie mark," Octavia answered, refusing to meet Thunder's gaze, "She did have a purple mane however."

"That was the Cavern of Generosity then," Thunder concluded, "The mare you saw was Rarity, Guardian of Generosity. As for knowing if it is in the past or future, Whooves couldn't possibly reach the cavern so quickly. Even he isn't that fast."

"So we still have time?" Lyra asked expectantly.

"Yes, but we must act quickly," Explained Thunder, "We need another expedition to the cavern and we need it now. This time, I'll be happy to accompany you."

"We'll go!" Vinyl spoke up, barely hesitating.

"But you just went to Dead Mare's Desert," Questioned Thunder, raising an eyebrow, "Are you not tired?"

"Heck no!" Exclaimed Vinyl. She forced Octavia to hold up her hoof, "We want to help stop Whooves just as much as you do!"

Though seeming reluctant, Thunder nodded solemnly, "Very well. Anyone else?"

A couple of other hooves shot up. Not very many, but enough to make a small expedition.

"Great!" Cheered Lyra, "We'll start the expedition tomorro-"

"No!" Thunder objected suddenly. He cleared his throat and continued, "Erm... Sorry for the sudden snap. We have to go tonight. Whooves will travel all night in order to reach that Gear. We must get there first."

Lyra nodded in agreement, "Now that you say it, that sounds like the better idea." She turned to the other Guild members, raising her voice so that they may hear, "Guild members who are going on the expedition, pack your bags and meet us outside! We begin our trek to the Cavern of Generosity in thirty minutes!"

After packing their supplies, the few ponies who had volunteered to go to the cavern headed outside. Though Octavia didn't exactly want to go on this expedition, Vinyl had forced her. She couldn't turn back now.

Black Thunder, Lyra, and Bonbon were waiting outside, along with Trixie, a mare and a stallion that Octavia didn't recognize, and Minuette and Lucky.

"Glad that you could join us," Lyra said, "I'm proud that you went on a mission, turned around and went on another back-to-back. You two are very impressive!"

Minuette cleared her throat.

"Oh, and of course, I'm proud of you too, Lucky and Minuette."

"May I ask, who are these two?" Vinyl said, pointing to the stallion and the mare. The stallion had a dark red coat and a blonde mane. His cutie mark was a half of a green apple. The mare beside him was a pegasus with a light purple coat. She had an orange mane and the cutie mark of a cloud.

"Oh! I forgot you haven't met these two," Lyra said with a slight blush, "These two are Big Macintosh and Cloud Kicker. Mac works underground, indentifying the ponies who come in. Kicker here works above, keeping the skies above Ponyville clear. She took Rainbow Dash's job after she left to guard the Gear of Loyalty. Occasional both will help the Guild out on mission if we're short on members, like today."

"Hiya!" Greeted Cloud Kicker, "I heard about you guys. You're the ones who saved Derpy's kid from the psycho changeling, right?"

"That's us!" Vinyl replied. She turned to Mac, looking him over, "To think, I was scared of you at one point? Ha!"

"Huh?" Mac questioned.

Vinyl fell silent, "Nothing."

"Wait, you aren't that fraidy-cat mare who would stand on the grate, then run away screaming, are you?"

Vinyl's eyes shifted around, "No. Somepony else."

"Hm... Eeyup."

Thunder harrumphed, signaling it was time to go. "Oh yes!" Lyra exclaimed, darting to the front of the group, "We best be on our way before Whooves gets there first! On to the Cavern of Generosity!"

---

Octavia really wanted to punch Vinyl in the face right about now.

They had barely walked a mile before her hooves were already killing her. She certainly didn't get enough rest, and her hooves were making sure she knew that.

They walked on and on and on. They passed Dead Mare's Desert on their way, which had taken a toll from the stolen Gear. The remaining cacti and desert plants had died. Any oasis in the desert had dried up and filled with sand. The once golden sand itself was now completely gray like steel. Truly, it would have made anyone feel depressed and sympathetic.

The sun was beginning to set by the time they finally arrived. A large cave entrance was cut out into a long, stone strip. Right at the mouth of the entrance were beautiful ice-blue crystals, reflecting the sun's light into the ponies' eyes.

"Here it is," Lyra announced, "This is the Jewel Cavern. Deeper in is the Cavern of Generosity. I believe they're completely seperate actually, the Cavern of Gernerosity being below us."

"So how do we find it?" Question Cloud Kicker.

"We split up," Thunder cut in, "Everypony should be with a unicorn who can use their magic to light the way. Cloud Kicker, you're with Trixie, I'll go with Macintosh. The rest of you already have a unicorn partner."

Lyra elbowed Mac in the ribs, "Trade partners with me!" She hissed.

"Ahem," Bonbon harrumphed, glaring at her supposed partner, "If we trade partners, neither me nor Macintosh will have a unicorn partner. Nice try Lyra, but we're going together."

Lyra silently cursed under her breath, trotting back over to join Bonbon.

"With that being said," Thunder interrupted, "Let us go."

As soon as he said this, the group trotted into the cavern, splitting off into groups of two and heading down different path ways. Octavia and Vinyl were together, of course, and had picked the path to the far right to head down. The cave was beautiful. Gems and crystals of many different kinds grew out of the ceiling and walls, reflecting the light blue light from Vinyl's horn. Sparkly dust from the precious gems had fallen on the floor, getting stuck to the two mare's hooves.

"Wow..." Vinyl breathed. She started to reach for a bright red ruby growing out of the wall, but Octavia smacked her hoof away.

"Vinyl!" She hissed, "Don't be rude! These are Rarity's gems and she probably won't appreciate it if we took them!"

"But she's the Guardian of Generosity!" Vinyl argued, "She shouldn't care!"

"But we have to be generous too," Replied Octavia in a wise tone, "Taking one may not be a big deal, but it might prove to be in the long run. Let's just leave them alone for now."

Vinyl glared at her friend for a moment. Her gaze dropped to the sparkly floor, her glower softening a little. Octavia noticed that some stress-induced wrinkles had appeared on her face since the first time they had met.

"This rescue team thing," Octavis began, "Is it... Stressing you out?"

Vinyl shook her head quickly, "What? No, of course not! It... I..."

"Tell the truth, V."

Vinyl's ears laid flat against her skull, "Maybe a little. This whole Whooves thing, combined with getting attacked by Queen Chrysalis and our rivalry with Team Vengeance has kind opened my eyes as to just how dangerous being a rescue team is. Sometimes... I don't think I'm cut out for it."

"Don't say that," Octavia argued, "You're a brave mare, Vinyl. Even though you may act afraid of things, you usually face up to them when they pose as a threat. You remember when Chrysalis attacked us, right? You stood up to her fearlessly, even before I did. Not to mention, you're encouraging and you can tell a pretty good joke to get me laughing. And," She placed a hoof on Vinyl's shoulder, "You were there when I washed up on the beach. You saved me and became my best friend."

Vinyl's sad expression seemed to lighten, "Yeah, I guess you're right. Why am I even moping about it? I know I'm a good team member; we're both good team members."

Octavia nodded in agreement, "Good. No more being down on yourself, Vinyl."

Vinyl smiled and continued to walk without looking where she was going. With little warning, Octavia suddenly yanked back on the scruff of Vinyl's neck, throwing her backwards a few feet.

"Octavia!" She screamed, now laying on her back, "What the heck was that for?!"

"You just about impaled yourself on that diamond." Octavia replied as if it was no big deal.

Indeed, a five foot long diamond was jutting out of the wall. The very tip of it was very sharp, and definitely would have made a Vinyl shish-kabob if Octavia hadn't yanked back on her. Unfortunately, this was where the tunnel ended, signaling that they had to turn back.

"Well dang," Vinyl mumbled, rubbing her neck where Octavia had grabbed it, "Thanks, 'Tavia. I've got to be more aware of my surroundings. Is this as far as we can go?"

Octavia put her ear to the wall with the diamond. She was silent for a moment before she turned back to Vinyl.

"No," She answered, "There's running water behind this wall. There has to be a way to get in."

"Maybe that diamond that tried to kill me is a way in?" Suggested Vinyl, standing back up and brushing her fur of crystal dust, "Maybe a key?"

Octavia stared at the diamond for a moment. She gingerly touched it with her scraped hoof. She yelped and jerked it back as the diamond began glowing blue. The tunnel rumbled, as the wall with the diamond suddenly slid upwards, revealing another room.

Vinyl was nearly speechless, "You amaze me sometimes, Octavia."

Octavia laughed a little, "I don't want to sound vain, but I amaze myself sometimes!"

They trotted through the now open doorway. The room which they had entered was much larger than the tunnels, with a high ceiling and a spaced floors. Gems still grew upon the ceiling and walls. A small stream flowed in front of three large diamonds, about ten feet high.

"Another puzzle?" Vinyl questioned.

"Possibly," Octavia replied, "It's probably got something to do with those diamonds."

The two mares waded through the stream and over to the diamonds. Upon approaching closer, the diamond in front lit up in a blue shade, while the other two lit up in a red and green shade.

"Cool," Vinyl said with little interest, "But how do we find the Cavern of Generosity?"

The middle diamond lit up for a second then died down again. Octavia stepped closer to it and touched it. This caused it to light up again and the left one to light up as well.

"I think I get it," Vinyl spoke up, "It's like that game where different colors light up and you have to remember the order which they light up in."

"Good thinking," Octavia agreed, "Let's try it it."

Octavia touched the middle diamond, then the left one. This caused the middle and the left one to light up again. The right one lit up immediately after, signaling that Vinyl was correct. Octavia repeated the sequence, this time adding the right one in. Again, they lit up, this time adding another left one.

"Middle, left, right, left," Vinyl relayed, "Don't forget it. Who knows what will happen if we get it wrong."

Octavia repeated this sequence. However, the colors in the diamonds began flashing too quickly for them to register.

"Middle, left, right, left, middle, middle... Erm... Was it left or right?" Vinyl questioned, now rubbing her head in confusion.

Octavia followed this sequence, but stopped after the last middle. Upon touching the diamond, the dizzy feeling came rushing through her head. She knew this meant that another vision was coming, hopefully to assist her.

"Octavia?" A concerned Vinyl asked, "You okay?"

"Vision!" Octavia cried, her sight going black. Vinyl managed to catch her just in time before she toppled over.

"This is really getting annoying." The white mare said, but her buddy was off in a different world.

Octavia found herself in the same cavern with the same diamonds. A dark figure stood before them as they flashed their pattern.

Middle, left, right, left, middle, middle, right, left, right, middle. Octavia made a permanent mental note to herself about the order before the vision cut out and returned to the cave.

"Whatcha' see?" Vinyl questioned, helping her friend up.

"The pattern," Octavia replied, pointing at the diamonds, "Middle, left, right, left, middle, middle, right left right, middle."

"You got all of that from one vision?" Vinyl asked, sounding quite skeptical.

Octavia however, was already repeating the pattern she had memorized on the diamonds. When she touched the last diamond, the whole cavern rumbled. A passage way appeared out of the ground in the middle of the diamonds, rising up like an undead soldier. It looked to be a small cave, surrounded with gems and crystal of all sorts.

"Well," Vinyl said, "That was a little overdramatic." Octavia ignored her friend's comment and trotted to the small cave. Vinyl had no choice but to follow, seeming slightly intimidated by the "overdramatic" cave. They stepped through and were greeted by a totally different room. This room was ten times larger than the one they were previously in.

The ceilings had to be fifty feet high and a huge lake about a mile wide laid before them. Rubies, sapphires, emeralds, diamonds, crystals, and every other gem that one could think of was here, growing on the ceiling, walls, and in the lake. The lake itself glowed a gentle purple from the Gear of Generosity, signaling that they had arrived at the Cavern of Generosity.

"Look!" Vinyl exclaimed, pointing to the edge of the lake.

Already, it appeared that they were too late. Whooves stood before a white Alicorn, though luckily she appeared to be at full health. Both of them were staring down at each other, waiting for the other to make a move.

"If you think in going to let you take my Gear, then you're going to be in a world of hurt!" The Alicorn snarled, "We ladies may act polite most of the time, but we aren't afraid to get mean!"

Whooves looked down, "I'm sorry, Miss Rarity. It pains me to do this, but I have to take that Gear."

"Hold it!" Cried Vinyl.

This caused Whooves to turn, seeing the mares who had attempted to foil him the last two times.

"You?" He asked, sounding as though he couldn't believe these two were still at it.

"That's right, Whooves!" Vinyl growled, both her and Octavia getting into battle stances, "We aren't going to let you take another Gear this time! Come at us!"

Rarity took this time of Whooves' distraction to attack him. She fired a powerful beam of blue magic at his backside, blasting him into a wall. Vinyl and Octavia drew their instruments, preparing to attack when Whooves stood again.

As expected, he did indeed stand again, turning to his opponents, "You're just making his harder on yourselves. I'm going to get that Gear, and you aren't going to stop me."

He attempted to charge, but Vinyl fired her bass cannon, blasting him with a dubstep bass drop. Octavia came in right behind the blast, throwing her cello bow at the stallion and smacking him in the face. He recoiled as the bow came back to Octavia. She attempted to throw it again, but Whooves avoided it by rolling to the left.

Vinyl couldn't stop him, for her bass cannon still needed to charge up again. Whooves went for the lake, but Octavia took him down hard. She kicked him in his side, knocking him sideways a couple feet. He attempted to stand again, but Rarity was already on him, blasting him with her magic. Vinyl came in again, hitting the battered stallion with another bass drop. He skittered across the floor, ending up on the other side of he room. The three approached him, looking down upon his battered form with bitter distaste.

"You've stolen your last Gear, Mr. Whooves," Rarity growled, "I may be the Guardian of Generosity, but I'm certainly not going to be generous to a criminal like yourself!"

Whooves coughed, pulling something out from behind him. None of them had time to see what it was before an incredibly loud electronic squeal assaulted their eardrums. Whooves shot up, kicking Octavia and Vinyl to the side, then going for Rarity. Stunned from the noise, Rarity couldn't fight back as Whooves punched and kicked her until she was completely weak and helpless.

"I told you, you were only making things harder on yourselves," Whooves growled, starting to go to the lake side, "I'm getting that Gear."

"Don't you dare, you ruffian!" Rarity cried, attempting to stand up. She was too weak to do so.

Whooves gave a familiar sympathetic look to the mare. That was when Octavia realized her vision was coming true.

"I'm sorry," Whooves replied, "I have no choice."

Right before Whooves jumped into the lake, Rarity stood to all fours, her horn glowing blue.

"I do!" Argued the Alicorn, "You won't be taking that Harmony Gear! You won't be taking anymore!"

The cavern suddenly rumbled, causing Whooves to stop dead in his tracks. He yelped and jumped back as huge, ten foot tall diamonds shot up from the ground right at the lakeside. This blocked his ability to get to the Harmony Gear. Though he looked as though he was about to climb over the diamonds, a beam of green magic shot past Vinyl and Octavia, hitting Whooves and stunning him.

A familiar gray blur darted through the Musical Mares and tackled Whooves while he was helpless. He struggled against his opponent who was holding his limbs to keep him from punching and kicking.

"Your time of wrong-doings has come to a close, Whooves," Said Black Thunder with a triumphed smile, "You won't be stealing anymore Gears anytime soon."

A green magic wafted from the gray stallion's horn, hitting Whooves' head and causing him to relax a little. Eventually, his head slumped to one side and his eyes slid shut as he began snoring softly. Thunder took this time to hog-tie the stallion to make sure he couldn't escape when he did wake up.

"What a relief," Thunder sighed, wiping his forehead of sweat, "Finally, this criminal is in our custody." He turned to Vinyl and Octavia, "Thank you, you two."

"Don't thank us," Vinyl replied, "This was all Rarity's doing."

At the mention of her name, Rarity limped over. Her originally beautifully styled mane was in a complete frizzy mess after her fight with Whooves. Her necklace was missing and her left wing was bent at an odd angel.

"You don't look so good." Octavia stated.

"I'm fine, dear," The white Alicorn replied, "Just a couple scratches and bruises. They'll heal!"

"That wing however," Thunder cut in. He had slung the slumbering Whooves over his back in order to be able to carry him easier, "We need to get that checked. Come back to the Guild with us."

Rarity made a face, "Very well. But I expect for you to take care of that monster Whooves!"

Thunder turned back to Octavia and Vinyl, "You two have been very impressive. It does my heart good to see that somepony can stay loyal to a cause in order to stop the forces of evil. Very rarely to I see loyalty nowadays," He gestured to Whooves, "I can't imagine what was going through this stallion's head when he was stealing the Gears. He must have realized he was betraying all ponykind by doing this."

"He doesn't care," Octavia replied, "He's probably demented, insane, or some other mental condition. He said that I hadn't changed a bit back at Dead Mare's. I haven't even met the guy personally!"

Thunder hesitated, "Yes, of course. Insane ponies do insane things, after all." He glanced around, "But we should gather up the others and head back to the Guild. I'm sure that everypony else will be ecstatic to know we finally captured Whooves. Rarity, won't you come with us?"

The four trotted out of the cavern together. However, Octavia's thoughts were swirling once again.

Why do I feel as though I've done something horrible?

---

I'm sorry if this feels rushed. And short... And boring... Hopefully the next chapter will have a little more action and stuff. Until then, remember to leave and review and tell me how it was!

Hey guys! Thanks for sticking with the story so far! I have another chapter, two in one week, so lucky you! Enjoy, and leave a review if you can!

---

Upon returning to the Guild, the group of ponies were greeted by happy Guild members. Seeing that they had a knocked-out Whooves with them made the others cheer wildly as they came into the team room.

"You got Whooves!" Derpy cheered, skipping next to Vinyl and Octavia.

"We didn't really do anything," Vinyl replied, shrugging a little, "It was all Rarity and Black Thunder. We just beat him up a little."

"Well, he won't be stealing any more Gears now that he's been captured," Carrot Top added, "I'm proud of you for finding the Cavern of Generosity at the least. If it wasn't for you, Rarity probably couldn't have stopped Whooves and Thunder wouldn't have found the cavern without you."

"Yeah, I guess you're right." Vinyl eventually agreed. Derpy and Carrot Top looked as they were going to say more, but Black Thunder interrupted them.

"Members of Lyra's Guild for Rescuers," He annouced to the group, "I owe my full gratitude to you, for you have helped me capture one of the most dangerous criminals in Equestria. I especially thank Octavia and Vinyl Scratch for finding the Cavern of Generosity and holding Whooves back until I could come and take control," He turned to the two mares in question, "Thank you."

Vinyl and Octavia nodded solemnly.

Whooves had woken up and was now sitting next to Thunder, his ankles tied together and his arms tied to his sides. A gag was also tied around his mouth to keep him from talking. Since he couldn't do anything, he simply stared at the ground with a shamed look on his face.

"As for Whooves, he will never again steal the Harmony Gears," Thunder continued, gesturing to the brown stallion, "I will make sure to take care of him properly so that Equestria will never be in danger of losing its only protection again." A bittersweet smile appeared on his face, "This may be farewell. Since I have completed my task, I have no need to stay here anymore than I have to."

The Guild members seemed slightly surprised that Thunder was going to leave them. Especially Lyra, who looked like she was going to cry.

"I have certainly enjoyed my stay here," Thunder said, smiling a little, "So many friendly faces I have seen and loyal allies I have made. I will miss all of you-"

The group was surprised when Lyra suddenly flung herself at Thunder and gave him a pythonic hug.

"I'll miss you too, good buddy!" She cried, hugging the stallion tighter.

Thunder wasn't sure how to reply, "Um... You do realize I'll be happy to come and visit again, right my dear?"

Lyra pulled herself away, her face flushing crimson red, "Uh. Yeah of course! Ha. Silly me."

Thunder chuckled, "Well, I must leave you now. Whooves will be locked up for a long time to come, so hopefully we won't have to go through this again. I bid each and everyone of you farewell."

With that, the stallion picked up Whooves who didn't even attempt to struggle against him and climbed up the ladder. He was gone just as quickly as he had appeared. The other members carried on their day when he had left, but Lyra and Bonbon quickly made their way over to Vinyl and Octavia.

"Somepony very important wanted to speak to you two," Bonbon explained, "They are in Lyra's chambers, waiting on you."

"They?" Vinyl asked, "Who's they?"

Bonbon rolled her eyes as if Vinyl's question was stupid, "Go and see."

Octavia and Vinyl exchanged glances. They then trotted over to Lyra's chambers, opening the mint-green doors and entering inside. The caught their breath, seeing a group of ponies they weren't expecting.

The Guardians Rarity, Rainbow Dash, Applejack, and Fluttershy were gathered around, chatting among themselves. A purple Alicorn that Octavia did not recognize was wrapping up Rarity's broken wing. There was also a pink Alicorn that Octavia didn't recognize either.

"Oh!" The purple Alicorn exclaimed, taking a moment from Rarity's wing to look up at the two. She had a dark purple mane with a stripe of pink and darker purple running through it. She had a cutie mark of a sparkly, six-pointed pink star, and she wore a golden necklace with said cutie mark encrusted on it.

"You're Twilight Sparkle, Guardian of Magic." Vinyl guessed.

Twilight nodded, "That's me. You've already met most of my companions, right?"

"We haven't met Pinkie Pie and Rainbow Dash personally, but we know them." Vinyl replied.

However, the pink Alicorn suddenly leapt foward and randomly began shaking Vinyl's hoof. She had a mess of dark pink curls for a mane. Her cutie mark was of three balloons, and she wore a golden necklace encrusted with the same cutie mark.

"Hi! I'm Pinkie Pie!" She greeted, "What's your name? Do you like cake? I like cake! Do want me to bake you a cake? Because I'll bake you a cake if you want me-!"

A mare with a multicolored mane -presumably Rainbow Dash- pulled Pinkie Pie back by her tail.

"Quit talking so much!" The cyan mare growled with Pinkie's tail in between her teeth, "You're scaring them, for crying outloud!"

Twilight cleared her throat, "Anyways, we wanted to thank each and every Guild member personally for helping us stop Whooves. Without your help, we might as well said goodbye to Equestria's peace and prosperity."

"We're especially thankful for you two," Applejack added, "Y'all went everywhere Whooves went, attempting to stop him with all your might."

"Thank you for your help," Rarity said with a smile, "Without it, I might as well have given that ruffian Whooves the Generosity Gear."

"We owe our gratitude to you and the rest of the Guild," Twilight concluded, "Over one thousand times, thank you."

"You're welcome," Vinyl replied with a kind smile, "It was very nice to meet you. You guys are awesome at what you do for Equestria!"

With that, the two mares exited Lyra's chambers, heading to their own chambers to sleep for the night.

---

As Octavia laid in bed, she thought about the events of the day. She should have been happy for the capture of Whooves, but something was throwing it off. It was almost as if she felt guilty for capturing a sociopathic villain.

But the way he had always apologized to the Guardians before he beat them up and took their Gear... It wasn't like a sarcastic oh I'm so sorry, but I'm taking that Gear 'cause I want to, but it was truly honest.

Something wasn't right with that. He wasn't stealing the Gears to destroy Equestria, but as if he was trying to save it instead...

"Octavia?" Vinyl's voice cut in, interrupting Octavia thoughts for the millionth time this week.

"Yes...?" The cello-player yawned, clearly very drowsy still.

"There's been something on my mind since we captured Whooves... And I want to see if you have the same opinion." Vinyl began.

Octavia was shocked. Did Vinyl have the same conflicting feelings about the capture of Whooves as she did? She began to carefully listen to her friend's question.

"Do..." Vinyl hesitated, "Do you think Lyra's got the hots for Black Thunder?"

Octavia was so disappointed in this question, she almost felt like kicking Vinyl in the face for deceiving her. She however, gave her honest opinion.

"I guess so. She's definitely giving signs... Like when she wanted to go with Thunder back at the Jewel Cave, or when she threw herself at him when he was leaving. He's not that bad looking of a stallion, so it doesn't surprise me."

Vinyl chuckled, "Yeah, Lyra's definitely got the hots for him. There's no denying it!"

"Why don't we get some sleep instead of worrying about Lyra's crush?" Octavia suggested, "I can't remember the last time I got a full night sleep."

Vinyl coughed, "Yeah, you're right. Sorry for talking so much."

"It's okay." Though Octavia was starting get very frustrated that Vinyl wouldn't shut up.

"Well, good night." Vinyl said before finally closing her eyes and rolling onto her side with her back facing her friend.

Octavia yawned, even though she didn't feel tired. Her confused thoughts only added insult to the injury.

If there's a Guardian that guards sleep, Octavia prayed, Please, for goodness sake, let me have a sound sleep.

---

When Octavia awoke the next morning, she was proud to say she indeed did have a sound sleep with no Dimesional Screams invading them. It was still early enough that Trixie wouldn't come in to wake them up until later. She glanced over, expecting to see Vinyl sleeping a few feet away from her. Instead, a note had been placed on her hay bed.

Octavia raised an eyebrow. Usually Vinyl didn't get up without waking her, though she was kind of glad that she didn't. Rubbing the sleep from her eyes, Octavia grabbed the note and read it.

Octavia, I've got a surprise for you. Meet me at the beach as soon as you get up.

-VS

Octavia was now even more confused. What was Vinyl planning at the beach that was worth a surprise? She found it slightly fishy though, for Vinyl would never get up this early for something so... Seemingly pointless. Octavia knew that she couldn't leave her friend hanging, so she shoved the note in her mane and headed out the door.

The mare came into the team room and glanced around. No one was up yet, signaling it was the perfect time to sneak out before anyone noticed. As quiet as a mouse, she darted over to the ladder and climbed up as fast as her limbs would allow her. However, she didn't notice the white mare trot in from the kitchen, levitating a glass of water before she left.

"Jeez, it's early," Vinyl said to herself quietly, "Better get back to bed."

The unicorn silently trotted down the hall to her and Octavia's chamber. She carefully opened the door, hoping to not wake her roommate. However, said roommate was gone.

"Huh," Vinyl huffed to herself, "That's weird. She's was just here when I left to get some water... Maybe she went out on a morning walk or something..." Her vivid imagination started running wild, "Or maybe somepony foalnapped her... Better check with some of the locals..."

As fast as lightning, Vinyl sprinted out of her room and up the ladder, not really caring about who she woke up in the process.

---

Upon arriving at the beach, Octavia noticed that it was empty, as expected. Vinyl was nowhere to be seen. The sun was just starting to break through the morning fog, creating colorful clouds of orange and red.

Octavia trotted right at the shoreline so that she could feel the warm water on her hooves. Sand was sticking to her, but she didn't care. She always enjoyed coming to the beach to get away from the chaos of being a rescue team member.

Through the fog, Octavia noticed another pony sitting at the end of the shore. Upon closer inspection, it turned out to be a familiar gray stallion she knew all too well.

"Black Thunder?" The mare questioned, approaching the stallion cautiously.

Thunder turned his large head, smiling kindly as he did, "Octavia. I see you got my note."

"You wrote that note?" Octavia inquired, suddenly feeling anger boil inside her, "Why did you use my friend's name?"

Thunder nervously glanced around, "So that I may talk to you in private. If I signed my name, you would have brought your friend along with you. No offense to you or her... But she can be very annoying."

Octavia chuckled, "Maybe a little. She's not so bad once you get to know her." She plopped herself down next to the stallion, "I thought you had left?"

"-to put Whooves in jail," Thunder finished, "Yes. But there's something I need to tell you."

Octavia cocked a skeptical eyebrow, "If it has anything to do with Lyra's love life, I want nothing to do with it."

"Pardon?" Thunder questioned, completely lost with the subject.

Octavia blushed crimson, "Nothing. Carry on with whatever you were saying."

Thunder cleared his throat, "There's something I've been keeping from you, my dear. Something that has to do with your past life."

Octavia's hair stood on end, "You know about my past life? Before I washed up on the beach?"

Thunder nodded, "You aren't from here."

"Well, I know that. That's pretty obvious."

"No, I mean," Thunder hesitated, "You aren't from this time period. You came from the future."

Octavia was very skeptical, "Yeah right. And I'm a gryphon-changeling hybrid from the Horsehead Nebula!"

"I'm dead serious," Thunder growled a little, "Whooves isn't from this time period either. He traveled back in time in hopes of ruining the future. You are slightly at fault for this."

"Me?" Asked Octavia, clearly shocked, "How is this my fault?"

"Because you accidentally sent yourself back in time, allowing Whooves to come in right after you. You are not at fault completely, for Whooves forced you to make a time portal for him."

"But I'm not a unicorn! I can't even levitate things, much less create a time portal!"

"Your ability. Whooves fused it with a dark magic in order to return to the past. You just got sucked in at the last moment."

Octavia scowled, "Unless you can create a portal to the future, I'm not believing this!"

Thunder did just this. His horn glowed a bright green before a small hole appeared in the air behind him. It grew to a considerable size, showing that it was a black and purple hole, leading to who-knows-where.

Octavia gulped, "I believe you now."

"There's a reason I came back," Thunder began to explain, the portal behind him swirling and spinning, "I recently sent Whooves back to the future. Unfortunately, it won't keep him from the past for long. That is, unless you return to the future."

Octavia just about kicked sand into the stallion face, "Why me?"

Thunder hesitated, "Your Dimensional Scream provides an open window to travel from the future to the past. If Whooves can get dark magic in his possession again, he might just be able to return to the past again! You must come back with me!"

"Are you insane?!" Octavia screamed, "I refuse to go to somewhere I've never been before! Even if I did have a life in the future, I enjoy my life now! I have friends, a best friend who cares about me! I have a team!" She scowled at the stallion, "I don't believe a word you say, Black Thunder. This portal is probably just some overdone magic trick to convince me to do something I'll regret later. Forget it. I'm going back the Guild!"

As Octavia turned around, she was suddenly stopped when Thunder appeared in her pathway, trapping her between himself and the portal. He was not happy about being rejected, so much so that his eyes started glowing an unatural green.

"You are coming with me," He snarled in a voice that was much deeper than his own, "Whether you like it or not! I will not disappoint my mistress!"

Octavia drew her cello bow, sensing severe hostility in the stallion. However, she found her joints going numb from sudden cold that hit her right in the chest, freezing her heart with fear. She couldn't move, allowing Thunder to easily pick her up with his magic.

"You have no say in this," He growled in the same, incredibly deep voice, "You are coming with me without another complain-!"

The stallion was cut off when a beam of heavy dubstep music blasted him into the seafoam. Octavia was released, the feeling in her joints returning. A familiar white mare jumped down from the sandstone wall, running to her friend's side.

"What the heck had gotten into you, Black Thunder?" Vinyl questioned, standing in front of her friend. She noticed the portal, causing her eyes to dilate, "Um... What's with the black hole thingy?"

"No time to explain!" Octavia yelled, grabbing her friend's hoof and dashing down the shoreline, "Run!"

However, Thunder recovered soon after, standing up and shaking his mane of ocean water. His horn started to glow bright green, causing the cold feeling to shoot through Vinyl and Octavia, paralyzing them on the spot. He approached them, eyes filled with fury.

"You... Are coming... With me!" The stallion hissed. He grabbed them by the scruff of their necks and pulled them into the portal against their will. With a sputter, the portal closed, leaving the beach peaceful as if nothing had ever happened in the first place.

Fortunately, the event had not gone completely unwitnessed. Three blank flank fillies were standing at the mouth of the beach, where it joined with the path to the Guild. Their mouths were wide open in shock, their eyes dilated to full size. The yellow filly turned to her friends, her mouth still open agape.

"The Guild, tell Lyra," Apple Bloom stuttered out, "Now!"

---

Upon being dragged into the portal, Octavia felt the cold feeling melt away, allowing her to move. It didn't do much good though, for both she and Vinyl were being plunged downward in a gaping hole of swirling, rainbow colors. She couldn't feel anything except for Vinyl's hoof holding onto her's.

Through violent jerks and nauseating, flashing colors, Octavia thought she was going to be sick. She thought she heard both herself and Vinyl scream, but it was lost over the rush of wind.

Then the deep ocean-like pressure came. Octavia's thoughts were scrambled, her breath was crushed right out of her. The pressure of moving at what felt like light speed was unbearable, as if it was crushing her limbs into dust. She still refused to lose her grip on Vinyl's hoof, or at least who she thought was Vinyl.

There was a light up ahead, what Octavia hoped was the end of this wormhole. She was thrown foward into solid ground and ended up hitting her head on a cold stone. The heavy blowvto the head caused her vision blurr before blacking out. However, she managed to catch a glimpse of a familiar brown stallion before she completely fell into darkness.

---

Octavia awoke to someone gently stroking her hot forehead. She coughed, tasting the familiar taste of a revival seed. Her vision was still severely blurred.

"Swallow," An accented voice commanded her, "Don't spit."

Octavia swallowed. The splitting pain in her head faded, as did her blurred vision. It appeared that she was in a dungeon made of gray stone. There was a heavy steal door that appeared to be the only way out of the room. Octavia shook her head and looked up at her healer. Upon seeing him, she shrieked and pushed him away, drawing her cello bow while staring the stallion down.

"You..." Octavia growled, trying to make herself sound as intimadating as possible, "You have five seconds to explain yourself before I-"

Whooves held up his hooves defensively, "I just revived you from a concussion. I'm not that bad, now am I?"

Octavia didn't listen. She kicked the stallion in the chest, launching him backwards into the wall. She grabbed the fur on his chest and yanked him foward, forcing him to stare straight into her eyes.

"What's going on?" Octavia barked, "Why did Black Thunder do this? Where's my friend?"

Whooves chuckled, as if Octavia's questions were amusing, "Smooth-talking Black Thunder still has you fooled, doesn't he?"

"Do you really want me to punch you in the face right now? Because I'm freaking out enough to do it!"

Whooves rolled his eyes. He pointed to the white unicorn napping in the corner, "Your buddy's over there. She went back to sleep after I gave her a revival seed. As for why you're here... Let go of me and I'll tell you why."

Octavia reluctantly let the stallion go. He stood up and brushed himself off.

"Don't start yet," The mare commanded, "I have to wake my friend up."

Octavia trotted over to Vinyl, gently prodding her in the shoulder. She moaned and turned over, her back facing Octavia. This caused the cello-player to shake the unicorn violently.

"I'm up I'm up!" Vinyl cried. She stood up carefully, glancing around her surroundings, "Hey, where are we?"

"Whooves was going to explain why we're here," Octavia replied. She glared at the stallion across the room, "And hopefully why he was stealing the Harmony Gears."

"Oh great," Vinyl moaned, "We're imprisoned with a crazed super villain."

Whooves sighed, looking quite shamed of the mention of his crime, "I have a good reason for stealing the Gears. Please, just hear me out. The reason why is-"

Whooves was cut off when the dungeon door slammed open. It looked as though their captor was one of the members of the popular pegasi flying team, the Wonderbolts. The strange thing was that instead of the brightly colored costume, this Wonderbolt wore dark clothing, black and purple instead of the blue and yellow. Her wind blown mane was dark purple and his coat was black. Her googles were pushed up on her forehead, showing unaturally slit pupils and bright blue iris.

"You three," The Wonderbolt snarled in a deep voice that was odd for a mare, "The boss wants to see you. Out!"

They didn't have much of a choice. More evil Wonderbolts filed into the dungeon, forcing them out into the open. The area was surrounded by a dark and dreary landscape. Trees had shriveled up and died, ruins of collapsed buildings littered the land, and huge voids cut through various parts of the dark gray ground. When Octavia looked over the side of one, a sense of vertigo filled her head because she could not see the bottom.

No birds sang. No wind blew. Everything was unnaturally quiet, the only noise being their hooves trotting against the gray stone walkway, precariously sitting between two voids. It was difficult to tell whether it was night or day, since it was bright enough to see, but the sky was completely black.

When they came to the end of the walkway, they were greeted by the sight of three pillars. Octavia and Vinyl got a sicken feeling about what they might be used for. Standing next to the pillars was a familiar gray stallion, who trotted over to them as calmly as possible.

Vinyl's eyes brightened, "Oh! There's Black Thunder! He'll save us!"

This actually caused Whooves to laugh uncontrollably, "Are you serious? He's the last guy that would save you!"

"Shut it!" One of the Wonderbolts barked, almost looking as though he wanted to slap Whooves, "Be respectful to the great king!"

"King?" Asked Octavia, now thoroughly confused.

"You don't know?" Black Thunder cut in, "Hmm... Perhaps it is time that I reveal who I truly am."

"What are you talking about?" Vinyl asked, anxiety rising in her voice, "What's going on? Where are we? Why are you doing this, Black Thunder? You're supposed to be the greatest solo rescuer in all of Equestria!"

Thunder chuckled, as if Vinyl's statement was amusing, "Black Thunder is simply a cover name. I am not the greatest solo rescuer in Equestria; not even close! I would never stoop so low to be called something so weak! You shall bear witness to my true form, puny ponies! Tremble in fear!"

On the last word, Thunder's voice dropped down so deep, it shook the cavern. He suddenly exploded in a shadowy cloud, causing Vinyl to hide behind Octavia.

"What... The... Heck?!" Cried the white mare.

What happened next surprised the Musical Mares. The shadows cleared, showing that Thunder had taken on a new form. His basic body shape and color were still the same, but it was the minor things that shocked them the most.

The stallion now wore armor on his legs and chest. A royal red cape draped over his back, symbolizing some kind of royalty. His horn was now curved, the base being red, fading into a black tip. He wore a crown of silver, pushing back a wild, tangled mess of jet-black hair. The most frightening thing was his eyes, which were now a demonic red, surrounded by a bright, neon green. Pure, dark magic constantly flowed from his eyes, causing the temperature to plumit about ten degrees.

Octavia now understood why she had such mixed feelings about Black Thunder. She knew why he had such cold hooves and could scare an army of changelings and their queen away. She understood why she had such strange, hateful feelings to her best friend, and why Angel Bunny and the animals had attacked him.

She now understood why she had always trusted Whooves more than she did Black Thunder.

"Oh... My... Celestia..." Vinyl squeaked, her mouth open agape, "You're... You're...!"

The stallion that now stood before them turned to Vinyl, eyes glowing with that fear-inducing dark magic. The poor white mare lost her voice, her knees growing weak and knocking against each other.

"I am not the greatest solo rescuer in Equestria," He said in a voice that was ten times deeper than his original voice, "For I am King Sombra, ruler of all hatred and fear."

Octavia thought that her eardrums were going to burst because of how loud Vinyl began screaming. The unicorn threw her head back and shrieked so loud that it probably could have been heard miles away.

"Get me away from here!" Vinyl begged, struggling against the evil Wonderbolts, "Oh my freaking Celestia, I must be having a nightmare! FOR CELESTIA'S SAKE, SOMEPONY SAVE M-"

Vinyl was gifted with a sharp smack across the face from the gray stallion that stood before her, silencing her for good.

"You are already on my bad side as it is, Vinyl Scratch," Hissed Sombra, baring his teeth which had grown considerably sharper, "I would keep your mouth shut."

"But... But why?" Questioned Octavia, surprisingly calm despite the situation, "Why did you disguise yourself as a hero?"

Sombra turned his demonic red eyes towards the mare, "To get closer to you and Whooves without raising suspicions and having to deal with the Guardians. My mistress wants you... Ah... Disposed properly."

"D-d-dispose?" Vinyl stuttered, "You mean... You're going to kill us? W-what did we do?"

"You?" Sombra shot back, "You just annoy me. Whooves and Octavia however... They're the cause of what you see around you." He gestured to the dreary, gray landscape that surrounded them, "My mistress is not satisfied about it at all."

"What do I have to do with any of this?" Octavia demanded, "Just tell me what's going on!"

Sombra held up an armor-plated hoof, silencing Octavia, "I refuse to answer any other questions." He turned to the pegasi holding the three back, "Shadowbolts! Bind them to the pillars! Now!"

The Shadowbolts didn't so much as hesitate, pushing the three clueless ponies towards the pillars. Three took Whooves and bound him to the left pillars with ropes. Another three took Vinyl and tied her to the pillar to the right. The final three took Octavia and restrained her to the middle pillar.

For a moment, she thought that they're might have been a chance of escaping, for the ropes felt flimsy and thin. Unfortunately, Sombra dashed those hopes by placing some sort of spell that caused the ropes to tighten and become stronger. Octavia glanced over at Vinyl, who attempted to break the ropes with her magic, but her efforts proved fruitless.

"Release the executioners!" Sombra commanded, pointing at something in the shadows that Octavia couldn't see from the angle that she was placed in.

"Release?" Vinyl questioned in a tiny voice that was filled with fear.

Immediately, a smell like rotten eggs assaulted Octavia's nose. She recognized it almost instantly. Three distinct howls pierced through the air, sending chills down each of the ponies' spines.

"Timberwolves." Octavia said under her breath.

Just then, three brown blurs shot out of the shadows and towards the ponies. With wooden teeth and claws, the wolves began slashing through the thick ropes, getting closer to the vulnerable ponies' stomachs.

"Well?!" Screamed Vinyl over the snarls and barks of the timberwolves, "You got any ideas, Houdini?!"

Octavia realized she was talking to Whooves, who quickly answered with just as much sarcasm as Vinyl. The timberwolves had broken through the first layer of ropes and were working on the second layer.

"No, we're gonna die at the hooves of a maniac!" He shouted back, "Of course I've got an idea! But we have to work together!"

"Are you insane?!" Octavia butted in, "We can't trust you!"

"Who do you trust, me or Smokey Eyes over there?!" Whooves pointed to the gray stallion standing proudly at his achievement.

For a moment, Octavia hesitated. The timberwolves had slashed through the second layer. One more layer and it would be their skin.

"We need to time this just right!" Whooves began, unwilling to wait for Octavia's answer, "As soon as the wolves slash through this finally layer, you have to blast them backwards with your bass cannon, Vinyl! That should throw them into the voids and stun Sombra and the Shadowbolts for a little while!"

"What if I can't?!" Vinyl screamed back desperately.

"You have to!" Whooves yelled. He too was looking very worried, "If we don't, these things will slice into us like kids on Christmas morning! Don't give Sombra that satisfaction!"

Vinyl gulped, "Tell me when!"

Whooves hesitated, "On three! One!"

The wolves were nearly finished with the final layer. Octavia was beginning to regret going to the beach this morning.

"Two!"

The sweat was pouring down Octavia's face. She could hearing Sombra and the Shadowbolts cackling with satisfaction. She could feel the wolves nearly at her skin, barely nicking her fur.

"Three! Drop the bass, Vinyl!"

As soon as Whooves said this, Vinyl expanded her bass cannon at light speed. She fired it even faster, blasting the timberwolves with a beam of heavy dubstep. They rocketed over the voids, falling to their dooms. Sombra and the Shadowbolts were hit next. Every last one of them were blasted all the way back to the dungeons in less than a millisecond.

Octavia, Vinyl, and Whooves were free, thanks to the perfect timing. Unfortunately, Sombra and the Shadowbolts were already recovering, standing up again. Sombra was clearly outraged by the attack, baring his fangs while his eyes began glowing a pure green.

"SEIZE THEM!" He screamed in a voice that shook the ground and Octavia's innards. The Shadowbolts spread their wings, quickly zeroing in on them before charging.

"Run for it!" Whooves commanded. He took off in the opposite direction with Octavia and Vinyl flanking him. Never before had Octavia and Vinyl sprinted this fast in their entire time of being a rescue team. Whooves was very limber and quick, barely breaking a sweat as he ran as fast as his legs would carry him. It was as if he did this kind of stuff all the time.

"What do we do?!" Octavia demanded, "They're gaining on us! We have to find somewhere to hide now!"

"I know a place!" Whooves shouted back.

"Where the grass is what's for dinner?" Vinyl questioned with an unserious smile.

Whooves craned his neck around to glare at the unicorn, "No! I know a place where we can hide! Quick! This way!"

He turned off on another path, the Shadowbolts hot on their heels. He kept turning off on so many different paths and passageways, Octavia and Vinyl weren't sure how he knew where he was going. After all, everything looked pretty much the same here.

Finally, Whooves ducked into a small cave. Octavia and Vinyl followed him, skinning their knees in the process. Technically, it was more of a large hole than a cave, for the ceilings were only about six-feet high. The cave itself only went back a couple of feet.

"Where did they go?" A Shadowbolts asked, passing right by their hiding place.

"We can't lose them!" Another snarled, "The boss'll have our heads if we lose them! Search everywhere!"

Whooves pushed a couple of rocks in front of the entrance of their hiding hole, leaving them in pitch-black darkness. Luckily, the sound of the Shadowbolt's voices faded away, allowing them to breathe easy again. Vinyl lit her horn, bathing the small hole in her light blue magic.

"Alright," Octavia began, glaring at Whooves, "I want answers and I want them now. What's going on? Where are we? Why does Sombra want to kill us?"

Whooves looked down solemnly, "I hope you have the time, because this is going to be a pretty long story."

"As long as it tells me what the hay is going on," Vinyl rebutted, "I've got all the time in the world."

Whooves took a deep breath before he looked Octavia right in the eyes, "Look, Sombra wasn't lying when he told you you were from the future. He was lying however when he told you that I used your Dimensional Scream to travel back to the past to ruin the future."

"You heard all of that?" Octavia questioned, "How?"

Whooves smiled mischievously, "A little talent of mine."

"Okay, so why does this Sombrerro guy want to kill us?" Vinyl interrupted.

"It started about a decade ago," Whooves began, "You know Princess Luna, Guardian of the Tower of Midnight, right? It helps Luna control the path of the moon."

The mares nodded.

"Well... A little over ten years ago, Luna cut herself off from the rest of the Guardians. She refused to answer any messages or letters sent by the other Guardians. She was angry with everything. Angry with her sister, the Guardians, every last living thing that was alive and well," Whooves hesitated, "Her anger caused her to turn into her evil counterpart once again: Nightmare Moon."

"Not because she was jealous of her sister like last time, right?" Vinyl questioned.

Whooves shook his head, "No. Luna was angry because the Tower of Midnight was becoming weaker. Without the steady-tempered Luna to hold up the weak tower, it eventually just... Collapsed. It's destruction caused Equestria to fall into chaos and darkness, forever stuck between night and day. For reasons unknown, she blames it on us." He gestured to himself and Octavia.

"Why me?" Questioned the cello-player, raising a skeptical eyebrow, "I've never done anything to weaken the tower!"

Whooves looked down, "I don't know. I believe that Sombra has deceived her into thinking that he was her servant, when really he is the one controlling her. He is making her believe that we have something to do with it."

"Wait, back up," Vinyl interrupted, holding her hooves up, "You don't think that maybe the Tower of Midnight collapsed because of your stealing the Harmony Gears?"

"You don't understand," Whooves quickly argued back, "The tower was weakening long before I began stealing the Gears. Contrary to what Sombra has told you, I wasn't stealing the Gears to destroy Equestria, I was stealing them to 'save' it. They could have bulit the strength of the Tower of Midnight back up with the powers of harmony and order."

"But Equestria would fall into chaos if you kept stealing the Gears!" Vinyl objected, poking the stallion in the chest, "It would be a lose-lose situation!"

"That's where you're wrong," Whooves argued, pushing the unicorn's hoof away, "With the power of the Guardians, Equestria would be able to do without the Gears. It's the tower that can't deal without them, and neither can Equestria deal without the tower. You see, the princesses have lost a lot of power over the centuries and need the towers to help control the path of the sun and the moon. Without the towers, Equestria will truly fall into chaos."

Vinyl silenced, allowing Whooves to continue.

"In conclusion, Nightmare Moon believes that we are responsible for the collapse of her tower. Sombra got involved and is now out for our blood. I must now travel back to the past, take the Harmony Gears, and implant them in the Tower of Midnight in hopes of healing it and Nightmare's anger. Do you get it now?"

Vinyl and Octavia exchanged glances.

"Prove that we can trust you." Octavia growled.

Whooves sighed, "I just saved your lives. What else do you need?"

"Proof that you aren't a psychotic madman and Sombra isn't just trying to put us out of our misery."

Whooves looked down. Slowly, he took out a small brown box, distinctively marked with a note that looked exactly like Octavia's cutie mark. He handed it to the mare who took it with heavy caution.

"This is your's," He explained, "Before you got sent to the past, you dropped it on accident."

Slowly, Octavia pressed the note which was actually a button. Suddenly, the box sprang to life, becoming a cello made of mahogany wood. She gasped and suddenly took out her cello bow and began to play it. The tune was perfect and beautiful, for the cello felt so natural in her hooves.

"I know it may seem hard to believe," Whooves continued, "But we were once great friends before you got sent to the past, Octavia. Best friends, actually. If you still don't believe me, I'll carry out this mission by mysel-"

"I believe you." Octavia cut in.

"I mean, I know this is a lot to take in and-..." Whooves stared at the mare for a moment, "Wait. What?"

"I believe you," Octavia repeated, "This is clearly my cello. Only my best friend would keep it for all this time."

Vinyl looked as though someone had just shot her, "What?! Octavia, you can't possibly believe all this junk!"

Octavia glared at her friend, "Who do you believe? Whooves or King Sombra?"

Vinyl hesitated, "Erm... Is this a trick question?"

Octavia rolled her eyes, "Look, I believe you now. It's clear that we have to stop Equestria from looking like this. We'll help you."

Whooves smiled kindly, his blue eyes twinkling, "Thank you."

"Okay, so we know what going on now," Vinyl cut in, "Problem is, how are we going to get back to the past?"

Whooves smiled again, though this time it was a little more mischievous, "I know somepony. Once we know for sure that the Shadowbolts and Sombra have lost us completely, we can set out and try to find this pony. Do you know Minuette?"

"Yeah," Vinyl replied, "She's a member of the Guild like us."

"Well, believe it or not, but Minuette can help us get back to the past," Whooves continued, "She has a... Very special talent of being able to travel back and forth through time. We have to find her fast though, because Sombra got a hold of her one time and forced her to send him into the past. If he finds her again and sends himself back to the past again, Minuette won't have enough energy to send us back also."

"Minuette can travel through time?" Vinyl questioned, "Epic! Why didn't she tell us?"

"Because she didn't know how to use it," Whooves explained, "Now come on. It's a good thing that I know Minuette and her general hiding place, or else we would be stuck here forever."

Vinyl and Octavia exchanged scared glances. Whooves began moving the rocks off of the entrance to their hiding hole. They emerged back into the gray landscape and began their quest.

Walking through the future Equestria was very unnerving. Octavia found it nightmare-like and unnatural. Vinyl refused to leave her buddy's side while they both followed Whooves.

"Everything here is so..." Vinyl began, glancing around at the scenery, "...Dead."

"As soon as the Tower of Midnight collapsed, the loss of so much power wiped out a half of the Equestrian population," Whooves explained solemnly, "It disabled the Harmony Gears as well, allowing for many of Equestria's past enemies to attack and destroy the rest of the land. Those who were still alive took off to new lands across the sea until there was almost nopony left. The only ones who are left are probably a few who stay true to their original Equestrian roots."

"And you, Sombra, and the Shadowbolts." Octavia added.

"Shadowbolts aren't technically ponies," Whooves quickly replied, "They were created with Nightmare Moon's dark magic to assist Sombra in the capture of me and Octavia."

Vinyl gulped, "Does... Does Nightmare Moon live here too?"

Whooves nodded, "Sadly, she lives here as well. I've only seen her once though. She keeps herself well hidden so that no one can find and destroy her. She only shows herself to Sombra and his cronies."

"Who is this Nightmare Moon pony?" Octavia questioned.

"Princess Luna's evil counterpart that is locked deep in her spirit," Whooves explained, "Nightmare Moon only rears her ugly head whenever Luna becomes severely angry and bitter. She can take control and practical destroy everything of the light and goodness. Luna isn't too happy right now, so..."

Octavia looked down at the gray sand, "Are we... You know... Going to have to face her when we do collect all the Gears and head to the Tower of Midnight?"

"We're definitely going to have to hold her off," Replied Whooves, his own voice seeming to be racked with nervousness, "At least until we can get the Gears implanted into the tower's main power source."

"Which is?"

"A central hub powered by pure moonlight. It lies at the very peak of the tower, where Nightmare Moon used to stay until it collapsed."

"How are we going to convince the Guardians that we need their Gears in order to the save the world?" Vinyl asked, "I doubt they're going to trust you."

Whooves seemed stumped for a couple of seconds, "Don't worry. I have a plan."

They continued walking. Neither Octavia nor Vinyl could believe that their surroundings were future Equestria. Seeing the gray nothingness and hearing the dead silence made them uneasy.

"Why you and Octavia?" Vinyl broke silence.

Whooves turned and raised an eyebrow at the unicorn, "Why what?"

"Why does Nightmare Moon think you're responsible for the collapse of the Tower of Midnight? Just... Why you two? No offense, but what is your significance? Why not Celestia or one of the other Guardians?"

Whooves hesitated, "I told you, I don't know. Whoever deceived her into become Nightmare Moon again must have made her angry at somepony she could easily do away with. Of course, we aren't the type that is easy to do away with. As long as you have me to guide you, we should be fine."

Both Vinyl and Octavia were unsure. Even though Whooves proved to be clever and able to think in dangerous situations, neither were sure if they could still trust him fully. Despite their conflicted feelings, they continued to follow the stallion as they traversed through the gray land.

---

"Where are they?"

The Shadowbolts who had led the expedition team now stood fearfully in front of a now unamused King Sombra.

"Where are they?" The unicorn demanded, hearing no answer from the shameful Shadowbolt.

"We lost them." The pegasus said, refusing to meet the king's gaze.

Sombra wasn't happy. He looked as though he was going to blast the Shadowbolt on the spot. He fortunately took a deep breath, his scowl only softening a little.

"Fool!" He barked, "Do you realize how important it is that we make sure to destroy them? You have failed!"

The Shadowbolts hung their head in shame.

"I cannot deal with you right now," Sombra growled, turning away from his minions, "Go! Leave me to decide your punishment later!"

Reluctantly, the group of Shadowbolts walked away, leaving Sombra to himself. He turned to a patch of shadows and smiled sheepishly.

"Apologizes, my mistress," He said, "But don't you worry! They shall be history soon enough."

A growl reverberated through the shadowy land, as a powerful female voice spoke, "It is not the Shadowbolts who have failed; but it is you, Sombra."

Sombra seemed a little offended by the statement, "Whooves is a clever stallion. He and the other two escaped right under my nose. I thought I had them!"

The voice snarled, "You aren't careful enough! You must take every precaution to make sure they don't escape again!"

"The Shadowbolts aren't smart enough to outsmart them!" Sombra argued, his voice beginning to raise as he paced back and forth, "I need more help to capture them!"

The voice chuckled a little, "That I can solve easily, unlike you."

Sombra stepped back as a jet-black, armored hoof stepped foward out of the shadows. He seemed slightly surprised at this as the voice spoke again.

"For the Night will assist you."

---

Furious knocking was heard at Bonbon's door. The cream-colored mare moaned, checking the time. It was six thirty in the morning according to the clock on the wall.

"Go back to bed, Derpy!" Bonbon screamed, "I don't have any muffins!"

"It's the Cutie Mark Crusaders!" A country-accented voice yelled through the wooden door, "There's huge trouble!"

Sensing the urgency in Apple Bloom's voice, Bonbon rushed to the door. She unlocked it and allowed the three fillies to come into her chamber.

"The beach!" Sweetie Belle started to explain, "Vinyl! Octavia! Black Thunder! Big giant hole thingy!"

Apple Bloom pushed her friend out of the way, "We heard Octavia get up really early this morning and we decided to follow her. She went to the beach, and Black Thunder was there. I don't know what he said to her, but he made like this... This big black hole thing and was going to pull Octavia into it. Then Vinyl appeared and they started to run, but Black Thunder pulled them into the hole anyway!"

"Are you making up a story?" Bonbon questioned, raising a skeptical eyebrow.

"No!" Scootaloo quickly answered, "We swear to Princess Celestia!"

"You got any proof?"

The three exchanged glances.

"No..." Bloom began, "But please! You have to take our word for it! We think the Musical Mares might be in trouble!"

Bonbon rolled her eyes, "Next time you try to tell me one of your crazy stories, do it when I'm awake!"

"But Bonbon!" Cried Sweetie as Bonbon gently pushed them to the exit.

"No buts!" The cream mare growled, "If you don't want to see my bad side, I suggest you go back to bed and leave me with the hour of sleep I have left."

"Geez," Scootaloo said, "If this is your good side, I'd hate to see what your bad side is!"

"Oh don't worry," Bonbon replied, "You will see it later today!"

Just as the mare was about to shove the fillies out the door, a familiar blue unicorn appeared in their path.

"Hold it," Trixie commanded, "They're right."

Bonbon sniffed, "Oh? How so?"

"Trixie was recently going through the chamber that Black Thunder was staying in, and she found this," Trixie held up a worn, black leather book, "He left this."

"So?" Bonbon questioned, "It just looks like his diary."

"But Trixie was reading through it," Trixie began, "Look at how far the first entry goes back."

Bonbon flipped to the first entry. She gasped upon seeing it.

"This one's dated right after Celestia and Luna's coronation!" She exclaimed.

"That's not all," Trixie added, "Read the entry dated a few days ago, when Black Thunder arrived at the Guild."

Bonbon flipped to the correct entry and quietly read it to herself. After she had read it, she gazed up at Trixie, her eyes as wide as frying pans.

"We've been housing an enemy of Equestria all this time."

---

"How much further?" Whined Vinyl.

"Not much further," Whooves pointed to a hill about a half a mile off, "She lives on that hill. She shouldn't attack if she sees me."

"Attack?" Octavia asked.

"Minuette can be pretty territorial," Whooves explained, "She's also old and can't see well, so she mistakes normal ponies for Shadowbolts or Sombra."

"Oh joy." Vinyl said sarcastically.

Whooves sped up to a gallop, forcing Vinyl and Octavia to sprint after him to keep up. The stallion easily bounded up the hill, but the two mares struggled to reach the top. Whooves stopped abruptedly when he reached the top, glancing around nervously.

"Minuette!" He called, "It's Whooves. Could you come out?"

For a moment, nothing happened. Suddenly, a cluster of bushes rustled to the right of the ponies, as an elderly blue mare emerged from the shadows. There was no mistaking her for Minuette, for she had the same hourglass cutie mark and blue eyes.

"Whooves?" She asked, her eyes narrowing, "Is that you?"

Whooves approached the mare and smiled kindly, "Wibbly-wobbly timey-wimey!"

Minuette laughed, "Of course! Only you talk that nonsense!"

They hugged for a moment then split apart. Minuette turned to Octavia and Vinyl, her eyes widening.

"My Celestia..." She gasped, "You two haven't changed a bit! How... How is that?"

Whooves interrupted her. He quickly began to explain what had happened with the Musical Mares and how Sombra dragged them to the future through the past to kill them.

"Old Sombra's at it again?" Minuette questioned, "When will he ever learn his lesson?"

"That's not important," Whooves interrupted again, "We need you to use your powers in order to return to the past. We need to stop this from happening."

Minuette paused for a moment, "I'm going to give you a heads up... It will be extremely difficult for me to transfer three ponies back to the past."

Whooves placed a hoof on the mare's shoulder, "I believe you can do it. You can do it for the peace that Equestria needs so badly."

Minuette smiled, gently pushing Whooves' hoof away, "Alright, I suppose I will do it." She paused again, "Actually... I know a place where unicorn priests and priestess used to channel their full abilities. It's called the Magica Temple Ruins, and it lies north of here."

"Well we need to hurry," Whooves insisted, already dashing off to the northern direction, "Sombra and the Shadowbolts will waste no time catching up to us."

None of them argued. Minuette took the lead, galloping in front of the group as the other three followed. Vinyl and Octavia caught up to Whooves, as Octavia began chatting with Whooves.

"So why did Bla-... Sombra bring us to the future?" Octavia asked.

"Mainly because he didn't want anyone to see him kill you," Whooves explained, "But also because if he killed you in the past, he would create a paradox that could cause the universe to collapse in on itself."

"Er... Why?"

Whooves sighed, "Because you were born in the future, then sent to the past. If Sombra killed you in the past, it would throw everything out of wack and destroy everything. Time is strange like that. If everything doesn't happen in order, it just falls in on itself and implodes."

Octavia raised an eyebrow, "How come you know so much about time? You're constantly talking about it. Time this, time that... It's like you're an expert at it!"

Whooves harrumphed and pointed at his cutie mark, which was an hourglass similar to Minuette's.

"Oh," Octavia said stupidly, "Guess I don't know a thing about you.

Whooves glared at the mare, "There are many things you don't know about me. Many things that you will never find out."

Octavia looked deep into the stallion's crystal-blue eyes. She saw things so unbelievable, she thought she was having another vision. Though he appeared normal on the outside, Octavia somehow knew that the stallion had suffered through a lot of emotional pain. Those eyes... They seemed so old and wise that they didn't even match his face...

"Would you please stop that?" The stallion asked, snapping Octavia out of her trance.

"Doing what?" She replied.

"Staring at me," Whooves remarked, "It's freaking me out a small bit."

Octavia didn't even realize she was doing so. She dropped her gaze and concentrated on the gray ground instead. She didn't even realize that they had reached the ruins until she felt her hoof touch a cold marble floor. Octavia looked up, discovering the remains of the Magica Temple.

It was a medium-sized, square platform made of marble sitting in a small canyon. Four Corinthian pillars rose up at each of the corners of the platform. It looked as though the pillars had once held up a roof, but the roof had been ripped off or had collapsed. Intricate pictures were etched into the sides of the canyons, most of which Octavia couldn't make out.

For ruins, the place really wasn't that ruined. In fact, Octavia could sense a powerful presence here. It was as if all of Equestria's magic was being generated right here in this one paticular spot.

"This is it," Minuette began, "You need to stand back, because I'm not sure how safe this is."

The group obeyed, as Minuette stepped in the middle of the platform and began to focus her energy. Her horn lit up in a sea-blue shade, her eyes sliding shut. Unexpectedly, the pillars around her lit up in the same shade, the ground rumbling in the process. Vinyl hid behind Octavia as beams from the four pillars met in the middle where Minuette's horn was glowing. A large beam of energy shot foward from the unicorn onto the side of the mountain, creating a swirling black hole. She was forced to hold it, for the hole sputtered and spat as if it was about to close again.

"Don't just stand there!" Minuette screamed, struggling under all the magic she was channeling, "Go!"

Whooves, Octavia, and Vinyl obeyed, going around Minuette and towards the hole. However, the blue unicorn suddenly screamed in pain, causing them all to whip around and look at her. One of the pillars was now enveloped in purple and green magic, turning it completely black and shutting off the beam from that pillar. Minuette lurched foward, desperately trying to keep her balance and keep the wormhole going.

"Stop them!" A familiar, guttural voice commanded, "Stop them at once!"

About a half a dozen Shadowbolts shot foward from behind the platform and in front of the hole, preventing the trio from going into it. Octavia, Vinyl, and Whooves weren't intimidated though, for they each drew their weapons, preparing to fight. However, they were suddenly stopped when a gut-wrenching roar sounded through the area. Even the Shadowbolts stopped looking so frightening and looked frightened instead.

"You will not leave!" A powerful female voice bellowed, "You shall be destroyed!"

The trio glanced up at the top of the small canyon. What Octavia was seeing made her heart stop and her blood run cold. Standing there, in all her frightening glory was a jet-black Alicorn with a long, flowing mane of stars. She wore armor on her head, hooves, and chest, and her wings were currently outstretched. Her bright blue, reptilian eyes could be seen glowing even from Octavia's distance.

"Oh my freaking Celestia...!" Vinyl whimpered, hiding behind her friend once again.

"Nightmare Moon!" Whooves exclaimed. He too, looked quite fearful, "Hurry! Get to the portal!"

"Destroy them!" Nightmare's voice rang out over all the commotion.

Desperately, the trio began to fight through the Shadowbolts. Octavia slashed with her cello bow, Vinyl blasted with her bass cannon, and Whooves did his best with his powerful hind legs and punches.

Minuette cried out weakly, "Hurry! I can't hold it for much longer!"

Another pillar went down in Sombra's dark magic. Minuette was nearly thrown sideways, but kept her balance as the said evil king calmly walked up behind her. She turned and began fighting him as best as she could, all the while keeping the portal open.

"Octavia!" Whooves yelled, punching another Shadowbolt in the face, "Your cello! Use it!"

Octavia remembered the cello that Whooves had given her. She quickly took it out, expanded it, and rested it comfortable against her side. In a desperate attempt to clear out the rest of the Shadowbolts, she began playing a fast tune; so fast in fact, that her hooves were moving across the strings at light speed. The cello bow lit up with purple flames, flickering in the darkness. Octavia whipped the bow around, throwing a wave all around her that affected the Shadowbolts, but Vinyl and Whooves were unharmed. Each of the pegasi were thrown about twenty feet, their uniforms catching on fire with the purple flames.

Vinyl stood flabbergasted, "Wow."

"No time to stand in awe!" Whooves shouted, grabbing the two by their hooves, "Portal! Now!"

They rushed foward, Whooves shoving the two mares into the portal. The Alicorn above them roared in anger, attempting to use her magic to close the portal. At the last second, Whooves turned, seeing his good buddy Minuette pinned by Sombra. She managed to smile at him and mouth the words Good luck.

Whooves smiled and saluted at the mare before he jumped through the portal, the angry screams of Nightmare Moon ringing in his ears.

---

Sorry if this seems rushed (Good god, how many times have I said this?), but this was meant to be a fast-paced chapter. Well, enjoy this chapter, because I'm not sure when the next one will be up. I may, or may not take a small break from writing, I haven't decided for sure.

I thought Luna/Nightmare Moon was a perfect choice for Dialga/Primal Dialga because of the split personality thing... Maybe it's just my opinion, but I couldn't find another character to fit Dialga/Primal Dialga's role.

The next thing Octavia knew after jumping into the portal, she had a face full of sand. She stood and coughed up shells and seaweed. She heard Vinyl and Whooves next to her, also hacking out sand.

"Well, that was fun," Vinyl said sarcastically, "Alright Whooves, you know everything, where to next?"

Whooves stood up, shaking the sand out of his mane, "We head to the one place I couldn't get to before Sombra got to me: Mount Magic."

"Twilight Sparkle's realm, right?" Vinyl questioned.

Whooves nodded, "Yes. We need to hurry though. I'm sure that Sombra will force Minuette to send him back to the past as well."

"So wait," Octavia interrupted, "What about the other Gears? You said we needed all six Gears to heal the Tower of Midnight. We don't have time to get to all of them!"

"That's where you're wrong," Whooves replied, smiling a little, "If I can convince Twilight that we need the Gears to save Equestria, then she can convince the other Guardians to give us their Gears as well. She is the most powerful Guardian, after all."

"Sounds like a plan." Octavia agreed. She glanced at the setting sun, just over the ocean horizon, "We should head back to the Guild and rest up before we go."

"We can't," Whooves said sadly, "The Guild still thinks I'm a deranged criminal. They'll never believe that Black Thunder is King Sombra either; especially that Lyra Heartstrings."

Vinyl giggled, "To think, Lyra had the hots for King Eye Shadow all this time!"

"But where will we stay?" Octavia questioned, "If we can't stay at the Guild, then we'll have to camp out at the beach. It looks like it might rain later tonight." She shielded her eyes and gazed out over the ocean. Large, black clouds were gathering a couple miles off. Lightning striked the ocean surface as thunder rumbled.

"I've got that covered," Vinyl replied confidently, "I have a little place I used to hangout in before I became a rescue team member. Follow me."

Quickly as possible, Vinyl took off down the beach. She turned, heading into the town and slowing down so as to not wake any of the sleeping Ponyvillains. She kept going to the very edge of the town until they came out at a jagged cliff of sandstone rock overlooking the sky-blue sea. She trotted over to a pile of leaves and pulled them to the side, revealing a small hole and a staircase leading down inside the cliff.

"'Voilà'!" Vinyl said dramatically, gesturing to the hole, "Welcome to my epic abode!"

As quietly as they could, the three shuffled into the hole and down the staircase. They came out into a small bluff that still overlooked the sea. A small fountain was in one corner, adding a gentle trickling to the crashing of the sea waves below. A fire pit was in the middle of the bluff. Vinyl quickly pulled out a few hay beds for each of them. She gathered some wood from a stack of timber sitting in another corner and quickly lit a fire in the fire pit.

"What is this place?" Asked Octavia, glancing around the small bluff.

"Dragon's Bluff," Vinyl quickly replied, "Named because it looks like a dragon's head sticking out over the ocean. Pretty cool, huh?"

Whooves flopped down on one of the hay beds, "Thanks again for helping me."

"Hey, don't mention it," Vinyl replied, waving a dismissive hoof, "We have to have somewhere to hide from King Psycho Sombrero after all."

This got a chuckle out of Whooves, "I'm not sure what I would have done without you two. I probably would have been timberwolf meal by now."

"We want to save Equestria as much as you do," Octavia replied with a small smile, "We'll do whatever we can."

Whooves sighed and looked down, "I... Think I'm going to hit the hay. No pun intended."

Octavia giggled, which made Vinyl quite angry.

"I used that exact same pun and you didn't laugh when I used it!" Vinyl yelled. She crossed her arms, her eyes lighting up with an idealistic look, "Ohhhh I see how it is... Octavia and Whooves sitting in a tree..."

"Vinyl, shut up!" Octavia quickly commanded.

"K-I-S-S-I-N-G..." Vinyl continued to sing, causing Octavia to playfully punch her in the arm. To the white unicorn however, the punch was actually quite painful, causing her to shut up completely.

Whooves took this chance of silence to settle down and get some sleep. The rain had started, dripping down from the stalactites at the edge of the bluff. Lightning flashed, creating creepy shadows on the walls. Thunder rocked the bluff with each strike of lightning.

Octavia had finally laid down. Vinyl was still poking the fire with an iron prod, keeping it going. Slowly, the cello-playing mare found her eyes drooping shut until she eventually fell into a deep sleep.

---

That night, Octavia's vision refused to let her have a peaceful sleep. She dreamed she was back in future Equestria, standing before a very satisfied King Sombra. The two were all alone, not even Vinyl or Whooves were standing next to her, making her feel completely helpless.

Adding to Octavia's sense of terror was the fact that she couldn't move. When she attempted to turn and run, her limbs felt like they were welded into the concrete. Sombra however, moved calmly to her, eyes glowing that unnatural bright green. His horn began glowing with the fear-inducing dark magic.

"Goodbye, my dear." He spoke, rattling Octavia's already churning stomach. The unicorn was just about the fire a powerful beam at the mare standing before him.

At the last second, another pony jumped in front of Octavia, taking the blast for her. Her savior was thrown back, hitting the wall at unnatural speeds. A gut-wrenching crack was heard, signaling that the pony's skull had cracked against the wall. Octavia still couldn't move, but she managed to crane her neck around to get a look at her savior. Her stomach did a loop-de-loop upon seeing who it was.

It was Whooves, broken and bloody, laying against the stone wall.

Octavia gasped, feeling herself snap back into reality. She sat bolt upright, getting a look at her surroundings. She was still in the bluff with Whooves laying a few feet away from her. The mare breathed in a sigh of relief, seeing that his head wasn't dented in like he was in her dreams.

Octavia slowly got up, trotting over to the edge of the bluff. The storm had pass, leaving her to assume that it had been a couple hours since she had fallen asleep. The black sky was starting to turn a dark purple, signaling that the sun would soon rise. Waves crashed against the rocks below, as seagulls flew over and gave their cries.

Despite the beautiful morning, Octavia was scared. What had that dream meant? Was Whooves going to sacrifice himself to save her? Would it be exactly like her dream, or was it just getting a point across that Whooves was going to save her and give his life in the process?

Glancing over her shoulder, Octavia stared at the brown stallion who slept peacefully. Had they really been best friends before she was sent to the past? The vision she had of him helping her up after she had fallen seemed to prove that. Not only that, but Whooves had kept her cello for so long, only to give it back to her.

So many questions... None of which could be answered.

Octavia's chest was tight. She had to get out of this dusty bluff and into the open air. She slowly crept out of the bluff and to the staircase, coming out into the cave. She was met with a surprise, as Vinyl was sitting at the edge of the cliff, her hind legs dangling over the side. Octavia slowly trotted to her and sat down next to her, sighing as she did.

Vinyl looked over at her sympathetically, "Can't sleep?"

Octavia shook her head, "My visions don't believe in sleep."

"Did'ya see anything?" Vinyl asked expectantly.

Octavia hesitated. She was afraid to tell Vinyl about her vision of Whooves taking a shot for her. She instead decided to tell a little white lie.

"It was a jumbled mess." Octavia replied. She wasn't completely lying, for most of her night visions made little to no sense, "I didn't really get much out of it."

"Oh." Vinyl replied, her voice filled with heavy disappointment.

The sun started to come up. It turned the skies beautiful shades of orange, red, and purple. Truly, it was beautiful, worthy to be painted on a canvas for all to see.

"Wow," Vinyl breathed, "Look at that sunrise. That's something worth getting up early for!"

Octavia nodded, "To think, if we never found out the truth, we'd never see another sunrise or sunset again."

"Which means we better get going." A voice behind them interrupted. Whooves suddenly leaned down between the two mares, smiling as he did, "You two ready to save the world?"

Vinyl frowned in reply, "You say it like it's a joke."

Whooves suddenly became serious, "I was only trying to lighten the mood a little. Sorry."

"He's right though," Octavia agreed, standing up for a second, "We probably need to get going. When exactly will the tower collapse?"

"Three days from now," Whooves replied, "Which means we have to head to Mount Magic if we're ever going to get to the tower in time."

Octavia nodded, "Let's go."

---

Mount Magic was a fair distance north of Ponyville. It took about five hours of walking just to get to the foot of the mountain. Along the way, they passed Butterfly Grove, Dead Mare's Desert, and Mount Spectrum, all of which had been turned back to their original appearance, signaling that the Gears had been returned. Vinyl and Octavia were glad to see this, but also upset, for they would have to take the Gears again.

They came to the foot of a beautiful mountain that almost seemed to have a purple hue surrounding it. Craning their necks back, neither Octavia nor Vinyl could see the top. Thick clouds hid the peak, signaling that it was quite a way up.

"I hate mountains." Vinyl groaned.

"Don't worry," Whooves assured, "There's actually a very secret shortcut that can be found only by the cleverest." He started to look smug, "Not to brag, but... I know where it is."

"Oh good!" Vinyl cheered, "Show us the way, Whooves!"

The brown stallion began to trot around to the back of the mountain. He began crawling through the bushes to reach the very back of the mountain. He started knocking on the walls, putting his ear to them, as expecting to hear something through the solid wall.

"Uh, Whooves?" Vinyl began to question, raising an eyebrow at the stallion, "You okay? Are you going loopy from dehydration? You need some water or something?"

"I know what I'm doing." Whooves replied. His tone suggested that he did know what he was doing.

"I'm... Not so sure." Octavia adding, agreeing with Vinyl's statement that he might indeed be a little loopy.

Whooves' face suddenly lit up with an idealistic look. He punched the wall, and a six pointed star suddenly lit up with a dark pink light where he had touched it. The wall slid back and into the side, revealing a closet-sized room with a small, alien-like pad on the floor.

"What shortcut?" Vinyl asked, a little disappointed by their discovery.

"This is a teleportation pad," Whooves explained, "With enough unicorn magic, it will take us to the peak of the mountain in a blink of an eye." He pointed to Vinyl, "Since you're the only unicorn here, it's up to you to activate it."

Vinyl blew a raspberry, "You're funny Whooves. Hilarious."

"I'm serious," Whooves insisted, "Would you rather climb the mountain, which need a remind you, is a couple miles up?"

Vinyl frowned, "No. But... I can't teleport! I can barely levitate a simple cup without getting exhausted!"

Whooves tapped his chin, "I'm pretty sure it doesn't take that much. Just... Try it."

Vinyl was reluctant, but she stepped on the pad with Octavia and Whooves right beside her. The unicorn's horn began glowing, as she put it down to the pad. She winced, attempting to transfer her magic to the pad. It was only a couple seconds before the pad lit up with a dark pink light.

Vinyl gasped, seeing that she had activated it. The dark pink light grew up around them, blinding them and shifting their surroundings into something new. After what seemed like a few minutes, the light faded away, revealing their new location.

The peak of the mountain was tall enough to see almost all of Equestria. Dark pink crystals grew around a lake that sparkled healthily. There was the same colored glow under the lake, which Octavia and Vinyl assumed to be the Gear of Magic.

"Where's Twilight?" Vinyl asked, glancing around the area.

"She's around." Whooves replied, not really answering Vinyl's question. He started to walk towards the Gear, only to be thrown back by a force field that shot up over the lake.

"Stop!" A powerful female voice commanded. In a flash of dark pink, the familiar purple Alicorn in question appeared, looking very unamused. She started to go for Whooves, but she saw Vinyl and Octavia and stopped.

"Uh..." Vinyl began, "... Hi?"

"How?" Twilight began to ask, thoroughly stunned, "But Black Thunder-!"

Whooves sighed, but clearly showed signs of submission, "Look, I know you see me as a crazed maniac, but you've got to trust me when I say this...-"

"Black Thunder is King Sombra!" Vinyl cut in abruptly.

For a moment, Twilight stared awkwardly at them, seeming quite frightened of the mention of the evil unicorn, "That's impossible! We defeated Sombra years ago! I saw him destroyed right before my eyes! You're lying!"

"Twilight," Octavia interrupted, pushing her two companions aside, "There's a reason that Whooves has been stealing the Gears. Tell me, has Princess Luna been talking to you recently?"

Twilight paused, "No... But what does that have to do with anything?"

Octavia took a deep breath before explaining everything that had happened to them before they came. She explained how the Tower of Midnight was due to collapse in a few days and how they needed to Gears to stop it. Twilight listened intently, not once interrupting the earth pony. Upon finishing, Twilight still had a look of disbelief on her face.

"I wouldn't lie about this kind of stuff," Octavia said seriously, "Do you really think I would make up such a wild story if it wasn't true?"

Twilight was silent for a second, "I... I suppose not... But... Luna has turned back into Nightmare Moon? Even after we blasted her with the Elements of Harmony?"

It was Whooves' turn to interrupt, "Yes, but we don't have much time. Please, you have to help us!"

Twilight didn't reply for a long time, signaling that she was still pondering over her decision. Finally, she replied with a nod, "Fine. If you're lying to me..."

"We swear!" Vinyl cut in, "We're telling the truth!"

Twilight ignored Vinyl, turning back to the lake. Using her magic, she levitated the Gear out of the water and over to her. As the gray dreariness began to set in, the Alicorn was barely even fazed by it. She turned back to the others, an angry scowl on her face.

"You better not be lying to me." She growled.

---

Yay! Another chapter has been published! This one may seem a little boring, but it's basically just building up to the climax of the story. Hopefully I can get the next chapter done by this Saturday. No guarantees, but hopefully!

With Twilight's teleportation powers, Octavia, Vinyl, Whooves, and their new Alicorn companion were already back at the hilltop, mint-green tent.

"I don't know how they're ever going to believe us." Vinyl began

"Let's just hope they do." Whooves prayed aloud.

Together, the four walked into the tent and climbed down the ladder. Twilight advised Whooves to stay on the second floor while they explained everything. On their way down, Octavia accidentally fell on a familiar gray pegasus who was going up the ladder.

"Octavia?! Vinyl?!" Derpy exclaimed, her eyes widening in surprise. She immediately attacked the two with a hug around the neck, "Oh my goodness! We all thought you were dead! Where in all of Equestria have you been?!"

With Derpy's loud cheers, the other Guild members were attracted over to discover the Musical Mares had returned.

"Where have you been?" A worried Carrot Top asked.

"You guys have been gone for weeks!" Exclaimed Lucky.

"Are you all okay?" Asked Minuette.

"Where's Lyra and Bonbon?" Vinyl asked Derpy.

The two mares in question immediately came foward. They too, seemed surprised at Octavia and Vinyl's return.

"Where have you two been?" Lyra began in a surprisingly worried tone, "We've all been worried sick about you!"

Surprisingly, Bonbon was silent, which was very unlike her. Both Octavia and Vinyl were surprised she wasn't putting in a pessimistic comment as she usually did.

"Allow me to explain." Announced a clear, female voice. Just then, Twilight Sparkle came to the front, looking as regal as always. The members gasped, seeing a Guardian in their midst.

"Twilight?" Lyra asked, "What brings you here?"

Twilight drew in a deep breath, "There's something that I must alert you of. Our peaceful land of Equestria is in grave danger."

"No kiddin'?" Bonbon replied. She held up a small black book, "I've been waiting for somepony to come say something about it. You know what this is? It's Black Thunder's journal, a.k.a, the vicious King Sombra, the once unrightful ruler of the Crystal Empire."

The ponies fell silent upon hearing the name. Lyra however, immediately scoffed.

"Yeah right!" She shot back, "And I'm Princess Celestia!"

Bonbon glared at her friend, "Oh shut up, Lyra. We all know you had a crush on Black Thunder. This is proof that he's not who he says he is."

"And I justify it," Twilight added, "I trust Octavia and Vinyl when they say they saw Thunder's true form right before their eyes. He was simply deceiving you to get closer to Octavia and Whooves."

"Wait," Carrot interrupted, "What does Whooves have to do with any of this?"

Just then, the stallion in question slid down the ladder. For a moment, the other ponies seem unpleasantly surprised. However, he tried to make himself appear friendly and with good intentions.

"Members of Lyra's Guild for Rescuers," Whooves began in a solemn tone, "I know you see me as a crazed criminal, but what I was doing was not to destroy Equestria."

Almost all of the members of the Guild interrupted him with painful insults and threats. Bonbon however, held up a silencing hoof, shutting the quarreling members up for good.

"Give the guy a chance to explain himself." The cream mare commanded. She turned back to Whooves, "I read about some of the things that Sombra wrote in his diary. He kept insisting that he had to do away with you and Octavia. Why is that?"

Whooves cleared his throat. He explained he was stealing the Gears to prevent the collapse of the Tower of Midnight, which would truly destroy Equestria. He explained how Luna had turned into Nightmare Moon, why Sombra was serving her, and everything else in between.

The others seemed quite shocked and skeptical. However, as Bonbon passed around Sombra's journal, the skeptical feelings were put aside and filled with even more shock.

"How can we trust you?" Lyra questioned.

"You have to," Octavia insisted, "You trust us, don't you?"

They all hesitated, but quickly nodded in reply.

"Then you have to trust Whooves," The mare continued, "It's the only way we're ever going to save Equestria."

For a moment, all of the Guild was silent. One by one, they began to raise there hooves and give a shout.

"I'm in." Derpy said first.

"So am I." Carrot Top agreed.

"Let's do it!" Minuette cheered.

"If there is no Equestria, nopony will know of the Great and Poweful Trixie," Trixie replied sorrowfully, "In that case, Trixie shall assist in saving the world!"

"You can count me in too." Bonbon chirped.

All of the guild members had agreed, except for one measly Lyra. She actually looked quite angry with the recent news.

"Let's kick Sombra's sorry flank." The unicorn growled.

Twilight turned to Whooves after everyone had agreed, "So Whooves, what do we have to do first?"

"First, we need the other Gears," The stallion replied, "I'm leaving that up to you, Twilight. You must contact your fellow Guardians and get them to get the Gears. From there, we will figure out how to get to the Tower of Midnight from there."

Twilight nodded, "I'll get to that right away." She turned to the other ponies, "Guild members, you should rest for the night. Tomorrow's a big day!"

They all agreed and retired to their rooms.

---

Octavia and Vinyl had to make room for Whooves in their quarters. While Octavia and Whooves were sleeping, Vinyl took out her piece of treasured rock and held it close. Whooves however, was not actually asleep and noticed it immediately.

"Vinyl, may I ask, what is that?" His accented voice questioned.

"This?" Vinyl replied, gesturing to the rock, "To tell you the truth, I have no clue. I found it when I was just a filly and I've kept it with me since then."

Whooves looked over the strange inscriptions on the rock. He seemed quite fascinated by it.

"That's Princess Luna," Whooves said, pointing to one of the ponies etched into the stone, "Hold on to that. It could possibly help us with getting to the Tower of Midnight."

"I'm not planning on losing it." Vinyl remarked rudely.

Whooves seemed pained, "You seem to resent me."

Vinyl shook her head, "I don't hate you. It's just..." She glanced over at the sleeping Octavia, "Octavia's the only true friend I've ever had. All my other friends have stabbed me in the back. Truth be told, before Octavia came, I was kinda living life as a hermit and I ended up quitting all my DJ gigs because I lost confidence in myself." She looked at Whooves, her bright red eyes twinkling, "Sometimes I feel like you're trying to steal her away. Now that I know you two were friends before I was friends with her... I kinda feel like a third wheel; the useless, cowardly funny-mare who can't do anything right to save her life."

Whooves gave Vinyl a reassuring smile, "Why do you feel like that? If it wasn't for you and that bass cannon of yours, we would have been dead ten times over. You're certainly not a third wheel and you never will be. I can see that you and Octavia will be best friends for a very long time."

Vinyl smiled, "Thanks."

Whooves quietly cleared his throat, "Now. Let's get some sleep, shall we?"

---

Octavia once again found last night's nightmare repeating. Same Sombra, same paralysis, same Whooves getting killed. She woke up in a cold sweat, only to realize that it was morning. Whooves and Vinyl were still asleep, and it was still too early for Trixie to come in and wake them up.

What is with this nightmare? Octavia asked herself, Is my Dimensional Scream trying to get a point across or something? Because it's not doing a very good job at it!

Octavia could hear some of the other Guild members stirring and walking out of their chambers. She decided to wake Whooves and Vinyl so they could go check out what was going on. When she had roused her two companions, they headed out the door and into the main room. Already, almost all of the Guild members were awake, surrounding the six familiar Guardians. Each of the Alicorns had one Gear placed in front of them, meaning Twilight had successfully convinced them.

Octavia, Vinyl, and Whooves trotted to the very front of the group, right in front of the Guardians. Lyra and Bonbon were standing at the Alicorn's sides, waiting for the Guild members to calm down before beginning their speech.

"As you already know," Bonbon announced, "We have retrieved the Gears in order to restore the Midnight Tower and stop Nightmare Moon's rage." She hesitated, "The only problem is that we have no idea how to get to the land in which the tower is located."

Whooves elbowed Vinyl gently. He furiously gestured to the small rock hanging out of her spiky mane. She seemed reluctant, but she pulled out the rock and placed it in front of Lyra and Bonbon.

"Could this be of any help?" Vinyl asked, hoping they would say no.

Lyra's eyes widened, "I... I've seen this pattern before! Bonbon, don't you remember?"

Bonbon nodded, "I remember it well. Ruby Cave, correct?"

"Yes!" Lyra cheered. Her face fell solemn as she turned to the guild members, "This... This inscription is also in Ruby Cave, one of the first places me and Bonbon visited as a rescue team. We... Erm... We had a close encounter with some bandits attempting to steal our treasures and..." She trailed off.

"That's not the point," Bonbon interrupted, "What matters is that it could lead us to the Tower of Midnight." She turned back to Whooves, "How much longer do we have until the tower collapses?"

"Two days." Whooves replied.

"Good. Ruby Cave is only a short hike away," Bonbon explained, "We take a small expedition group to see if we can find anything. Is that understood?"

The guild members nodded in reply.

"Great. Pack your stuff and we'll head out right away."

Octavia, Whooves, and Vinyl stood waiting for the others to come. The stallion began talking with the Guardians who still seemed wary of him.

"I'm sorry I didn't explain any of this to begin with," He said to the Alicorns, "I thought that maybe I could do it quietly so that the rest of Equestria wouldn't panic."

"Well nice job on that, Whooves," Rainbow Dash growled, clearly unsatisfied with the stallion, "That was really stupid on your part. You could have just told us and we would have been reasonable!"

"Rainbow, hush," Rarity commanded, "Quit being so rude. This nice gentleman is trying to save our beloved Equestria from peril."

Twilight interrupted Rarity, "I recently attempted to travel to the Tower of Midnight in order to see if your story was correct. I couldn't even find where it was at and therefore had to come back. I then tried to send a letter to Luna, but it never got through or she didn't even care to reply. She usually always replies to my letters."

"Because she's Nightmare Moooon!" Pinkie moaned like a lost spirit, "Oh no... What if she eats our souls?!"

Twilight ignored the pink pony and turned back to Whooves, "I wish you and your companions the best of luck. Me and my fellow Guardians must return to help heal Equestria's loss of the Gears."

"Yeah! Have fun!" Pinkie cheered.

"Kick some butt for us, will ya?" Rainbow Dash said.

"Um... Good luck..." Fluttershy whispered timidly.

"Show that Nightmare Moon who's boss!" Applejack added.

"If you see that Sombra, tell him that his outfit is sooooo sixteen-hundreds overlord." Rarity critiqued.

"Thank you." Whooves replied with a smile.

With that, the six Guardians promptly left, leaving Whooves, Octavia, and Vinyl by themselves.

"Guys," Vinyl spoke, "I'm a little nervous. What if we can't do it?"

"We will," Insisted Whooves, "We just have to stop Nightmare Moon's rage before it's too late."

Octavia nodded, "That's right. And it may sound corny, but I'm sure that we can do it."

"Yeah, you're right," Vinyl agreed, "What am I so worried about? Except that we're going up against a raging mad, all-powerful Alicorn of the night, there's absolutely nothing to worry about!"

Octavia rolled her eyes, "Don't be like that, Vinyl. There is nothing to worry about except worry itself."

"Guys! Big trouble!" A female voice cried. The familiar pegasus Cloudkicker slid down the ladder, her eyes filled with fear.

"What's wrong, Kicker?" Vinyl asked.

Kicker was breathing heavily, "Ponyville! Me and Macintosh had to evacuate the lower town! There's like... Something really weird going on! It's all gray and cold and dead!"

"What?" Whooves asked, looking quite surprised, "Quick, show me. Now!"

Kicker lead the three back up to the top floor and out of the tent. When they reached outside, Kicker pointed to the lower side of Ponyville, the side with Dragon's Bluff and Sweet Apple Acres. She was correct that something bad had happened, for the entire lower town was covered in a gray hue. The apple trees of Sweet Apple Aces had shriveled up and died and the buildings and houses had been destroyed. Ponies had to move to the upper town as they watched with pure terror at the expanding grayness.

"Is it because we took the Gears?" Vinyl asked, glaring at Whooves a little.

Whooves shook his head, "No! The Gears only keep their paticularly area protected. The towers are left to protect the rest of Equestria, but do require the Gears for assistance in order to keep it all protected." He started to sweat, "This is bad. This is really bad! It means that the Tower of Midnight is collapsing much quicker than I thought!"

Kicker cocked her head, "I'm guessing that's pretty bad?"

Whooves nodded, "It's very bad! It means we have to get there now!"

Just then, Bonbon, along with Trixie, Derpy, Carrot Top, Minuette, and Lucky came out of the tent. Upon seeing what had happened to the lower town, they gasped and started muttering uneasily.

"What happened to Ponyville?" Derpy asked, "Oh no! Did it get the muffin shop? Please don't tell me it got the muffin shop!"

"Nightmare Moon's rage is becoming even more uncontrollable," Whooves replied, "Which means we have a lot less time than I thought! We have to head to Ruby Cave now!"

They didn't argue. Bonbon quickly lead them away from the Guild and towards the east as the gray slowly started to overtake Ponyville.

---

It took all but thirty minutes to get to where they were going. Octavia noticed as they walked that the woods seemed to get quieter and lose their colors very slowly.

"There." Bonbon announced, pointing a small cave near the edge of the northern beach. The edge of the entrance was lined with beautiful rubies that shined red on the beach sand.

Bonbon turned to Vinyl, "You still have that rock?"

Vinyl pulled out the rock and gave it to Bonbon, "Yep. Here you go."

For a moment, the cream mare examined it, "I vaguely remember seeing this pattern at the end of the cave. There has to be some connection with this and that pattern."

Vinyl changed the subject, "Hey, can I ask, where's Lyra?"

Bonbon seemed a little nervous of the mention of Lyra, "As I mentioned before, me and Lyra encountered a gang of... Bandits. It's kind of a story that she feels embarrassed by, because those bandits attempted to hurt her and I had to-"

"BONBON!" Screamed Minuette very suddenly.

Before anyone could register what was going on, Bonbon was sent rumbling backwards by a blast of blue. Three distinctive characters pushed their way through the crowd, one of them grabbing the rock that Bonbon had dropped. They immediately sprinted towards the cavern so quickly, no one could see who it was. Vinyl and Octavia however, did not need to see them in order to know who exactly they were.

"Vengeance!" Vinyl exclaimed. Her angry, battle-ready scowl suddenly fell into an are you serious look, "Really? Again?"

Bonbon was back on her hooves again though. She stood, baring her teeth as she did, "Hey you jerks! Get back here!"

With the rest of the Guild following close behind her, Bonbon took off into the cave, her face filled with pure rage and determination.

---

I didn't lie when I said I'd get another chapter up by the weekend. Anyways, I hope you enjoyed. Please leave some feedback too. More reviews encourages more writing (or at least for me)!

The rest of the expedition had a difficult time following Bonbon through the tight corridors of Ruby Cave. Octavia and Vinyl didn't even have time to admire the beautiful rubies that grew upon the walls, for Bonbon was sprinting after Vengeance as fast as her legs would allow her. Eventually, the rest of the Guild lost Bonbon in a fork-in-the-road. Three paths branched down to the left, the right, and the middle, but none of them knew which one Bonbon had gone down.

"Let's split up," Whooves suggested, "I'll go with Octavia and Vinyl to the right, Minuette and Lucky, you take the middle, and Trixie, Carrot Top, and Derpy take the left."

They all agreed and took their designated paths. Octavia, Vinyl, and Whooves began sprinting down their corridor, determined to find Bonbon and stop Vengeance.

---

Bonbon came to the end of the cave. Sunset Shimmer and her two cronies were standing there, treasure in hoof. They turned around as the cream mare began pawing at the ground intimidatingly.

"Do you three realize what you're doing?" She growled, "We're trying to save the world and you three are ruining it!"

Sunset blew a raspberry, "Saving schmaving. You're just trying to make us feel sympathetic for you so we'll give little Vinyl her precious treasure back."

"Hand it over," Bonbon snarled, "I'm not playing with you this time. Give it back, now."

"We'll give you something, but it won't be the rock." Gilda rebutted.

"Yeah!" Lightning Dust agreed for emphasis, and having nothing better to say.

Bonbon looked as though she was about to charge them. However, she suddenly glanced up and froze in fear. Her ears went down and her tail was tucked between her legs.

"Run..." She said almost silently.

"It's not like you could ever stop us any-" Sunset paused, glaring at the mare, "Wait, what?"

"Run!" Bonbon repeated as she took off running in the other direction, "Don't just stand there! RUN!"

For a moment, Vegeance just stared at the fleeing mare. They exchanged glances before laughing rudely. However, they laughed too soon, for something fell from the ceiling, crushing them and knocking them out.

---

Octavia, Vinyl, and Whooves sprinted as fast as they could. They turned the sharp corners of the corridors and didn't lose their balance once. The trio had turned onto so many different paths that they had lost count of how many they went down.

Eventually, leader Whooves ran into something that caused him to fall backwards and take Octavia and Vinyl with him. They looked up, seeing Bonbon staring there with panic-stricken eyes while she heaved in heavy, erratic breaths. She looked as though she had just seen a ghost.

"Bonbon?" Vinyl questioned, "What's up? You look a little... Scared."

Bonbon forced herself to stop hyperventilating, "You have to come quick! Vengeance is in serious trouble!"

"Why should we care?" Vinyl asked, raising an eyebrow.

"They had your treasure," Bonbon growled, "And now their attackers have it!"

Seeming a little worried of these "attackers", Octavia, Vinyl, and Whooves followed Bonbon down the corridor. It didn't take them long to reach the end of the cave. To their left was the sea, gently lapping against the ruby-filled shore. To their left was a wall completely covered with rubies. To the front was a wall with intricate drawings on it, as well as an out-cold Team Vengeance.

Bonbon kept glancing up at the ceiling, as if something was going to drop from it. Octavia, Vinyl, and Whooves approached Sunset Shimmer, who had taken the rock in the first place. It was no longer with her, nor was it with Gilda and Lightning Dust.

"I don't understand," Vinyl began, "Who took it?"

Bonbon would not answer.

Whooves examined the three. He looked at each of their limbs, lifted up their eyelids and looked at their eyes, then looked at their heads.

"Who -or whatever- has done this was clearly very strong and fast," Whooves concluded, "They also had the element of surprise on their side. I doubt that these three would have been defeated that easily."

Bonbon was still very silent.

"So where's the rock?" Vinyl asked, looking quite worried.

"I'm not sure," Whooves replied, "They couldn't have gone far though. Let's see if we can-"

He didn't get a chance to finish. A shove from behind pushed them clear across the room. Bonbon gave a quick yelp from behind them, causing them to turn and gasp suddenly.

Bonbon had been tossed across the room, and standing in her place were three, large and ugly canines. The one in the middle was a weird chocolate-brown-gray color with pointed ears, green eyes, and a red vest. The one on the left was slightly smaller with tan fur, light yellow eyes, terrier ears, and a black vest. The one to the right was the largest, with gray fur, yellow eyes, drop ears, and a brown vest. What they all had in common was that they looked very vicious and hostile with their sharp fangs and claws.

"The heck?!" Vinyl asked, seeking shelter behind Octavia.

"Diamond Dogs!" Whooves exclaimed, "They're greedy canines that'll do anything to get their paws on some treasure!"

"Ponies!" The brown dog cheered in a raspy, difficult-to-understand voice, "Lucky dogs found ponies with lots of treasure!"

"Treasure!" The gray dog repeated in a deep and slow voice.

"Spot wants treasure!" The tan canine jumped up and down. He started to charge at the three, but Octavia was ready. She jumped in front of Whooves and Vinyl, drawing her cello bow as she did. She whipped around, smacking the canine in the face with the bow. He whimpered and fell back, his two buddies coming to his side immediately.

"Rover, they're strong ponies!" The dog called Spot said, rubbing his face where Octavia had hit it.

The brown dog, apparently called Rover growled in reply, "Ponies must have treasure! Dogs will get treasure! Spot! Fido! Diamond Dogs attack!"

The three canines charged, determined to attack the ponies. Whooves and Vinyl followed Octavia's example, also drawing their weapons. As the dogs came closer, Vinyl fired her bass cannon. Rover and Spot managed to avoid it, but big and bulky Fido was blasted to the back wall.

Spot went after Whooves, attempting to grab at his screwdriver. Whooves rolled, avoiding the canine's greedy swipes for his weapon. He used his hind legs to kick Spot in his stomach. With a painful oof, Spot was thrown backwards a few feet and stunned for a moment.

Octavia was left with Rover. For his bulky and slow form, the canine was surprisingly quick. As she fended him off, she was distracted by something in his vest pocket; a rock. Vinyl's rock. This allowed for Rover to get a clean hit, swiping his large paw across the mare's face. Octavia recoiled, her face stinging from the recent hit.

Rover came in for another attack, but Octavia was ready this time. She used her cello bow to keep him from getting any closer to her. She noticed that he didn't really seem to be going after her, but more so her saddlebags, as if he was expecting to find something of worth.

Fido was back on his paws. He went after Vinyl, who again attempted to hit him with her bass cannon. However, the gray canine was expecting it this time. He rolled to the right as the blast of dubstep hit the wall instead. Fido jumped, tackling the white unicorn and causing them to roll over and over again. Vinyl managed to hit Fido with a small beam of magic that sent him tumbling.

Whooves had managed to get a hold of Spot's tail and was yanking it madly back and forth. The canine yelped and whimpered in pain, trying to throw Whooves off, but to no avail. Eventually, when Spot had managed to yanked his tail free of Whooves' grasp, he ran away into the deeper passages of the cave, abandoning his buddies.

Octavia was having a hard time. Despite the fact that she and Rover were equally matched, she found herself getting tossed around like a ragdoll. It was probably due to the fact that she had run out of stamina to keep fighting, and Rover probably had much more than she did.

Vinyl's fight was much easier. Fido was strong, but very slow. She nimbly darted around the dog, confusing him as to when she was going to attack next. Before he knew it, he was blasted with another beam of heavy dubstep. Fido was fed up and eventually ran away with his smaller buddy.

Rover was the only canine left now. As Octavia, Vinyl, and Whooves ganged up on him, he lost the upper hand and saw that he couldn't win. He turned tail and ran to join his two companions. The three ponies high-fived each other and let out a victory cheer. Octavia however, was the first to spoil this celebration.

"Bonbon!" She cried, running over to the currently out-cold mare. Whooves and Vinyl followed her, stepping over the also out-cold Team Vengeance who they couldn't care less about.

Bonbon appeared to be fine. She had a small bump on her head where the Diamond Dogs had hit her. Other than that, she was in perfect health.

"Bonbon?" Whooves asked, shaking the mare.

Bonbon groaned, her head slowly raising up to look at them. She coughed weakly, smiling at them as she did, which was a rare sight for her.

"I think you owe me a thank you." She said with a chuckle.

"Thank you." Whooves quickly replied, also laughing a little.

"Are you okay?" Octavia asked.

Bonbon nodded, "Of course."

"Are those three the reason Lyra didn't want to come?" Vinyl inquired, changing the subject.

Bonbon nodded again, "That's also why I rushed after Team Vengeance. Not just to get the treasure back, but to stop them from getting caught by the Diamond Dogs," She sighed, "Thanks for fending them off."

"You're thanking us?" Vinyl asked, "You're the one who warned us of them in the first place." She paused, "Wait! Where is the rock?!"

Octavia held up the stone in question, putting Vinyl's sudden panic to rest, "I managed to grab it out of Rover's coat pocket while we were fighting. Good thing I did."

Bonbon glanced over at Team Vengeance, "I better see what's wrong with those three and escort them back to the guild."

"Wait!" Vinyl interrupted, "You're not coming with us?"

Bonbon shook her head, "Sorry guys, but this is your quest to complete. I have to get everyone back to the guild in case worst comes to worst... But I trust that you three can do it," She saluted, "You have my, and the rest of the guild's support."

The cream mare trotted over to Sunset, Lightning, and Gilda. She woke them up and forced them to follow her out of the cave. Octavia, Vinyl, and Whooves were now by themselves. With the rock in hoof, they trotted to the pattern on the wall. Close examination proved that the stone and the wall had the exact same pattern.

"Now what?" Vinyl asked expectantly.

Whooves looked around, "I'm not sure... There could be some sort of trick to this."

"Oh great." Vinyl said pessimistically. Using her magic, she lifted up the rock to the wall in order to see just how closely related it was. Just then, it began glowing, causing Vinyl to drop it. A beam of white light shot out from the rock and over the ocean. It seemed to keep going for miles and miles until the stone stopped glowing.

For a moment, Vinyl was stunned, "... What just happened?"

"I think it just sent a signal to something." Whooves replied. He pointed a hoof to the horizon, "Look! There's something approaching us and fast!"

There was a small dot in the distance that was coming closer and closer very quickly. By the time it was only half a mile off shore, they could see what it was. It appeared to be a large, orange bird that seemed determined to get to them. The bird had orange and red feathers that occasional caught on fire and fluttered to the ocean. It was graceful and lithe, but looked strong enough to carry a few ponies. When the bird had landed, it calmly cooed before a gentle female voice spoke in the ponies' minds.

"My name is Philomena, gatekeeper of the towers," The bird thought to them, "Who has summoned me here?"

"Whoa!" Exclaimed Vinyl, "Are you a phoenix?"

Philomena nodded, "I am. Did you summon me?"

Vinyl stared down at the rock, "I... Guess I did. Cool!"

Philomena looked back and forth between the three ponies, "I sense that you wish to go the Tower of Midnight, correct?"

Whooves nodded, "We have to stop it from collapsing. Are you sure you can get us there?"

Philomena made a noise that almost sounded like chuckling, "Of course I can." She turned around, crouching down and spreading her wings, "Climb on. I will take you there as fast as I can."

The three climbed on the phoenix's back, careful not to step on her wings. When they were situated correctly, Philomena pushed off with a powerful downstroke and took off across the sea with the three holding on tightly to her.

---

They flew across the sea. It was a rather silent flight except for the occasional best of Philomena's wings.

"So you're the gatekeeper of the towers?" Vinyl broke silence, "What does that mean?"

"Only I can help certain ponies to the Tower of Midnight, or it's counterpart, the Tower of Noon," Philomena answered, "Both towers have a very special spell protecting them from being seen except for the Guardians. I know how to get pass the spell and get you to the Tower of Midnight. It is in a very sacred place known as the Land of the Night."

"Thank you, Philomena." Whooves interrupted.

"Do not thank me," The phoenix replied, "I simply want you to help Princess Luna. I wanted to talk sense into her, but when I tried to enter the tower, her guards fought me off. I never even made it halfway through."

There was a tension-filled silence for the rest of the trip. It was about an hour before Philomena stopped dead in her tracks, hovering above the ocean.

"Do you see how the ocean horizon is slightly distorted?" She questioned, pointing with her beak at said horizon.

Whooves squinted, "I can see it slightly. Why?"

"That's the Land of the Night," The phoenix answered, "It is completely invisible to your eyes. But..."

Suddenly, without any warning, Philomena shot down. The ponies were forced to hold on for their lives as the phoenix accelerated. In fact, she started going so fast that a funnel of air developed around her. She stopped suddenly, almost throwing Vinyl over her head.

In front of them now sat an island covered in nighttime. The island was floating a couple hundred feet in the air above the ocean. The full moon sat directly above a purple tower, despite it being daytime everywhere else. However, right between the moon and the tower was a cluster of angry, unnaturally red storm clouds that occasionally shot out a bolt of lightning at the tower. Wherever it hit left a large burn mark and caused the tower to shift uneasily.

"There it is," Whooves said with nervousness laced in his voice, "The Tower of Midnight."

Philomena landed on a dock that connected to the island. Upon closer inspection, the Tower of Midnight was floating even higher above the Land of the Night, almost above the clouds. The tower had to be at least fifty stories high, if not higher. The land around them was bathed in darkness, but the full moon above them supplied them with enough light to see fairly well.

"How do we get up there?" Vinyl questioned, looking up at the tower that floated high above them.

Philomena cooed, "The relic fragment that summoned me is a key to the Rainbow Stoneship."

Vinyl cocked an eyebrow, "Rainbow what ship?"

"The Rainbow Stoneship. It is a powerful relic of magic that will carry you to the Tower of Midnight, provided that you activate it with the relic fragment."

Octavia didn't seem convinced, "Sounds a little too simple."

"Afterwards, you must confront Nightmare Moon and break the spell she has on Luna." Philomena said, cawing angrily.

"Never mind." The mare said with a slight blush.

Whooves interrupted, "Thanks again, Philomena. We won't fail you or the rest of Equestria."

Philomena cooed sympathetically, "I wish you the best of luck. Please save Luna from the bitterness in her heart and save Equestria from eternal darkness and mayhem."

With that, the graceful phoenix pushed off, flying into the great blue yonder, her fiery feathers blazing against the sky.

Whooves turned to his two companions, "Well, this is it. Let's save the world."

---

The Land of the Night was quiet. There was very little to see except for trees and bushes and an occasional owl that flew away out of a tree whenever they passed by.

Tension was in the air between the three ponies. Octavia's past few nightmares continued to plague her thoughts. Would Whooves die at the hooves of Nightmare Moon or Sombra in an attempt to save her? She wanted the thoughts to go away, but the closer they got to the tower, they became even worse.

They came upon a large ruined temple right below the tower. Whenever the lightning struck the tower, it shook the ground below them. One of the strikes was so violent, it nearly knocked Vinyl off of her hooves. They entered the temple. They now stood at the entrance of a long hallway, intricate drawings on the walls to each side.

Whooves took a deep breath, "I know this place. I visited here back in future Equestria. It's the Hall of Legends, dedicated to the many legends and myths of Equestria."

Vinyl looked at one that had a picture of six Alicorns in front of a shining background, "The Element bearers' rise to Guardians, right?"

Whooves nodded, "Yes. The further back you go, the older the pictures get. These at the front are the most recent."

The continued on. Octavia stopped at one with an Alicorn and a unicorn bent into the shape of a heart.

"Cadance and her husband Shining Armor demonstrating the power of love," Whooves explained, "They saved Canterlot from Queen Chrysalis and the changelings."

"How come you know all this stuff?" Vinyl asked.

"I was there," He said, "In fact, I was being chased by changelings when that happened. I've got the bite marks to prove it."

They continued to walk to the back. The pictures were starting to fade out and lose their colors. Vinyl stopped at another picture, one of a powerful-looking beast.

"Who's this freak show?" She asked.

"The spirit of chaos, Discord," Whooves replied, "He ruled many millennia ago in a state of eternal mayhem and confusion. Not the kind of guy you want to meet in a dark alley."

Whooves was rather vague on the subject, which made Octavia start to wonder. They continued on, Vinyl stopping at the very last picture at the end of the hall, showing two Alicorns.

"Celestia and Luna ascension to princesshood." Whooves answered before Vinyl had the chance to ask any questions, "The oldest picture here. This was when the Hall of Legends was first built. This was the first picture put in, which means we must be getting closer."

They walked on until they reached a staircase that lead outside. Ascending the stairs, they came to the top of a small temple.

"So the Rainbow Stoneship?" Vinyl began, taking out the relic fragment, "Ain't seeing a rainbow ship made out of stone."

Whooves rolled his eyes, "It may not be as practical as it sounds. Let's split up and see if we can find anything."

They broke off, searching the area. Octavia checked the outer edges of the temple, Whooves check the back walls, while Vinyl checked the floor. About ten minutes passed before Vinyl called out:

"Found something!"

Octavia and Whooves ran over to where she was standing. Vinyl was staring at a small hole in the ground where many ornate drawings surrounded it. She took out the relic fragment and held it up to the hole.

"It's a perfect fit!" She said. Just as she was about to slide it into the hole, something blew her and her two companions back. She luckily managed to keep her hold on the fragment while being blown back and hitting the wall. Whooves skittered to the left while Octavia flew to the right. They quickly stood back up in a battle stance, recovering from the blow.

However, they quickly gasped, seeing who the attacker was. Standing there a few feet in front of them was King Sombra, along with a dozen Shadowbolts. His horn was still sparking from the recent attack on the three.

"Greetings," He said in a surprisingly calm voice, "I believe we have some unfinished business to attend to."

Octavia, Vinyl, and Whooves attempted to draw their weapons. Unfortunately, the Shadowbolts were already on them, tackling them and restraining their arms. Sombra barked a command in another language and the Shadowbolts marched the three to a remote area of the temple that was ruined more so than the other parts of the ruin.

"You three have been a thorn in my side for far too long," Growled Sombra, standing before them with a deep scowl on his face, "I was going to make your death quick and painless, but you have gotten on my last nerves. When we return to the future, expect to be in for lots of slow and painful torture."

"Jeez," Vinyl muttered, "Nice guy."

As Sombra attempted to conjure up a time portal, Whooves was smiling mischievously at Vinyl and Octavia. Both of them knew exactly what the smile meant; the stallion had a plan. He pointed with his snout to his hind hooves, then pointed to a Shadowbolt's stomach, nodding as he did. The Musical Mares got the message as Whooves mouthed the countdown.

"Curse this accursed time portal spell!" Sombra roared, his horn sputtering out from overuse, "Does this spell not realize who it is dealing with?! Work or you shall suffer the wrath of King Som-GAH!"

With little to no warning, the unicorn was gifted with a sharp kick to the rear. He flew foward, nearly breaking his neck in the process. He stood up quickly, discovering that his captives were free and standing with their weapons drawn. Some of the Shadowbolts had been knocked out, but most were recovering by now.

"Fools!" The king hissed, "You have made me very angry! I'll have your heads put on a silver platter and served with a side of your intestines!"

"Again," Vinyl quipped sarcastically, "It's all rainbows and puppies with this guy."

Sombra roared a command, causing the Shadowbolts to attack. Vinyl quickly took out half of the dozens with her bass cannon. They were blown halfway across the Land of the Night and weren't to be seen again. Whooves got in a fist fight with a couple, but he was much more skilled than them and had them knocked out in a couple seconds. While Vinyl was waiting for her bass cannon to recharge, she hit some of the pegasi with magic beams. Though they were doing an excellent job, they recovered quickly and were already back on their hooves fighting again. Octavia, in the meantime, took on Sombra. She knew she was going to have to bring out the big guns and expanded her cello into full size.

"You really don't want to mess with me today." She growled.

Sombra wasn't impressed. In fact, he seemed slightly amused by Octavia attempt to fight back, "I would say the same thing to you, my dear. I too am not in a great mood."

"Then the feelings are mutual!" The mare screamed. She started to play her cello, but something struck her arm and force her to drop both her bow and her cello. Looking down, she saw a large bite mark on her arm that was sizzling with green poison, stinging her skin. She looked up, discovering that Sombra had turned into a large, black cobra with blazing red and green eyes. Her body locked up, realizing she was facing one of her greatest fears.

Octavia's body refused to respond. She had already been bitten by the snake, but that certainly wasn't the reason she couldn't move. Fear was coursing through her veins at a high speed, spreading the poison through her body at a rate that caused her vision to become disoriented.

The Sombra snake slithered closer, hissing and showing off his fangs and forked tongue. She despised snakes, and this was possibly the reason why. Still, she couldn't figure out why she was mortified by this specific reptile. All she knew was that she was going to die.

Sombra struck again, but Octavia managed to avoid it by jumping backwards. Her muscles were jerky and her vision was losing color. She weakly rasped for her two companions, hoping that they would notice her demise. She was stumbling over her tail, doing everything she could to get away from the evil cobra.

Luckily, Vinyl came to her rescue just in time. A blast of magic from her horn sent the Sombra snake flying. He crashed against the wall, reverting back to his pony form and laid there for a couple seconds. Vinyl took this chance to check Octavia, who was now stumbling around and clutching her bleeding arm.

"He got you, didn't he?" Vinyl asked. She reached for her saddlebag, pulling out a small, purple seed, "Don't worry. I got just the thing."

"Vinyl!" The cellist screamed, pointing at Sombra. He was just now standing back up, eyes literally blazing with anger.

"You just made one fatal mistake." The unicorn snarled. He stood, his horn sparking with dark energy. Vinyl however, made a very bold move for her usually cowardly self. She shoved the seed in Octavia's hooves before charging at Sombra, her own horn lighting up. Face filled with determination, she went horn-to-horn with the evil king, magic fighting against magic.

"What are you doing?!" Octavia screamed, attempting to stumble over to her friend, but her legs were having a difficult time responding.

Truth be told, Vinyl had no clue what she was doing. She just charged in, hoping to stop Sombra once and for all. She saw however, that it wasn't such a good idea in the first place, being that Sombra was ten times more powerful than her. Vinyl found herself in a fight with only her magic -her weakest weapon- to aid her.

Sombra seemed amused at Vinyl's attempt to stop him, "That's cute. But I'm afraid you missed the magic kindergarten class, my dear."

"That makes us both tardy." Vinyl shot back. Her horn was sparking with magic, about to fire a beam. From her horn coursed light blue magic that was about to hit Sombra. He counteracted it though, his own magic meeting Vinyl's in a crossfire. Vinyl found herself straining, Sombra's magic fighting her's and getting closer to her. If his magic reached her horn, she would be thrown back and possibly lose her magic.

"Get out of there, Vinyl!" Octavia screamed from behind her, "He's too strong!"

Vinyl's magic was failing, her horn about to sputter out and give up all together. Struggling under Sombra's magic, she started to collapse from it. Whooves had just finished taking care of the Shadowbolts and ran over to join Octavia standing at the sidelines.

"Vinyl!" His accented voice yelled, "Drop the bass!"

Vinyl mentally slapped herself for forgetting about her bass cannon. She managed to whip it out and expand it while still keeping her magic going. With a press of a button, she crossed a beam of heavy electro with her own magic and aim it at Sombra. He didn't know what hit him and was thrown backwards against the wall, hitting it at speeds that would have killed a normal pony. He laid there, tongue lolling out of his mouth while the dark magic flowing from his eyes stopped all together.

Octavia, Vinyl, and Whooves took this time to celebrate. They high-fived each other and cheered happily, no longer having to worry about Sombra.

"Is he dead?" Vinyl asked expectantly.

Whooves shook his head, "No. You probably took all his energy and broke a couple of his bones, but he's not dead. With luck we'll be able to set everything back to normal before he recovers."

Sombra moaned, shifting a little. He attempted to sit up, but he couldn't and instead just laid there helplessly.

"You go put the relic fragment in the Stoneship," Whooves said to Vinyl, "We'll keep an eye on Sombra."

Vinyl nodded, "Can do!" Then she quickly ran off, the fragment in hoof. Octavia and Whooves cautiously approached Sombra, just in case he was tricking them into thinking he really was hurt.

"You realize what will become of you once you complete this, correct?" Rasped Sombra, sitting up weakly.

Octavia and Whooves didn't say anything to him. They stared at him with confused looks on their faces.

"You will change the future," Sombra continued, "And erase your exsistances. Your current selves will die and be replaced with a new version to match the changed future."

"As if we would believe you," Octavia growled, "You've done nothing but lie to me, Vinyl, and the rest of Equestria. You-"

"He's right." Whooves interrupted.

Octavia stared at the brown stallion, "What?"

"Since we were born in the ruined future Equestria... If we change that, we will erase our exsistances. We'll be forced back to the future and to be born into a different life, a different time."

"Whooves, why..." Octavia began to question, quite shocked.

"I didn't want to talk about it and eventually forgot about it," Whooves quickly answered, "It's a painful subject to speak about. If we want to save Equestria, we have to sacrifice ourselves. Everything you've known about this time must be forgotten, even Vinyl."

Octavia's heart sank, "But... What is she going to do without me? She said it herself, I'm the only true friend that she's ever had. She'll be heartbroken to know that I'm going to return to the future and forget about her completely."

Whooves looked down, "We have no choice. It's us, or Equestria."

Octavia took a moment to decide, "... Okay... But let's keep it a secret until we put the Gears in the tower. I... I don't want her to have a breakdown before we confront Nightmare Moon."

They nodded to each other right before Vinyl trotted back from the other part of the temple.

"Alright, I think I figured it out," She said, "Whenever you're ready, let's go."

They started to trot away. However, they found theirselves paralyzed on the spot, unable to move. They heard a pained groan from behind them, signaling that Sombra was back up again. They craned their necks around, discovering that the unicorn was now tripping awkwardly on a broken leg. Clearly, he was very angry, for steam could be seen coming out of his nostrils.

"I will not fail!" He roared, his horn glowing violently, "Not at the hooves of three pathetic ponies!"

"Run!" Whooves commanded. However, their limbs wouldn't respond, being that Sombra had completely paralyzed them with his magic. The king had managed to get a time portal open and was now slowly dragging the three ponies towards the portal.

"Whooves!" Octavia yelled, struggling against Sombra's magic, "What do we do?"

Whooves seemed incredibly pained, "I have an idea. Take these."

Octavia found Whooves' saddlebags shoved into her arms, "Whooves?"

Very suddenly, Whooves stopped fighting against Sombra's magic, turning and allowing himself to be pulled towards the unicorn. Sombra wasn't expecting it and found one hundred pounds of stallion hitting him at high speeds. They were pushed to the very edge of the portal, both of them getting caught in its pull.

"Whooves!" Octavia cried, attempting to run to him.

"Stay back!" Whooves commanded. He was trying to push Sombra into the portal, but the unicorn was trying to push against him, "You need to go on without me!"

"But Whooves-!" Octavia shouted. She looked to be on the verge of tears.

"Just go!" Whooves screamed, struggling against Sombra's weight, "Go! Go save the world! Don't worry about me!" Through his straining, he looked back at Octavia, "Just promise you won't regret for me, friend."

"Stop this!" Sombra roared, "Stop! Release me!"

It all happened so quickly that Octavia and Vinyl had a difficult time registering exactly what happened. Whooves jerked back, using all of his body weight to push Sombra -and himself- into the portal. The portal disappeared with a sputtering noise before everything became still again.

"No! Whooves!" Cried Octavia. She ran to the place where the portal was, hopelessly looking for him. He was gone completely, causing the mare to sit down and begin crying.

Vinyl calmly trotted over to her friend, sitting down beside her, "I can't believe it. He was willing to push Sombra and himself into the portal, just to save us."

Octavia didn't reply. She was too caught up in her crying. However, she began to realize something. The nightmare that had been constantly haunting her had finally come true. Though it didn't happen exactly the way that the dream portrayed it, Whooves had sacrificed himself to save her and Vinyl from being killed by Sombra. Octavia still didn't say anything. Her face was wet and red from the recent sob fest. She took out the saddlebag Whooves had given her. Inside were the six Gears of Harmony, completely unharmed in the fight.

"You okay?" Vinyl asked, looking at Octavia's arm where the Sombra snake had bitten it. There was a small, red bite mark on it, but the poison looked to be clear.

Octavia sniffled, "Yes... I'm fine. I ate that seed, but..." She suddenly stood up, determination showing through her teary eyes, "We can't just sit here and cry for Whooves. I'm going to miss him, but we have a job to do."

Vinyl stood up, sharing the same determination, "Save Equestria."

Octavia nodded, "Let's go."

Together, the two took off towards the awaiting Stoneship, determined to make Whooves proud.

Wow! Thirty plus reviews? I'm so overjoyed that people like this! Thank you so very much! You shall all get some cake! *gives cake*

Hi: Thank you so very much for the reviews! Also, if you've played the games, you should know... Well, I won't spoil anything in case you haven't played the games!

Espurr is scary: Thank you for reviewing both this story and my other side project story. Oh, and personally... I'm more of a TwiWhooves shipper... :3

Also, Shiny Xnaut asked if I was going to do the post-game story with the Darkrai story arc as well. I'm happy to say that I will also be adding that part as well. Unfortunately, I will have to skip the part about Manaphy and the Aegis Cave, because I don't know of any characters who could fit those rolls unless I used OCs, which I'd rather not do. Sorry if I sound lazy, but too many OCs will create major confusion in the story.

Anyway... A wild chapter next chapter appeared!

---

Octavia and Vinyl walked back to the main part of the temple. Octavia seemed to be lagging, upset that one of them was no longer here. She didn't talk at all, which didn't surprise Vinyl, since she rarely talked that much anyways.

They both trotted to the hole in the floor. Vinyl took out the relic fragment and carefully slid it into the hole. Upon doing so, the lines of the drawings on the floor lit up with many beautiful colors pulsing from the fragment. They stood there, waiting for some sort of ship to show up. However, the ground beneath their hooves suddenly shifted, lifting them up. It turns out that the piece of floor that they were standing on was the Rainbow Stoneship.

"Cool," Vinyl muttered, "Freaky, but cool."

The Stoneship slowly floated up higher until the temple below them was a small gray dot against the dark landscape. They glanced up, seeing the Tower of Midnight floating just a couple hundred feet above them. In less than a few minutes, they would be standing at its entrance.

They were silent for this whole ride. Octavia was arguing with her conflicting thoughts. She didn't know whether or not to tell Vinyl that she would be going home alone after they stopped Nightmare Moon. She couldn't bring herself to let the unicorn know that she would lose her only friend. Vinyl also wouldn't be on her game if she knew she was going to be without her cello-playing buddy after this and might possibly slip up while fighting. Octavia couldn't afford to fight Nightmare Moon on her own.

So she stayed completely silent about it. Instead, guilt began to build up inside her for not letting Vinyl know what was going to happen.

It's for the best, Octavia insisted to herself, I'll... I'll tell her afterwards. It won't hurt her too much then... Or at least I hope it won't.

The Stoneship continued to soar higher, closer to the tower. Vinyl had sat down at the edge and was now staring out over the ocean longingly, possibly homesick. Poor Vinyl would no longer have a rescue team partner and would have to find a new one. Who would possibly volunteer to go with her? Everyone back at the guild knew she could sometimes be a whiny crybaby and slipped up on more than one occasion. No one liked that and that was why Trixie was a solo rescuer. What if Vinyl ended up working as a fake medic and never saw any action again? It would crush the poor mare's spirit, being her only dream was to be a part of a rescue team.

Octavia shook her thoughts away, because that was when they arrived at the edge of the tower. A long, stone walkway lead up to the entrance of the tower. The tower itself seemed to have taken a heavy beating. It was shifting unsteadily on its platform, leaning to one side or the other, almost about to topple over.

As Vinyl and Octavia walked up the pathway, cracks shot through the tower and broke off massive pieces of stone that quickly plummeted to the ground below. They craned their necks back, looking up at the top of the tower. The maelstrom of red clouds seemed to have grown bigger ever since they had first gotten a look at them. The lightning that occasionally shot out of it changed colors with every strike.

"I guess that's there because of Nightmare Moon's rage." Octavia guessed.

Vinyl gulped, "And I guess we have to go up there right under it."

"We don't have much of a choice." Replied Octavia.

They slowly trotted right up to the entrance of the tower. Inside, they could see rubble crumbling from the floors above, signaling that the tower was getting weaker. Torches blazed with blue fire, lighting the way through the tight corridors.

"Ready?" Octavia asked her companion slowly.

Vinyl replied in a shaky voice, "Nope."

"Good. Neither am I."

---

Back in Ponyville, Lyra, Bonbon, and the rest of the guild were trying their best to keep the panicking Ponyvillains crammed in the underground hideout calm.

"It's getting really bad out there." Cloudkicker reported to Bonbon, "We had to evacuate all of the Ponyville residence. We're not sure how long it will be before the darkness reaches us."

Bonbon did not appear to be panicking, despite the situation. She remained silent, pacing back and forth in front of the pegasus.

Kicker cocked her head, "Bonbon?"

The cream mare sighed, "Kicker, this whole Nightmare Moon thing has got me worried. If it wasn't because she was jealous of Celestia, she couldn't just get angry for no good reason."

Kicker hesitated, "Are you suggesting some higher power may be at play here?"

"There's no guarantee," Bonbon replied, slowly walking away, "But until this whole fiasco is over, keep the Ponyvillains calm and safe. If the Musical Mares and Whooves succeed, I may have to put in a little investigation to this whole thing."

Kicker nodded before returning to the crowd of panicking ponies. Bonbon in the meantime stared sadly at the floor. Lyra approached her from the mess hall, seeming just as worried as her friend.

"What if they can't do it?" Bonbon asked the mint-green unicorn, "Think of all the lives that will be lost when that tower collapses. I'm worried sick about those three and if they'll even come back at all."

Lyra placed a hoof on Bonbon's shoulder, "Ya know B.B... You're always so pessimistic about everything. I believe they can succeed in stopping Nightmare Moon's rage and healing the Tower of Midnight. They were the only ones brave enough to take the mission. I have put my full faith in them and you should too."

Bonbon seemed unconvinced, "I know Octavia and Vinyl have been with us for a couple months now and that they're a pretty skilled rescue team, but... This seems like too much, even with Whooves on their side."

"Bonbon, Bonbon, Bonbon..." Lyra chided sadly, "When will you ever be positive about stuff? Again, I know that they can do it. You need to believe in them and they will succeed."

"But-" Bonbon began to object. Unfortunately, Lyra placed a silencing hoof over the cream mare's mouth.

"Shush," The unicorn commanded, "No more negatory-ness. Look, you go take a rest and I'll handle all the leader stuff, okay? You're stressed out and I know it."

As Lyra walked away, Bonbon muttered something resentful under her breath. She turned her gaze away from the ponies who had taken shelter in the guild, trying to calm herself.

For Celestia's, my, and everypony else's sake, you three better not fail. She thought to herself.

---

While walking through the corridors of the Tower of Midnight, Octavia was glad she wasn't claustrophobic. It appeared that the passageways had once been larger, but now thanks to the crumbling ceiling, the corridors were tighter than ever. The tower moaned and creaked under strain. Every strike of the lightning shook the tower so violently that both Octavia and Vinyl were thrown off their hooves.

They came to their first set of stairs, which looked very unstable. One was even missing. When Vinyl looked through the hole of the missing stair, a sense of vertigo overcame her. The hole dropped all the way through the tower's platform and to the lower Land of the Night below.

"I'm glad I'm not afraid of heights." Vinyl muttered, though she sounded pretty terrified.

They cautiously ascended the stairs, careful of the loose and missing ones. Luckily, neither of them plummeted to their deaths before making it to the next floor.

"How tall is this thing?" Whined Vinyl.

Octavia looked up at the ceiling, "Twenty, maybe thirty floors."

She waited for that annoying but sweet British voice to correct her. However, she realized it wasn't going to correct her, for the voice's owner was long gone in the future, possibly fighting for his life against King Sombra.

"Something wrong?" Vinyl asked, cocking an eyebrow.

Octavia shook her head, "I'm fine. Let's keep going."

Vinyl wasn't convinced, "It's Whooves, isn't it?"

Octavia's ears laid flat, "Nooo... Um... Just nervous, that's all."

"'taaaaviaaa..." Vinyl scolded.

"Okay okay! I really miss him, okay? Are you happy now?"

"You liked him, didn't you? You like, really really liked him. Like, loved him even."

Octavia blushed crimson, "No no no! What in the world gave you that idea?! Ha! You're funny Vinyl, really you are."

Vinyl scoffed, "Don't give me that. I've seen the way you looked at him. Take it from somepony who has had many crushes on her, you had a crush on him for sure!"

Octavia averted the subject, "Crushes? Name one stallion who had a crush on you."

"That's not the point! What is the point as that you are in love. I say as soon as we finish this, we get Whooves back from the future so you can confess your feelings for him. Okay?"

Octavia felt the guilt stirring in her, "Yeeeaaah... About that..."

"No arguing!" Vinyl commanded, "We'll get him back Octavia, I can promise you that! No friend of mine is going to lose her true love!"

Octavia didn't say anything, but her heart was aching from the truth she was keeping from her best friend. When she was just about to open her mouth and say something, she shook her head and just continued to stare at the crumbly floor.

Not yet... Her conscious echoed back, Now is not the time.

They ascended what felt like millions of staircases, each one more dangerous than the last. They both were getting exhausted from climbing the stairs as well as face planting into the hard stone whenever the tower was struck. They sat down for a moment, nervousness boiling inside of them from just how close they were to the top of the tower.

Octavia looked up at the ceiling, "Probably one more floor and we'll be there."

Vinyl was shivering, "Octavia, I wouldn't admit this in front of Whooves but... I'm really really scared. Actually no, I'm terrified."

Octavia stared sympathetically at the shuddering unicorn, "We... We have nothing to be afraid of. As long as we believe in ourselves, we can do it. I know it sounds corny but... It's the truth."

"'tavia, Nightmare Moon is one of the most powerful ponies in all of Equestria," Vinyl said, "Like Blac-... Sombra said, there's many creatures out there that make even the changelings look pathetic. Look at us! We're just two average mares on the streets who are delusional enough to think that they can save the world! How can we ever hope to do that?!"

"What did I tell you?" Scolded Octavia, "You shouldn't think down on yourself, or you will fail at everything. Vinyl, look at just how far we've come. If it wasn't for us, Whooves would have never revealed who Black Thunder was, we would have never found out about the Tower of Midnight's collapse... We wouldn't know anything had we not become a rescue team, and Equestria would have perished. At least now we have the chance to stop that; to save the world from eternal darkness and chaos." She forced Vinyl to turn and look at her, "Vinyl, it's not just that either. You are not some mare off the streets. You are my best friend and my companion for the past few months. You have always been by my side no matter what crazy things we get into. It was you who helped me through my amnesia and helped me find the truth about my life. It was you who stood by my side when we first faced Team Vengeance. It was you who was with me when we were admitted as a rescue team. It was you, you Vinyl Scratch, who fought alongside me when we faced Thorn, the timberwolves, Queen Chrysalis, King Sombra... And by Celestia's blazing sunlight, Vinyl Scratch, it's going to be you who fights Nightmare Moon with me, and it's going to be us who wins! You got that?"

Vinyl nodded nervously while saluting, "Yes ma'am!"

Octavia smiled, "Good. No backing out or hiding behind me when we confront Nightmare, okay?"

Vinyl saluted again, "Yes ma'am!"

"Stop that."

Vinyl nodded instead, "Yes ma'a-...! Er... Yeah sure."

Octavia laughed a little, "You certainly know how to lighten a mood, Vinyl."

Vinyl blushed a little. Together they stood up, turning to the final staircase.

"Let's go." Octavia said to her friend, determination filling her and her companion's eyes.

---

Arriving at the top of the tower, Vinyl and Octavia noticed that it was much more ruined than the other parts of the tower. The swirling red clouds above them released loud booms of thunder and violent flashes of lightning every few minutes. They could see all of the Land of the Night, and even the shore of Equestria lying just on the western horizon. In front of them on a raised platform stood a black, crumpled wall. There were six, gear-shaped holes in the wall, clearly where they were supposed to place the Gears of Harmony. There was no sign of Nightmare Moon, but Vinyl and Octavia had a sneaking suspicion that she was watching them.

Octavia and Vinyl began to advance towards the wall. However, they were stopped when a cloud of purple magic appeared in front of them, blocking their ability to get to the wall. Out of the smog came a tall black Alicorn, with a flowing mane of stars, bright blue reptilian eyes and armor on her head, chest, and hooves. She glanced between them, rage clearly showing in her features.

"You dare enter my domain?" She snarled, "And after you tried to destroy it?"

"I didn't start the tower's collapse," Octavia argued, bravely stepping up to the enraged Alicorn and hoping to talk some sense into her, "Neither did Whooves. Someone is deceiving you, Luna, you have to fight it-"

"SILENCE!" Nightmare suddenly snapped, rearing up and bringing her hooves down violently. Where they came down left very large cracks that traveled towards the two mares, nearly causing them to fall through the floor.

"Uh..." Whimpered Vinyl, "Tell me again how you dragged me into this?"

Nightmare stepped closer to them, teeth bared and wings outstretched, "You are the ones responsible for this! It is you who has caused all this damage to my beautiful night! Now, I must destroy you to ensure you will never cause this destruction again!"

"Are you sure we can't talk this over a cup of coffee or something?" Vinyl asked nervously. Nightmare answered her question, shooting a beam of magic at the unicorn. Vinyl luckily jumped out of the way, but it left a huge crater where she was once standing.

"If you're not a coffee fan, you coulda just told me!" Shouted the white unicorn.

Octavia gulped, "Vinyl, there's no getting to her. She's blinded with rage. It's up to us to fight her and get her to see the light."

Vinyl whimpered, "This girl's in a very very dark tunnel, and it's going to take a very long time to get her out!"

Bravely, Octavia and Vinyl stepped towards the Alicorn. Octavia showed no trace of fear as she drew out her bow, crouching into a battle stance. Vinyl however, was much more timid in expanding her bass cannon.

"We are prepared to fight in order to protect our home," Said the cellist mare, "If you refuse to listen to us, we don't have a choice."

Nightmare snarled, "You fools! I shall crush you under my very hooves to restore what is properly mine!"

"Does she mean that, like, literally?" Vinyl asked her friend timidly, "Thaaaaat's... Going to hurt."

"Very well then!" Nightmare interrupted, stamping her armored hoof against the craggy ground, "If you are to fight me, then I will return the favor! Come meet your doom!"

The Alicorn whipped her head around, firing a blade of magic at the two mares. They moved out of the way quickly, but Vinyl's hind leg was nicked by the blast. She toppled head over hoof, slamming against the edging of the tower. Nightmare approached her, rage blazing in her blue snakelike eyes. Clearly she could sense Vinyl's fear and decided to go for her first. Octavia however, was right on her heels. She threw her cello bow, hitting the Alicorn in the back of the head. It didn't do much, except make her even angrier and making her aim all that rage on Octavia.

This time, Nightmare fired two beams that crossed over each other and headed straight to Octavia. When she attempted to jump out of the way of one beam, the other turned suddenly and hit her in the stomach, blowing her across the floor. Luckily, Vinyl was back on her hooves, expanding her bass cannon. With a press of a button, she fired a blast of dubstep at Nightmare, hoping to damaged and disorientate her. Unfortunately, the Alicorn teleported out of the way and the blast ended up hitting a pillar. The pillar began to topple over onto Octavia who was currently trying to recover. However, She quickly moved out of the way before the pillar smashed against the floor, falling straight through it and all the way down to the ground floor.

It was already difficult enough to fight Nightmare Moon alone. What added to it was the fact that the battle field was very unstable. If Octavia or Vinyl landed too hard, the floor would crack and almost cause them to fall through it. If Nightmare's magic or Vinyl's bass cannon blasts went haywire, they usually ended up hitting a pillar that would soon topple over, nearly killing them in the process. To add insult to the injury, it seemed as though the angry red storm clouds above them were assisting Nightmare. Whenever Vinyl or Octavia managed to land a hit on the Alicorn, a bolt of lightning would fire from the cloud and at them, nearly frying them on the spot.

The fight continued on. Octavia lost count of how many times she had been tricked by Nightmare's duo blasts. She had taken so many hits to the stomach, her lunch felt as though it was about to come up. Vinyl wasn't doing so good either. Her bass cannon had taken some major hits and now looked as though it had literally been out through the wringer. Vinyl herself was covered in burns and cuts from where Nightmare had struck her with magic, or where she had fallen and skinned various parts of her body. Half of her mane was missing, the ends of it appeared to have been charred.

As Octavia laid there, trying to recover from another hit, she was terrified to accept the truth. They couldn't keep going like this. They had to have been fighting for at least an hour, if not more, and Octavia was exhausted. Both she and Vinyl had taken a serious beating and Nightmare Moon was not even breaking a sweat. The poor cellist had tried everything she knew of to stop the raging Alicorn, but nothing had worked.

Octavia felt something slam against the wall next to her. She turned, seeing that Vinyl had been tossed right next to her, now beaten and almost to the point of being dead. Nightmare approached, looking quite satisfied that she was about to dispose of the two trespassers. Her horn lit up, about to charge with one final blast that would end it all.

Octavia faced the facts; they were doomed, and so was Equestria.

"I wanted Sombra to kill you so I wouldn't have to do this," Growled Nightmare, "But I see now that I will enjoy it! Goodbye, and may the night prosper without you!"

Octavia shut her eyes, joining Vinyl in a hug. They held each other tight, waiting for Nightmare's impact. In each passing second, Octavia's Dimensional Scream was acting up again when she hugged Vinyl. What it showed surprised her. It was all the things she and Vinyl had done together, from meeting on the beach, all the way up to what was happening right now. All of the memories of her and Vinyl were the heartwarming and funny ones that made Octavia feel fuzzy inside, despite the fact that they were about to die. What was even more surprising was the visions she didn't recognize of her and Vinyl. They both appeared to be older and more mature. The visions showed them growing older and older and still very much best friends until the bitter end of both of them being placed in coffins and lowered into the ground.

Are we really going to be friends forever? Octavia wondered to herself, Is our friendship truly that strong to last?

After the visions cut, it appeared that only a millisecond had passed. Nightmare Moon was still standing over them, charging up the final blast to end them both. A couple second passed, and to their surprise, it never came. Octavia cracked an eye open, and was more surprised at what she saw than ever before.

Her cello had gained a mind of its own and was now balancing itself directly in front of her. A purple glow surrounded it, throwing up a force field around the two. Vinyl's bass cannon had gained the same motives, also seeming to be protecting her and her companion. A blue glow surrounded it, joining Octavia's cello in the making of the protective force field. Nightmare had backed up, muttering something under her breath. She actually looked quite scared of the glowing instruments, for she refused to approach any closer to them.

"The heck?" Vinyl murmured. She stood up, Octavia following her. They stood behind their instruments, which suddenly began to hum, as if coaxing them to play them.

"What is this witchcraft?" Nightmare asked, stamping a hoof in aggravation.

Octavia thought about her vision for just a second, and her cello seemed to glow brighter. She continued to think about all of the amazing adventures she had with Vinyl and both the cello and the bass cannon responded.

"I'm with N double M on this one," Vinyl said, "What the heck is going on?"

"Our friendship." Octavia suddenly said.

"What?" Vinyl asked, now thoroughly confused.

"Our friendship," Repeated Octavia, "It's what has given us the strength to persevere and win at every challenge ever thrown at us," She turned to Vinyl, a smile on her face, "Vinyl, don't you see? We were meant to be friends from the very beginning. We were meant to be a rescue team and to save the world from destruction. It was meant for you to find me when I washed up on the beach just a few months back!"

"What does this have to to with the possessed instruments?" Vinyl asked sarcastically.

"Everything!" Exclaimed the earth mare, "I know it sounds corny, but the magic of friendship itself wanted us to become friends. It's just like the Guardians who save Equestria ten times over from even the most powerful enemies. You know how they did it?"

Vinyl hesitated, "Uh..."

Octavia rolled her eyes, "The powers of friendship! That, Vinyl Scratch is how we're going to defeat Nightmare Moon and save the world!"

Nightmare was getting impatient, "What is this? Stop it at once!"

Octavia turned to the black Alicorn, taking the cello in her hooves. The purple glow suddenly surrounded her, healing her burns, bruises, and scratches. An invisible wind caused her mane to start flowing and become laced with purple light. She glanced at Vinyl, her violet eyes glowing with pure magic.

"Friendship, Vinyl," She said seriously, "It's what made us an amazing rescue team, and it's the same thing that's going to save the world."

"Cool!" Vinyl cheered, looking over the newly empowered Octavia, "I'm on board with this whole... Glowy coolness!"

"Did you even hear a word I just said?" Octavia asked, a scowl appearing on her face.

"Huh?"

"Just get the bass cannon."

Vinyl obeyed without another word. Grabbing onto the bass cannon, she too was healed of her injuries and gained the "glowy coolness". Her mane was instead laced with blue light, flowing from the invisible wind.

"I am totally down with the magic of friendship," Laughed Vinyl, "This is awesome!" She stared at her glowing body, "Wait, now what?"

"We play," Octavia replied, grabbing her cello bow, "We play like never before; together."

Vinyl nodded, a smile growing across her face as she turned to Nightmare Moon, "Yeah, let's do this!"

Octavia began playing her cello, slowly at first. The music seemed to soothe the angry spirit of Nightmare Moon, who suddenly didn't look as though she wanted to kill them. Vinyl joined in, adding some simple electronic sounds to Octavia's gentle playing. It wasn't anything special, but Octavia began playing faster and faster until her hooves were moving across the strings at light speed. Vinyl was building up her part, also speeding up the rate of which she pulled the switches and pressed buttons on the bass cannon.

Nightmare still wasn't impressed. She bared her teeth, angry with whatever was happening. She started to shout something, but the music was growing louder and drowned her out. The blue and purple light fused together, bringing the two mares closer until they were back-to-back, playing at incredible speeds. They grab each other's hooves, holding onto their instruments with the other.

"Ready?" Octavia asked with a triumphed smile on her face.

"Let's drop some bass." Vinyl replied with a nod.

They turned, their instruments magically fusing together to create something new. Their new instrument was a golden and silver cello with two electronic speakers behind the strings. Electronic switches ran along the sides of the half cello-half bass, and the bow which Octavia held was laced with gold and silver.

That was when the bass dropped, hard.

From the cello-bass came two beams. A blue beam came from the top speaker and went after Nightmare Moon. She tried to avoid it, but it caught her and made her unable to move. A purple beam came from the bottom speaker, crossing over the blue beam before joining to together and hitting the helpless Alicorn who was now enveloped in the blinding light.

All the while, ear-piercing dubstep music played from the cello-bass, as well as the sound of a skillfully played cello that was just as loud as the electronic music. Octavia and Vinyl held onto each sides of the cello-bass, their manes and tails flowing behind them. The light surrounding their bodies blinded their enemy and caused her to fall to her knees, her frightening aura falling apart and being replaced with something new.

The music played on until eventually the cello-bass broke apart and became a normal cello and bass cannon once again. The light surrounding Octavia and Vinyl faded as they fell to the ground, exhausted from the blast. Octavia was the first to stand, seeing her cello and Vinyl bass cannon sitting right in front of her as if the whole thing had never happened. Vinyl was laying next to her, completely knocked out. When Octavia stood, she noticed Nightmare Moon was gone. In her place was a tiny, dark blue Alicorn with a light blue mane, still sparking with the recent hit she had suffered. Octavia assumed this was Princess Luna, guardian of the Tower of Midnight, now back to proper control of her own body.

Vinyl woke up, noticing what had happened. She jumped up, a huge smile on her face as she ran to hug Octavia, "We did it! We stopped Nightmare Moon! We did it we did it we did it!"

Octavia smiled, currently having her ribs crushed by the over-zealous unicorn, "Vinyl, you're crushing me again..."

"Oh." Vinyl stopped with her hugging, "I can't believe it. Just our friendship did that? I should make friends more often."

Octavia nodded, "Equestria runs on the magic of friendship. It's the most Poweful source of magic there is. Through our powerful friendship, we defeated our enemy and overcame the challenge. Vinyl, we just did something that nopony else was willing to do; we saved the world."

Vinyl smiled, "Whaddaya know? We did! Who would of thought?" She narrowed her eyes at the mare, "Wait, how do you know all that?"

Octavia looked at her hooves, "Honestly? I have no clue."

Just then, the tower shook and nearly threw the two mare's off balance. A huge amount of the tower's edging broke off just a couple feet away from them, forcing them to jump out of the way. The red storm clouds rumbled in protest, shooting out more lightning and striking the tower even more periodically.

"The tower!" Vinyl exclaimed, "Oh my Celestia, we totally forgot about the tower itself!"

Octavia and Vinyl rushed to the wall with the six Gear placements within it. The tower was coming apart at the seams, the blue sky starting to fade to gray. The reached the wall, panicking as they did.

"The Gears!" Vinyl exclaimed, "Get the Gears!"

Octavia yanked the Gears out of the saddlebag that Whooves had given her. She placed each of them into the wall as fast as she could. For a scary moment, nothing happened.

"Octavia!" Vinyl screamed, pointing at a pillar that was now toppling over. Unable to get out of the way fast enough and instead shielded herself, bracing for impact.

However, in a bright flash of light that came from the Gears, the pillar and the rest of the crumbling tower froze in time. The red cloud above them exploded into white, revealing the beautiful full moon and stars above them. A rainbow wave of light spread out from the Gears and through the broken Tower. The wave shot across the ocean, clearing away the grayness and heading straight for Equestria.

When the light had faded, the tower was no longer crumbling. The storm clouds were gone, never to strike the tower again. Everything was back to normal.

"Man," Vinyl sighed, "That was a close one."

Octavia glanced over at the out-cold Luna laying a few yards away from them, "Shouldn't we check on her? She may be hurt from that blast."

Vinyl nodded, "Yeah. Let's see."

They galloped over to the Alicorn. They slowed down when they were only a couple of feet away from her just in case. Carefully reaching out a hoof, Octavia nudged Luna's side, causing her to moan in pain. She lifted her graceful head, eyes dilating to the surroundings.

"What happened?" She asked, glancing up at the two mares.

"You turned into a crazy, evil sorceress." Vinyl said.

Octavia elbowed Vinyl in her side, "Luna, you turned into Nightmare Moon again. We saved you and the Tower of Midnight."

Luna stood shakily at first. She started to topple over, but Vinyl and Octavia quickly caught her.

"You okay, princess?" Vinyl asked in a concern tone.

Luna nodded, "I am fine... I just... I just need time to regain power." Her hoof shot to her head, "Ow... My head..."

Vinyl gave the Alicorn a seed while Octavia checked to make sure there were no wounds.

"Do you remember anything?" Octavia asked.

Luna looked down, "Not much. I... I can't remember what happened right before I turned. It's all a big blur. Are you both okay? I didn't harm you in anyway?"

"We're fine," Vinyl said, practically ignoring what had happened in the fight, "It's you we're worried about. Are you sure you're okay? We've got to get back to Ponyville."

Luna nodded, "I'm fine. I'm sure I can protect the tower now that I have control of my own body now. Th-... Thank you."

Vinyl smiled, "You're welcome."

They finished patching up a few of Luna's wounds before they were on their way. Luna was kind enough to teleport them down to the bottom floor, where they would only have to walk down to the Stoneship and summon Philomena to get back home.

As they walked down the floating stone walkway, Vinyl talked nonstop, "Can you believe it Octavia? We're heroes! Just wait until we get back to Ponyville! Oh, everypony's going to be so happy to see us! Oh man! Maybe we'll have a party and I can spin some records! And-!"

Octavia however, blocked the unicorn out. Her body felt tingly all over. Her limbs felt numb and it was becoming difficult to see. She thought that maybe she was getting sick, but then it hit her. Octavia remembered what Whooves and Sombra had said would happen once the mission was complete.

It was time.

"And we can have cake and dance all night and eat cake then dance some more and eat ca-" Vinyl stopped for a moment, seeing that Octavia wasn't by her side. She turned back to her buddy, who was standing there, head down while a pained look was plastered on her face. There was something coming from her body; yellow sparks, taking a piece of Octavia whenever they broke off and floated away.

"'tavia?" Vinyl asked, running back over to her friend, "What's wrong? Are you sick?"

Octavia looked up at the unicorn, tears in her eyes.

"Oh my Celestia! What's wrong?!" Vinyl demanded, grabbing her friend by the shoulders.

Octavia gently pushed her grabby friend away, "Vinyl, because we have saved the Tower of Midnight, the future has been changed; my future, the ruined future Equestria of which I was born in."

"What are you talking about?" Vinyl asked, suddenly looking worried.

"Vinyl, I'm from the future," Octavia continued, the sparks on her body multiplying, "We changed the time period I was born in. Therefore, time must reset, and I must be reset with it."

Tears started to form in Vinyl's bright red eyes, "Wha... What are you saying?"

Octavia looked at her friend, her voice cracking with her crying, "I have to leave you Vinyl. I have to return to the future in order to keep time flowing correctly."

"You're... You're leaving me?" Vinyl asked, her voice also cracking, "Why didn't you tell me?"

"I couldn't bring myself to tell you. I knew you wouldn't want to complete the mission if I did tell you... I... I'm sorr-"

But Vinyl didn't give her a chance to finish. She attacked her with a hug that surprisingly was quite gently. The unicorn cried info her friend's shoulder, refusing to let go.

"You can't leave me!" She cried, "You're my best friend! You're my only friend! How could I say goodbye to someone as amazing as you?!"

Octavia sniffed, "I know it's hard, but it has to be this way. If I stay, who knows what destruction-of-the-universe I'll cause. I don't have much of a choice."

Vinyl refused to stop hugging her friend, "Octavia... You... You taught me how to be a friend. Even if I didn't have friends before, I know I'll have some now... Thanks to you, I'm not as big as a fraidy-cat I used to be. I know how to defend myself and have even made more friends at the guild. I went on an amazing adventure that would have never been possible without you. You were always by my side, supporting me when I felt like giving in or running away. Octavia, you... You are my best friend. Scratch that, my greatest, most dependable and amazing friend I've ever had in my entire life. So I guess you're my... G.M.D.A.F.I.E.H.I.M.E.L."

"Let's just go with B.F.F." Octavia chuckled.

Vinyl backed away, tears still streaming down despite the smile on her face, "Yeah... I'm never going to forget you. Or Whooves. Or this amazing adventure. You're going to remember me, right?"

Octavia nodded, "I'll try my best."

Vinyl smiled, "Listen to some futuristic beats for me, okay?"

"You got it."

The sparks around Octavia's body were eating away at her. Her image crackled and fizzed like a broken television set. Eventually, the sparks swirled around her, enveloping her in a golden glowing ball that began to float to the sky. It disappeared with a pop, taking the mare with it.

Vinyl wiped the tears away, trying to act cool, "Goodbye..."

---

The trip back to Ponyville was a tear-filled one. Vinyl rode alone on Philomena's back, crossing over the ocean to get back to the guild. Luckily, the bird didn't dare ask about Whooves and Octavia because she could sense Vinyl's woe of their missing.

They landed at the beach just outside of Ponyville. Vinyl hopped off of Philomena, about to make her way to the guild.

"If you need anything else," The phoenix said, "Give me this call." She gave a bird call that would be easy for Vinyl to mimic before taking off over the ocean again.

With her head down, Vinyl trotted up the shoreline and up the path to the mint-green tent on the hill. She saw the Ponyvillains celebrating just down the road, thankful that the world had been saved. Still slumped over, Vinyl ascended the stairs and slid down the ladder, where she was immediately greeted with loud cheers from her fellow guild members.

"Welcome back!" Shouted Minuette.

"I made you some Saved-the-World Muffins!" Derpy exclaimed, holding up a tray of muffins.

"You're so awesome!" Squealed the three Cutie Mark Crusaders.

They all suddenly stopped celebrating, seeing that Vinyl was still slumped over with her eyes closed.

"Vinyl?" Asked a worried Bonbon, "Where's Whooves and Octavia?"

Vinyl looked up, her red eyes filled with tears. She suddenly sat down, her face in her hooves and began to weep mournfully. Derpy was the first to her side and the first to comfort her, despite her confusion.

---

Vinyl explained what had happened to both Whooves and Octavia. The guild was shocked to hear that both of them had returned to the future, and even more shocked to hear that neither of them would be returning. The guild did not celebrate, despite that their team had succeeded in saving the world. Instead, they spent their time comforting Vinyl and tending to her every need.

By the time night had fallen, Vinyl retired to her sleeping quarters. She needed rest. Hopefully, it would get her mind off of her missing friend who was probably out there in the future with a new family and new friends... A new best friend...

Vinyl eventually fell asleep, though it took forever to do so when she was worried sick about her only friend.

---

What hit Octavia first was where she had ended up. Beautiful, multi-colored galaxies surrounded her on all sides. Stars twinkled and sparkled as she calmly floated past them. She was floating in space, completely confused as to where she was going. Already, she missed Vinyl and everyone back at the guild. Already, she hated that she had to return to the future, possibly even have her memory erased again...

Something caught the corner of Octavia's eye. Out of one of the galaxies approached a familiar, dark blue Alicorn. Luna looked different, stronger and more powerful, possibly due to the fact that her mane was now a beautiful flowing cloud of stars.

"Princess Luna?" Octavia asked. Her voice echoed through the huge space.

The Alicorn nodded, "Indeed."

Octavia looked around quickly, "Where am I?"

"You are floating through a gap in the time-space continuum," Luna explained, "You are returning to your time."

"But I don't want to go back."

Luna raised an eyebrow, "You don't wish to return to your original life?"

Octavia shook her head, "No. I... I want my friends back at the guild. I want to be with Derpy, Carrot Top, Lyra, Bonbon, Minuette, Lucky, heck, I wouldn't mind seeing Trixie again!" She paused, "Most of all, I want to be at my best friend's side... Vinyl Scratch... I... I don't want to abandon her."

Luna smiled kindly, "You wish to be with the ones you know?"

"More than anything in the entire time-space continuum." Octavia answered, "Why do you ask?"

Luna looked the mare straight in the eyes, "I can return you to past Equestria."

Octavia's eyes lit up, "You can?!"

"But," The Alicorn interrupted, "It shall come with a price."

Octavia hesitated, "Okay. What do you want?"

"I want you to always assist the Guardians if another crisis ever arose," Luna began, "I want you to help protect Equestria, along with your fellow guild members. You and Vinyl Scratch unleashed the powers of harmony upon my evil counterpart and freed me from the bitterness in my heart. That is something I cannot easily ignore."

Octavia smiled, "That sounds fair." She put a hoof to her chest and held the other one out, "I promise to always help protect Equestria as best as I can. I will always stick by my friends' sides and always be loyal to them."

Luna nodded, "Good. Are you ready? I am going to send you back to past Equestria. The experience will be similar to that of being sucked down to the bottom of the ocean. It will not be enjoyable."

Octavia seemed a little worried, "Um... Thank you for the heads up, but I'm going to past Equestria even if it kills me."

Luna chuckled, "If that is truly what you want, then so be it!"

Immediately, everything became dark. Luna was right when she said that it would feel like being sucked down to the bottom of the ocean. Octavia couldn't breathe and could barely hear her thoughts over the rush of the wind. It was also pretty painful, like an elephant sitting on one's chest.

Vinyl, you better be happy to see me. Octavia thought to herself.

---

It was early morning in Ponyville. Ponies were just starting to wake up and open their businesses. Little Vinyl Scratch however, had been sitting on the beach for hours now, staring sadly at the crashing waves.

Vinyl wasn't sure what to think. Her thoughts were a confused mess of jumbled up chaos that she couldn't get anything out of. Without Octavia here, everything felt empty. Her best friend was gone forever, and she had to accept that if she wanted to continue living a normal life.

"Hey." A gentle voice said.

Vinyl looked to her left, seeing a familiar gray pegasus with her signature wall-eyed stare. She sat down next to Vinyl, also staring at the waves.

"Hey..." The white unicorn said weakly.

"You okay?" Derpy asked. She looked to be serious, but it was difficult to see that seriousness through her wall-eyed stare.

Vinyl refused to meet the pegasus' gaze, "No... I miss Octavia..."

Derpy looked down, "Y'know, Octavia was an amazing pony. I know she had to be an amazing friend by the way you cried like that for her."

"Derpy, she changed my life in more ways than one," Vinyl replied, sniffing as she did, "She was more than just a friend... She... She was like sister to me."

Derpy smiled, "I've had a couple friends like that before; Carrot Top being one of them."

"That's just it," Vinyl insisted, "You only have one, maybe two friends like that in your entire lifetime. It's going to be hard to find a friend like Octavia. Even if I did, any adventures we had would never replace what me and Octavia did. We saved the world! That's not something you get to do everyday."

Derpy interrupted Vinyl's rambling, "Uh... Vinyl...?"

The unicorn glanced at her. Derpy was staring at something behind her, "What's up?"

Derpy pointed nervously the thing behind them. Vinyl turned, discovering what Derpy was pointing at. It was a glowing golden ball that was growing bigger by the second.

"It's a UFO!" Derpy screamed, "Aliens have come to probe our brains and eat our intestines!"

"No Derpy, that's..." Vinyl began, her eyes widening in surprise.

The golden light faded as a pony dropped from the ball, landing on the sand and laying there. Apparently, they had been knocked out. Vinyl and Derpy ran over to the pony to see if they were all right. Vinyl immediately knew who it was, for a huge smile grew on her face.

"It's Octavia!" The white mare screamed, "Octavia! She's back! She's really back!"

Octavia moaned, her violet eyes fluttering open. She glanced up, seeing Vinyl and Derpy staring at her. Vinyl wasted no time hugging the mare with one of her signature pythonic hugs.

"Octavia, what are you doing here? I thought you had to go back to the future!" Exclaimed Derpy.

"Yeah! How did you get back?" Vinyl added, "I thought you didn't have a choice!"

Octavia shrugged, "You have Princess Luna to thank for that. She let me return to the past as a gift for freeing her from Nightmare Moon." She smiled, "I'm not going anywhere for a very long time."

"Oh my gosh!" Vinyl screamed again, attacking the mare with another hug, "You're back! You're here to stay! Oh my gosh! Octavia's back and she'll always be here!"

After a few more minutes of rejoicing, they headed up the beach and back to the guild to announce what had happened. When they got there, all of the guild was overjoyed to see Octavia again. Lyra declared a welcome back/saved-the-world party in honor of the two mares. Vinyl even gained enough confidence to DJ for the party, even though Octavia had to assist her with her cello.

That night, they all retired to their quarters. Octavia and Vinyl were exhausted, having little to no rest since the battle with Nightmare Moon. However, before Octavia fell to asleep, Vinyl gave one small comment.

"Hey 'tavia." She whispered.

"Yes?" The cellist replied.

"Thank you."

Octavia was confused, "For what?"

Vinyl chuckled a little, "For taking me on the adventure of a lifetime."

After hearing the simple comment, Octavia fell asleep with a smile on her face.

---

In the Land of the Night, Princess Luna stood in the Hall of Legends. She stared at a new picture that had just recently appeared on a blank piece of the wall. It looked to be a jumbled up mess of pictures, but upon closer inspection, it was clearly not so.

It showed the story of two mares, one who was an earth pony, one who was a unicorn. It showed the unicorn discovering the earth pony on the beach, all the way up until they were reunited on that same beach. Luna smiled at this picture.

"Heroes," She said to herself, "They are heroes to all of us."

---

Nope! It's not over yet! I'll also be doing the post game storyline like I said in the last chapter. Also, I'm going camping and won't be back until late Sunday afternoon eastern time. Any PMs or reviews I won't be able to answer back until I get home that day. So if you think I'm ignoring you... Well, I'm not.

Also, I apologize if this chapter seems badly written. I wrote it in less than a day after having a burst of motivation (which is quite rare for me). Often chapters written in this "burst" tend to be horrible. Leave an opinion of what you think in case it is really bad.

As time went on, Octavia and Vinyl found themselves changing, becoming a greater rescue team with each progressing day. Vinyl no longer had a problem with being afraid of everything that posed as a threat. She began to DJ for almost every party that Ponyville had. She was wildly popular for her ability to get a party started with just a simple song.

Octavia on the other hoof, had not had a very successful music career, mainly because it wasn't her focus. She had given Luna her word, and she was going to help protect Equestria, even if it was just in small ways. She didn't go out exploring Equestria without Vinyl, who usually canceled her parties and handed it over to secondary Ponyvillain DJ, Neon Lights, just to go with Octavia.

It had been about a year since the Tower of Midnight incident. The two mares still resided in the guild and continued to run missions for whoever needed it. One morning while they were eating their breakfast, Bonbon approached Vinyl and Octavia, a smile on her face; which was very unlike her.

"I've got some good news for you." She told then.

Vinyl swallowed down her waffle, "What's up?"

Bonbon cleared her throat, "You are the team that has been selected to graduate the guild."

"What does that mean?" Vinyl asked.

Bonbon glared at her, "It means you can move on from the guild and become your own team. You won't have to talk to me or Lyra for approval or anything."

"In other words, you're kicking us out." Concluded Octavia, raising an eyebrow of disapproval.

This got a chuckle out of Bonbon, "Goodness no! You're free to leave and live on your own, but the guild will always be ready to back you up if need be. Y'know what I'm saying?"

Octavia didn't seem convinced, "Yeah... So you're just telling us that we graduated and that's all?"

"No no no!" Bonbon quickly answered, "Lyra has a very special mission for you, concerning the graduation. She's waiting for you in her chambers."

---

Upon entering Lyra's chambers, Octavia and Vinyl noticed that she had the light turned down. There was only one small candle sitting in front of her, barely illuminating her face. Bonbon trotted over and sat next to the mint-green mare.

"Have a seat, Scratch and Octavia." Lyra said mysteriously.

Vinyl and Octavia calmly took a seat in front of the unicorn, both looking quite nervous.

"Now, you've both been a part of this guild for a pretty long time," Lyra began, "After the whole Nightmare Moon fiasco, me and Bonbon came a decision to let you graduate from the guild."

"Lyra, that was a year ago," Octavia reminded, "You're just now deciding that?"

Lyra's glare became deeper, "It takes a long time to decide who will graduate. Only one team per year may graduate from the guild, and you two are the lucky pick."

"Really?!" Vinyl asked, suddenly jumping up, "Oh my gosh oh my gosh! This is so awesome!"

"Of course," Lyra interrupted, "Even though you saved the world, you must prove yourself in one of your most difficult tasks yet. Your mission, if you chose to accept it, is to travel deep into the Everfree Forest and locate Luminous Springs, a beautiful place said to be lost to the winds and locate it's treasure. Bring it back to us, and you can finally graduate."

"So you want us to find this place?" Vinyl asked.

Lyra nodded, "Yes. But!"

The two mares tensed when Lyra suddenly shouted this. She became calm again, taking a deep breath and looking the two straight in the eyes.

"You must be very careful," Lyra warned, "There lives a wicked mare simply known as the Grand Master of All Things Bad. She and her minions live there in the springs. They are very hostile and will do anything to keep you from getting to the treasure."

"Sounds like a challenge," Vinyl said, "A fun challenge! Whaddaya say, Octavia?"

Octavia nodded, "I'm up for it."

Lyra smiled, "You have accepted the mission. This Lyra will selfdestruct in five seconds."

"Wait, what?!" Vinyl asked, she and Octavia suddenly standing.

"Just run!" Bonbon commanded, pointing to the door.

Vinyl and Octavia obeyed, galloping for the door. Just as they shut the door behind them, an explosion rang in Lyra's chambers. It shook the entire guild and nearly threw the Musical Mares off their hooves. Just then, Derpy walked in, her wall-eyed stare looking quite confused.

"Graduation?" She asked the two mares.

Vinyl nodded, "How'd you know?"

"Me and Carrot Top had to take it last year." The gray pegasus replied, "We did it, but we decided to stay here at the guild and help out with future graduations."

Octavia raised an eyebrow, "What do you mean by help out?"

Derpy looked as though she had eaten a sour candy, "Uh... Nothing. Nothing at all."

"You're hiding something." Insisted Octavia, looking Derpy straight in the eyes.

"Uh... It's nothing!" Derpy argued. She turned, "Oh! I think I hear my muffins calling!"

And before they could ask anymore questions, Derpy took off towards the mess hall.

Vinyl seemed skeptical, "That was... Strange."

"I think she's hiding something," Octavia said, "She knows something that we should know."

"I doubt we can get anything out of her, 'tavia," Vinyl replied, "Whatever she knows... I doubt it's all that important. She is Derpy, after all."

Octavia scrunched her nose, "If she took the test last year... Then she must have met that Grand Master pony."

"She was pretty vague on it too," Vinyl agreed, "Must be a pretty bad character if Derpy didn't want to talk about her."

"Or it could be something bigger than that." Octavia suggested.

Vinyl bit her lip, "I have a feeling that this is going to be hard."

Octavia nodded in agreement, "Let's go gather up some stuff. If Derpy won't even tell us about the mission, we're in for something very difficult."

---

The two packed lightly before heading west, back into Ponyville. They went across Sweet Apple Acres and towards the back where the acres became the Everfree Forest. They were silent for this trip. Vinyl was shivering from nervousness.

Octavia looked at her, "Something wrong?"

"Little nervous, that's all." Vinyl replied with a small shakiness to her voice.

"We've faced a psychotic, possessed Alicorn princess and you're afraid of this supposed Grand Master?"

"I don't know. The name Grand Master of All Things Bad just sounds... Bad. You don't get called that for shaking hooves and kissing foals. Maybe for kissing hooves and shaking foals."

Octavia shrugged, "We won't know until we get there."

They walked on without another word. The forest was still creepy and intimidating, despite their being at much scarier places.

"I hope those Timberwolves are hibernating." Vinyl broke silence.

"I hope so too." Octavia agreed.

Vinyl changed the subject, "So where exactly is this place?"

Octavia hesitated, "Hmm... Lyra didn't say exactly where it was. She just said it was deep in the Everfree Forest somewhere."

"That's helpful." Scoffed Vinyl.

An owl hooted in the trees. A wolf howled, luckily sounding miles away from them. Octavia stopped suddenly, squinting into the bushes.

"I think I see something." She said, starting to walk into the bushes. Vinyl followed her, still looking quite nervous. They crawled through thorns and vines, scratching their skin and tearing their manes. When they finally broke through the bushes, it appeared that they weren't in the forest anymore.

Sitting before them was a beautiful pond. The water was glowing a beautiful shade of blue and there were small, glowing balls of light fluttering about the pond. Truly, the place was beautiful in its own dark and forbidden way.

"Luminous Springs." Vinyl breathed, "It's beautiful."

Octavia nodded, "Yes. Kind of hard to believe that this... Grand Master lives here. I guess beauty is deceiving."

Vinyl chuckled, "Yeah. Let's just hope we don't run into her."

"Let's see if we can find that treasure Lyra was talking about."

They started to trot around, wading through the pond. The water only went up to their ankles and it was nice and cool to their scathed hooves. They wandered around for a good fifteen minutes, but their efforts proved to be fruitless.

"What treasure?" Vinyl growled, getting frustrated by the second, "There's nothing here!"

Octavia looked around. She felt like someone was watching her, causing the fur on the back of her neck to rise. She knew that she and Vinyl were not the only ones here. There was someone else...

Just then, something sent Vinyl flying across the pond. From the trees came a familiar blue unicorn. She stood up, an evil smile on her face.

"Minuette?!" Octavia asked in outrage.

Minuette was joined by Lucky, who hopped out of the bushes. All around Octavia, members of Lyra's guild were surrounding her; Trixie, Big Macintosh, Cloud Kicker, Carrot Top, Derpy, all of them. There was something seriously wrong, for they all appeared to have malicious smiles on their faces and were all crouched down in attack stances.

Vinyl had stood back up and joined Octavia, "What the heck is going on here?!"

Just then, Bonbon approached out of another cluster of bushes with a hooded pony walking close behind her. The hooded pony walked out from behind the cream mare and stood very intimidatingly in front of the Musical Mares.

"Who dares enter the lair of the Grand Master of All Things Bad?" The hooded pony asked in a familiar voice.

"Lyra?" Octavia asked, now thoroughly confused.

"I am not Lyra!" The Grand Master argued, pushing back her hood to reveal that she was indeed Lyra Heartstrings, "I am the Grand Master, and you shall address me as such!"

"Noooo..." Vinyl said, "You're Lyra."

Lyra snarled, "You cannot see my true form because... Uh... I have a very special magic that disguises myself and my minions as the ponies you are friends with!"

Octavia rolled her eyes, "Lyra, what-"

"Grand Master!" The mint-green unicorn insisted.

"Lyra, just forget it," Bonbon sighed, "They know it's us."

Octavia started again, "What in the world is this? I thought you were our friends."

Lyra paused, "Er... We are. I mean, not right now! But... Your mission is to defeat us and find the treasure! And if you can, you can graduate the guild!"

"We can't fight you guys!" Vinyl cried, "You're our buddies-!"

The white unicorn was cut off with a blast of magic that knocked her off her hooves. Octavia turned, discovering Trixie was the one who had fired the beam.

"You don't know how badly Trixie wanted to do that!" She squealed.

Vinyl was standing up again, baring her teeth at Trixie as she did, "Alright, you asked for it... Let's get 'em!"

Minuette and Lucky went after Octavia. The cellist however, was more experienced in fighting than they were. She pulled out her cello and bow, using the flaming bow attack to catch their manes on fire with purple flames. They screamed and scrambled to the pond, where they promptly jumped in before running off into the woods.

Vinyl went after Trixie. Though Vinyl's magical abilities had gotten better, they were no match for Trixie's magic, which had been trained for years. The blue unicorn had her opponent thrown into the pond in less than a minute. Vinyl recovered, expanding her bass cannon and firing it at the unsuspecting Trixie. She was blasted into a tree head first, causing her horn to get stuck in the tree trunk. She was down for now at least.

Octavia went after Big Macintosh. Though Mac had the size and strength advantage, Octavia was limber and quick. She managed to land more hits on him than he could on her. However, when he did managed to get a hit in, Octavia was thrown halfway across the clearing, nearly breaking a bone in the process. She was quick to recover and fought with her bow instead. Mac eventually got tired of being smacked with the cello bow and fled.

Vinyl targeted Cloud Kicker next. Kicker was much faster, able to flit around Vinyl and confuse her before landing a blow. Vinyl was unable to shoot a beam of magic at Kicker before the pegasus quickly avoided it. The unicorn figured that Kicker would be much slower if her wings were unavailable. Therefore, she aimed her magic at Kicker's wings, eventually hitting one that caused the pegasus to plummet to the ground. Seeing that she had lost her only advantage, Kicker took off into the bushes.

Octavia went towards Derpy next. However, the cellist couldn't bring herself to hit the wall-eyed pegasus who couldn't do anything right. Instead, Octavia gently shoved Derpy into the bushes, hoping that would run her off. It did, thankfully.

Vinyl attacked Carrot Top next. Despite being an earth pony, Carrot was great at fighting with her bare hooves. She was also pretty quick, able to avoid Vinyl's blasts and magic quite easily. While Carrot avoided the attacks, she landed some light blows on Vinyl, causing the unicorn to think she might of been holding back. Vinyl fought back as best as she could, though Carrot counteracted every punch, kick, magic, and dubstep blast she could muster. However, Vinyl surprised Carrot with a drop kick that caused her to fall over. The unicorn took this time to use her bass cannon and blast the earth mare backwards. Carrot Top was damaged and fled into the bushes.

The only ones left were Lyra and Bonbon. Vinyl and Octavia reunited, now standing before their two opponents.

"Impressive," Lyra said with an evil smile, "But can you handle the AWESOMENESS of Lyra Heartstrings?!"

Bonbon rolled her eyes, "Really Lyra? Really?"

Vinyl shrugged, "Probably."

Lyra wasn't happy with that answer. She fired a beam of magic that Octavia and Vinyl quickly avoided. The magic beam left a large, steaming crater where they once stood, causing Vinyl to start shaking.

"Oh Celestia!" The unicorn squeaked, "She wants to kill us!"

Lyra attacked Vinyl while Bonbon attacked Octavia. Much like Carrot Top, Bonbon was good with physical attacks. She had to have taken martial arts some point in her life, because she was launching off kicks and punches like nobody's business. Octavia found herself ducking and avoiding every half-second, and getting punched/kicked every other half-second.

Vinyl was facing a bigger challenge. Lyra wasn't even lifting a hoof, and yet, Vinyl was being pummeled. The mint-green unicorn effortlessly fired off powerful beams of magic that left craters in the area. Whenever Vinyl was hit, she was thrown at least twenty feet across the clearing and was stunned for a couple seconds.

Octavia had drawn her cello bow, hoping that she could gain some advantage with it. Thanks to the bow, she finally could land some hits on the fast-moving Bonbon. Octavia had suffered quite a few blows and was becoming much weaker. Luckily, Bonbon was also getting tired, meaning that Octavia had to conserve her energy if she wanted to beat the cream mare. She did just that, spending her energy on her defense rather than offense.

Vinyl had finally managed to expand her bass cannon while avoiding Lyra's blasts. With the push of a button, Vinyl fired it at Lyra. Unfortunately, she deflected it and it went haywire, hitting Bonbon and Octavia instead. Octavia was only thrown into the pond, but Bonbon wasn't so lucky. She skidded across the pond and slammed head first into a tree trunk, knocking her out. Lyra saw this and was distracted for a moment, allowing Vinyl to hit her with a magic blast that launched her across the pond. Surprisingly, Lyra grabbed the out-cold Bonbon and took off into the bushes.

"Yeah!" Cheered Vinyl. She glanced over at Octavia, who was still laying on the ground. Seeing this, she ran over with a panic-stricken look on her face. She violently shook the earth mare awake.

"I'm up I'm up!" Octavia cried, standing up slowly.

"Oh good," Vinyl sighed, "You got hit with my bass cannon, so I'm just making sure you're okay. Lyra and Bonbon ran off."

Octavia blew a piece of her mane out of her eyes, "What a weird graduation exam. They made us fight our own friends... Maybe that's why Derpy didn't say anything about it."

Vinyl nodded, "Yeah. But what about the treasure?"

Just as soon as Vinyl said this, Octavia was hit with a familiar dizzy sensation. She reached for Vinyl's hoof before she toppled over, luckily having her buddy catch her before she hit the ground. What she saw in her vision was underwater. There was small chest that began to open on its own accord. The vision cut before Octavia could see what was in it.

"Whatcha' see?" Vinyl asked.

"The treasure," Octavia breathed, "It's in the pond somewhere."

Immediately, they began searching through the pond, splashing and sticking their faces under the water. Eventually, Vinyl hauled a small, wooden chest out of the water and placed it on the shore.

"Let's see what's inside." Vinyl said, expectantly rubbing her hooves together. Using her magic, she pressed the button on the front that opened the chest. Inside the red velvet-lined box was a large, multi-colored apple.

"A zap apple," Octavia said with slight disappointment, "This is definitely Lyra's treasure."

Vinyl sighed, "We went through all of that for a freaking zap apple? Ugh!"

"Well, at least now we won't have to deal with anymore of Lyra's pointless quests." Octavia replied optimistically. She shut the box and shoved it into her saddlebags, "Let's go home and give Lyra the apple."

---

As soon as Octavia and Vinyl entered the guild, they were greeted by a squealing Lyra who snatched the box out of Octavia's saddlebags.

"You got the super-special zap apple!" She cried, "Yay! I knew it would be in here!"

Bonbon approached them. Her head was bandaged up, probably due to hitting her head on the tree trunk, "Well done, you two. You're very impressive fighters. Both me and Lyra have been training for years, but you managed to take us out in less than a few minutes. Isn't that right, Lyra?"

"Om nom nom." Was all that Lyra said, her mouth full of zap apple.

Bonbon rolled her eyes, "Anyway, I'm proud to say that you have completed the graduation mission. Therefore, I award you with this," She held out her hoof which contained two, small golden horseshoes with wings, "You've been promoted to the highest rank we can give you. I am very proud of you."

Vinyl and Octavia took the horseshoes, pinning them on their saddlebags.

"You have officially graduated the guild," Bonbon continued, "Therefore, you no longer have to answer to me and Lyra. You can go on whatever adventures please."

Vinyl's smile was as wide as it possibly could get, "This... Is... Awesome!" She high-fived Octavia before jumping around the room, "Ooh! I know where we can stay! Come on, 'tavia!" She started to climb up the ladder, though Octavia stayed behind.

"Octavia," Bonbon began again, "You keep her in line, okay?"

Octavia nodded, "Of course."

The mare then left, the sound of Lyra's obnoxious eating accompanying her exit.

---

The Musical Mares arrived at Dragon's Bluff. Vinyl explained that since they didn't have to stay at the guild anymore, they could stay at the bluff instead. By the time they had gotten to the bluff and unpacked their things, the sun had set and was replaced by the full moon.

"Man," Vinyl sighed, looking out over the ocean, "I can't believe we've come this far as to actually graduate and become a master rescue team."

Octavia smiled, "We have the makings of it; considering we did save the world."

"Yeah..." Vinyl looked at the moon, "I think I'm going to hit the hay. You going to too?"

Octavia shook her head, "I may stay up a little longer. I'm... Not tired."

Vinyl nodded before flopping on her hay bed, "Alrighty. I'll be here if you need anything."

As Vinyl fell to sleep, Octavia climbed back up to the top of the bluff so she could get a better view of the ocean. She sat at the edge, much like when she and Vinyl sat here one year ago before Whooves dragged them to the Tower of Midnight.

Whooves... Octavia wondered how he was doing, or if he was still even alive. Did he forget about her? Did he still go around lecturing people on how time worked? Was he still saving the world?

Did he miss her as much as she missed him?

Octavia shook the thoughts away, suddenly feeling as though she was being watched. It was the same feeling she had had at Luminous Springs before the guild attacked her. She knew they weren't going to do it again, but... When she turned around, nothing was there.

The feeling was hard to explain. Octavia 'knew' something was there, watching her, waiting... It was as if the Invisible Mare had crept up on her without her knowing. She stood up, drawing her cello bow, only to have the strange feeling leave her soon after.

Odd, Octavia thought to herself, Maybe it was just a bird or some other animal...

The cellist was still a little creeped out by the feeling of being watched. She decided to head back into the safety of the bluff, hoping never to feel it again. However, she couldn't shake it, for it returned as soon as she put the bow away.

I think I'm going crazy...

The next morning, Octavia was awoken by a loud sound of a train whistle. She sat up, seeing something she wasn't expecting. It was a brown-colored bird that cawed again upon her noticing it. Octavia stood up, curious as to what this bird was and how it could make the sound of a small train whistle. She was even more surprised when it didn't fly away when she approached it.

The bird was staring at her with unusually bright red eyes. It's feathers were a greasy chocolate-brown, as if it hadn't been to a bird bath in quite some time. Being a little freaked out about the strange bird, Octavia lifted her hooves and thrust them at the bird in hopes of chasing it away.

"Shoo!" She commanded, "Shoo stupid bird!"

The bird only gave its weird cry again and pecked Octavia's hooves.

"Octavia?"

Octavia turned, seeing that Vinyl had awoken and was now staring at her.

"What are you doing?" She asked.

"Trying to get this weird bird to go away." Octavia replied.

"What bird?" Vinyl asked, raising a confused eyebrow.

Octavia looked shocked. She gestured to the bird, "This bird!"

Vinyl looked to where Octavia was gesturing, "Still not seeing this so-called bird."

Octavia stared at Vinyl with a you've-got-to-be-kidding-me look on her face. She turned back to the bird, only to see that it was gone.

"I think you were having another vision, 'tavia." Vinyl suggested, shrugging as she did.

"But I swear by Princess Celestia!" Cried Octavia, "There was this weird brown bird sitting right here! It had these red eyes and this weird cry! You can't tell me you didn't hear its cry!"

Vinyl shrugged again, "Sorry. Didn't hear a thing."

Octavia looked back to where the bird was once sitting. She knew she saw a bird just sitting there. It couldn't have been a vision because she felt it peck her and heard its train whistle cry.

"Maybe you're dehydrated," Vinyl suggested, "Get you some water. I wanted to head into town to buy some stuff later today."

Octavia decided to shrug off the strange bird and get some water from the fountain in the corner. Vinyl headed upstairs while Octavia drank the water and washed the sand out of her eyes.

The train whistle cry went off again.

Octavia whipped around, glaring at the brown bird that had returned once again. She decided to ignore it and follow Vinyl instead. However, as she left, the bird gave a different cry. This one sounded like strange laughter; laughter that was oddly familiar to Octavia. She couldn't place it though, and would rather not do so due to the fact that the bird's "laugh" was slightly creepy. She instead headed up to the top of the bluff, ignoring the bird's cry all together.

They headed into the small town of Ponyville. They greeted Shining Armor and Snowflake before running into an unexpected guest. The familiar Alicorn with a mane of multiple colors turned to them, smirking as she did.

"Rainbow Dash?" Vinyl asked, approaching the cyan pony with Octavia right behind her, "What brings you here?"

"Oh, hi Musical Mares," Rainbow greeted, "Nothing. Me and the other Guardians don't have much to do now that the Harmony Gears are in the Tower of Midnight."

"Oh, that's cool," Vinyl said, "I'm surprised you didn't visit the guild."

"Actually..." Rainbow began, rubbing her left foreleg, "I lied about being here for nothing. I... Have something important to ask you two."

This struck them both by surprise, especially Octavia, who was the first to reply, "What's wrong?"

"Well..." Rainbow began, "There's this amazing solo rescuer named Daring Do. She disappeared a year back on Blizzard Island right after you saved the tower... I... I want you two to travel to the island to see if she's still alive or in some sort of trouble."

Vinyl chuckled, "Rescue a rescuer? Sounds doable."

Rainbow smiled, "Thanks so much! I know you're the ponies for the job, since you did save the world from one of our greatest enemies. Finding Daring Do should be a piece of cake!"

Octavia shrugged, "Should be."

"I think you guys can do it," Rainbow encouraged, "Blizzard Island is north-east, far off the coast of Ponyville."

Vinyl nodded, "Sure thing. We'll see what we can find."

The two started to head back to the bluff to start packing. They galloped down the stairs and emerged into the bluff. Octavia was glad that the strange bird was gone now and went to pack.

"Blizzard Island..." Vinyl repeated, "Sounds cold. We better pack some warm clothes."

Octavia took Vinyl's word of advice, grabbing a scarf, a blanket, a hat, and some covering for her legs and hooves. Vinyl packed the same before she turned to Octavia.

"Let's go."

---

They arrived at the beach just as the sun reached its highest point in the sky. Octavia looked up and down the beach, now suddenly confused as to how they were going to get to the island.

"Don't worry," Vinyl assured, "I know how we're gonna get there." She raised her hoof to her mouth before give a three note whistle call. Before Octavia could register what was going on, a shadow flew over them, circling around a couple of times before landing. It was the same phoenix that had helped them get to the Tower of Midnight.

"Philomena?" Octavia asked, "How did you befriend Philomena?"

"Oh, she's willing to help us since we saved Luna," Vinyl answered, "I'm sure she'll be happy to take us to Blizzard Island."

Philomena cooed in agreement, "You saved my owner's sister's life. I will gladly do all that I can to help you."

Vinyl and Octavia climbed on the phoenix's back. The graceful fire-bird spread her wings and soared off over the ocean with the two mares on her back.

"Where are we going?" The Philomena asked.

"Blizzard Island," Vinyl replied, "North-east from here."

Philomena nodded, "Very well. It may be a while until we get there. I suggest resting for a bit."

Vinyl yawned, "Noted. I didn't sleep very well last night."

Octavia looked out over the ocean while Vinyl fell asleep next to her. She too was slightly tired after having the creepy bird wake her up. Speaking of which, the bird still gave her the creeps. She wasn't sure why, but the bird was just... Disturbing. She decided just to ignore it and concentrate on the task ahead.

Octavia followed Vinyl's example and fell asleep to the sound of Philomena's gentle wing beats.

---

Octavia was later awoken by prodding hooves. What hit her first was the cold sinking into her skin. Philomena had kept her fairly warm with her body heat, but Octavia was still cold.

"We're here." Vinyl announced.

Lying below them was a large island covered in ice. Icebergs floated in the ocean, breaking off into smaller pieces every so once in a while. Both Octavia and Vinyl were forced to put on their winter gear while Philomena lit her beautiful wings with fire, hoping to keep the two mares warm.

The phoenix landed at the edge of the island, letting the Musical Mares jump off of her. Even she appeared to be cold.

"Whenever you are ready to leave," She said, "Summon me, and I will be there as fast as I can."

Philomena took off over the ocean, leaving the two mares by themselves in the icy land.

Vinyl glanced around, "Where do we start? This place is pretty big."

Octavia looked towards a small, ice-covered cave, "Let's start there. At least we can get out of the wind."

"Good idea." Vinyl agreed.

They headed into the cave. Luckily, it was a lot less windier in the cave than it was outside. It was still chilly, but it was much more bearable. When Vinyl lit her horn to light the way, it reflected off of the millions of ice crystal growing in the cave. It had to be one of the most beautiful things that they had ever seen.

"Wow." Vinyl breathed.

Octavia wasn't concerned about the crystals. That strange someone-was-watching-her feeling was back. Glancing around, she saw nothing but her friend and a ton of ice and crystals. Very suddenly, she whipped around, catching movement in a patch of crystals. Nothing was there except, well... Crystals.

"Something wrong?" Vinyl asked, looking worried for her friend, "You've been really jumpy recently."

Octavia shook her head, "I'm fine. Let's keep going."

They walked deeper into the cavern, breaking off crystals that blocked the passageways. The feeling refused to leave Octavia, no matter how much she tried not to think about it. When something very large darted away in the shadows ahead of them, she nearly had a heartattack and drew her cello bow upon instinct.

"Did you see that?!" Octavia asked, frantically pointing to the passage ahead.

"See... What?" Vinyl replied, raising an eyebrow.

"Something really big just ran away up ahead!" The cellist cried, "It was huge!"

"Probably just a penguin or something," Vinyl shrugged it off, "Nothing to be afraid of."

"Vinyl, that was not a penguin," Octavia insisted, "It was something really long and skinny, like... Like... A snake!"

Vinyl rolled her eyes, "Don't be ridiculous, 'tavia. Snakes don't live in places like this."

Octavia was about to punch Vinyl in the face for not listening to her. However, Vinyl ran on ahead to where Octavia had seen the strange shadow.

"See?" Vinyl said, examining the passageway, "Nothing here! The dark was probably playing tricks on your eyes."

Octavia wasn't so sure, "Yeah... Okay. I guess you're right."

They continued on, the strange feeling eventually leaving the incredibly nervous Octavia. They came into a large room filled with tons of ice crystals and snow. Glancing foward, Octavia noticed a big crystal right in the middle of the room that seemed to contain a big, brown blob...

"Oh my gosh!" Vinyl cried, running to the crystal with Octavia right behind her, "Is that a pony?!"

What was in the crystal was indeed a pony, apparently a mare. She had a brownish coat with a black and gray mane. Her magenta eyes were frozen in fear and her cutie mark appeared to be of an old-timey compass point. She wore the clothes of a jungle explorer, signaling that this was indeed Daring Do the solo rescuer.

"How in the world do we get her out of there?" Vinyl asked.

"I don't know," Octavia answered, examining the block, "She must have been here for a very long time to be frozen solid like this. Even if she was here for a year, she couldn't have possibly been frozen this deeply..."

"Huh," Vinyl replied, "Are you suggesting something froze her?"

Octavia looked around, suddenly feeling the temperature drop, "I don't know, but we better get out of here and take her with us."

However, before they could move, a gust of wind blew down the cavern's tunnel and into the room in which they stood. It grew stronger by the second, pushing Octavia and Vinyl across the slippery floor. A cloud of snow suddenly poofed up from the passageway, rising into the air and twirling violently around.

"Snowstorm?" Vinyl asked her buddy.

"No..." Octavia breathed, "That's not a snowstorm..."

The snow stopped swirling, taking a clear form. Somehow, it had taken the form of a ghostly wind horse with glowing white eyes that were now staring angrily at the two intruders.

"What is that?!" Vinyl screamed, instinctively grabbing her bass cannon.

"A Windego!" Octavia cried, though she had no clue how she had known that.

"A what?!" Vinyl asked.

"Windego!" The mare repeated, "An evil spirit of the winds that feeds on hostility and disharmony and uses it to freeze the land!"

"Oh great! Sounds like fun!" The unicorn said sarcastically.

The Windego opened its jaws and spit a column of pure ice and wind. The two mares luckily avoided it in time, but the blast left them shivering. Where they once stood was now completely frozen over. Octavia made a brash move of drawing her cello bow and throwing at the ghostly horse. However, it simply passed through it as if nothing was there.

"It's nothing but pure wind!" Vinyl cried, "How do you hit wind?!"

Octavia was just as stumped as Vinyl, "I don't know!"

The Windego attacked with another freeze breath. Octavia manged to jump out of the way, but Vinyl wasn't so lucky. Her tail was caught in the blast, freezing her to the ground and making it impossible to move. The Windego advanced, about to launch another attack.

"Hang on!" Octavia cried. She drew her cello and bow, attacking with purple flames. The ghostly wind horse seemed to object to this, whinnying angrily and backing away from the two mares.

"Friendship!" Octavia concluded, running over to Vinyl, "I remember now! Equestria's founders defeated the Windegos with their friendship!" She turned to Vinyl, "Our instruments are fueled with the powers of friendship! We need to use them to stop the Windego!"

Vinyl started glaring, "That's great. But FYI, my tail is still stuck in a block of ice!"

"Oh, right." Octavia immediately used her cello bow's flames to free the white mare. Vinyl jumped up, turning to face the Windego as she did. She expanded her bass cannon, readying it for another blast.

The Windego was ready though. It breathed another blast of ice at the two mares, who luckily avoided it. Vinyl fired a dubstep beam at the wind horse. It seemed to be stunned for a moment, floating there and trying to recover. Octavia attacked next, playing her cello at incredible speeds before her cello bow caught on fire. She threw it at the Windego, luckily having it land a hit this time.

Vinyl's bass cannon was recharged. When she fired another beam, Octavia crossed the cello fire with the dubstep blast. The beam rocketed towards the Windego, hitting it at high speeds. The wind horse shrieked, having its ghostly body melted away before exploding into snow.

What happened next was very unexpected. The temperature suddenly rose, melting the ice crystals and snow on the floor until the nice, sandy ground could be felt on both mare's hooves. Outside, the sun began to melt the icy island, revealing beautiful grass and flowers underneath.

Vinyl was stunned, "Did... Did we just melt Blizzard Island?"

Octavia nodded slowly, "The Windego was keeping the island frozen with its powers. We just destroyed it, so..."

A pained moan was heard behind the two mares. They turned, discovering that Daring Do had been freed from her frozen prison. They ran to her side, helping her up and making sure she was okay.

"Ugh..." The pegasus moaned, "What happened...?"

"A Windego froze you," Octavia explained, "We destroyed it and unfroze you. Are you okay?"

Daring nodded slowly, "I'm a little cold, but I'm not hurt or anything. How did you know I was here?"

"Rainbow Dash," Vinyl explained, "She told us you went missing on Blizzard Island a year ago. She wanted us to find you and see if you were okay."

"Well, thanks, but I have to get going." Daring replied. She attempted to stand without the help of Vinyl and Octavia, but she failed and fell over on her face.

"Need some help?" Vinyl asked with a smug smile on her face.

Daring looked up, her face blushing a bit, "Maybe a little."

"Come on," Insisted Octavia, helping the pegasus up again, "We'll take you back to Ponyville and help you recover."

---

It was sunset by the time the Musical Mares and their new companion arrived at the beach. The bid Philomena goodbye and started to Ponyville. When they got there, Rainbow was still standing the the town plaza, still waiting for them. Her eyes dilated upon seeing them before running to greet them.

"You found her!" The Alicorn exclaimed. She attacked Daring with a hug around the neck, "Oh my gosh! My hero is okay!"

"Hey, hey, whoa!" The brownish pegasus said, gently pushing the cyan pony away, "Glad to know somepony missed me. I'm also thankful that you told these two about my predicament," She turned back to the two mares, "Without them, I'd still be frozen in a block of ice."

"Daring?" Rainbow began, "What exactly happened?"

Daring turned back to Rainbow, "A Windego. It attacked me when I was least expecting it and froze me on the spot. I'm lucky that I'm still alive after a year of being frozen."

Rainbow seemed surprised at the mention of a Windego. However, before she could say anything, Daring turned back to Vinyl and Octavia.

"Thank you so much," She said, "For rescuing me, I want you to have this." She held out two golden horseshoes with wings that were rainbow colored.

"What's this?" Vinyl asked, examining the horseshoe.

"The highest rank that can be bestowed on a rescue team," Daring explained, "It's the Secret Rank. Only the Guardians can give it to a rescue team. Princess Celestia once gave me this for stopping my enemy Ahuizotl from destroying Equestria. She accidentally gave me two, thinking I had a partner, so... I want you to have them."

Vinyl nodded, "Thanks."

Daring Do tipped her hat at the three, "I bid you farewell. I have places to explore and lands to save!"

And with that, the pegasus spread her wings and took off into the redish-orange sky. Rainbow watched her before turning back to the Musical Mares, a puzzled look on her face.

"Something wrong?" Octavia asked, noticing Rainbow's expression.

"A Windego..." She repeated, "Those things haven't been seen in ages. It's strange because they only appear when there's disharmony in the land..." The cyan pony shook her head, "Maybe I'm just worrying too much. But thanks again, you two. You're both really amazing for saving Daring Do!"

Both Musical Mares smiled blissfully before Rainbow Dash also took off, her cyan wings beating against the now heavy-feeling air.

"She seemed a little worried when we told her about the Windego." Vinyl stated.

Octavia nodded, "Maybe she's just worried because they're such a rarity to see."

"What does Rarity have to do with this?" Vinyl shot back, a smirk on her face.

Octavia rolled her eyes, "Let's get some rest. We've had a pretty long and tiring day."

Vinyl nodded, "Agreed."

They started back to Dragon's Bluff. However, the strange feeling was back again. Octavia's fur stood on end as she glanced around on high alert.

"Octavia..."

Octavia froze, hearing just a small voice say her name on the wind.

"Vinyl, did you say something?" She asked.

Vinyl turned back to her, "No, why?"

Octavia looked around, "I... Must have imagined it. I thought you said my name."

Vinyl cocked an eyebrow, "Octavia, you've been acting really... Paranoid recently. What's up with you?"

Octavia looked down, "I don't know. I think I'm going crazy."

"Well maybe if..." Vinyl began, "Maybe if you get some sleep and talk to Trixie tomorrow, we can figure out what's wrong with you."

Octavia bit her lip, "Yeah... Yeah, maybe you're right. I'll do that."

Vinyl smiled, "Good. Now come on. Let's get some sleep."

---

Some of you believe that this story is going to be over soon. Well... You're wrong. There's still a lot to go on this.

Also, I believe I already said this in a previous chapter, but I will be skipping the parts about Manaphy and Aegis Cave. I can't find characters to fit the rolls very well, except maybe having Team Charm be the Wonderbolts and the Gyrados be a very enraged Steven Magnet (LAWL). I dont know who would play the parts of Manaphy, the Phiones, and the Regis though, so that's why I'm skipping those parts. I hope I don't sound like a lazy bum!

Well... Here's another chapter. If you liked this story, then I might suggest a Pokémon-My Little Pony crossover I recently published that isn't getting many bites. I'd appreciate it! *is totally not guilt-tripping*

---

That night, Octavia had another awful nightmare; one that made the "death of Whooves" nightmare look like a wonderful dream. She found herself floating in darkness. Looking to the left, there was nothing. Looking to the right, there was nothing. Looking down, there was nothing. Looking up, there was nothing.

Nothing. Absolutely nothing.

From far away however, a light began to shine like a train coming down a tunnel. It took an abrupt turn and started to climb upwards. After a few seconds, Octavia realized it was the sun. A beautiful land started to overtake the darkness, turning into the beach she knew all too well. She was actually enjoying it, feeling the cool sand on her hooves.

Things quickly took a dark and very strange turn.

With no warning, the full moon suddenly shot across the sky, crashing into the sun. Both celestial bodies shattered like glass, falling to earth as flaming pieces of rock. Too stunned to move, Octavia stood there, watching as the world burned around her.

A piece of meteorite started to fall towards her. At the last second, a brown blur pushed her out of the way, grabbing her up and taking off towards the path to the guild. Glancing beside her, Octavia's heart nearly stopped.

"Whooves?!" She asked, mouth open agape as they ran for their lives.

"Yeah!" He replied, "It's me! Less talking, more running!"

They continued to run from the raining balls of fire. Octavia still had no idea what was going on. Was it the apocalypse? Did the Tower of Midnight collapse again? She had to find out.

"What is going on?!" The mare demanded, forcing Whooves to stop, "Tell me!"

"We don't have time!" The stallion said. He was about to take off again, but Octavia grabbed his tail.

"Tell me or I'll kick you!" She growled, threatening him with her hind legs.

Whooves gulped, not wanting to be kicked at the moment, "Look! It was all his fault! It was-!"

But before Whooves could finish, a meteor came hurtling at them, crashing into them with such an impact that Octavia woke up screaming.

"Whoa!" Vinyl cried, being woken up by Octavia's scream, "What in the name of Celestia got into you?"

Octavia hesitated. She didn't exactly want to share her dream, mainly because it made no sense. Vinyl would probably think she was insane if she told it.

"Just... A bad dream." The mare lied.

Vinyl seemed a little skeptical, "You sure?"

Octavia nodded, "Yes."

Vinyl glanced out over the ocean. The sun had just risen over the horizon line, signaling that it was still early morning, "Well, I wanted to sleep in, but that's okay. We can get an early start. I was thinking about paying the guild a visit and showing off our prize from Daring Do. What's say you?"

Octavia didn't answer for a long time. Instead, she stared at the ocean as if expecting it to do something rather than make waves.

"'tavia!" Vinyl snapped.

"Huh?" Octavia shook herself out of her self-induced trance, "Uh. Yeah sure. Good idea."

"And maybe get some advice from Trixie..." Vinyl sighed, seeing that her friend was still acting paranoid.

---

Upon climbing down to the bottom floor of Lyra's guild, Vinyl and Octavia noticed that it was unusually crowded. The Cutie Mark Crusaders ran pass them; their newest member Dinky Doo was currently absent.

"Hey Crusaders!" Vinyl greeted. The three fillies stopped, their smiles growing larger upon seeing them. They had grown a lot since last year and now came up to Vinyl's chest.

"Hi miss Vinyl!" Apple Bloom greeted, "Hi miss Octavia!"

"What's going on?" Octavia asked, glancing at the crowd of guild members over by Lyra's chambers.

"Princess Cadance has come for a visit!" Sweetie Belle exclaimed.

Vinyl paused, "You mean, like the Guardian Cadance?"

"Yeah!" Scootaloo added, "She's so cool! She told us all about her fight with the cheeselings and how she saved the Crystal Empire from King Sombrero

"Changelings," Sweetie corrected, "And Sombra."

"Same thing!"

"Well, y'all take care!" Bloom said in her adorable country accent. She ran away with her two friends, giggling happily the whole time.

"Wow!" Vinyl cheered, "I'm glad we came today. I've always wanted to meet Princess Cadance!"

Octavia glanced over at where a certain blue unicorn was standing, "Well, you go on ahead. I've got to talk to Trixie."

Vinyl wasted no time rushing to Lyra's chambers. Octavia in the mean time trotted over to Trixie's "medical" stand.

"Hello, Octavia!" The unicorn greeted in a surprisingly cheerful tone, "What brings you to the guild and Trixie's stand?"

"I need to ask you something." Octavia replied.

Trixie groaned, "Please tell Trixie you don't have another funny feeling about our visitor. She doesn't want to go through all of that again!"

"No," Octavia interrupted firmly, "I need to ask you something; concerning my mentality."

"Yes, you are stupid." Trixie quickly replied.

"I haven't even asked it yet! And for your imformation, I am quite clever and smart!"

"Fine. What do you need to ask Trixie?"

Octavia hesitated, "There's been a lot of weird things going on recently... Like..." She then went on to explain everything from the strange feelings and hallucinations to the creeper-bird and her recent nightmare. She also explained what had happened last night when she heard a voice on the wind whisper her name. Trixie was silent for a long time. Surprisingly, she looked as though she had actually listened to Octavia's story. She pulled out a notebook and began reading through it quickly.

"Trixie has got it!" The unicorn suddenly concluded. She slammed the notebook down and stared straight into Octavia's eyes, "You are paranoid and slightly schizophrenic."

"What?!" Octavia asked in outrage, "I am not a mental psychopath, Trixie!"

"Trixie did not say you were," Trixie argued calmly, "She said you were paranoid and slightly schizophrenic. You talked about seeing a bird that Vinyl couldn't see, as well as hearing a voice that Vinyl did not hear. You also talked about movements you saw that Vinyl didn't see. And frankly, the end-of-the-world-dream confirms it."

Octavia wasn't convinced, "If I do have these conditions, what are the cures?"

"There's no known medical cure for either," Trixie began, "Only relaxation or a mental asylum."

Octavia scoffed, "You're no help, Trixie. How can you even pass for a fake medic?"

Trixie shrugged, "Trixie has no idea."

Octavia trotted back over to where everyone else was gathered. The group parted, revealing a pink Alicorn with a yellow, purple, and pink mane. She wore golden horseshoes, a golden necklace, and a small golden tiara encrusted with amethysts. Her cutie mark was a crystalline heart and her violet eyes sparkled with enthusiasm. When she laid those eyes on Octavia, they sparkled even more.

"Octavia?" She asked, pushing past the other guild members to get to the mare, "The Octavia? The Octavia that saved the Tower of Midnight?"

"Yes," Octavia replied, "I didn't do it alone though. I had... Wait, where's Vinyl?"

"GET OFF OF ME!" A familiar voices screamed. Vinyl pushed through the crowd with Derpy hugging her tightly.

"Oh it's so great to finally meet you, Princess Cadance!" The gray mare squealed, "You remind me a lot of my friend Vinyl Scratch! You two could be twins!"

"That's because I am Vinyl Scratch!" Vinyl exclaimed, managing to push Derpy away.

"Oh," She replied, rubbing the back of her neck while blushing from embarrassment, "That makes so much more sense."

"Vinyl Scratch and Octavia," Cadance said as Vinyl rejoined her buddy, "It is a pleasure to finally meet the ponies who saved Princess Luna and the Tower of Midnight. Not to mention, you also stopped Sombra, who is a huge enemy to the Crystal Empire."

"Actually, that was Whooves," Vinyl quickly corrected, "It was all Whooves. He stopped Sombra while we stopped Nightmare Moon."

"Oh, yes..." Cadance said, the mood suddenly becoming solemn.

Lyra and Bonbon appeared through the group of ponies. They approached Cadance, both with kind smiles on their faces.

"Princess Cadance!" Lyra exclaimed, shaking the Alicorn's hoof vigorously, "Welcome to Lyra's Guild for Rescuers! What brings you here?"

Cadance's smile suddenly fell, "I need to talk to both of you in private. Now."

Lyra nodded, seeming oblivious of Cadance's serious tone, "You got it!"

Cadance glanced over at Octavia and Vinyl, "I need both of you to come with me too."

"Whatever it is, I didn't do it." Vinyl quickly said.

They all stared at her, clearly confused as to what she "didn't do". Instead, Lyra led them to her chambers making sure that no one else got in when she closed the door behind her. They all took a seat around Lyra's chair, Cadance being allowed to sit in it.

"I have discovered something of great importance," The pink Alicorn began, "I recently started checking around the Tower of Midnight to see what might have started its collapse and I've come up with an assumption..." She paused, "The tower's collapse and Luna's transformation into Nightmare Moon was no accident."

Lyra was the first to speak, "What do you mean?"

Cadance took a deep breath, "I believe that there was a higher power involved. Something, or someone manipulated poor Luna into thinking that Octavia and Whooves had caused the collapse of the tower; when really that someone was responsible for the collapse of the tower."

"Was it Sombra?" Vinyl asked.

Cadance shook her head, "Too underpowered and not clever enough to pull something like this off and get away cleanly."

"I've been having similar speculations," Bonbon added, "Luna can't go Nightmare Moon without an influence that makes her do so." She turned to the Musical Mares, "Vinyl, Octavia, did you sense any sort of strange magic flowing through the tower when you went there?"

"No." Vinyl answered. She paused for a moment, "But there was this weird red storm cloud over the tower that kept striking it with rainbow-colored lightning."

Cadance rubbed her chin, "It doesn't sound like something that Nightmare Moon could conjure up. She wouldn't try and destroy her own tower anyway."

"That is a little weird," Lyra agreed, "But Cadance... Who could possibly be so cruel as to do something like that?"

Cadance looked down, "That, I don't know. I've been racking my brain, but nothing's coming up. That's why I need your help and all of the rest of the guild's to solve this mystery."

Lyra and Bonbon exchanged glances. Vinyl and Octavia were on board, but that wasn't their decision. There was a very long silence between the cream mare and the mint-green unicorn, as if they were communicating telepathically. They eventually turned to Cadance and answered with a nod.

"We'll be glad to help." Lyra said.

"Even it's just in a small way." Bonbon added.

Cadance smiled, "Thank you so much. I believe we should start investigating-"

But before she could finish, Derpy burst through the door. Her wall-eyed stare was dilated in horror and her heavy breathing was erratic. Her face had been drained of its color, as if she had seen a ghost.

"Derpy?" Bonbon asked, "What in the world is wrong?"

Derpy took a deep, shaky breath before speaking, "Dinky... It's Dinky! She's not waking up!"

---

"What do you mean she's not waking up?" Bonbon asked, racing down the hall to Derpy's bed chambers. Lyra, Cadance, Vinyl, and Octavia followed close behind.

"That's just it!" Derpy exclaimed, "She's not waking up! No matter how much noise I make or how much I shake her awake, she isn't waking up!"

They came into Derpy's bed chambers. Lying there on a hay bed was little Dinky. She was asleep, but not peacefully. She was writhing around, murmuring and whimpering things in her sleep. Her skin, fur, and mane had no color. It was gray and lifeless, appearing very cold and almost dead.

"When did this start?" Cadance asked as the group gathered around the filly.

"This morning," Derpy explained, "She was feeling really sick this morning... Then when I checked up on her this afternoon, she started acting really weird."

"How so?" Cadance asked, looking over the filly.

"Like, she kept crying and wouldn't let me get close to her," Derpy continued, "I left her to get something to eat, then I came back and she was sleeping. I tried to wake her and she wouldn't wake up!"

Cadance examined Dinky up and down, checking every limb. She slid her eyelids open to look into her eyes, which were also gray and lifeless.

"What's wrong with her?" Vinyl asked, the concern showing in her red eyes.

Cadance looked stumped, "I don't know. This is something that is even beyond my knowledge."

Octavia looked closer, "Looks like some sort of crazy spell."

Cadance stared at her, very surprised at her suggestion, "Actually... It could be a spell. This doesn't look like an ordinary sickness, not even for a young unicorn."

"Are you suggesting someone intentionally hurt her?" Lyra asked.

"It's possible," Cadance replied, "But that's not important right now. What is important is that we have to figure out what's wrong with her and how to heal it."

"But how?" Bonbon questioned, looking more worried by the second, "We don't know what it is much less how to heal her!"

"I might could be of assistance." A voice said behind them.

They all turned, discovering a pony in a brown hood. Taking off the hoof, the pony had the familiar, jet-black fur, pure blue eyes and fangs hanging out of its mouth. It would be difficult to tell who he was exactly, but Octavia knew who this creature was immediately.

"Thorn?" She asked, mouth open agape.

Hey everyone! Got a new chapter for you!

Espurr is scary: If you don't remember who Thorn is, then I advise that you re-read chapter 6 of this story. You may be slightly lost if you don't.

Also, I'm not paticularly happy with this chapter because it feels rushed when I read back over it. I'm not sure how to fix it but... I hope you enjoy anyway!

---

"Get back!" Cadance commanded, "It's a changeling! Don't let it trick you!"

They all obeyed and got behind Cadance; all except Octavia. She approached the changeling, clearly unafraid of him.

"What are you doing here?" She asked in a surprisingly nice tone.

Derpy made Octavia's question sound rude, "Yeah! You get away from my Dinky, creepy cheeselegs!"

Thorn cleared his throat, ignoring Derpy as he did, "Repaying you, Octavia. I think it's time I did."

"Octavia!" Cried Cadance, "Get back! He's dangerous!"

Octavia cocked her head, refusing to acknowledge Cadance, "How can you help with this?"

"Because I think I know what it is." Thorn replied. He turned to Derpy, gesturing to Dinky, "May I?"

Derpy quickly shot him down, "No! Not after you took her from me!"

Octavia stepped foward, "Guys, this is Thorn the changeling. Back on my and Vinyl's very second mission, we had to fight him in order to save the filly you see before you. But... You don't understand why he did it. He got kicked out of his swarm because he couldn't change his form-"

"Save the sap story!" Cadance shouted, "He's brainwashed you!"

"Listen," Insisted Octavia, "I felt sorry for him because he said he couldn't find food because he couldn't change his form. I gave him an apple and... He promised to repay me someday."

"That's right!" Vinyl added, now standing next to Octavia and defending Thorn, "I was there! She did give him an apple and he promised to repay her!"

"Cadance, may I ask this," Thorn began, calmly approaching the princess, "If I can't change my form to match that of somepony they love, then how would I ever gain control of them?"

"Cheeselegs has a point." Lyra agreed.

Cadance seemed reluctant, "Alright, but since Derpy doesn't want you touching Dinky, I'll just tell you the symptoms."

Thorn nodded, "Sounds fair. I see she's very gray and appears to be caught in a state of permanent unconscious, unable to wake up."

"Derpy tells me that she was acting afraid and depressed earlier this morning," Cadance continued, "She can't wake up and keeps saying stuff in her sleep we can't quite understand."

"Permanent Nightmare." Thorn suddenly blurted out.

Cadance stared at him, "What?"

"A form of a magic-induced sleeping sickness," The changeling explained, "Very uncommon because it doesn't form on its own. It requires a very special spell that can only be preformed by the strongest unicorn."

"How do we cure it?" Derpy asked with heavy anxiety in her voice.

"The only way to cure a Permanent Nightmare is to enter the victim's dream, find the source of the nightmare, and destroy it." Thorn replied.

"Then I should summon Princess Luna." Cadance suggested.

The changeling shook his head, "No time. The nightmare will never be cured if we don't do something now. Luckily, I have something that can help." Thorn pulled something out of his hood. It was a simple, clear triangle with a slight purple tinge, "This is a Lunar Prism. It is found in the caves in the Land of the Night. With the right amount of magic, it can allow one to enter the dreams of another. Problem is, we need a volunteer to do so."

They all exchanged glances. No one said anything for a while, afraid to take a stand. However, after a minute of silence, Octavia stepped foward.

"We'll go." She said. Vinyl's panicky look said otherwise.

"Into a nightmare?!" Vinyl asked in outrage, "Uh... I'm not very sure about this one, 'tavia!"

Octavia ignored her friend, "We're willing to enter the nightmare and save Dinky."

"Uh! I'm not!" Vinyl interrupted.

Octavia pulled the unicorn to the side, away from the group, "Vinyl, as long as we stick together, we should be fine." She turned back to the changeling, "Thorn, should the Lunar Prism protect us from whatever's causing Dinky that nightmare?"

"Yes." Thorn answered without hesitation.

Vinyl seemed slightly relieved, "Well... I guess so."

Octavia smiled, "That's the spirit. Now come on."

They trotted back over to the group, showing determination on their faces.

"We're ready." Octavia said.

Thorn nodded, holding up the Lunar Prism and giving it to Octavia, "Now both of you keep your hooves on that prism." He turned to Cadance, "Princess Cadance, I need you to enchant the prism with your magic. Direct the magic towards Dinky once it has activated. Got it?"

Cadance nodded, "Yes."

"Alright," Thorn pointed to the prism, "Whenever you're ready, Princess Cadance."

Cadance's horn began to glow a gentle blue. The prism responded, lighting up in a purple shade and casting all the colors of the rainbow across the room.

"One more thing," Thorn warned, "If you have to pull out for whatever reason, break the prism and you will return."

Vinyl and Octavia nodded, holding onto the prism tightly. The prism was glowing brighter, causing Cadance to start straining under it. With a simple flash of blinding light, a portal appeared under Vinyl and Octavia, sucking them in and disappearing in a blink of an eye. Cadance collapsed, but not before Lyra and Bonbon caught her and stood her back up on her hooves. The pink Alicorn glared at the changeling.

"I hope for your sake that this works." She growled.

---

As soon as they had been sucked into the portal, Vinyl and Octavia found themselves floating in liquid darkness. They still held tightly to the prism which Octavia quickly stored in her saddlebags. In front of them sat the familiar, light purple unicorn filly who was staring at them in disbelief.

"Dinky?" Vinyl asked, slowly approached the small filly who immediately backed away, "Are you okay?"

"Why should you care?" Dinky shot back, her voice cracked with sadness, "You never cared."

"What?" Vinyl asked in disbelief, "Of course we care about you! Why wouldn't we?"

"You big liar!" The filly shouted, backing further away, "Go away! Get away from me!"

"Dinky..." Vinyl breathed, completely stunned to why she was acting like this.

"Vinyl, we're in Dinky's nightmare," Octavia reminded, "I... I think her greatest nightmare is... The fear of no one caring for her."

"What's causing it though?" Vinyl asked, tapping her chin as she stared at Dinky, who was now cowering and covering her yellow eyes with her hooves.

"Whatever it is, we've got to find it." Octavia insisted, looking around the empty blackness. She could feel the strange feeling was even stronger here. Whatever was causing what she had been feeling for the past few days was here, hidden and watching her...

Just then, a flash of light shot through the darkness. Vinyl and Octavia turned, discovering something they weren't expecting.

"Princess Luna!" Vinyl exclaimed, "Thank goodness you're here! Maybe you can help-"

"I am not here to help," Luna suddenly interrupted, glaring menacingly at the two mares, "I have made a terrible, terrible mistake and I need to fix it here and now."

"What's wrong?" Vinyl asked, clearly anxious.

Luna looked down, "I must destroy you."

Both mares were shocked.

"What?!" Vinyl asked in outrage, "Wha-?!... But why?!"

Luna looked up at them again, eyes glowing a bright blue, "I'm sorry... But it turns out it was Octavia fault that the Tower of Midnight almost collapsed. I'm taking precaution in case it happens with my sister's tower."

"Wait, but I thought Whooves said-" Octavia started.

"Forget what Whooves has said!" Luna suddenly snapped, causing Octavia to flinch, "I should have never allowed you to stay in present Equestria. It is causing the universe itself to collapse in on itself. I must destroy you both in order to make sure the world isn't destroy."

"Wait, what do I have to do with this?" Vinyl asked.

Luna didn't answer Vinyl's question, which Octavia thought was rather suspicious, "I must destroy you. I'm... I'm sorry..."

"But you didn't answer-..." Vinyl started, but Luna's horn was already starting to charge up.

"Luna, you haven't explained anything!" Octavia shouted, causing Luna to suddenly stop, "If you can rid of nightmares, why aren't you helping poor Dinky?!"

"The spell is too strong." Luna explained, "But we're running out of time. Please! I must do this!"

Vinyl and Octavia both saw the desperation in Luna's blue eyes. Clearly she was pained to do this, but she didn't have a choice. The Musical Mares exchanged glances before nodding and facing Luna, bracing themselves.

"We see you're serious," Vinyl said, squeezing her eyes shut, "Go... Go ahead."

Luna sighed sadly, "I'm... I'm so sorry."

"No! No!" Screamed Dinky, "Don't! Please!"

When they opened their eyes to Dinky's scream, Luna had mysteriously disappeared. The Lunar Prism in Octavia's bag suddenly responded, blinding them both with a purple light. In a half-second, they were back in Derpy's bed chambers. Dinky was sitting bolt upright in her hay bed, eyes now open and her body colors returned.

"Dinky!" Derpy exclaimed, embracing the filly, "Oh! You're okay! I'm so glad!"

"Are you two okay?" Bonbon asked, "You didn't run into any trouble, did you?"

"No," Vinyl replied, "Princess Luna was there though. I don't really know why."

Cadance raised an eyebrow, "What in the world was Luna doing there? Did she chase the source of the nightmare away?"

Vinyl shrugged, "I... Guess so. She said she had to destroy us because we were causing the universe to collapse in on itself."

They all stared at the two, completely confused about the statement. No one was sure what to think of Vinyl and Octavia's experience.

"Strange things happen within the dream world," Thorn explained, "Perhaps the nightmare was preying on your fears as well. Perhaps you are afraid of... Erm... Being destroyed by Luna?"

Cadance looked very skeptical, "That doesn't sound right. Luna wouldn't enter a nightmare and not assist in ridding of it. That's just... Unlike her."

Vinyl shrugged, "Maybe Thorn's right. We mighta added something to Dinky's nightmare by mistake."

Cadance still looked very unconvinced, "I don't know. The Permanent Nightmare, Luna's appearance and not curing it... That just doesn't sound..." A look of terror flashed across her face, "I'm sorry, I've got to go now."

With that, Cadance was gone as fast as she had appeared, confusing them all further.

"Huh," Bonbon said sarcastically, "If there's something bad going on, I'm glad she alerted us."

"I'm just glad Dinky is safe," Derpy said with a happy giggle as she held her daughter closer, "Thank you, Musical Mares! Thanks so much!"

Vinyl nodded and smiled, "You're always welcome, Derpster."

Seeing that everything was running smoothly, Thorn started to walk out. He was stopped however by Lyra Heartstrings who gently grabbed his shoulder.

"You helped save one of our members," Lyra said to him, "That was very heroic of you."

Thorn shrugged and tried to walk away, "If you say so."

Lyra grabbed him again, "The Musical Mares seem to think fondly of you, Mr. Thorn. Since you don't have a family, why don't you stay gets at the guild?"

Thorn turned back around, his pure blue eyes glowing with surprise, "You're serious? I can stay here and have a roof over my head? You won't care if... If I'm a changeling?"

Lyra shook her head, "You obviously care for others, unlike most changelings. You may have been bad to begin with, but you helped save another's life. I think that's deserving a membership in Lyra's Guild." She turned back to the small group, "Don't you guys think so?"

"Agreed." Bonbon said with a nod.

"Yeah!" Vinyl cheered.

"I think it's a great idea." Octavia added.

Derpy and Dinky were a little more reluctant. They did however nod eventually, smiling as they did.

"Then it's settled," Lyra said, turning back to Thorn, "Thorn the changeling, you are now an official member of Lyra's Guild for Rescuers."

Thorn's fang-filled mouth was open with surprise, "Than... Thank you so much. I never knew that there was a pony with so much compassion."

Lyra motioned Bonbon over, "Double B, go introduce Thorn to the rest of the guild. I've got some important business to attend to and I don't have time to introduce him."

Bonbon muttered something under her breath before proceeding out the door with a smiling Thorn at her side.

Lyra turned to Derpy and Dinky, "Derpy, I want you to keep a check on Dinky. Let us know if anything goes wrong and she falls into another nightmare."

Derpy nodded before exiting with little Dinky riding on her back.

"You two," Lyra said, pointing to Octavia and Vinyl, "You're free to return to Dragon's Bluff. If we get any word on what Cadance had to leave so early for, we'll let you know."

Vinyl and Octavia nodded. They too left the room, feeling unnerved and very scared after the events of the day.

---

Returning to Dragon's Bluff was probably the most uncomfortable thing for Octavia. The "being-watched" feeling was so overbearing, she felt as though her nerves were literally all over the place. When she attempted to talk to Vinyl, her voice locked up for no good reason. It was as if whatever was watching her knew that she knew about it.

Coming into the bluff, Vinyl flopped down on her bed, Octavia quickly following with her own bed. They were exhausted, confused, and very scared.

"Weird, huh," Vinyl spoke up, "This just doesn't make any sense. When Dinky screamed and Luna disappeared... Heck, it doesn't make any sense as to why Luna wants to kill us again. I thought we wiped out all of that Nightmare Moon. It also doesn't make any sense as to why Cadance got so panicky when we told her Luna was in Dinky's nightmare... Was Luna the source of the nightmare?"

"Please stop, Vinyl," Octavia pleaded, "My head is hurting."

"Oh," Vinyl sighed sadly, "Sorry. I'll shut up now."

There was silence. About five minutes after Vinyl's speculations, both mares were already sleeping peacefully, completely unaware as to what was going to happen next.

---

Octavia found last night's dream repeating again, except Vinyl was with her this time. When the meteor crashed into her, her friend, and Whooves, the nightmare didn't end. Instead, they found themselves floating in a blinding white area. Whooves was gone by this time, leaving Octavia and Vinyl by themselves with a newcomer.

Standing before them was a pure white Alicorn. Her mane was long and gray, appearing to have had colors one time in the past. Her unnaturally gray eyes were filled with rage, her teeth grinding with pure anger.

"You!" She screamed, "You did this! It is your fault!"

But before the Alicorn could attack, Octavia and Vinyl sat bolt upright simultaneously. They turned to each other, both sweating and breathing heavily.

"Did..." Vinyl began, "Did we just have the same nightmare?"

Octavia nodded, "There's definitely something weird going on here."

"Who was that?" Vinyl asked, referring to the gray-maned Alicorn.

"No one I know." Octavia replied, shrugging as she did.

"And what was up with the first part?" Vinyl continued, rubbing her head in pain, "End of the world? Running with Whooves? Hit with a meteor? Nothing is making any sense!"

"Uh... Vinyl?" Octavia said, currently facing backwards.

"It's like someone threw us is the Twilight Zone!" Vinyl complained, "Jeez! All this stuff started happening after we defeated Nightmare Moon..."

"Vinyl...!"

"I wonder if it's connected..."

"Vinyl!" Screamed Octavia.

"Whaaaat?" Vinyl moaned. She turned, facing the direction that Octavia was facing. Her mouth dropped open in shock, now staring at what Octavia was staring at.

In front of them was a blinding ball of white light. It seemed to be growing bigger by the second, taking everything with it. The two mares stared at it in confusion and fear, unsure of what to do.

"Oh Celestia..." Vinyl breathed, her and Octavia backing up as far as they could away from the ball.

"What is it?" Octavia inquired, even though the ball couldn't answer.

That was when the light ball did something unexpected. It suddenly shrunk before exploding and blinding the two mares in its pure radiance. They were knocked out, drifting off into darkness and completely unaware of what was going on around them.

Octavia was coming to. As she sat up, she felt her head throbbing with pain. Her mouth was dry, her tongue feeling like a piece of sand paper in her mouth. She coughed, using her forelegs to sit up and get a look at her surroundings. With her vision still blurry, it was difficult to see where she was. All that she really could see was painfully bright light that caused her to squint.

"Urrrrrgh..." Vinyl moaned, apparently only a few feet away. Octavia turned, seeing the white mare sit up, though it was difficult to see her properly due to Octavia's squinting.

"Vinyl?" The mare asked, "What happened?"

Vinyl groaned in pain, "I don't know, but man is it bright! My head is killing me..."

"That Alicorn..." Octavia spoke, trying to stop squinting, "Maybe she had something to do with it. She kept blaming something on us..."

"I don't know, let's just go home..." Vinyl sighed, now standing on all four hooves.

Octavia manged to crack her eyes open, finally able to see her surroundings once her eyes adjusted, "I... Don't think we can."

"What?" Vinyl asked, her eyes straining to focus in the bright light.

"Because. We're on a floating island."

Vinyl's eyes adjusted as she joined Octavia. Her jaw dropped, seeing where they had been transported to. Standing before them on a large, floating piece of land was a tower similar to the Tower of Midnight, except this one was yellow and white instead of black and purple. All around them was a land bathed in bright daylight, overwhelming them and blinding them. The sun sat directly over the top of the tower as if said tower was holding it up.

"The Tower of Noon," Vinyl breathed in awe, "Celestia's tower. Celestia... Celestia! The Alicorn in our dream! She must have brought us here!" She paused, "But why did she look so... Colorless?"

"I don't know," Octavia said, an unsure tone in her voice, "But whatever it is, I'm sure Celestia will give us answers once we get up there."

"I don't know," Vinyl whimpered, "If that really was her in the dream, then I don't think she's going to want to talk about it..."

"Only one way to find out."

They started up the walkway to the tower, slowly going into the entrance. Inside was almost like an old, Greek building with marble columns and beautiful frescos upon the walls. The ceiling was painted to appear as a blue sky with fluffy white clouds.

"At least it's not collapsing." Joked Vinyl.

"Not yet," Octavia said, "If we don't find out why Celestia summoned us here and why she's so angry at us... History could possibly repeat itself."

"Nightmare Sun?" Vinyl asked, giggling at her own statement.

Octavia glared at Vinyl, "This is no time for jokes, V. We need to figure out what's going on before it's too late." She looked around, her sights setting on a staircase in the corner, "There's the stairs. C'mon, let's go."

They started to ascended the stairs. Octavia figured since the Tower of Noon was the Tower of Midnight's reversed counterpart, then it should have the same number of floors.

"You're starting to sound like Whooves." Vinyl stated. She looked down, "Oh great, now I'm going to get all sappy over him."

Octavia's violet eyes were hidden behind a curtain of brown hair, making it difficult for Vinyl to guess what she was thinking. Whenever she brought Whooves up, Octavia always fell silent, as if the memory was still painful. It 'was' painful, but Vinyl would have figured that Octavia would be over it by now. Apparently she was not.

"You know Octavia," Vinyl began, "I... I know you liked him. Like, really like liked him. We all miss him too, but we've got to let go of the past at some point. You can't keep mourning over him. What if, say, we face someone who offers the safety of Equestria or the return of Whooves... What would you chose?"

Octavia didn't answer, causing Vinyl to feel very pained.

"You... You would chose Whooves, wouldn't you?"

Octavia still didn't answer.

"Octavia..." Vinyl sighed, "You... Why?"

Octavia stopped dead in her tracks, turning to face Vinyl with fiery violet eyes. For a moment, Vinyl thought her friend was going to punch her, but the enraged look on the cellist's face disappeared soon after.

"Vinyl, I doubt we would ever face an enemy like that," She growled, "They'd have to have stalked me in order to learn about my love for Whooves. Let's just stop talking about it and keep going."

By the time the conversation had ended, they were at the top of the tower. It was eerily simlilar to the top of the Tower of Midnight, except this top was brighter and slightly more welcoming.

"Where's Celestia?" Vinyl asked, glancing around the tower.

Octavia calmly walked around, examining everything. There was something very off, and it wasn't just the fact that the "being-watched" feeling was back and stronger than ever... There was just something...

"Octavia!" Vinyl screamed. Something landed hard right behind Octavia, throwing her foward a couple of feet. She turned, discovering the familiar, gray-maned Alicorn now standing only a few yards away from her.

"You!" She roared, "You did this!"

Vinyl ran to Octavia side, defending her, "Celestia, please! We don't know what you're talking about! What did we do?"

"You changed my poor sister!" Celestia answered, pawing the ground with a golden hoof, "You hurt her! You turned her into a monster!"

"What?" Octavia questioned, cocking her head, "We didn't do anything of such! We saved Luna!"

"Lies!" Roared Celestia, "All lies! You hurt her, and it's my job to protect her! I will avenge her!"

Octavia and Vinyl were forced to jump out of the way as Celestia fired off a beam of golden magic. With teeth bared, she spread her large, feathered wings and took to the skies, flying just in front of the sun. Octavia and Vinyl took this time to draw their instruments as Celestia flew higher.

"What is she doing?" Vinyl asked, craning her neck back and shielding her eyes from the sunlight.

"She's going for another attack." Octavia explained. Her eyes widened, seeing what Celestia was doing, "She's getting energy from the sun! It makes her stronger! Get down!"

They ran away from Celestia's aim. It was no use, for she charged up a beam of magic and fired it. The beam was much too large for the mares to avoid. It hit them at full force, blasting them backwards about ten feet and hitting the tower's edging at high speeds that weakened them severely.

"Ow..." Vinyl groaned, "That... Was not expected..."

Neither Octavia nor her buddy could get up after the hit. Celestia approached, baring her teeth. She started to charge up for one last attack, but they heard the breath in her throat catch. She clutched her chest, gasping for air as if had just been snatched away from her. Her eyes rolled into the back of her head before she toppled over, landing on her side with a loud thud.

"Oh my gosh!" Vinyl gasped, "What did we do?! Did we kill her?!"

"No," Octavia answered, "I can see her chest rising. She's still alive but... What happened?"

"You happened." A voice answered. Just then, in a flash of bright blue light, the familiar ebony Alicorn that was Princess Luna appeared. She appeared to be very angry with the two.

"Wha... Luna?" Vinyl asked, mouth open agape, "What did we do?"

"You hurt her severely," Luna explained, "It's because of your being here when you shouldn't be. I'm sorry, but this is just one of the many reasons I must destroy you."

Vinyl and Octavia stared at the broken form of Celestia lying a few feet behind her sister. They couldn't believe that they had just damaged her greatly.

"I don't understand..." Octavia said, looking into Luna's eyes, "How is our being here harming others? If anything, we're helping others!"

Luna shook her head, "I'm sorry. You're harming the universe as a whole. For that, I have to rid of you." Her horn started glowing, "I'm sorry. I'm so sorry..."

Vinyl squeezed her eyes shut while Octavia stared in horror at the Alicorn about to kill them. However, she noticed while Luna was conjuring up the spell that would end them, she didn't look very sorry. In fact, she was smiling, showing off a mouthful of sharp teeth. Her instincts were about to kick in, but a voice interrupted her before she could fight back.

"LEAVE THEM!"

A light blue and a dark blue flash appeared between the two mares and Princess Luna. Vinyl and Octavia nearly had a heartattack, seeing that their protectors were Princess Cadance... And another Princess Luna.

"You two!" Snarled the first Luna.

"Two Lunas?!" Vinyl asked, her eyes dilating with surprise.

"Correction," The second Luna said, "One Luna." She pointed her hoof at the other Luna, "This Luna is an imposter!"

"What's going on here?!" Vinyl questioned in a panicky voice.

"This Luna is clearly not the true Luna," Cadance began, "I knew something fishy was up when you said Luna was in Dinky's nightmare, yet, she wasn't curing her. I knew someone had to be posing as Luna in order to get closer to something..." Cadance narrowed her eyes at the imposter Luna, "Why don't you reveal who you really are?"

For a moment, fake Luna stood there staring at the two Alicorns, baffled at what had just happened. That surprise quickly melted away, being replaced with a malicious smile that quickly curled its way onto her face.

"You asked for it." The fake said.

With a loud, explosion-like sound, the four were blinded by a golden light that enveloped the fake Luna. Octavia squinted through the light, seeing that the imposter was changing into something unnatural and beastly... Something that chilled her to the bone and caused her to hide closer behind Luna and Cadance. Vinyl was, as expected, cowering behind the two Alicorns, watching as the imposter took on a new form.

When the light faded, the imposter dropped down, landing with a loud 'thud' that left cracks in the floor. Rising up on its hindlegs, Octavia could get a better look at the beast that had masqueraded as Luna. What she saw caused her mouth to drop open and her limbs to lock up in terror.

What Octavia noticed first was that this creature was severely deformed a mismatched. Each one of its limbs corresponded to that of a different creature, such as its left foreleg being that of a bird of prey, and its tail being that of a serpent. This creature was also ridiculously tall when standing on its hindlegs. In fact, it towered over Cadance and Luna both, even if they were standing on top of each other.

Octavia didn't have time to see all of the creature's oddities before it threw its head back and cackled to the skies in a throaty voice -apparently male- that rocked the tower. Cadance and Luna stood strong though, protecting the two mares who were cowering behind them.

"Holy cow...!" Vinyl squeaked, "Wha...?! What is that thing?!"

"That thing is Discord," Growled Luna, both she and Cadance getting into a battle stance, "An enemy to all of Equestria!"

"And ten times better looking than you," Added the beast known as Discord, "And to think, I would have gotten away with it too, if it weren't for you meddling Alicorns!"

"Save the references!" Luna snarled, "Why did you want to get rid of these innocent mares?"

"Maybe I found them annoying; what, with their whole hero act of saving the Tower of Midnight," Replied Discord, now floating leisurely on his back as if the angry Alicorns were no big deal, "Hero-types annoy me, after all."

"So you just wanted to kill them because they are heroes?!" Cadance questioned, now thoroughly appalled. Her horn started glowing a bright blue, "You monster! I'll give you a taste of your own medicine!"

"No! Cadance!" Luna cried.

Cadance was already charging, horn glowing violently. She aimed her horn at Discord's stomach, hoping to impale him on the spot. The only thing her horn ended up hitting was the wall, which knocked her clean out. Discord had disappeared at the last second without a trace. Now Luna was alone, protecting Octavia and Vinyl by spreading her wings out in front of them.

"Oh Celestia, oh Celestia, oh Celestia, oh Celestia!" Vinyl whimpered, hugging Octavia tight, "Where did he go? Please tell me he can't turn invisible!"

"If I told you, I would be lying." A voice said in Vinyl's ear. She turned, her terrified red eyes now staring into amused scarlet and yellow eyes.

"SWEET CELESTIA ALMIGHTY!" Vinyl screamed, jumping into Octavia's arms. The gray mare stumbled, trying to keep her balance as she held her shuddering buddy in her arms.

Luna covered for them, jumping between them and Discord with her wings still outstretched, "What is your intentions of posing as me?" Her horn started glowing, "Give me a straight answer or I will force you to."

"To send a message." Discord said rather blankly.

Luna raised a skeptical eyebrow, "What is this... Message?"

"A message concerning the safety of Equestria," The multi-beast continued. He started smiling evilly again, "From yours truly, that is."

Luna kept her guard on high as Discord started to pace in midair, babbling on about his message.

"You see," He began, "Since the Harmony Gears are no longer implanted in Equestria's soil, I can now return with ease. Fortunate for me, but not so much for you." He shot foward, obnoxiously putting his face right up against Luna's, "But! I will you give you a chance to stop me." He backed up, now floating a few feet above the ground, "All you must do is come to my domain in the ocean south of Equestria. There, you can fight me and insure Equestria's safety. You have exactly three days starting tomorrow until I unleash my long-awaited wrath on Equestria."

Luna didn't say anything. She stared resentfully at Discord, refusing to relax from her battle stance.

Her opponent smiled smugly, "I'll be waiting for whoever cares to come, my dear. Whether it is you or a wimpy rescue team, I won't care one way or another."

And with that, their attacker was gone in a flash. Luna allowed herself to relax before turning to Octavia and Vinyl. Vinyl was still in Octavia's arms as they both trembled with fear.

"You have exactly five seconds to start explaining what just happened before I start screaming like a little school filly." Vinyl said.

---

Luna, Cadance, Vinyl, and Octavia were gathered around a still knocked-out Celestia. Cadance was okay except for a nasty bump on her head. Vinyl and Octavia's fur was singed in places from Celestia's attack, as well as their manes. Luna was using her magic to very slowly reverse the gray on her sister.

"I remember who that guy was." Octavia began. She gently elbowed Vinyl, "Remember? The Hall of Legends? Whooves told us about Discord's picture."

"Yeah, I remember," Vinyl said, "Whooves was right; and so was I. He is a freak show." She looked at Celestia, "So... It isn't our fault that Celestia's hurt, is it?"

"No," Luna quickly replied, "This grayness indicates my sister has been corrupted by Discord's magic. He knocked her out in order to finish you off himself. Hopefully I can reverse his influence and free her."

"Dinky was gray too," Vinyl stated, "But... She was in a Permanent Nightmare. Why her?"

"To get closer to you, I presume," Luna answered, "Being a young filly, she was probably the easiest to manipulate. He seems dead set on getting rid of the both of you."

"Why though?" Octavia asked, "What did we ever do to him?"

Luna shook her head, "That is something that's beyond my knowledge. Discord's motives are something that not even the wisest of ponies could figure out."

"Why was he talking about the Harmony Gears not being in Equestria's soil anymore?" Vinyl added, kicking a rock between her two front hooves.

Luna looked down, "It's a very long story. You see... A few years back before the bearers of the Elements of Harmony became Guardians, Discord was actually on Equestria's side. He was good friends with Fluttershy, Bearer of Kindness. We don't know why... But when the six all became Alicorns and Guardians, he just... Snapped. He went crazy again and started tearing Equestria apart at its very seams. However, when the Elements became the Harmony Gears, they didn't turn him into stone as the Elements did, but instead banished him from Equestria, casting a force field over the land that prevented him from returning. Instead, Discord found an island thousands of miles south of Equestria. Why he wasn't turned to stone as he was the first two times, we'll never know."

"I remember the story," Vinyl said, "Discord ruled Equestria and you and Celestia stopped him by turning him into stone with the Elements of Harmony."

Luna nodded, "Correct."

"Then he broke out," Vinyl continued, "And the Element bearers stopped him again."

Luna nodded again, "Yes."

"And since the Gears are in the Tower of Midnight," Vinyl paused, "That means they can't..."

"Protect Equestria," Luna finished, "Despite being in the tower for over a year now, it is taking the Gears a very long time to repair it. We can't take them out without the tower collapsing again. It will be other year before we can."

"And we only have three days before he attacks." Vinyl reminded.

"Exactly, what's so bad about Discord that he has to be kept out of Equestria?" Octavia asked.

Luna looked down, "He is a spirit of chaos and disharmony. He needs it in order to stay powerful. When he ruled Equestria, he tormented ponies with neverending mayhem and confusion. He tore friends and families apart with his manipulative magic. He... He came close to driving a wedge between me and my sister as well as the Guardians. My sister and I thought that Fluttershy's kindness could change Discord's stone-cold heart so that he might use his powers for good... We were so very wrong."

"How do we stop him?" Vinyl asked.

Luna shook her head, "The only way to stop him is with the Harmony Gears. They are his only weakness."

"Jeez, that helps." The white unicorn said sarcastically.

"He wants us to come to his domain," Cadance piped up after being silent for so long, "Even though he says we can defeat him if we go, it's clearly a trap. He's too clever and manipulative just to let us defeat him."

"So what can we do?" Insisted Vinyl, "We can't just let him attack Equestria and take it again!"

Luna refused to meet her gaze, "For now, I must heal my sister. We shall return to Ponyville and enlighten your friends at the guild. Maybe I can figure something out on the trip there. Hopefully."

As Octavia watched the gray sluggishly vanish from Celestia's body, she glanced up at Luna's face. She didn't look too hopeful.

In fact, she looked unsure and terrified.

---

Why Discord for Darkrai? Mainly because Darkrai was behind everything, and Discord tends to be -like the song- the one behind it all. Probably not my best character choice, but I'm kind of running out of character choices for villains. Ah well.

Hope you enjoyed! Another chapter will come your way sometime in the future! I know because my future self told me so!

Important note!: This story will start to drop off from the original game's storyline in order to put in more action and drama that the games lacked. For the very final battle in the game, it was disappointingly anticlimactic. Just so you all know.

On with the story...

---

The trip back to Ponyville was a silent one. After Celestia had been brought back, she decided to stay at the tower in case Discord decided to return. The Sun Princess apologized to Octavia and Vinyl for practically frying them into pony bacon before they left for Ponyville.

Luna and Cadance gladly let the two mares ride on their backs. Vinyl rode on Luna while Octavia rode on Cadance. The silence between them was so uncomfortable and intense that it made both Octavia and Vinyl almost sick to their stomach. The event at the tower had frightened them. Vinyl kept checking over her shoulder as if she was expecting for Discord to pop up and scare her again. Octavia, on the other hoof, was wrestling with her conflicted thoughts.

She knew Discord. She had fought him before; long before she lost her memory. Octavia was almost one hundred percent sure that she had met him before she had washed up on Ponyville's beach. Perhaps that was why Whooves was so vague on Discord back in the Hall of Legends; he didn't want Octavia to remember.

About an hour passed before Equestria's shore came into view. Luna and Cadance sped up, circling once over the town before diving down and landing on the hill with the mint-green tent.

"What in the world are we going to tell them?" Vinyl asked.

Luna didn't answer her and turned to Cadance instead, "Cadance, I need you to summon up the Guardians. I think I have a plan as to how we can protect Equestria."

"You think?" Cadance asked.

"Yes," Luna replied, "Now go. Quickly! We mustn't waste any time!"

Cadance obeyed, quickly taking off into the skies. Luna turned back to Octavia and Vinyl; her expression being very grave. They then started into the guild, coming out into the team room. They were greeted by a very happy Derpy Hooves.

"Hey Vinyl, Octavia... And Luna?" She greeted, "Wow! What happened to you two? Looks like you mighta laid out too long on the beach!"

"Derpy," Luna began, "Please get Lyra and Bonbon for me. Now."

Derpy saluted before running off to Lyra's chambers. While she was gone, other guild members gathered around them, greeting Luna and the Musical Mares. They seemed a little surprised at Luna's arrival. Surprisingly, Thorn was the first one to come and actually ask them what had happened. Luna scrunched her nose at the insect-pony, but she didn't say anything.

"Long story," Vinyl told Thorn, "Did your introduction to the guild go well?"

Thorn shrugged, "I suppose so. None of the guild members seem to mind that I am a changeling."

"And no one should," Octavia added, "You're just as much of a pony as anypony else, if not more."

Thorn gave a toothy smile, "Thanks."

That was when Lyra and Bonbon came. They pushed through the crowd to get to Octavia, Vinyl, and Luna.

"What's up, Princess Luna?" Lyra asked, "You look troubled."

Luna nodded, "I am troubled. It seems as if Equestria's greatest and most powerful enemy has returned once again."

"Excuse me," Trixie piped, "Trixie is the greatest and most powerful, but she is not an enemy to Equestria!"

Bonbon rolled her eyes, "Ignore her. Please continue."

Luna cleared her throat and started again. She then explained all of what went on at the Tower of Noon; from Celestia's corruption to the discovery of the fake Luna. She explained all about Discord and how he could return since the Harmony Gears were in the Tower of Midnight. She also explained how they only had three days to get to his domain and attempt to stop him from attacking Equestria. She also told Derpy that Discord was responsible for Dinky's nightmare.

There was a terribly long and uneasy silence after Luna was finished. No one dared to volunteer and go to Discord's Domain after hearing what he was capable of. After the news was taken in, Luna continued on.

"I have a plan though," She said, "Once Cadance has summoned the Guardians of the Gears of Harmony, we Alicorns shall band together and cast a new force field over the highly populated areas of Equestria and evacuate the smaller towns into the bigger ones."

"That's not a permanent solution," Bonbon stated, "Don't get me wrong, the Guardians are very powerful, but even their magic is limited. You can't keep Discord out forever."

"We don't need to keep the force field going forever," Luna quickly explained, "We only need to keep Equestria protected with our own magic until the Gears heal the Tower of Midnight and can be brought back to their original places."

"How long will that be?" Bonbon challenged, "A month? A year? A decade? Nopony can keep going for that long and you know it."

Luna's gaze dropped to the floor, "It has to. Either we put up a new force field, or we take the Gears out of the Tower of Midnight and risk its collapse."

"Is there anything we can do to help?" Lyra asked.

Luna shook her head, "No. Whatever you do, do not allow any pony, creature, monster, or any other living thing to travel to Discord's Domain. It is a dangerous place completely controlled by that maniac. You would lose your sanity as soon as you stepped hoof into it."

Octavia began to think otherwise. If they stopped Nightmare Moon, couldn't they stop Discord too? She eventually decided to speak out about it, "But Luna, what if we could-?"

Luna stamped her hoof, baring her teeth as she did, "No! No one goes to Discord's Domain! I absolutely forbid it! Going there is punishment enough, but if you do survive and come back, I will make you pay! Is that clear?!"

Octavia flinched from Luna's sudden outburst, "Yes ma'am."

The Night Princess calmed down a bit, "I am sorry. I just don't want anything to happen to any of you." She turned to Octavia and Vinyl, "Especially you two. Since you saved me from the darkness in my heart, I would feel eternally guilty if Discord hurt you as he has my sister. I'm sorry, but no one can go to Discord's Domain so long as I raise the moon in Equestria."

No one complained about Luna's final conclusion. She looked up at the ceiling, seeming to sense something.

"Please excuse me," The Alicorn said, "Cadance and the Guardians have arrived. I must go and meet them so we may put the plan into action." She bowed her head gracefully, "Continue to carry on with your normal live, for I bid thee all farewell. Stay safe."

With that, Luna ascended the ladder, leaving the nervous guild members to themselves.

"You heard Luna," Bonbon spoke up, "Get back to work!"

They all disbanded, heading to their rooms for the night. Only Lyra, Bonbon, Vinyl, and Octavia were left in the team room.

"You two should get some sleep," Bonbon insisted, "We'll let you stay the night here if you like, but you'll be sharing a room with Thorn. We let him have your old room."

"It's okay Bonbon." Octavia dismissed. She looked around, "Is... Is there a library anywhere around here?"

"Golden Oaks Library is a few blocks down the street," Lyra quickly answered, "I don't think they're open at this time though. Why do you ask?"

"I... Just need to check something." Octavia replied.

Vinyl was lost, "Er... What?"

"Just something."

"That doesn't answer the question."

Octavia was already starting up the ladder before Vinyl could ask any other questions. She had no choice but to follow her cello-playing friend.

---

Octavia sprinted down the empty streets of Ponyville with Vinyl flanking her. Clearly she was on a mission, for the determination in her eyes was unwavering.

"What are we checking on?" Vinyl asked, struggling to catch her breath.

"Something that could determine the fate of Equestria." Octavia replied. She stopped dead in her tracks, looking around the dark town, "Uh... Where is the library?"

Vinyl pointed to a large oak tree just on the city limits, "There. But you still haven't exactly answered my question."

Octavia still didn't answer. She took off to the tree, approaching it at considerable speeds. It appeared to be a house built into an overgrown oak tree. Politely, Octavia knocked on the door as Vinyl rejoined her. When no one answered, she tried opening the door, which was luckily unlocked. Inside was dark, making it difficult to see the layout of the building.

"Here." Vinyl said. Her horn began glowing a light blue, bathing the library in its hue, "Can you just tell me what we're looking for?"

"A book on Nightmare Moon," Octavia replied, "Just look for anything that might supply us with some info."

"Why Nightmare Moon?" Vinyl asked, but she once again did not receive an answer from the determined gray mare. The unicorn took this as a sign to began searching. About fifteen minutes into the search, Vinyl found a book with a crescent moon on the front.

"I think this might be something!" The unicorn called. She ran over to the table in the middle of the room with Octavia quickly following her. Using her magic, Vinyl opened the book and flipped to the chapter contents.

"Look!" Octavia exclaimed, pointing to one of the chapters, "There's a chapter called The Threat of Eternal Night. That's got to be something on Nightmare Moon!"

Vinyl flipped to the designated page that began said chapter. Octavia snatched the book away and began quickly scanning through it.

"Luna's bitterness... Blah blah blah..." Octavia read aloud, "Transformation into Nightmare, no no no... Rise of the moon... No... Aha!" She pointed to one of the paragraphs, "It says here: Celestia was forced to take up the Elements of Harmony to stop her enraged sister. She banished Nightmare Moon to the moon for one thousand years with the help of the Elements. Nightmare recently returned but was stopped again by new bearers of the Elements of Harmony. Luna was returned to proper control of her own body and now resides in Canterlot."

"So?" Vinyl asked.

"So," Octavia repeated, "It means that if both Nightmare Moon and Discord were defeated by the Elements then maybe... Maybe there is a way to stop Discord!"

"You're forgetting that we don't have the Elements of Harmony." Vinyl sighed.

"We don't need them," Octavia replied with a mischievous smile, "Remember how we stopped Nightmare Moon with our combined powers? It had the exact same effects on her as did the Elements! What if it's also true for Discord? If he does attack Equestria, we can fight back with our own version of the Elements!"

"So... We just need to keep our instruments with us at all time." Vinyl concluded.

Octavia nodded, "Exactly. Say, the inevitable happens and the Guardians can't protect Equestria. We can fight Discord on our own and stop him, just like we did with Nightmare Moon."

Vinyl seemed intrigued by the idea, "Huh. Not a bad plan. Let's go with that!"

Octavia gave an assuring smile, "I'm sure that will work. When Discord attacks, we'll be ready."

---

Three little blank flank fillies emerged from the mint-green tent on the hill.

"Why exactly are we out here?" Apple Bloom asked.

"I forgot to bring my scooter in," Scootaloo explained, "I don't want it to get stolen."

"I don't like being out when it's dark," Whimpered Sweetie Belle, looking up at the full moon, "It's scary and there's monster and it's... It's... Dark!"

"Don't be such a crybaby!" Scootaloo teased, quickly running down the stairs, "I just need to get my scooter and bring it into the guild. We'll be back in no ti-" She stopped at the foot of the hill, her eyes widening in surprise, "Uh, guys? Where's my scooter?"

Apple Bloom looked around, "I don't know, but it's awfully late. We should go-"

Sweetie pointed a white hoof at a path leading into the woods, "Look! There's tire tracks! Maybe if we follow it, it will lead us to Scootaloo's scooter!"

"Yeah, you're right!" Scootaloo exclaimed, beginning to follow the tracks, "Well come on you two! Let's go find my scooter!"

"We're not supposed to go out in the wild without Lyra or Bonbon with us!" Bloom cried, "The Buddy System, remember?"

"But we're buddies," Scootaloo replied, "So that counts!"

Bloom did not have much of an arguement against that, so she reluctantly followed her buddies into the woods. The overgrown trees blocked out the moonlight, making it very difficult to see. Scootaloo, however, stayed hot on the scooter's tracks. She sped up, forcing Sweetie and Bloom to sprint in order to stay with her. Eventually, Scootaloo came to a screeching halt, causing Bloom and Sweetie to run into her.

"Look!" The orange filly exclaimed. Right in the middle of the clearing was a small, wooden scooter painted blue with red handle bars. Its owner immediately ran to it, followed by her two friends.

"This really isn't a good idea!" Bloom whimpered, "You heard what Princess Luna said about Discord being back. What if he set a trap for us and this is the bait?"

"You're being hydroid, Apple Bloom!" Scootaloo said.

"Paranoid." Sweetie quickly corrected.

"Whatever! And besides, what would Dumbcord want with us?"

"Well let's see..." Bloom began, "We're related to his enemies, we're easy to trick, and... Oh! We have no means to protect ourselves and can be foalnapped and put up for a ransom!"

Scootaloo and Sweetie both exchanged glances. They knew Apple Bloom was right, but they chose to ignore her and go for the scooter anyway.

"I'm serious!" Bloom whined, "This is a trap and I know it!"

"Oh sure," Scoffed the smug Scootaloo, "If this really is a trap, then as soon as I put my hooves on this scooter, Discord will jump out of the bushes and foalnap us." She started to reach for the handlebars of the scooter.

"No!" Bloom cried.

Scootaloo placed her tiny orange hooves on the red handlebars... And nothing happened.

"See?" The pegasus giggled, "Nothing! I told you you were just being parallel!"

"Paranoid." Sweetie corrected with annoyance in her voice.

"Whatever!" Cried Scootaloo, "Now let's go back to the guild."

Before they could turn and start walking, a tall figure suddenly appeared from the sky and landed in front of them, leaving cracks in the ground. The figure was cloaked in a black hood that hid all of its features, except for the burning red and yellow eyes that could be seen under the shadow of the hood.

"You should have listened to your little yellow friend, dearies." The newcomer spoke before promptly grabbing the three fillies and disappearing before they could even muster a yelp.

One of my "pointless goals" this year was to write a fanfic with over 100,000 words. My mission is complete! Yay!

That doesn't mean that story's done. There's still much to come!

---

"Octavia."

Octavia moaned, pushing the prodding hooves of Vinyl Scratch away.

"Octavia, wake up!" The unicorn insisted.

Octavia's violet eyes cracked open, looking up at her buddy. She looked around, realizing she was still in the Golden Oaks Library. It was light outside, for a sunbeam from one of the windows was shining right in her face.

"You fell asleep while reading about Discord and Nightmare Moon," Vinyl explained, "I didn't bother to take you back to Dragon's Bluff, mainly because you're too heavy for me to lift."

Octavia slowly sat up. She looked down at the book she had been reading entitled The Age of Chaos which had a fresh imprint of her drool on page 164.

The mare yawned, "Oh... How long was I up last night?"

"Past midnight," Vinyl explained, "I don't know exactly how long you were up because I fell asleep around twelve. You were really determined to find out more about Discord. Did you learn anything else from your reading?"

Octavia shook her head, "Other than I learned that Discord is a Sagittarius, I didn't." She sighed, "Well, today officially marks day one of the countdown to Discord's attack... And here we are, learning what his zodiac sign."

Vinyl chuckled, "Funny, huh? We rushed to attack Nightmare Moon, but when she turned back to Luna, she's telling us not to save the world."

Octavia started to pace, "I can't just sit here and do nothing. I made a promise to Luna to help protect Equestria, even if it's just in small ways."

"But you heard what she said," Vinyl reminded, "She wants us to be safe and stay away from Discord's Domain. Maybe by doing what she says, we're helping more than we realize. I don't think she'll care if you break the promise this one time."

"Don't you understand?" Octavia growled slightly, "That promise is what returned me back to you, Vinyl. If I never made it, I wouldn't be here right now!"

Vinyl seemed slightly pained, "You know we can't disobey Luna's order. Even if we do stop Discord, I don't think she'll appreciate us disobeying her."

Octavia didn't say anything. She simply stared at the floor with her ears lying back against the sides of her head.

"Y'know, there's another deal we have to uphold," Vinyl said, "Gretchen's. Today's Saturday."

Octavia looked up, "Yeah, you're right. Maybe that will get my mind off of this whole thing."

"C'mon," Vinyl insisted as she began to go for the door, "The last thing we need is the spirit of chaos 'and' an angry gryphon out for our heads."

---

"That's the last of 'em at Cloudsdale."

Luna nodded towards the cyan Alicorn, "Good work, Rainbow Dash." She turned to a familiar purple Alicorn, "Has Canterlot been secured?"

Twilight nodded, "Yes ma'am. Applejack secured Appaloosa, Rarity secured Manehattan, Pinkie secured Ponyville, Fluttershy secured Las Pegasus, and Rainbow obviously just finished with Cloudsdale."

"The Crystal Empire is bunkered as well," Cadance added, "We're ready for anything that Discord has to throw at- Ow!"

At that very moment, a red ruby ball was thrown at Cadance's head, getting stuck on her horn. She promptly tugged it off and examined it.

"What in Celestia's name is that?" Asked Rarity.

"It's a message crystal," Cadance replied, "The Crystal Ponies have been using this instead of letters. You can send messages in the blink of an eye with enough magic to compose it."

"How do you know if there's anything on it?" Twilight questioned.

"When it's red, then you know somepony's already recorded a message on it," Explained Cadance, "But I don't understand... We're miles from the Crystal Empire. No Crystal Pony can compose that much magic to send me a messag-"

Before she could finish however, the ball exploded to life. Cadance dropped it as it rolled on the ground for a couple feet. It stopped as a red light shot up from the ball, casting a makeshift screen in the air in front of the group. It shimmered and sputtered for a few seconds before clearing and showing the image. A familiar mismatched creature stood within the holographic image of the ball's red light.

"Discord!" Growled Twilight.

"Oh great." Rainbow moaned.

"Hello!" He greeted, refusing to acknowledge Rainbow or Twilight, "If you are currently shouting insults at my face, please be aware that I unfortunately can't reply back with one of my signature snarky comments. It's a pre-recorded message for the harmony-for-brains that are the Guardians of Equestria."

"Pre-recorded message," Cadance repeated, "We better listen up. It may be unable to repeat if it's pre-recorded."

"Let's just go ahead and smash it so we don't have to listen to his stupid insults!" Rainbow suggested, going to smash the message crystal, but Applejack held her back.

"Whoa, nelly," She said, "Let's at least give him a chance to say what he's gonna say."

Rainbow was reluctant. She blew a piece of her multi-colored mane out of her magenta eyes before turning back to the screen.

"I hope you're all aware of my return," Discord continued, "May I say, I'm glad to be back. Without the Gears in my way, I can finally come back and give Equestria its well-deserved chaos makeover... And no Gear of Boringness or shy little pegasus can stop me."

Fluttershy flinched at the mention of herself.

"Of course, I know you're all going to be killjoys and reject my invitation to come to my Domain," The chaos creature continued, pacing around in what appeared to be a small, dark room, "Pff... It figures. You're all Celestia-boring-sun-and-harmony worshippers after all." He stopped suddenly, turning back to the screen, "And since you won't come, I speculated that I would make you come."

This got a small laugh out of Rarity, "As if we would ever go to that wretched place for anything!"

Just then, Discord moved off the screen, revealing something sitting behind him that wasn't noticeable beforehand. What the Alicorns saw made them gasp in horror and made the once-smug Rarity nearly faint. Hanging in midair was a birdcage-like structure with twisted golden bars and no door. Sitting in the cage were three familiar fillies: a yellow earth pony, a white unicorn, and an orange pegasus.

"Apple Bloom!" Applejack cried, "How the heck did he get her?!"

"That ruffian has Sweetie Belle!" Rarity shrieked.

"Alright, that's it!" Rainbow growled, pawing the ground, "He's gone too far by dragging Scootaloo into this!" She spread her wings and charged at the image, only to pass harmlessly through it and hit a tree on the other side.

"I'm sure you'll all gasping and saying Oh Discord you handsome devil! How dare you foalnap these precious fillies!" The multi-beast mocked a high-pitch female voice, similar to Rarity's, "I figured if you weren't going to come to defeat me, why not give them more of a reason to come? Thus, the plan to take these three darling blank flanks came to me."

"We are not blank flanks!" Apple Bloom objected from the cage.

"Yeah!" Both Sweetie Belle and Scootaloo agreed.

"Oh zip it, you brats!" Growled Discord. Immediately, zippers appeared over the three fillies' mouths, zipping shut and silencing them for good, "Now what was I saying? Oh yes. If you ever want these blank flank crusaders returned safely, I suggest you accept my invitation and come to my domain in the next three days. Or... You can just forget about seeing them, or Equestria's order again."

They were silent as Discord took a moment for them to process their thoughts.

"I'll be waiting impatiently," He broke silence, "Don't take too long. I don't like waiting."

With a dramatic evil laugh, Discord's image cut out and retreated back into the crystal. The red ball flickered and turned black, most likely signaling that it couldn't be replayed. For a moment, none of them said anything, too afraid to break the silence. Slowly, Cadance turned to the others, eyes wide with fear.

"We..." She started, "Have a serious problem..."

---

"When will they hatch?" Vinyl asked the oversized gryphon currently sitting on one of the many nests of eggs.

"Maybe today," Gretchen replied, "Not right time to tell."

Octavia looked over the best that she was assigned to. She was rubbing an egg so hard that Gretchen noticed it.

"Too hard!" She shrieked, "You will crush!"

"Oh," The mare said, quickly placing the egg back in its spot, "Sorry. I'm a little out of it."

"You very troubled," Gretchen stated, "Both of you are."

"We are... Kinda," Vinyl replied, "One of Equestria's biggest enemies have returned, and we can't do anything about it."

"Discord?" Gretchen guessed.

Vinyl stared hard at the gryphon, "Yeah. How'd you know?"

Gretchen shrugged, "It's not a secret to us gryphons. We knew he was back long before any creature knew."

"Wait," Octavia interrupted, "Are you saying he's been roaming Equestria even before he attacked us?"

Gretchen nodded, "Didn't know what he was waiting for. Roaming Equestria for a year without attack, so we thought... He just good again."

"Well it really would have helped us if you had warn us beforehand!" Growled Octavia.

Gretchen raised her eyebrow and looked at Vinyl, "What is her problem?"

Vinyl shrugged, "She's been really upset that she can't do anything to stop Discord. Luna made everpony back at the guild stay away from his Domain, just to be on the safe side."

"There is a way to stop him!" Exclaimed Octavia, slamming her hoof down on an egg, "I don't know what Luna's problem is! She's just... Has old coot fears! I don't know! But she saw us defeat Nightmare Moon with our combined powers, so why can't we do the same with Discord?"

Vinyl and Gretchen stared at her, mouth (and beak) wide open. Octavia looked down, realizing she had just cracked an egg wide open with her rage.

"Oh my Celestia!" She gasped, "I didn't mean to! I'm sorry, I-!" She instead tried to put the broken shell back on the egg.

"No!" Screeched Gretchen, running over to the egg, "Don't touch! If baby gryphon is still alive, he will come out on his own!"

As Gretchen watched the egg, Vinyl dragged Octavia over to a private corner.

"What's wrong with you?" The unicorn asked, "You might just kill a baby gryphon because of your ranting!"

Octavia looked down, "I'm sorry. I wasn't thinking. This whole thing has just got me all out of sorts. I... I need to leave."

"Wait, 'tavia!" Vinyl called, but the gray mare was already gone, sprinting for the entrance.

"She feel bad?" Gretchen asked.

Vinyl watched as Octavia galloped into the forest in the distance, "I don't know what's wrong with her, but it's starting to worry me. I just hope she doesn't do anything crazy."

---

Octavia was sprinting back to Ponyville with her eyes on her hooves. She almost felt like crying for accidentally breaking open the gryphon egg. As she ran, she didn't notice where she was going and crashed right into another pony. Looking up, she discovered eight familiar Alicorns staring down at her.

"Guardians!" Octavia exclaimed, "I'm so sorry! I didn't mean to-"

"Apology accepted," Luna quickly interrupted, apparently the one that Octavia had tackled, "We need to get to the guild and announce something of great importance. Where is your friend?"

"Mount Hoofington," Octavia answered, "She's helping a friend of our's care for the baby gryphons. Why?"

Luna looked down, clearly very worried. Octavia suddenly noticed something about them all. They all looked very worried and scared, especially Applejack, Rarity, and Rainbow Dash. She knew immediately that something had gone terribly wrong in their attempt to stop Discord.

"Follow us," Luna coaxed, heading to the guild, "We'll explain once we're inside."

They all headed inside. Sliding down the ladder, they were greeted by the many guild members preparing for the day's work. Luna called them all over into a group, having Lyra and Bonbon at the front.

Luna promptly began to explain what had happened, "My dear allies... It seems as though we have hit a minor bump in the road to protect Equestria from Discord's attack..."

They all started to murmur restlessly, clearly disturbed by Luna's serious tone of voice.

The ebony Alicorn looked up at all of them, her bright blue eyes shining with reluctance, "Three innocent fillies have been dragged into this neverending battle to keep Equestria out of chaos' grasp..."

"Oh cut it out with the poetry and tell us what's wrong!" Shouted Trixie rudely.

Luna rolled her eyes, "Apple Bloom, Scootaloo, and Sweetie Belle have been foalnapped by Discord. They're being held at his domain, and the only way we can get them back is to go there and fight Discord for them."

The ponies fell silent; especially Octavia, who's expression remained unchanged.

"Now that I think about it," Lyra said, "It has been awfully quiet around here this morning. Those three are always making a huge racket."

"They snuck out last night, didn't they?" Bonbon piped up, "Of course! I told them not to leave the guild so long as Discord is on the loose, and now look what happens!" Her voice dropped down to a mutter, "Darn brats... Never listen to anything..."

"We... We are going to do something, right?" Minuette asked, "We can't leave those poor fillies to Discord, after all!"

Luna looked down, "I've come to a conclusion as to what we should do... With heavy reluctance, I have chosen Equestria's safety over the safety of the fillies."

At this, Rarity nearly shrieked, "What?! But I could have sworn you said we would save them!"

"I said no such thing," Luna quickly replied, "Equestria's safety comes first."

"In my family, we never leave anypony behind!" Applejack objected, "I ain't leaving my little sister to that creep!"

"Yeah!" Rainbow cried, "And Scootaloo... Scootaloo's gotta be saved! I can't just leave her!"

They all started yelling at Luna and objecting to her decision, including the guild members. The arguing went on for a good five minutes before Luna became fed up and pounded her hooves on the floor, silencing them all.

"As the ruler of Equestria," Luna announced, "I degree that nopony shall go to Discord's Domain! Doing so is punishable by law! Are we clear?"

This shut them all up. They stood there silently as Luna glared menacingly at them all.

Lyra was the first to speak, "We understand, Princess Luna. We won't allow anypony to go to Discord's Domain, no matter what."

Luna nodded, "Thank you, Lyra. At least you understand my objectives." She paused, "Do you mind if we spend the night here? The Guardians of the Gears wished to spend the day here at Ponyville for nostalgic purposes."

Lyra nodded, "No problem. We're honored to have you here."

With that, the Alicorns left, only Twilight and Rainbow Dash staying behind. The news was taken with shock and disbelief. Despite this, the group disbanded and went on with their daily duties. Octavia stayed though and eavesdropped on the two Alicorns.

"You know," The purple Alicorn started, "We may not agree with it... But I've realized something. Maybe Luna is wise to keep us away from Discord's Domain. I've been feeling very against Luna's orders, but maybe... Maybe it's for the best."

Rainbow wouldn't look up at her, "Yeah..."

Twilight raised an eyebrow, "I thought about doing something crazy and disobey Luna's orders, but that's probably not a good idea now. We all know that you're the hot head and rebel of the group."

Rainbow scoffed, "Uh-huh..."

"Please Rainbow," Twilight said, "Please don't do anything rash."

Rainbow slowly nodded, causing Twilight to smile.

"Great," She said, "I'm also going to give Rarity and Applejack the same talk. Just take my advice, okay?"

Rainbow didn't answer, but clearly understood. Twilight took this as a signal to leave with the cyan Alicorn following close behind her. As Octavia watched them leave, she felt a very rebellious aura surrounding Rainbow Dash. Something told her that the Guardian of Loyalty was going to disobey Twilight and try to rescue the Cutie Mark Crusaders.

Maybe I'm being paranoid again, Octavia speculated, Rainbow wouldn't be stupid enough to go to Discord's Domain...

Would she?

---

The rest of the day was uneventful. Vinyl eventually returned from Mount Hoofington and was shocked the receive the news from Octavia. She accepted Luna's decision as the two carried on with their lives.

Octavia and Vinyl helped out around the guild; mostly doing odd jobs for Lyra and Bonbon. They spent the day cleaning up the bed chambers that the Guardians would sleep in, or helping Carrot Top with making that night's dinner, or chatting about random things with Derpy and Dinky.

Eventually, night fell as the Guardians returned and retired to their given rooms. Lyra and Bonbon invited Octavia and Vinyl to also stay the night, despite the crowded rooms. They ended up staying in their old room with their new roommate: Thorn the changeling.

"Man," Vinyl sighed as she came into the room, "This room brings back so many memories."

"Now I know how mares are about their privacy," Thorn began, holding up a sheet, "So I'm going to straddle this sheet in the middle of the room. I'll get one half while you two get the other."

They helped Thorn hang up the sheet. As night fell, the three all gathered up on one side of the sheet and began to chat.

"You know what I don't understand about this whole thing?" Thorn began.

"What's that?" Vinyl replied.

Thorn fiddled with his bed sheets, "Why Discord became evil again. If he was friends... Good friends with Fluttershy, why did he suddenly turn evil again?"

"Probably an instinct," Octavia suggested, shrugging a little, "Luna said his being runs on chaos and disharmony. He needs it to stay powerful, so it only makes sense that he would go back to creating his power sources again."

"Maybe he was playing Fluttershy from the very beginning," Vinyl added, "Maybe he gained their trust, only to turn on them at the most unexpected moment. It's what most corny bad guy villains like them do, after all."

Thorn looked down, "Perhaps you are right. But the strange thing is... I sometimes spied on ponies in my free time, y'know, cause I had nothing better to do. I once spied on the Guardian of Kindness and Discord themselves... We changelings can sense love or friendliness between other creatures, and I could definitely sense that they were true friends. Discord had no evil intentions that I could pick up on."

"Huh," Vinyl said, "That is a little strange that he would go crazy when they became Guardians. Maybe he's racist against Alicorns?"

"I know he's never been a fan of them," Thorn replied, "Not since Celestia and Luna turned their backs on him."

Octavia had grown tired and bored of the conversation, "Well, I think I'm going to pay my bed a well-deserved visit."

"Oh," Vinyl replied, "Well, good night. Me and Thorn might sit up and talk for a little while."

"I don't know," Thorn yawned, showing off his sharp fangs, "I may have to sleep too."

"Oh..." Vinyl said, seeming disappointed, "Uh... Okay. I guess I'll hit the hay if everypony else is."

Octavia was already back on her side of the sheet. She calmly laid down on her bed just as Vinyl came in and flopped down on her own. Surprisingly, no conversation arose between them. Octavia could hear Thorn already snoring on the other side.

The mare closed her eyes and drifted off into sleep.

---

Octavia expected to see the apocalypse dream that had invaded her sleep for the past week. Instead, she was greeted with a different dream upon falling asleep.

Octavia was standing in a long hallway; or at least, that's what she thought it was. The floor below her hooves was black and white tile that was all out of alignment, creating an optical illusion that made Octavia's head hurt. The walls at each side of her had no paticular color, for it kept shifting and changing rapidly, making her dizzy. Doors and windows hung upside and sideways on those same walls, defying all laws of gravity and physics. There were even doors and windows on the ceiling and floor below her hooves. Strange photographs and paintings in huge picture frames hung all around her, the images within them also shifting and changing to different images. Most of these images were senseless, such as a picture of a banana morphing into an exploding bagpipe. Octavia could make out within the senseless images pictures of various ponies; most being the Guardians and a few others she didn't recognize. Most pictures of ponies exploded or morphed into various food items soon after.

Did I come to the Twilight Zone by mistake? Octavia asked herself. She suddenly felt very tingly, as another pony passed right through her ghostly dream form. The familiar spectrum-like mane of Rainbow Dash flashed in her eyes, stunning her for a few seconds.

"Rainbow Dash!" Octavia called, but the cyan Alicorn couldn't hear her.

Octavia's dream form forced her to follow Rainbow Dash, who seemed to be sneaking around this strange hallway. The cyan Alicorn ducked behind a side table decorated with a candle that was floating upside down. Octavia was too busy taking in all of the abnormal sights of the hallway. She was confused as to where this was and why Rainbow was here to worry if it was dangerous or not.

One of the many pictures caught Octavia's eye. This one didn't change, which was a huge surprise. She noticed that the familiar creature in the picture stood on top of a ripped flag; Equestria's flag. The beast was dressed in an outfit similar to Neighpoleon Bonaparte, signaling it thought it was some kind of conqueror. With a chill, she realized that the goofy Neighpoleon-impersonator was Discord. She realized that she was in his forbidden domain.

Panic shot through Octavia's body. The Guardian of Loyalty was walking straight into a trap. She raced back over to the Alicorn, attempting to scream at her to get out of there, but her voice locked up. She couldn't even muster a squeak. Rainbow was steadily making her way down the hall, approaching ever so closer to her doom...

No no no! Octavia shouted in her mind, feeling helpless, Stop! What are doing?! STOP! RUN!

Rainbow didn't acknowledge her as she came to the end of the hallway. The door was scrawled with senseless graffiti and poorly drawn artwork of various objects and ponies. Octavia's heart quickened as Rainbow opened the door and quietly tip-toed in.

What are you doing?! Octavia wanted to shout while she was forced to follow Rainbow through the door, Get out of there, Rainbow Dash!

As they entered the room, Octavia thought she was going to throw up. The walls of the room were spinning at a slow pace, but it was enough to make the poor mare sick to her stomach. The floors were still the same, and the windows looked over some sort of land. It was too foggy to see outside, but Octavia imagined it would probably be similar to the hallway.

On one of the back walls on a slightly raised piece of floor was a tall, slender throne made of ebony-colored wood. The cushions were a bright red, and the top of the throne fanned out to create a large headboard. On top of said headboard were a pair of twisted horns, possibly from a deer. Right next to the throne was a twisted, golden birdcage, containing three, familiar fillies.

"Rainbow Dash!" Exclaimed Scootaloo, running to the edge of the cage with Apple Bloom and Sweetie Belle right behind her, "You came for us!"

"Of course I did!" Rainbow replied, "Don't worry. I'll have all three of you out of there in no time at all!"

No no no! Octavia started jumping up and down, Don't get close! It's a trap!

As soon as Rainbow took a step foward, one of the tiles in the floor sunk down. At first, the Alicorn was stunned, unsure of what to think. Very suddenly however, something began bubbling around her like a bubble bath. With a loud rumble, four, pink tendrils erupted from the floor around Rainbow. It took Octavia a little while to realize the tendrils were some sort of evil and possessed strawberry taffy.

"Rainbow Dash!" Scootaloo cried, right before the taffy attacked Rainbow. The first tendril coiled itself around Rainbow's forelegs, yanking foward and bringing her to the ground. She bucked with her hind legs which were quickly secured by the second tendril. She fought by flapping her wings, attempting to take to the air in hopes of escaping the evil taffy. The taffy had other ideas, for the third tendril wrapped around her wings, slamming her to the ground quite painfully. In desperation, Rainbow attempted to use a magic spell, but her efforts were counteracted by the final tendril of taffy, which stuck itself to her horn and prevented the Alicorn from casting any spells.

Rainbow was dragged to her knees, now helplessly lying on the floor as the taffy constricted, keeping her secure. The Cutie Mark Crusaders could only watch in horror as their only savior was captured in the sticky candy. Octavia wanted to do something to help, but her legs refused to move and kept her planted right in front of the door.

Out from behind the throne came a familiar creature with a smug smile on his face. He approached the restrained Alicorn, looking down on her with a mischievous glint in his red and yellow eyes.

"Lemme go!" Rainbow commanded.

"Now why would I do that?" Questioned Discord, that infuriating grin still on his face, "It would be rather pointless if I made all that taffy, then let you go for no good reason."

"Lemme go!" Rainbow ground her teeth, practically screaming at the multi-beast that stood in front of her.

Her captor only chuckled condescendingly, "Sorry Dashie-Doo. But now that you're here, I'm afraid I can't allow you to leave. After all, we have to get the rest of your buddies here as well."

"I only came for the Cutie Mark Crusaders!" Rainbow roared, "Let them go! They don't deserve to be here!"

"Sorry," Replied Discord with little sympathy, "You and your friends refused to show mercy to me, so I refuse to show mercy to you."

Unexpectedly, the creature of chaos turned to Octavia, now smiling psychotically at her. Her blood ran cold when she realized that he could see her.

"What are you waiting for, my dear?" He asked, "Time's running out for you to save the world."

---

Octavia awoke with a gasp. She was in a cold sweat, her body shivering from it. Immediately, she began panicking, sitting up and checking her surroundings. With no hesitation, she ran to the door and out into the hall. It was still nighttime, for the guild was dark and lifeless.

Octavia quickly started knocking on the door that led to the Guardians' room. A disgruntled Rarity answered the door, her mane a mess and a string of drool hanging from her mouth.

"Rainbow Dash!" Octavia yelled, "Where's Rainbow Dash?!"

"She's right here-" Rarity began, walking back into the room. She gasped, seeing that all of the other Guardians were there, laying on their hay beds...

Except for Rainbow Dash, who's bed was unoccupied.

"But she-!" Rarity began, "She was here just last night! Where did she go?!"

Rarity's rant woke the rest of the Alicorns up. They too started to panic, seeing that Rainbow Dash was gone.

"How did you know she had left?" Twilight asked Octavia.

"My visions," The gray mare explained, "Rainbow isn't here. She's long gone, off to Discord's Domain."

They all gasped. Luna stamped her hooves on the ground, grinding her teeth as she did.

"She disobeyed us?!" The ebony Alicorn roared, "How dareth she! We gave a clear order that nopony goes to Discord's Domain!"

"Is she okay?" Cadance inquired.

Octavia shook her head, "No. Discord caught her."

There was silence among them. Twilight was the first to break this silence.

"Luna, what should we do?" The purple Alicorn asked, "Without Rainbow Dash, our defenses are down a considerable amount! Cloudsdale will be left with no security at all!"

Luna looked down, contemplating their situation. She was clearly very unsatisfied of Rainbow's decision.

"This sets us back by a great amount," The ebony Alicorn said, "But... I'm afraid we still can't go after Rainbow Dash. If we lose somepony else, we might as well hand Equestria over to Discord."

The rest of the Guardians began to object to this. They argued and quarreled while Octavia awkwardly stood in a corner. She wasn't sure what they were going to do. They were stuck between a rock and a hard place.

"Quiet!" Luna suddenly screamed, silencing them all and causing Octavia to jump in fright, "This is my decision. My sister told me that I would lead the rest of the Guardians if she ever fell ill or weak and was unable to do anything. It is up to me that we all stay safe, and I refuse to change my mind about going to Discord's Domain, even 'if' the Guardian of Loyalty is being held there."

"She's our friend!" Applejack cried, "She wouldn't leave us, and neither should we!"

"It was foolish of her to go!" Growled Luna, "Clearly, giving her the powers of a Guardian was a big mistake! Now protecting Equestria shall be even more difficult!"

"But Luna, we-" Twilight started.

Luna glared at the purple Alicorn, "No more on the subject! I shall never change my mind, and that is final! No one will go to Discord's Domain, so help me I will destroy them before they can even get there!"

They all seemed stunned at Luna's sudden snap. The ebony Alicorn slowly walked out of the room, leaving her companions worried and confused.

"We aren't really going to listen to what she says, are we?" Rarity asked Cadance, "Rainbow is our friend! She's been with us through the thick and thin!"

"That's not my decision," Cadance replied, "Luna is in charge here, and if she says no one goes to Discord's Domain, we do not go to Discord's Donain." She looked down, "I'm sorry, but we can't save Rainbow Dash so long as Luna refuses to let anypony go."

They all stood in silence as Cadance followed Luna out the door. The remaining Guardians said nothing, but only stood there with shocked looks on their faces.

"We... We can't even try?" Asked Fluttershy, her big teal eyes on the verge of tears.

Twilight looked down, her ears laying flat against her skull, "There's nothing we can do. Let's hope Rainbow Dash and the Cutie Mark Crusaders can survive with their sanity until we can figure something out."

With that, they exited the room, leaving a confused Octavia by herself.

They're just going to give up? She wondered, Just because Luna told them not to go?

They couldn't. There were four innocent ponies trapped by a psychotic villain bent on revenge, and they were going to give up? Octavia then realized something. She wasn't the one breaking the promise to protect Equestria...

...It was Luna and the Guardians who were.

Ignoring her body's rejection to the lack of sleep, Octavia sprinted towards the exit of the guild and into the city.

---

Octavia ignored the "Closed" sign on the library's front door. She threw the door open, nearly knocking it off its hinges. She raced around, searching for a paticular book.

Then, it caught Octavia's eye: a simple book entitled Maps of Equestria. She yanked it out of the bookcase and carried it over to the table. She flipped through the pages before stopping at one in paticular; a map of Southern Equestria and the ocean south of it. She scanned the oceans, coming to a stop at an island twice as large as Canterlot.

Discord's Domain. Octavia thought. She measured how long it would take to get to the island from Ponyville if she rode on Philomena, It's a little over three hundred miles, The mare figured up, If Philomena's average speed is fifty, three hundred divided by fifty... That's six hours. I only have today and the rest of tomorrow to get there. Once it reaches midnight on the third day, Discord will attack... But not if I and Vinyl can stop him first.

Octavia closed the book and dashed out the library, determined to inform her friend about her plan.

---

Upon returning to the guild, Octavia could sense the tension in the air. Someone had told them about Rainbow Dash's one-way trip. An unnerving feeling was hanging in the air, almost making the guild seemed deserted, despite there being ponies all around.

Octavia raced to her old bed chambers. She bumped into Vinyl on the way there, who clearly noticed Octavia's determined look.

"What's up, 'tavia?" She asked.

"Private talk," The gray mare whispered, "Quickly. We don't have much time."

They rushed to their bed chambers. Thorn was still there, currently freshening himself up for the morning.

"Out, Thorn!" Octavia commanded, grabbing the changeling -who was in the middle of brushing his teeth- and pulling him to the door, "Me and Vinyl must have a private girl talk!"

"Hey, at least let me finish brushing my-!" Thorn started to object, but Octavia quickly slammed the door in his face.

"What's up with you today?" Vinyl asked.

Octavia grabbed her saddlebags and began packing up, "Grab your stuff, Vinyl. We're going to Discord's Domain."

Vinyl stared at her for a moment. She suddenly burst into joyous laughter, "Oh! That's funny. I thought you said we were going to Discord's Domain! Ha! You're a card, Octavia!"

Octavia's glare was dead serious.

Vinyl gulped, "Wait, you're serious?"

"Do I look like I'm joking?" Octavia growled back.

"Uh, I don't know if you realize it..." Vinyl began. Her tone changed drastically, "But are you out of your mind?! Luna won't let us get a quarter of the way there if she finds out!"

"That is why we're doing it in secret." Octavia replied, "We'll lie about where we're going, then go to Discord's Domain instead."

Vinyl started to get serious, "Octavia, what's gotten into you? You would never lie to anyone!"

Octavia scoffed, "Please. I've lied about plenty of things."

Vinyl looked pained, "Even to me?"

Octavia looked at the white mare, "Don't pretend you haven't lied to me either, Vinyl. You're just as guilty as I am." She started to the door, "Come on. Let's go."

"No."

Octavia turned, looking Vinyl right in the eye, "What?"

Vinyl shook her head, "No. I can't disobey Luna, not even for you."

Octavia raised an eyebrow, "Vinyl, I'm your best friend. We don't go anywhere without each other."

Vinyl began to glower, "I guess you're not going then."

For a long time, Octavia looked very pained. With a sigh, she placed her saddlebags back in the corner of the room. She glanced up at Vinyl, her violet eyes almost tearing up.

With another sigh, the mare spoke, "Maybe you have a point. It isn't safe to go, much less alone."

Vinyl seemed pleased that she had won the arguement, "Good. I'm glad you're being rational about this, 'tavia. For a second there, I thought you had gone crazy!"

Octavia chuckled under her breath, "Well, I obviously am not. Thanks for talking some sense into me, V."

Vinyl hesitated for a moment, "Hey, can you promise me something?"

"Sure. What is it?"

"Please don't go to Discord's Domain, no matter what."

Octavia hesitated for a moment, seeming surprised at Vinyl's request, "Yes, of course. I promise I will never go. Thanks."

Vinyl smiled, "It's always a pleasure. Hey, I heard Snowflake's throwing a wicked party in down town Ponyville. Why don't we check it out and see if we can show off some of our music?"

"I'd like that." Octavia replied with a smile.

The two friends quickly exited their bed chambers. However, Vinyl failed to notice the hurt in Octavia's eyes, conflicting with the sleazy grin she was expertly hiding.

---

Snowflake knew how to throw a party, that was for sure. Everyone gathered at the overly muscular pony's party being held in the town square. He gladly let Vinyl and Octavia supply the music and even had some others cater to them with fruit punch, tiny sandwiches and various other delicious food items.

The party lasted until night fell. Octavia didn't realize that she had forgotten all about Discord's threat and the captive ponies until she and Vinyl began walking back to Dragon's Bluff. Her spirits fell when she did remember. What she was going to do weighed heavily on her shoulders, making her feel guilty inside.

Coming in to the bluff, they quickly laid down on their beds, resting their aching "danced-out" hooves.

"Man," Vinyl sighed, "That sure was a blast. Who knew that bodybuilder Snowflake knew how to throw a party?"

"Yes, he's quite the party-er," Octavia replied, "But... I'm quite tired. Why don't we call it a night?"

Vinyl replied with a yawn before promptly laying down, "Good idea..."

As the white unicorn fell to sleep, Octavia watched her cautiously. She had to make sure that her friend was completely asleep before she could go. Otherwise Vinyl would try to stop her and possibly report her to Luna. About ten minutes passed before Octavia heard Vinyl snoring quite loudly. The gray mare took this as a sign to slowly grab her saddlebags in the corner and tip-toe out of the bluff, silently heading for the beach.

---

The sand was cold to Octavia's hooves. She looked up at the moon in the sky, currently a waning crescent. She hated doing this, but she was doing it for Equestria.

She had to.

Octavia put her hoof to her mouth and gave a three-note whistle call. Immediately on the horizon came a blazing orange spot heading towards the beach at amazing speeds. The familiar phoenix landed at the shoreline, lighting up the night with its glowing feathers.

"Greetings, Octavia," Philomena said to the gray mare, "What has prompted you to summon me so late in the night?"

Octavia gave a quick sigh, "I need you to take me somewhere, but you have to promise me something."

Philomena nodded, "Anything."

"Don't freak out when I tell you where I want you to take me."

"A promise is a promise."

Octavia took a deep breath, "I want you to take me to Discord's Domain."

Philomena squawked, flapping her wings agitatedly, "Impossible! I have received orders from Luna to-!"

Octavia drew her cello bow, growling in a very hostile way, "Discord's Domain, now."

Philomena squawked in protest, "I shan't fight you! But I can't allow you to go, I'm sure of it!"

"Well, I sure can make roasted phoenix meat out of you." Octavia shot back.

"You wouldn't dare..." Philomena growled.

"Try me. I'm not playing games, Philomena."

The phoenix calmed down, but some of her feathers had caught on fire, "Luna shall kill us both."

"Don't care."

Philomena narrowed her orange eyes at the gray mare, "You realize you will practically commit suicide by entering Discord's Domain, correct?"

"Fully aware."

Seeing that she couldn't be beat, Philomena hung her head in shame, "Very well. I will take you to Discord's Domain under one condition."

Octavia nodded, putting her cello bow away, "What is it?"

"Do not tell anyone I took you there, especially Luna. I will be depromoted from my place as the gatekeeper of the towers."

"Deal."

Reluctantly, Philomena crouched down, allowing Octavia to climb on her back. However, upon completely boarding the phoenix, a voice froze them both into place.

"Ahem."

Octavia and Philomena turned, discovering a familiar, white unicorn.

"Vinyl... Uh... Hi." Octavia greeted with an innocent smile.

"Don't act all innocent with me," Vinyl growled, "You tried to go behind my back!"

Octavia jumped down from Philomena's back, "Vinyl, I can explain-"

"I'm sure you can!" Vinyl screamed, "You lied to me! You promised you wouldn't go to Discord's Domain!"

"Vinyl, I would never do that. I'm your friend!"

"Oh, some friend you are!" Vinyl shouted, "I suggested that promise to keep you safe, Octavia! But now you just go behind my back and break it anyway!"

"Vinyl, it's not like that-"

"Yeah, right," Vinyl growled, her voice lowering, "I can't believe you, Octavia. You're going out of your way to disobey Luna 'and' break a promise?" She scoffed, "You're not the Octavia I know and love."

That comment struck Octavia in the heart like a dagger. She was only trying to save Equestria, which was the right thing to do. Why did it suddenly feel so... Wrong?

"Vinyl, if you would just listen-"

Vinyl only rolled her eyes, "Why should I? You clearly demonstrated that I can't put my trust in you. You're... You're..." She hesitated, "You're no better than Discord by doing this."

This made Octavia mad, "He's trying to take over Equestria and become the overlord of everything, and you're comparing me to him?!"

"That's right," Vinyl growled, "Because you're a backstabbing, lying, cheating snake!"

"Why are you so worked-up over some silly promise?!"

Vinyl glared at her, "It's not some silly promise to me. I made it in hopes that it would keep you from going to Discord's Domain and getting yourself killed. I thought that maybe I could keep you from doing something you would regret later," She looked down, "How much?"

Octavia stared at her, "How much... What?"

"How much did you lie to me?" Vinyl asked, her eyes tearing up, "Did you lie to me about how I am courageous and brave? Did you lie to me about how I should just not worry about being some mare off the streets?" She stared at her, a tear rolling down her cheek, "Did you lie to me about being my best friend?"

"I... I..." Octavia started, surprised by Vinyl's accusations.

Vinyl couldn't stand to look at her once-buddy, "You know what? Forget it. I don't even care. Go to Discord's Domain, see if I care! I won't tell anyone where you went, because I don't care!" She poked Octavia in the chest, "Ten years from now, you woulda wished you had listened to me when Discord's got you locked up as his personal hoof masseur!"

This made Octavia enraged. She couldn't believe that Vinyl was acting so irrational over some silly promise, "Fine! Maybe I don't care! Maybe I did lie about being your best friend! I only became a rescue team with you because I was sympathetic of you! Look at where it got us now! You never would have gotten this far without me helping you!"

Vinyl bared her teeth, "Oh, I see how it is! Well fine! Go to Discord's Domain, go jump off a cliff, go sleep in a manticore's den! I don't care about you anymore, Octavia! I can get along just fine without you!"

"Fine!" Octavia screamed as Vinyl began to trot up the shoreline, "I don't care about you either, because... Because... I don't ever want to see you again, you sorry, worthless coward!"

"Oh yeah? I don't want to see you either, you... You... Neighthoven obsessor!"

"Distasteful music-lover!"

"Opera watcher!"

"Cowardly young foal!"

"Stuck-up snob!"

"'Deadpon3!'"

Vinyl stomped her hoof and shouted, "Fine!"

Octavia rebutted with a shout that was just as loud, "Fine!"

"Fine!" They both shouted at the same time before Vinyl took off towards the other end of the beach.

Octavia scoffed, I don't need her. I can defeat Discord single-hoofedly if I have to! She'll just prove to be extra baggage on this trip... Good riddance, you annoying, big baby.

Octavia proceeded to climb on Philomena's back. The phoenix seemed disturbed by the fight she had just witnessed.

"You realize what is happening, correct?" The fire-bird asked, "Discord is doing this. He's driving a rift between you and your best friend. If it wasn't for him, you would have easily forgotten about the fight and made up."

"Don't wanna hear it, Philomena," Octavia growled, "Let's get going. Discord isn't going to stop himself."

Philomena sighed, "If only you weren't so blind to the truth..."

The great phoenix pushed off, quickly taking off over the ocean as the crescent moon rose high into the sky. However, as they left, they failed to notice the pair of burning red eyes watching them from the bushes.

The goody-goody heroes have been torn apart, A deep throated chuckle gently reverberated through the bush, Excellent...

---

*insert dramatic cliffhanger music*

Yay! New chapter! Thanks for sticking with this story! All of you are super awesomesauce! (Excuse my corny comment)

Anyways, enjoy the next chapter!

---

Philomena raced along at a steady pace. The ocean below them flew by at incredible speeds as Octavia watched from above. She was still very angry at Vinyl for accusing her of such a thing as lying to her. Who was she to accuse?

Octavia knew what she was doing was right. She knew that facing Discord and saving Rainbow Dash would save Equestria. She knew she could do it without Vinyl too. Vinyl would only prove to get in her way with her cowardly self.

The sun was starting to come up, and Octavia was nearly asleep again. However, a squawk from Philomena woke her up.

"On the horizon," The phoenix stated, pointing with her beak, "That's Discord's Domain."

A small dark spot could be seen approaching fast on the horizon. Octavia's heart quickened, bracing for the worst. She looked up at the sky ahead, which was dark with weirdly colored clouds. Multi-colored lightning shot out of said clouds on more than one occasion. They looked incredibly dangerous and very phoenix-unfriendly.

"I don't like the looks of those clouds." Octavia spoke.

The gray mare felt the phoenix shiver, "You better be thankful that I'm doing this for you."

Philomena sped up, dropping down to a few feet above the ocean. Octavia could feel the sea spray in her face as they sped towards the storm. Now right under the clouds, Philomena refused to rise up any further than she was, giving Octavia the sense that the clouds were very dangerous. The gray mare could feel the fur on the back of her neck rise, similar to the feeling of right before getting struck by lightning.

"Are those clouds..." Octavia began, "...Pink?"

"Storms conjured up by Discord," Philomena explained, "The last thing we want to do is get close to them. The lightning has a mind of its own and may come after us."

"Oh..." Octavia said, now suddenly scared, "Like right now?"

"Pardon?"

Octavia pointed to the clouds. Philomena craned her neck around, seeing one of the clouds charging up with a green light. With a deafening crash, a bolt of green lightning struck the ocean only mere yards away from Philomena's tail feathers.

"I take it that that's not good?" Octavia asked.

"You are correct." Philomena cooed back. With all her energy, she pushed foward just as a bolt of pink lightning struck to their left. She flipped, narrowly avoiding a bolt of blue, forcing Octavia to hold on for dear life.

"Don't let go!" Philomena squawked, "This is going to be a bumpy ride!"

Two strikes of lightning nearly hit Philomena's wings, but the phoenix was quicker. She dive bombed back down to the ocean just as another strike nearly hit her backside. Octavia's fur was standing on end, so much so that she could guarantee she had a frizzy afro from the static electricity.

"Almost there!" Cried Philomena, "We can make it!"

The phoenix spoke too soon. A bolt of red lightning suddenly struck Philomena's right wing, causing her to cry out in pain. They started to free fall straight down into the ocean with Philomena helplessly knocked out. Octavia started to panic, completely clueless as to what to do to save the phoenix and herself. Her wing was uselessly fried, all of the feathers falling off in clumps. In a split second decision, Octavia grabbed her bag and pulled out a golden seed. She shoved it into Philomena's beak, helping her chew it and swallow it.

For a terrifying moment, Philomena did not respond. However, a light shot through the phoenix's wing, healing the feathers and the fried flesh. She shot up just before they hit the ocean and took off at the speed of sound towards the island in the distance.

---

Octavia expected for the island to be floating above the ocean. What she didn't expect was for the island to be upside-down. At first, she mistook the top of the island for the actual island. She then saw all the strange light and colors at the bottom and her heart sank, the confidence she once had disappearing all together.

"How is that even possible?" Octavia asked.

"An island floating upside down is nothing comparing to some things that Discord can do," Philomena explained, "Speaking of which, hold on tight. I'm going to land on that dock there. I'll have to flip upside-down, because the gravity will change drastically."

"Wait, wha-?" Octavia began to ask. She was cut off when Philomena dove down to the ocean right below the island. Approaching the island's shoreline, she flipped upside down as she flew under. Octavia became dizzy when the phoenix did this, nearly losing her hold on the firebird. Gravity indeed shifted drastically, nearly making Octavia sick to her stomach.

After recovering from her nausea, the gray mare looked out over the island. Above her, the sea churned and crashed, unaffected by the strange gravity. The island itself was a pretty painful sight to look at, considering just how many impossible optical illusions were expertly etched into the landscape. Strange animals roamed the land, eating blue and pink grass. The forests were made out of various, giant candy bars that made the entire place smell sweet. A river of liquid chocolate twisted through the candy trees, filtered out from a huge dam that sat against the mountains. Sitting even higher than the dam on top of the tallest mountain that was dangerously close to touching the ocean was a strange, deformed castle with architecture that was impossible for Octavia to understand. The place looked like a twisted and dangerous version of a young child's candy land dream.

Philomena circled once before landing at a dock conveniently placed at the edge of the island. Octavia jumped off of the phoenix's back, still very concerned about how the ocean above them wasn't falling in on them.

"This is as far as I go," Philomena cooed, "I want to give you some advice though."

Octavia turned back to the phoenix, "Yes?"

"Don't fall for any of Discord's tricks," Philomena warned, "This place may seem innocent at first glance, but it is infested with dangerous creatures and traps, all designed to either hurt or trick you. Discord is a master of manipulation. He will use your greatest strength against you and will have you under his control before you can even realize it. Trust me, I have seen it happen to both my mistresses Celestia and Luna."

"I can take care of myself," Octavia scoffed, "Some old-fashioned tricks from some old, worn-out snake isn't going to stop me. I know I'm a strong mare."

Philomena shook her head sorrily, "Cockiness. You can't have that here."

"I know what I'm doing," Octavia growled back, starting to enter the forest of candy bars, "I don't need advice from a flaming chicken."

Philomena cooed sympathetically, "Discord has made you bitter, Octavia. It shall be your downfall."

Octavia didn't listen and continued on. As Philomena pushed off from the dock, the gray mare could have sworn she heard the phoenix say:

"May Celestia have mercy on your soul..."

---

Rainbow Dash was awoken by the sound of a door slamming against the wall. She looked up through the bars of her cage, seeing her captor standing in the doorway of the throne room. He approached the throne, refusing to acknowledge Rainbow, which was unlike him. She in the meantime, only glared resentfully at him.

Rainbow noticed he looked quite cheerful about something, "What are you smiling about, Dipcord?"

"None'ya, Dashie." Replied Discord, dismissively waving his paw, "I'm only happy because I have an unexpected visitor to my humble abode."

Panic shot through Rainbow's body, "Wait, who?"

"Have a look for yourself." The multi-beast answered. With a snap of his talon hand, a clear, crystal orb appeared in front of Rainbow. It showed a super-clear image of a familiar gray earth pony, just starting to walk into the forest of candy bars...

"Octavia?!" Rainbow exclaimed, "No! How did she get here?! She doesn't even have wings!"

This comment caused Discord to chuckle a little, "It seems as though she had some help from a certain blazing bird."

Rainbow bared her teeth, "Philomena."

"I'm actually impressed that she worked up the courage to even come," Discord rambled on, "Especially since her cowardly, annoying friend isn't with her."

"She's... She's alone?" Rainbow asked, looking stunned.

"Isn't it wonderful?" Her captor laughed, "It will make it all the easier to get to her, making my job more fun and less work!" He cackled again before taking a seat on his throne. He used his tail to wrap around the orb and keep it stable while he viewed the gray mare, "Now... What to do with this pest?"

Rainbow watched helplessly as Discord contemplated on what to do with Octavia. An idea struck her. Though Discord hadn't taken her horn away completely, the cage was magic-proof enough to keep her magic from responding. But if she could pull off the spell she was thinking of, she might could just save Octavia, the Crusaders, and herself...

Rainbow turned away from Discord so he couldn't see her. Her horn lit up in a very gentle, barely noticeable magenta shade.

It had to work. It just had to.

---

Octavia's senses were kicked into overdrive. Every sound she heard braced her for any sort of ambush. She was constantly scanning the area, ready for anything. Each time something flew out of the bushes or the trees, she drew her cello bow and took a defensive stance.

Octavia knew she was well behind enemy lines. She was in Discord's territory, meaning absolutely anything could happen. What was worse was that she was alone... No one to cover her if she went down. Her mind wandered to Vinyl...

No! Her mind screamed, I don't need her! What a jerk... Thinking I had lied to her! I was just kidding about that whole I-always-lie-to-her-thing... I can do this all by myself, and probably much faster without her in the way. Discord's bark is probably bigger than his bite anyway, considering how loud-mouthed he is. He'll be a piece of cake.

"You hear that, Discord?" Octavia shouted to the woods, becoming angry at her own thoughts, "I'm not scared of your threats! Hit me with your best shot!"

All that happened were rustling in the trees, caused by fruit with wings taking to the sky. Octavia scoffed, assuming that Discord was too scared to attack her. He had to have heard about her defeating Nightmare Moon, and that had to make him think twice.

Then again, it was me and Vinyl who defeated Nightmare, not just myself... Octavia reminded herself, I can still do this myself though. I know I can.

The mare continued on, taking in all of the sights of the twisted candy land. She began to wonder why the Gears of Harmony had chose to exile Discord instead of turning him to stone like they did back when they were the Elements. Maybe they felt merciful? How could a magical artifact have feelings though?

Octavia shook the thought away, hearing something rustle in the bushes next to her. She whipped around, drawing her cello bow as she did. All of her senses were posed to strike, or reading to run if necessary. She took a step foward, her limbs tightening with anticipation...

...Only to have a tiny piece of licorice jump out. Octavia jumped at first before the licorice took the form of a tiny serpent and slithered away. She laughed a little, thinking of how pathetic Discord's attempt was to attack her. However, just as she was about to walk away, the bushes rustled again. Octavia turned, seeing two giant pieces of licorice rise out of the bushes, taking the form of huge pythons. The candy pythons hissed at her, showing off their fangs dripping with liquid licorice.

"Oh Celestia..." Octavia gasped.

---

Vinyl awoke as the sun came up. She expected to see her buddy lying a few feet away from her, but remembered what had happened last night. She sniffed, immediately pushing Octavia to the back of her mind. She stood up, running through her morning routine before making her way out of the bluff and into the town.

"Hey, Vinyl!" A familiar gray pegasus greeted, approaching the white unicorn.

"Oh," Vinyl sighed, "Hey, Derpster."

Derpy glanced around with her wall-eyed stare, "So, where's Octavia?"

Vinyl hesitated, unsure how to answer that question, "She... Went on a very long trip."

"Cool! Wait, why didn't you go?"

"She went to... Canterlot. It's not really my thing."

Derpy raised an eyebrow, "But I thought you guys went everywhere together?"

Vinyl was silent, "Uh... Yeah... Canterlot just isn't my thing. Too many snotty snob ponies."

Derpy set her wall-eyed stare straight, which was very unlike her, "Vinyl, where did she really go?"

Vinyl bit her lower lip. She knew she couldn't keep a secret from Derpy, who could easily detect a lie. How was she going to tell her. With a sigh of reluctance, Vinyl broke.

"She... She went to Discord's Domain... By herself."

For a moment, Derpy stared at her, mouth open agape and eyes dilated to full size. The pegasus took two steps back before sprinting away, all the while screaming:

"BONBOOOOOOOONNN!"

---

Terror pulsed through Octavia's veins at the sight of the evil licorice pythons standing over her. If this was any other animal, she would have attacked it without hesitation. But it was a snake; a very large snake at that.

The first snake attempt to strike at Octavia, but she forced her terror-stricken limbs to move away. She did the most logical thing and ran as fast as her limbs would allow her to. She refused to face the snakes, even if she probably had the advantage.

If only Vinyl was here, Octavia thought through her fear, Then she would blast the snakes for me.

The mere though of Vinyl made Octavia enraged. She stopped, turning around and facing the snakes which were mere yards away. She drew both her cello bow and cello, preparing for attack. She didn't need Vinyl to handle her greatest fear. She could take the licorice snakes down herself. Besides, they appeared to be constrictor snakes, so they couldn't be poisonous. Even if they did manage to get Octavia trapped in their coils, she could just eat her way out of them.

Right?

The first snake came, jaws open to show two large fangs. Octavia used her cello, playing the bow across the strings until the bow caught on fire. Whipping it around, she blasted a wave of purple flames that caused the first snake to go careening into a bush. It was turned into a pile of tiny licorice that luckily did not re-form. Unfortunately, its buddy was only stunned momentarily. It attacked next, using its large head to knock Octavia's cello out of her grasp. It was lightning-fast in capturing its prey, and had Octavia trapped in its coils before she could even realize what had happened.

Terror rose in the gray mare again as she stared at the glowing yellow eyes of the licorice snake. Fear overruled her logic as the snake constricted, slowly choking her.

Hey! You idiot! A voice suddenly echoed in her head, Eat the stupid snake! It's made of licorice for crying out loud!

For some odd reason, the strange voice gave her courage to bite into the snake, taking a good-sized chunk out of it. The snake cried out in pain, loosening its body from around Octavia, who quickly used her cello bow to slice it into pieces of tiny licorice.

Thank you, strange, disembodied voice. Octavia commented in her thoughts.

Just Rainbow Dash is fine. The voice replied back.

Octavia was stunned for a moment, Rainbow? How are you talking in my mind?

Telepathic communication spell, Rainbow explained, At least, I think that's what Twilight called it. It takes a lot of my strength to use the spell though, so I'll only use it when I absolutely have to. Look, see the castle on the mountain?

Octavia craned her neck back, looking at the mountain a couple of miles off in the distance. She clearly saw the twisted castle dangling right over the crashing ocean that sat above.

Yes, I do. Octavia replied.

Okay good, Rainbow answered back, That's where me and the Crusaders are being held. Right now, I'm in the throne room. I'm not sure where the fillies are, but if you can get me out, we can find them together.

Sounds simple enough. Octavia remarked.

Hang on! I'm not finished. The only way you can get into the castle is if you have magic equal to Discord's, which you don't have. Instead, there's a secret way to get in via the dam. Y'know, that dam that filters all the chocolate milk?

So that's what that brown stuff is? Octavia mused, I thought it was... Something else.

Ew! Rainbow cried, You're disgusting, Octavia!

This caused the gray mare to sigh, Yeah, don't remind me.

Rainbow coughed, Okay, but you gotta hurry. Discord's watching you right now with some sort of magic orb thingy. He's gonna be keeping tabs on you with whatever you do.

Octavia felt a chill run down her spine, realizing that the "being-watched" feeling she had been having for the past few days was back, Great. I have an audience.

Look, I know you can do it, buddy, Rainbow said, You're not an ordinary mare like some might say. You defeated Nightmare Moon, and you can defeat Discord.

Octavia's eyes lightened with determination, You're right. I can do this, and I will do this! Thanks, Rainbow Dash.

No prob, Rainbow replied, Now go get 'em, Octavia!

Octavia drew her cello bow before advancing on and saying out loud, "With pleasure..."

---

"Bonbonbonbonbonbon!" Derpy screamed, running into the guild with Vinyl right on her heels, "Bonbonbonbonbonbon!"

Derpy was jerked backwards when Vinyl used her magic to grab her tail. Somehow, Derpy defied the laws of magic and broke free, running towards Lyra's chambers. The pegasus slammed the doors open, breathing heavily as she did before running towards Bonbon who was currently taking a break in the corner.

"Bonbon Bonbon Bonbon!" Derpy cried.

"What what what?!" Bonbon quickly replied, now worried by Derpy's panicky tone.

"Vinyl Vinyl Vinyl!" Derpy continued, now jumping up and down with each word.

"Yes yes yes?!"

"She said she said she said!"

Bonbon shook Derpy back and forth, "Spit out, Derpy!"

"I was talking to Vinyl and she said that Octavia went to some certain forbidden domain last night!" The pegasus said.

"She what?!" Bonbon exclaimed, her eyes becoming bloodshot, "Wha...? Why?!"

Just then, Vinyl came barreling into the room, nearly crashing into the two, "No! She's crazy! She hasn't had her muffins today and she's a little loopy! Octavia certainly did not go to Discord's Domain!"

"Yes she did!" Derpy argued, "You said it yourself!"

"You heard wrong!" Vinyl quickly shot back, "I said she went to see... The Disco Crane! It's uh... A crane that can disco dance!"

"Impossible!" Derpy cried, "I know all the disco animals in Equestria, and there's no such thing as a Disco Crane!"

Bonbon raised a skeptical eyebrow, "So Octavia went to Discord's Domain on her own? You didn't even bother to accompany her?"

Vinyl bit her lip, "Well... I didn't want to disobey Luna!"

Bonbon shook her head, "It's dangerous just to go to Discord's Domain by one's self. It's even worse when you're alone because you don't have moral support to keep a sane outlook on things!"

Vinyl gulped, "What are you saying?"

Bonbon looked at the two seriously, "Octavia could end up like Dinky and Celestia were once if she doesn't stay strong."

Vinyl scoffed, her mind suddenly remembering all the resentment towards her once-friend, "Big deal. It was her decision to go. It's gonna be up to her if she survives or not."

"Wait, what?" Derpy asked.

"You heard me," Vinyl replied, beginning to go for the door, "Octavia's on her own this time. It's her responsibility, not mine."

"But you two are partners!" Bonbon exclaimed, "So what about what Luna said? Your best friend is possibly trapped by a maniac, and you're just brushing it off like it's no big deal."

"She's not my partner anymore!" Vinyl screamed, baring her teeth, "She showed me that I can't trust her anymore, so I'm not concerned about saving her! So... So... Just shut up about it!"

Before they could say anything else, Vinyl sprinted out the door. Derpy and Bonbon exchanged glances, Bonbon's glance becoming grave.

"Their disharmony clearly has a higher power involved," The cream mare said, "Discord's got something to do with this."

"But what can we do?" Derpy asked, her wall-eyes stare currently very unsure.

Bonbon rubbed her chin before her eyes lit up with an idealistic look, "I know exactly what we have to do. We have to get Vinyl to remember how important her friendship is with Octavia. That's the only way we can hope to save their friendship."

Derpy smiled, "You've gotta a plan?"

Bonbon nodded, "I wouldn't be Bonbon if I didn't."

UGH! I am so sorry for the long wait. I've got pretty much the rest of the story planned out, but... *makes rainbow with hands* PROCRAAAAAAAAASTINAAAAAAATIOOOOOON. (If you get the reference, I'll give a virtual waffle!)

Anyways, on with the story!

---

The shadows were growing as Octavia trotted alone through the strange, foreign land. Rainbow had abandoned her, unable to keep the telepathic conversation going with her magic.

Octavia was getting tired. Her legs and hooves ached from all of the walking. She luckily had not been attacked by any of Discord's other "creations" since the licorice snakes and was thankful for it. With a quick decision-making thought, the mare dug through her saddlebags and pulled out a pop-up tent. She quickly set it up in less than a few seconds, thankful for the quick set-up.

Octavia crawled into the tent, setting her saddlebags in the corner of the tent. She grabbed a blanket from her bag and pulled it over her, protecting her from the cold night air. Her cello bow was tucked under her arm, signaling she was prepared for anything Discord had to throw at her during the night.

Truth be told, Octavia was scared. Without anyone by her side, she felt as though she was fighting for a lost cause. Even if she had Rainbow Dash, who technically wasn't "by her side", she still felt lonely. Octavia remembered something she had read in one of the many books... Something about Discord going after ponies who were alone, or were depressed and scared in order to manipulate them easier.

Well, I'm none of those, Octavia thought, clearly in denial, He won't get to me. I'm one of the mentally strongest ponies I know. Besides, what's the worst he could do?

Octavia remembered Dinky and Celestia. Dinky had an excuse, because she was young and naïve with very little experience in who to trust and who not to trust. Celestia however... She was the wisest and most discerning ponies in the land. If she could be tricked easily by Discord, then what could he do to Octavia?

She shook the thought away, determined to get some sleep before heading out again.

---

"You're crazy." Thorn said blankly to the cream mare who stood before him.

Bonbon rolled her eyes, "We need to get Vinyl to see that her friendship with Octavia is more than just a friendship. You're the only one who can help us prove that."

"But I can't change my form!" Thorn cried, "I never could, and I never will be able to!"

Bonbon paced within Lyra's chambers, her blue eyes periodically looking up to glare at the changeling, "This is our only chance. If the Guardians aren't going to do anything, then Octavia and Vinyl might be our only hope. They defeated Nightmare Moon on their own, they can defeat Discord if they work together."

"But Luna said-"

"I don't care what Luna said! Equestria's in major danger. The only way we're gonna save it is if we get 'tavia and Scratch back together. We can do it, but we need you Thorn."

Thorn looked down. His holey legs trembled with nervousness, "Alright. I'll try. But what are we going to do if I can't do it?"

"Let's not worry about that," Bonbon dismissed, "It's up to you, Thorn. You've gotta do this if Equestria is to be saved."

For a moment, Thorn stood there with his head down. He looked up, his pure blue eyes shining with determination. His horn started glowing a gentle green, but began sparking out almost immediately.

"You can do it, Thorn!" Bonbon encouraged, "You wanna prove that your not an undesirable, right?"

Thorn's horn glowed slightly brighter. He was straining though, as his eyes were shut tightly and his teeth were grinding together.

"Come on!" Bonbon yelled, now acting similar to a drill sergeant, "You can do it! Come on! You're a changeling, so, change!"

Thorn's body began sparking with green, his body struggling against its inability to change.

"You are a changeling, Thorn!" Bonbon yelled, "You are a changeling! So, CHANGE!"

With a loud roar, Thorn forced his body to light up in a flurry of green, changing his form. Bonbon was blinded by the light, forcing her to shield her eyes. When the light faded, the cream mare's eyes lit up as a smile spread across her face.

"You did it, Thorn," Bonbon said, "Now, time to take action."

---

Vinyl trotted alone through Ponyville. Everyone had heard about the "Discord's Doomsday" as it was called by the locals. All of the citizens were preparing, bringing in their outdoor objects, boarding up their windows, or going out to stock up on food. It was as if they were preparing for a huge snowstorm.

Vinyl was as calm as she could be. The coming "doomsday" was at the back of her mind. However, she couldn't help but wonder how Octavia was doing... She might have been fighting the cause of the coming doomsday right now for all she knew. Vinyl felt bad for how she had yelled at Octavia.

But she yelled at me too! Vinyl argued with herself, She was a big jerk about it anyway! Why should I forgive her? It's not like I'll be seeing her anytime soon...

At that very moment, a scream came from behind Vinyl, accompanied by a chorus of loud howls. The unicorn turned, discovering Derpy running towards her at top speed with a panic-stricken look on her face. Only mere feet behind her was an entire pack of angry and vicious timberwolves.

"Vinyl!" The gray pegasus screamed, "Help!"

Vinyl's instincts kicked in, causing her to expand her bass cannon, "Duck in cover, Derpy!"

Derpy obeyed, lunging foward and ducking down. Vinyl fired a beam of heavy electronic over the pegasus' head, taking out three of the wolves. There had to be at least two dozen left though, all of them coming after both her and Derpy.

"Get behind me!" Vinyl commanded. Derpy did as she was told and took cover behind the white unicorn. Vinyl's bass cannon still had to charge up, so she fended off the timberwolves with blasts of blue magic. There still way too many. Most of the citizens had run off or taken shelter in their homes, hoping to get away from the pack of wooden wolves.

"There's too many!" Vinyl cried as she blasted another wolf away. They started to surround both her and Derpy, slowly circling closer to come in for the kill.

"Do something!" Screamed Derpy, now hiding her face with her hooves.

The timberwolves approached closer and closer, snapping their wooden teeth. Their stench cause Vinyl's eyes to water and her stomach to do flip-flops. Her bass cannon still had not charged up and still had thirty seconds left to do so. The wolves would already be on them by that time.

Just then, a blur of gray jumped in front of the two. With a powerful kick, the newcomer took out four of the wolves, all of which ran away. The pony intimidated the wolves, so much so that they backed off for a moment. Vinyl managed to get a good look at the newcomer, causing her eyes to widen in surprise.

"Octavia?!" She screamed in disbelief, "Wha... How?!"

"No time to explain!" Octavia yelled back, "Just fight!"

Vinyl obeyed. Her bass cannon had charged up, allowing the weapon to let loose on a half a dozen timberwolves. They all broke into pieces or ran away from the sight of the oversized stereo. Octavia handled the rest with powerful kicks that smashed the wolves into piles of timber. Vinyl was a little confused as to why her friend wasn't using her trusty cello bow, but she brushed it off.

"First question," Vinyl began after all the wolves had run away, "Did you chicken out?"

Octavia shook her head, "Nope."

Right then and there, the gray mare's body flashed green, changing into the familiar, half insect, half pony that was the guild's newest member. He was smiling sheepishly, probably embarressed about being disguised as the female gender.

"Thorn?!" Vinyl asked in outrage, "Wha-?! What's going on?! You can change your form! Why Octavia?! Oh Celestia, you've gone evil again!"

"Correction." A voice said from behind. Vinyl turned, discovering Bonbon approaching her.

"I want an answer as to what the heck is going on here!" Vinyl demanded.

Bonbon was surprisingly serious, "A lesson."

Vinyl raised an eyebrow, "What?"

"A lesson, Vinyl Scratch," Bonbon repeated, "You see how you couldn't fight those timberwolves by yourself? You needed Octavia by your side to do so."

"Yeah, but it was Thorn," Vinyl stated, "Not Octavia."

"That's not the point," Bonbon growled, "You see what I'm trying to do? I'm trying to get you to see that you are weaker by yourself. Don't you think the same would apply for Octavia, who is now risking her life in Discord's Domain just because of a little quarrel you had?"

Vinyl played with a pebble on the ground, "I... Guess so."

Bonbon took Vinyl by the shoulders, blue eyes staring into slightly startled red, "Vinyl, this is serious. You and Octavia have something that hasn't been seen since the Guardians themselves. That friendship was strong enough to stop Nightmare Moon, and without that said friendship, Equestria would be in ruins. And if you don't go and save Octavia from Discord, Equestria may just be ruined forever!"

"I told you," Vinyl growled, pushing the cream mare away, "Octavia's not my friend anymore. It's her responsibility if she survives in Discord's Domain or not. Thanks for trying to get me to think otherwise, but-"

Vinyl was interrupted when Bonbon promptly smacked her across the face, leaving a red hoofprint on her cheek.

"Get yourself together, Scratch!" The cream mare commanded, "You and Octavia have been friends for ages now! You're just gonna throw that away because of some stupid disagreement?! This isn't you! You know you and Octavia's friendship is something greater, but you keep denying it! Don't you see what's happening? You've been... Been... Brainwashed!"

"Calm down, Bonbon," Vinyl said, rubbing her cheek where Bonbon had smacked it, "I haven't been brainwashed. I just... No longer trust Octavia. I have no reason to go and save her."

Bonbon looked as though she was about to blow a gasket. She pounded the ground with a hoof before letting out a frustrated sigh. At that very moment, Lyra came down the street, approaching them with a slightly amused look on her face.

"I see your plan failed," Lyra said to her companion, "Good thing that Lyra Heartstrings always has a backup plan."

"You can't convince me to just go to some dangerous place and save somepony who doesn't even appreciate me." Vinyl argued.

Lyra shrugged, "You're right about that. But... I can make you remember just how important your friendship is with Octavia..."

"Look, Lyra... Bonbon..." Vinyl started, "I appreciate the help, but I'm not going out somewhere where I could possibly die trying to save somepony else. It's common sens-"

She was interrupted when Lyra gently touched her glowing horn to the unicorn's forehead. The mint green mare back off, as Vinyl began staring into space. A couple seconds passed and Vinyl violently shook her head, taking in a deep gasp. She then suddenly took off, pushing Bonbon and Lyra out of her way.

"Whoa," Thorn gasped, "What did you do?"

Lyra shrugged again, "Memory spell. I aimed it at all of the memories of her and Octavia. It seemed to jog her memory, so I guess it worked!"

"Then where's she going?" Thorn asked.

"I heard Sugarcube Corner was having a super-mega muffin sale!" Derpy answered, "Maybe that's where she's going!"

"No..." Bonbon breathed, "She's going where her friend's going."

They all hesitated, afraid to speak the truth.

"Discord's Domain." They all said in unison.

---

"Oh man!" Vinyl panted, running down the path that lead to the beach, "Stupid Vinyl! Stupid stupid stupid Vinyl! Why did I let her go? Oh I'm so stupid!"

"Vinyl! Wait!" A voice called desperately from behind. Lyra, Bonbon, Derpy, and Thorn were all hot on the unicorn's tail. Vinyl slowed to a halt when she arrived at the beach, allowing for her pursuers to catch up.

"Vinyl, you have to prepare yourself," Lyra advised, "You can't go to Discord's Domain empty hoofed. You need supplies to get you through the journey. It wouldn't hurt to take a few friends too!"

"No one's going to go with me," Vinyl argued, "Besides, it's my fault Octavia's in danger. It's my job to save her and Equestria."

"Octavia might have already failed," Bonbon said, "We haven't heard anything from her all day. You have to take extra precaution and go with a friend."

"Yeah, but who would ever want to go to Discord's Domain with me?" Vinyl asked.

For a moment, no one spoke. However, after a few seconds, Thorn took a brave step foward, "I'll go with you." He said.

Vinyl stared at him, "Are you sure?"

Thorn nodded, "Octavia means a lot to me. She was the first pony to ever show me kindness, even though I am a changeling. I can't let her just... Die."

"Well said, Thorn." Lyra agreed. She turned back to Vinyl, "You got yourself a friend. What you need to do now is pack up lots of supplies, then summon Philomena, and you'll be on your way."

Vinyl smiled, "Thanks."

Bonbon returned the smile encouragingly, "Good luck, you two."

With that, the unicorn and the changeling took off up the beach, more determined than ever to get their friend back.

A new chapter has arrived! Thanks so much for all the reviews/favorites/follows. You're all so amazing! Oh, and... *gives Hi a virtual waffle* Yes! You got it right!

On with the story...

---

The sun was high in the sky. Octavia had reached the top of the mountain, now fast approaching the dam. Said dam was huge, made of strong stone. On one side, the sweet-smelling, brown liquid gently flowed in the pumps, then out of the pipes on the other side, dropping down about seven stories into gushing, violent rapids that flowed through the land.

Octavia stuck a hoof into the gentle side of the dam. She then licked her hoof of the liquid, tasting the sweet, chocolatey taste of chocolate milk. Rainbow wasn't kidding. Octavia looked over the dam, noticing how stable and expertly built it was. If Discord had constructed this entire place by himself, did he build this land-marking construction single-handedly? This made Octavia feel uneasy. It took an entire community of ponies to build a dam like this, but Discord had built it just with his magic alone, making Octavia realize just how powerful he was.

The mare advanced cautiously in case the dam happened to be laid with traps. Looking over the walls, Octavia was hit with a sense of vertigo, seeing just how far the drop was to the rapids below. She gulped and took a few steps backwards before continuing on.

A secret entrance, Octavia thought to herself, What secret entrance? This place looks pretty solid through and through.

She looked around, trotting the length of the top of the dam. She checked every nook and cranny for some sort of hidden entrance, but to no avail.

Hey, it's me again, Rainbow's voice came in over Octavia's thoughts, Having some trouble?

Lots. Octavia replied.

That's because you're not looking in the right place, Rainbow explained, The entrance is on the dam, under the chocolate milk on the unfiltered side. That's the the side without the hundred-foot drop.

Figures. Octavia sighed.

It's in the very middle about twenty feet down, Rainbow continued, Careful though. If you get sucked up in those pumps, it'll shred you to pieces, and that's very literal.

How encouraging. Octavia replied sarcastically.

Look, you just have to find the door and you should be in the castle, Rainbow continued, Can you do it?

It's up to me to save Equestria. Of course I can do it.

Alright. Good luck. Over and out.

With that, Rainbow's voice faded away. Octavia took a moment to figure out what she was going to do. If she could hold her breath long enough, she could find the door and get in with ease. The problem was that she wasn't all that great in the water, and it would probably be twice as hard in chocolate milk.

Octavia stepped up and stood on the edge of the wall. She took a deep breath before jumping off and diving into the milk. She rocketed down at just the correct depth, but she was unable to see through the chocolatey liquid. Her nerves tensed, hearing the mechanical grinding of the pumps just near by. She swam back towards the wall, feeling herself being pulled by a strong current. She felt along the wall, her hooves coming across a door with a handle. With her lungs about to burst, Octavia pulled down on the handle and opened the door. She was sucked into the entrance, entering a narrow tunnel that pushed her foward at turbo-speed. Her lungs screamed for air as she was jerked left to right, up and down, and even upside-down, heading to who-knew-where.

At last, the narrow tunnel pushed her into the air, allowing her to gasp for breath. She started free falling, her legs flailing uselessly in the air. She crashed into something soft and squishy that gave a loud SQUEAK! upon her landing. Octavia sat up, coughing and sputtering out chocolate milk. She was soaked to the bone with the chocolatey liquid, for her fur was stuck to her skin, and her mane was drooping in front of her face. Moving her mane from her eyes, Octavia checked her surroundings.

Where she was now was a dark room that was just light enough to see. The walls were black, and the ceiling was too high to see exactly how far it extended into the darkness. A giant pile of rubber duckies had broke Octavia's fall. In fact, all that was in the room was rubber duckies.

Hey, whatever works. Octavia thought to herself.

As soon as she stood, lights lit up a long passageway in front of her. They flickered on one at a time, lighting up further down the hall. Octavia escaped from the duckies and approached the hall.

"Well... Here we go..." She sighed.

---

Rainbow's heart skipped a beat as she watched Octavia advance down the hall from Discord's "magic-orb-thingy". Discord himself had fallen asleep, apparently bored with Octavia's journey.

Good, Rainbow sighed a relived sigh, Maybe Octavia can get in and get us out quickly. So long as Dipcord stays asleep...

Her wish unfortunately did not come true. Discord snorted before his eyes fluttered open. His vision focused on the orb before widening with surprise.

"How did she?!" He sputtered. He paused before whispering to himself, "...Note to self... Don't put in secret entrances..."

"Whatcha' gonna do now, Dipcord?" Rainbow asked, "Octavia's coming for you. I doubt you can stop her now."

Discord scoffed, "Don't be so sure, Dashie. I've got many tricks up my sleeve, quite literally too." He pulled out a playing card from under his arm and turned it into a microphone, "Now if you'll excuse me... I have a pony to test..."

---

The hallway was ridiculously long. Octavia felt her nerves growing the further she went down the hall. Drawing her cello bow, she advanced with extreme caution, ready for anything that might jump out and attack.

Octavia finally reached the end of the hall. She discovered there was only a simple door at the end. She tried the doorknob, which was locked. Jiggling the knob and pushing on the door proved to be fruitless. She was pretty sure there was no other way to go other than this way.

"Welcome, Octavia." A monotonous male voice spoke over invisible speakers.

Octavia jumped, nearly attacking the wall with her cello bow. She backed against the door, the voice decided to become not-so-monotonous and break into hysterical laughter.

"Oh! That face!" The voice cackled, "You're certainly an alert one, I'll give you that! Oh but your face... Oh I'm dying!"

Octavia recognized the irritatingly jolly tone, "You're the one to talk, Discord."

A displeased snort echoed through the halls, "Touché..."

"I'm guessing you're not going to let me through, are you?" Octavia asked, her eyes darting around the hall, searching for anything that might prove to be hostile.

"Incorrect!" Discord quickly replied, still refusing to show himself, "I'll let you through, but don't expect the challenges behind that door to be a piece of cake."

"Don't worry," Octavia shot back, "I've already expected it to be a piece of cake."

Unfortunately, Discord wasn't angered easily, "Alright, smart-aleck. Let's see what you got. Step through that door. If you can get past the trials on each floor and to my throne room, perhaps we can negotiate a little something so you can get your alicorn princess and the bratty blank flanks back."

Octavia knew there would be a challenge of some sort. It had already been a challenge getting this far. How much harder could it get? Taking a deep breath, Octavia gripped the door handle and turned it. With a shaky hoof, she pushed the door open and stepped into the next room.

---

Octavia didn't know what to expect once she stepped through the door. She was ready for anything that Discord had to throw at her. With her cello bow drawn and her cello ready for attack, she entered the room, the door closing behind her on its on accord.

What Octavia noticed first were the walls. The walls were a spinning, dark vortex of stars, planets, and flashing lights. Vertigo smashed into her like a ton of bricks by watching the walls, making her feel sick and nauseated. She saw that the walkway thinned and became very unstable and small the further it went into the vortex tunnel. Around the thin walkway were bottomless, pitch-black voids of nothingness.

"You have three challenges in all," Began Discord's voice over the invisible speakers, "Your first one is a physical test; get through the vortex tunnel without losing your balance and falling into the bottomless pit. Pretty self-explanatory. Oh, but before you go, I'll be taking that accursed instrument away from you..."

In a flash, both Octavia's cello bow and her compacted cello disappeared. At first, she was startled into rearing up. She then bared her teeth and pawed at the ground angrily.

"How do you expect me to defend myself?!" Octavia roared.

"Hooves," Discord promptly answered, "Use them. You have them for a reason."

Octavia wasn't intimidated, despite losing her cello. She could indeed handle herself with just her hooves. Discord apparently didn't know she was an expert at using her hooves.

"Now go on," Insisted the multi-beast, "You aren't going to save the world by just standing there."

Slowly, Octavia advanced on. The walls were making her sick and off-balance. She wasn't sure how she was going to walk across the unstable walkway when her brain was spinning from the walls. The first few steps were relatively easy, being that this paticular part of the walkway was wider than the rest. However, as Octavia progressed on, the walkway became thinner and much more twisting. Her eyes felt as though they had become wall-eyed, much like Derpy. She stumbled over her hooves and lost her footing on more than one occasion.

SNAP!

Octavia stepped wrongly and placed her weight on a loose piece of the walkway. She slipped, but managed to grab on to the side of the walkway. The broken piece of concrete fell into the bottomless abyss as Octavia dangled precariously over that same abyss. Her heart was beating wildly, her breath heavy with the fear of falling. Luckily, she got her thoughts together and pulled herself back on top of the walkway. She laid there for a moment, breathing quickly and heavily.

"I got my hopes up too soon," Discord's voice came in, causing Octavia to growl, "Oh well. You've still got a long way to go. You're gonna fall eventually."

Don't underestimate me, Octavia wanted to shout, but she kept her anger to herself. Getting back on her hooves, Octavia rose, limbs shaking and her breathing slowing down to a calm rhythm.

What do you do when you're on a boat with sea sickness? A familiar, raspy female voice echoed through Octavia's mind.

Look at the horizon. The mare answered blankly.

Exactly, Rainbow said, Do just that with the tunnel. Look at the end where it's not spinning.

Applying that to her situation, Octavia looked to the end of the tunnel where the walls were stable. Taking a deep breath, the mare continued on, now able to keep her balance by looking at the stable area ahead of her. She could do it now with her gaze switching between the walkway and the steady area. She didn't even feel slightly dizzy when she reached the very end of the walkway and came to the stable end with no spinning walls.

"Impressive..." Discord began, "I was expecting a lot less from you but... Huh."

Octavia flipped her hair, clearly proud of herself for being so clever.

"In that case..." The chaos spirit continued, "Proceed to the next chamber..."

Thanks, Dash. Octavia thought as she stepped through the next door.

No prob.

---

The next chamber was a simple, small cavern. In front of Octavia was a large console with three large buttons, one blue, one green, one red, each marked with a number measuring 1 through 3. She came closer to it, noticing that the machine seemed more magical than machine-like.

"Your next challenge is a mental test," Explained Discord, "You will be given a series of questions. Get them right, you'll advance to the next and final chamber. Get them wrong..." He chuckled, "Let's just say you'll be in for a nasty surprise..."

Octavia didn't like the way that sounded. She came closer to the console, placing her front hooves on it, preparing for the questions.

"First question... One knight, a king and a queen went riding in their boat. How many ponies were in the boat?"

The answers popped up on the screen. Her only selection was "Two", "Three", and "None".

"Easy." Octavia scoffed. Her hoof reached for the green button, which was for the "Two" answer.

Stop! Rainbow screamed in her head, freezing Octavia's hoof in place, It's a trick question. It's one knight. The K knight, not the time of day.

So three? Octavia asked.

You got it.

Octavia changed direction and went for the red button, which was for "Three". A single beep went off, signaling that Octavia had gotten it right.

"You are... Correct." Discord's voice sounded irritated, as if he was frustrated about Octavia getting the question right, "On to the next question... A teacher walks into her classroom, saying she's lost her glasses. Her class begins laughing hysterically, though the teacher is dead serious about finding her glasses. Where are these said glasses?"

No answers came up on the screen this time, so it obviously wasn't a multiple choice question. How was Octavia supposed to know where the teacher's glasses were? There wasn't much info that she could gather up from the question...

On her head, Rainbow came in to save the day, They were on her head. That's why she couldn't find them, and why her class was laughing at her.

Octavia wasted no time answering after hearing Rainbow, "On her head."

The successful beep sounded again. This made Discord growl angrily.

"You know, for just an average pony, you seem ridiculously smart!"

This comment caused Octavia to smirk to herself.

"Well, you've forced me to bring out the big guns! If you'll turn to the screen..."

Octavia turned to the screen, discovering an 8-bit illustration of a pony in camouflage, a fox, and a chicken all standing on one side of a pixelated river.

"You see it right?" Questioned Discord, "A hunter, a fox, and a chicken are stuck on one side of the river. They all have to get to the other side. However, here's the catch: The chicken can't be left alone with the fox, because the fox will eat it. The hunter can't be left alone with the fox, because he'll kill it."

There's no way to get them all on the same side without one dying, Rainbow explained, But if you flip the screen upside-down, they'll all be on the opposite side. It'll at least trick the game into thinking so.

Octavia obeyed and effortlessly flipped the screen upside-down. The game was tricked as the hunter, the fox, and the chicken started dancing happily. The screen cut out and Discord sounded like he was grinding his teeth together.

"Ohhh! You're a smart one..." He growled, "Fine. Go on to the next room, smarty-pants..."

A door opened in the wall, leading to the next room. Octavia happily advanced to the final room.

---

The final room seemed to be a long hallway that branched off in many different direction. The room was dark, but was just bright enough to see.

"Your final challenge is a combination of many different skills," Explained Discord, "Get through this maze in less than ten minutes and I'll allow you to advance to my throne room. Fail to do so, and you'll be stuck here forever! Isn't it lovely?"

Octavia wasn't nervous. She knew Rainbow Dash would help her out so she could get to Discord's throne room. It should be a piece of cake.

"Ready?"

Octavia crouched down, ready run into the maze.

"Go!"

Octavia took off, racing down the corridor of the maze. Immediately, Rainbow came in to give her instructions to get through the labyrinth.

Left! Cried Rainbow.

Octavia turned on the next passage that led to the left.

Right!

Octavia obeyed and turned on a passage leading to the right. And so on and so forth.

Straight! Left! Right! Straight! Straight! Right! Straight! Left!

Eventually, Octavia came to the end of the maze. Rainbow was cheering happily in her head, while Discord was growling angrily.

"You... How do you do this?!" He demanded, "You're... Ugh. No matter. I'll deal with you when we're face to face..."

With that, the door opened. Octavia stepped through, her cockiness currently through the roof. All she had to do now was take Discord down, free Rainbow and the Crusaders, then head back to Equestria. It couldn't be that hard, could it?

---

After Octavia had stepped through the door, her cello bow and cello returned to her side, just as Discord had promised. She found herself in the same hall that had been in one of her visions. Same twisty floors, color-shifting walls, exploding pictures, and physics-defying doors. At the very end of the hall was the same graffiti-scrawled door.

Octavia did not hesitate. She galloped hurriedly to the door, stopping when she got to it. With a deep breath, she prepared herself to face the biggest challenge yet; one that would make Nightmare Moon look pathetic. Already, it had been a challenge, and she knew Discord wasn't going to cut her slack.

Slowly, Octavia's hooves rose to the door handles. Unexpectedly, they opened on their own, revealing the creature who had made her adventure in this accursed island so difficult.

"Octavia!" Exclaimed Discord in an overly happy voice, "I have been expecting you!"

Vinyl quickly packed her things, her limbs tingly with anticipation. She and Thorn agreed on packing their stuff, then meeting in the town square before heading to the beach to summon Philomena. Vinyl didn't have much to pack other than a week's supply of food and a tent, so she was done pretty quickly.

Vinyl hurried out of Dragon's Bluff and into Ponyville's main square, where her changeling companion was already waiting for her. He stood impatiently, his fly wings buzzing with anticipation. He looked almost as nervous as Vinyl felt.

"Ready?" The white unicorn asked.

Thorn nodded, "As I'll ever be."

They started to walk together. However, an orange blur shot through them and stood before them, preventing the two from advancing to the beach. At first, both Vinyl and Thorn weren't sure who the newcomer was, but her fiery orange mane gave it away.

"Sunset Shimmer?" Vinyl asked, "Shouldn't you be somewhere eating foals or being someone's else's trouble?"

Sunset calmly ignored the insults and straightened her mane, "Do you really think I came here just to bother you?"

"Well, I'll go ahead and let you know," Vinyl began, "That we don't have any valuable treasure. Unless you count an apple as being valuable."

"I don't want your treasure," Sunset replied rather blankly, "What I want is to go with you."

Vinyl scoffed, "As if we would. You're nothing but a backstabbing, unreliable jerk!"

"Look, I know I might of treated you bad in the past," The orange mare began, "But if you please just let me go, I'll make up for all those things I did."

Vinyl ignored her pleas, "Where's Gilda and Lightning Dust?"

Sunset hesitated, "That's not important right now. Won't you please let me go with you?"

Thorn shrugged, "The more ponies we have, the more of a chance we stand against Discord. Strength in numbers, after all."

"You've never met Sunset Dimmer though," Vinyl growled, "She tricked us into almost getting killed!"

"But I swear by Celestia!" Sunset exclaimed, "I'll help you this time!" She paused, "Plus, if you don't let me go with you, I'll tell Luna you're going to Discord's Domain."

"There's the Sunset Shimmer we all know and hate," Vinyl sneered, "Well, since you're gonna blackmail us, I guess we don't have much of a choice. You packed?"

Sunset gestured to her saddlebags, which were all packed and ready to go.

Vinyl sniffed, "Alright. I guess Thorn's right. We're probably stronger in numbers. Maybe Discord won't expect two unicorns and a changeling to show up to stop him." She turned towards the path leading to the beach, "Well... Let's go."

---

With no hesitation, Octavia drew her cello bow and readied to defend herself. However, Discord did not attack as she would have expected. Instead, he held up his mismatched hands defensively.

"Whoa there, Psycho Cellist," He said, "In case you're wondering, I support classical music. No need to shove it down my throat; and that's quite literal."

"You know what I'm here for," Octavia growled, refusing to put her cello bow away, "So hand them over."

This caused Discord to laugh, "Ah yes, the loud-mouthed Alicorn and the bratty blank flanks... Before we get to that, why don't you come in and sit down, my dear?"

In a flash, Octavia found herself seated at a small café table. On the table in front of her sat a cup of what appeared to be piping-hot tea. Seated across from her was Discord, drinking his tea like a regal, old Englishman.

"So you came all this way to save Rainbow Crash and the blank flanks," He began, "Definitely impressive. Especially when even Lulu and her cronies wouldn't come."

Octavia knocked the tea in front of her aside, the cup breaking on the floor and the tea splattering out, "Stop playing games. Give me what I came here for."

"Now look at what you've done!" Whined Discord, gesturing to the spilled tea on the floor, "I just had those floors waxed! Now I'm going to have to rewax them, thanks to your clumsy hoo-"

At that moment, Octavia couldn't take it anymore. She lunged across the table and tackled Discord, taking his long neck in her hooves. However, she discovered that the real Discord had disappeared and replaced himself with an inflatable version that shared uncanny resemblances. It popped and sputtered out pathetically upon Octavia putting pressure on it.

"What the..." She started, but something yanked her back by her tail and dangled her in mid-air. She was raised up -while upside-down- to meet the sneering face of Discord. His tail was wrapped around her own, threatening to drop her head first on the hard, black-and-white tile floor.

"Feisty, aren't we?" He chuckled, "Here I am, just wanting to make a friendly negotiation, and all you can think about is beating me into submission. And they call me the spirit of disharmony?"

Octavia only growled resentfully as Discord placed her back down on her chair. This time, her rear was glued to the seat, making her unable to get up and attack again. Her opponent took a seat calmly in front of her, summoning the tea once again.

"I realize you're not very happy about this whole thing," Discord began, "But I'm not one to just give up something I worked so hard to achieve. Therefore, I decided since you worked so hard to get here, I'll make you a deal."

"What kind of deal?" Octavia asked, cautiously guarding her mind and heart in case Discord decided to pull out an unexpected curveball.

This question caused the multi-beast to chuckle condescendingly, "A choice between two, very important object. You chose either Dashie and the Crusaders, or..."

"Or... What?"

"Hang on! I'm thinking..."

Octavia waited patiently as Discord began to pace. He eventually gave up pacing and sat himself back down.

"How about this..." He started, "I know there's a special somepony in your life, but you just can't have him..."

Octavia tensed, "I don't have a special somepony."

This caused Discord to laugh, "Oh, you don't? Not even a little school-filly crush?"

Octavia shook her head.

Discord rose from the seat and began circling around the table, making Octavia nervous, "Well, you may say so, but is it true? You've lost a little piece in your life that can't be replaced. It's not your friends at the guild, nor is it Vinyl Snatch."

"Scratch."

"Whatever. Anyways, what I have to offer you is something of great worth. Something that may change your mind about saving Rainbow and the Crusaders."

Octavia snarled, "You can't give me anything that will make me change my mind. I came here to save them, and that's what I'm going to do."

Discord slid closer to the mare, making her jump at first. He leaned right next to her ear and whispered a simple question.

"Not even for Whooves?"

---

I apologize for the short chapter, but I had to cut it here for because cliffhanger.

DUN DUN DUUUUUNNN.

Octavia's mouth dropped open as her heart kicked into overdrive. Sweat began to pour out of her as she turned back to Discord.

"Wh... What?"

"I said, not even for Whooves?"

Octavia stared at him, her mouth still open agape, "Whooves?"

"Is there an echo? I said Whooves, not anyone else."

Octavia gulped as she stared into the red and yellow eyes of her enemy, "H... How do you know Whooves?"

This comment caused Discord to cackle condescendingly, "I've known you both for a very long time, and you've both been a huge thorn in my side. Foiling my plans to throw Equestria into eternal chaos and mayhem... You're both the bane of my exsistance ever since I decided to switch back to the dark side of the universe."

"What are you talking about?" Octavia inquired, "Whooves wasn't here when you attacked the Tower of Noon and Princess Celestia. He was long gone."

"Oh my sweet and simple Octavia," The multi-beast chuckled, "I'm not talking about the Tower of Noon. I'm talking about its close counterpart, the Tower of Midnight."

For a moment, Octavia was confused as to what Discord was implying, "...What do you mean?"

"Remember when Bonbon speculated that there was a higher power involved in the collapse of the tower?" Recalled Discord, "Take a guess as to who that higher power might just be."

Octavia's heart nearly stopped, "Impossible! You can't be responsible for that whole fiasco! You'd have to have months and months of-..." She paused, "Oh..."

Discord nodded, "Time travel, dear Octavia. It's much simpler when you're an omnipotent being of pure chaos." A small charm appeared in his paw: a blue, irregular shape that looked as though it had suffered damage, "Don't believe me? This little decoration belonged to Nightmare Moon. Have a look for yourself."

He tossed Octavia the charm that ended up landing in her lap. Immediately, the familiar dizziness kicked in and her sight faded into black, plunging her into a different time and place.

Octavia found herself back at the very top of the Tower of Midnight. Luna stood at its edge, looking up at the beautiful full moon above. She seemed to be happy and content with it, for a smile was on her face. However, that smile quickly faded when a familiar, deep-throated cackle sounded through the area. Luna whipped around, her senses kicked into overdrive as her eyes darted around, searching for the enemy.

"W-who's there?" The princess asked, appearing unafraid, but her shaky voice suggested otherwise.

The laugh sounded again, "A friendly visitor, Luna dear."

Octavia watched as the familiar sight of the mismatched beast appeared before Luna. She took a defensive stance, her horn glowing with a hostile light.

"Save the attacks, princess," Said Discord with a hateful sneer, "You know your attacks are like you throwing stuffed animals at me; they have no effect."

"What are you doing here?" Luna asked calmly, "The Gears banished you from Equestria."

"Can I not come and visit my favorite princess?" Asked Discord, the hateful sneer becoming a playful smirk.

"ANSWER THE QUESTION, FOUL BEAST!" Luna screamed at the top of her lungs.

Discord held up his hands defensively, "Easy with the caps locks, Luna... You want to know why I'm here? Obviously, to alert you of a horrible villain lurking Equestria."

"You mean yourself, correct?"

"Incorrect! There's a certain somepony who's been stealing the Gears of Harmony in order to bring about Equestria's downfall. I know who he is and I'll tell you who... But it will come with a price."

Luna stared hard at the chimerical creature, "Why should I trust you? You shall leave here immediately, beast! Take your bag of tricks with you!"

Discord was suddenly holding a large bag labeled "TRICKS". He sighed and threw it over the side of the tower, "You're just a huge spoilsport, aren't you, Luna?"

"Leave me!" The Alicorn growled, "Before you force me to do something that you will regret!"

Discord ignored her threat and steadily approached her. At first, Octavia thought he was going to do something annoying, like smash a pie in Luna's face. Instead, he started to circle around the nervous Alicorn, all the while smiling evilly.

"I would think that the princess of Equestria herself would want to help protect her own kingdom," He began, "Being that this villain is targeting Equestria's only protection. He means to bring about the fall of Equestria into eternal darkness and confusion... Don't you think I'm telling the truth, since I usually support worldwide confusion?"

Luna was silent.

"I see... Well, since you obviously care nothing for your subjects, I'll just be on my way..."

"Wait!" Luna interrupted, "Tell me who this villain is and how I can stop him."

This reply pleased Discord, "Very well. You asked for it."

Unexpectedly, the draconequus lunged at Luna with avian talons and feline claws bared. The ebony alicorn was ready, immediately avoiding the attack with ease. However, Discord planned ahead and used his tail to knock Luna off balance. She landed face-first into the floor, hurriedly standing back up before her opponent could attack again. She attacked with a blast of magic, but Discord was gone before the blast could even leave her horn. Luna was jerked backwards by her hind legs, as she felt something slithering up those same legs. The familiar sight of her enemy's red, reptilian tail had grown to an impossible length and was now coiled around her body, keeping her limbs secure and keeping her from escaping.

"It's about time I take back what is rightfully mine," Snarled Discord, bringing the imprisoned Luna up to his face, "In other words, the respect that so many of you judgemental ponies lacked."

This made Octavia confused. She thought that Discord wanted power, but instead, he said he wanted respect instead. That didn't match up with his behavior whatsoever. What did he mean by judgemental ponies? The comment made no sense, but then again, this was Discord after all. Octavia was forced to watch and see if she could gather up more info from the scene.

"Release me, beast!" Luna demanded, struggling around in Discord's tail. This only resulted in him tightening his tail around the alicorn, nearly choking her in the process.

"It's time that Equestria relives its biggest Nightmare." The multi-beast said with a sadistic chuckle.

For the first time since Discord had invaded her tower, Luna looked truly afraid, "Don't you dare! Get away from me, you-!"

She was cut off when Discord lifted her closer, held her chin with a vice-like grip, and did what Octavia expected him to do. His red and yellow eyes quickly changed into hypnotic, multi-colored spirals that put Luna under his spell. This was signaled when Luna's eyes changed to match her captor's. When the hypnosis was complete, Discord released Luna, who fell to the ground, passed out.

Her attacker was pleased and disappeared, erasing any evidence of him ever being there. Luna in the meantime, was surrounded by a pitch-black aura that began to overtake her body as a familiar, violent red storm cloud began to form above, ready to attack the tower vigorously. The vision cut out, thrusting Octavia back into Discord's throne room. He was still standing there with a smug smirk that matched the one he wore before brainwashing Luna.

"You know what else I did to make your life miserable?" Discord added, "I split you up from Whooves. It was me who sent you to the past in hopes of getting rid of you so you couldn't foil my plan to end Equestria's peace and prosperity. Unfortunately, Whooves found you, you went to the Tower of Midnight, blah blah blah... The rest is history."

Rage began to boil deep in Octavia's soul. She realized her life had been a huge mistake, revolving around the plans of a madman. She realized that it had to have been Discord who sent Sombra, the stallion who was responsible for taking Whooves away from her. She realized that it was Discord that had been stalking her the past week, as the strange whistle-bird, the shadow in Blizzard Island, and the unnatural feeling of constantly being watched.

Octavia's eyes burned with rage as she looked back up at Discord, "Why me?"

He shrugged, "Truth be told, that's the exact flaw in my plan. Whooves was clever enough to restore your memories and get you back on his side, even through Sombra's clever ploy. I now see that I should have sent Whooves back and took his memories instead of targeting you. Perhaps I hoped for Whooves to be emotionally damaged? Nah, I don't know what I was thinking..."

Octavia didn't say anything. She simply stared at the floor with a saddened look on her face.

"Anyways," Discord interrupted, making the glue on Octavia's seat disappear so she could stand up, "Back to our little negotiation... What I was thinking was that I could give you Whooves, but you would have to leave my Domain and never again interfere with my plans. Or, I could give you Rainbow Dash and the blank flanks, but you'd have to fight and defeat me for them. Sounds fair, doesn't it? Whaddaya say?"

For the longest time, Octavia was silent, too submerged into her thoughts. All this time, her entire life had been a huge mistake. It all seemed like one big lie now that she knew the truth. However, she started to think optimistically.

If Discord hadn't sent her to the past, Octavia would have never met Derpy, Lyra, Bonbon, Minutte, Lucky, Carrot Top... Heck, even Trixie and Team Vengeance meant a lot to her. Most importantly was Vinyl, the first pony she met upon washing up on the beach. That single mare had become her best friend and had been there by her side through thick and thin. Vinyl had never left her side intentionally. Octavia was hit with a painful realization as to what had happened.

She had left Vinyl's side. She had left all of her friends at the guild's side. Vinyl wasn't the jerk, Octavia was. If she chose Whooves, she would be abandoning all of the ponies in Equestria's side.

Octavia stood up, now knowing what she was going to do. Drawing her cello bow, she glared at Discord with an angry purple fire in her eyes that made even the cocky spirit of chaos cringe slightly.

"Sorry, Discord," She growled, "But your tricks aren't going to work on me. I know Whooves is gone forever, and I've refused to accept that ever since he sacrificed himself. It might have been my downfall if you haven't given all that precious info about you attacking Luna and turning her into Nightmare Moon. I know now that I have made a terrible mistake by stabbing my best friend in the back. I'm not going to make that same mistake in saving Equestria again. We fight. End of story."

For a moment, Discord was stunned. He eventually sighed and looked at Octavia with an annoyed expression.

"Suit yourself," He said, "We'll do this the hard way."

Octavia was expecting him to lunge at her. She sidestepped, but Discord recovered quickly and attempted to use his tail to knock her off balance. Octavia had seen the ploy before and quickly jumped over his tail like a filly skipping rope. Using her cello bow, she attacked his backside with a quick slash that caused him to squeal in surprise. However, it didn't do much to harm him, but only seemed to make him angry. He was however, stunned for a couple seconds, allowing his opponent to make an escape towards the door.

"In your dreams, pony!" Hissed Discord.

With the sound of snapping fingers, the door slammed shut on its own, right before Octavia reached it. She tackled it with all of her might, slamming her shoulder against it in hopes of breaking it open. Her opponent rose up again, laughing intimidatingly.

"As any other corny villain would say," Discord taunted, "Nowhere to run now!"

Octavia disobeyed his comment and ran to the other side of the room, only to have the floor attack her; quite literally. There was a crack formed in the floor that wasn't there before. Octavia's hoof struck the crack, causing her to fall face first into the floor. She was dazed just long enough for Discord to grab her with his tail, restrain her with said tail, and lift her up to his face.

Octavia was a little too stunned to know what was coming next. This was exactly what happened to Luna, right before...

Oh no...

"You know, Octavia," Discord began, "You've been too much of the goody-goody hero type. You've got too much confidence, too much self-esteem, and too much love of you prissy pony friends and Equestria's harmonious ways. I think you need just a tiny... Attitude adjustment..."

Octavia's quick thinking decided to flee her as Discord turned her head towards him. She tried to look at any other part of his face other than his eyes, but to no avail. That hypnotic, spiraling stare drew her in like a fish on a reel to where she could escape it no matter what. A dizzy, nauseating feeling overtook Octavia as she felt Discord release her and coldly drop her on the floor. Darkness clouded her vision before she fell unconscious. The last thing she remembered was Discord, laughing at her failure to beat him.

---

It seems as though people are really enjoying this. Well, that's easy to say, considering the 80 plus reviews. I'm so happy that so many people are enjoying my simple little story!

And I leave you with another tragic cliffhanger. *evil Discord laugh sounds in the background*

Oh my goodness! Nearly ninety reviews! I didn't know this would get so popular! Thanks to all who support this story and those who make me very motivated to keep writing it!

---

A squawk from Philomena woke Vinyl from her not-so-peaceful slumber. Thorn and the uninvited Sunset Shimmer also awoke. The majestic phoenix pointed with her beak to a floating island in the distance. All around it was strange-looking clouds, flashing with multi-colored lightning.

"We'll be approaching soon." Philomena said with an edge of uneasiness in her voice.

Thorn and Sunset crawled to the front of the great phoenix to get a better look at the island. Thorn gasped, his changeling eyesight seeing something that the two ponies couldn't see from the distance they were at.

"It's upside down!" He exclaimed.

"It's what?" Vinyl asked.

"The island is literally floating upside-down!" Thorn repeated, "That's... How in Celestia's name is that possible?"

"It's Discord," Sunset said blankly, "What do you expect?"

Vinyl's ears laid flat against her skull. Her bright red eyes registered worry; worry that Thorn picked up on.

"Nervous?" He asked.

"You have no idea," Vinyl said, "This is the first mission I've gone on without Octavia with me. I'm... I'm worried sick about her and what that creepy... Whatever-he-is is doing her."

"Octavia's a very strong mare," Thorn replied, "Probably the strongest I've ever seen. If anything, she's got Discord knocked out and she's heading back as we speak."

"But what if she couldn't stop him?" Vinyl insisted, covering her face with her hooves, "We've just got to get there now. Can't you go any faster, Philomena?"

"This is as fast as I can go," The phoenix said, "If I go any faster, those enchanted clouds above might attack us."

So Philomena cruised along. Thankfully, the clouds let them pass without so much as a single rumble. As they approached closer, Vinyl saw what Thorn was talking about. The island was indeed upside-down, making her gulp.

"Oh Celestia." Was all she could manage to say.

"Hold on," Philomena spoke, "The gravity shifts when you approach the island. I have to flip upside-down so it won't pull us down."

The two mares and one changeling held into the phoenix with all of their might. Philomena sped up, slowly turning, then whipping her body upside-down when she flew under the floating island. The three felt the gravity change drastically as they entered, making them feel nauseated.

Slowing her momentum down, Philomena gently landed at the dock located at the very edge of the island. She crouched down and the three hopped off her back.

"Thanks." Vinyl acknowledged.

"You're always welcome," Cooed the phoenix, "Be careful. This place is not to be taken lightly. Neither is Discord. Do not fall for his tricks."

"Noted." Vinyl replied with a salute.

With her warning given, Philomena took off again. Vinyl, Thorn, and Sunset turned towards the island, taking in all of its unnatural sights.

"Well..." Vinyl began, "Let's go."

They started to trot into the forest made of candy bars. All of them were on high alert for whatever was to come. A few minutes passed and nothing had attacked them, so they allowed themselves to start chatting.

"So Thorn," Vinyl began, "What made you want to come all the way out here?"

The changeling hesitated for a moment, "Y'know... Just repaying Octavia."

Vinyl stared at him, "You came all the way out here to one of the most dangerous places in the universe... Just to repay her?"

Thorn shrugged, "I suppose so."

Vinyl was silent for a moment. However, she looked back at Thorn, a mischievous smile on her face, "You like her."

Thorn was apalled, "What?! That's crazy! I mean, I like her as a friend, but I don't like like her!"

"Thorn's got a crush! Thorn's got a crush!" Vinyl sang.

"I do not!" He blushed harder, "Changelings can't love anyway..."

"Don't give me that!" Vinyl argued, "You aren't like other changelings. You're totally in love with her!"

"Am not!"

"Are too!"

"Am not!"

"Are too!"

"AM NOT!"

While Vinyl and Thorn argued, Sunset caught a whiff of something that didn't smell of the sickly sweet candy. Looking around, her blue eyes narrowed, trying to see if she could pick up on anything that might have been lurking in the bushes. However, her search was interrupted when Vinyl suddenly let out a scream. Whipping her head around, Sunset discovered Vinyl half way into the bushes, holding on to a chocolate bar tree with all of her might.

"Something's got my leg!" She shrieked, "Something's got my leg!"

"Hold on!" Thorn shouted, jumping into the bushes in hopes of seeing what had grabbed Vinyl. However, he was slapped aside by a black blur that threw him backwards a few feet.

"What is it?!" Vinyl demanded, "Oh Celestia! What is it what is it what is it?!"

Cautiously, Sunset conjured up a force field of magic and advanced into the bushes. More black blurs slashed at her barrier, nearly hitting her on more than one occasions. Sunset couldn't get any closer without hurting herself.

"Can you see what it is?!" Thorn asked.

"Uh!" Vinyl replied, straining under the pull, "It looks like-!... A plant...?!"

"A what?!"

"A plant!" Vinyl repeated, "Some kind of vine! It's black with blue spikes! I'm pretty sure it likes the taste of pony flesh, so GET ME OUT OF HERE!"

Thorn attempted to conjure up a magic, but Sunset jumped out of the bushes and stopped him.

"Don't!" She said, "I've seen these things before. They cause unicorn magic to go haywire and not respond. These plants have only one weakness!"

Digging through her saddlebags, Sunset pulled out a spray bottle labeled: The Flim-Flam Brothers' Weed Killer. Sad weeds, but one happy gardener!

"Weed killer?" Thorn asked, "How is that going to help? The things are magical! Weed killer can't kill-"

Sunset approached the vines bravely, aiming the nozzle of the bottle at them. With one simple spray, the weeds recoiled, shriveled slightly, then retreated into the bushes. The vine tugging on Vinyl released her, causing the unicorn to frantically scramble out of the bushes, breathing erratically.

"Holy Celestia riding a celery stalk to the moon," Vinyl gasped, "That was terrifying!"

"You okay?" Thorn asked.

Vinyl looked at her hind leg, "Looks like it might have scratched me up a little. Other than that, I look fine." She looked to Sunset, "Thanks, Shimmer. Perhaps you aren't as much as the demon spawn I thought you were."

Sunset raised an eyebrow, "Er... Thanks? I guess..."

Vinyl stood up, brushing herself off, "Well... We better keep going. Let's hope we don't run into anything else like those things again."

They continued on without another words. However, Thorn began to have a very important chat with Vinyl.

"Aren't you just a little suspicious?" He asked.

"'bout what?" Vinyl replied.

"Sunset knew how to kill those plants."

"She said she's seen them before. She probably knew how to kill them from experience."

"But how did she know to bring a bottle of weed killer? Who brings weed killer to battle the... Things in Discord's Domain?"

"Uh... Sunset Shimmer?"

"Yes?" Sunset interrupted, hearing her name.

"Nothing." Thorn quickly dismissed, "Let's just keep going."

---

The doors to Lyra's chambers slammed open. The mint-green unicorn looked up from her book, discover an enraged Princess Luna stood there, her face in the biggest snarl that Lyra had ever seen on any pony.

"What hath thou done?!" The alicorn screamed.

Lyra wasn't sure what she was talking about, "Uh... Pardon?"

Luna growled, "Thou knowest exactly what I speaketh about! Thou hast allowed more ponies to travel and enter Discord's Domain!"

Lyra laughed nervously, putting her book aside, "Um... I have no idea what you're talking about!"

Luna approached, her eyes glowing with an angry fire, "Why hath thou done such a thing? I gave strict orders to never go!"

Lyra sighed a looked down, "I couldn't just not let them go. Octavia had gone in secret, I couldn't stop her. And I just couldn't break Vinyl's heart and not let her go. Thorn and Sunset chose to go."

"Four ponies went?!" Luna looked as though she was about to have a heartattack, "You...! How...?" She rushed out the door, groaning in frustration.

Lyra followed her, wondering what she was going to do. Luna faced all of the guild members, who quickly turned to her with anxious looks on her face. She then said something that made Lyra the happiest she had ever been.

"I need a team to go to Discord's Domain," Luna announced, "Who will join me?"

---

Vinyl, Thorn, and Sunset approached the large dam, their anxiety and nervousness rising within them. Stepping onto the cold stone of the dam's structure, Vinyl stopped and looked around.

"Looks like we just have to cross this river and we'll be to the castle." She said.

"Problem is getting inside without being seen." Thorn added, "If we can even get in. I can't see any front door on that thing."

They trotted ahead slowly and cautiously. Sunset was strolling behind them, glancing over the sides of the dam to look at the sweet-smelling liquid flowing below.

"So..." Thorn began, "How exactly are we gonna stop Discord once we get in there?"

"Duh," Vinyl replied, "I'll use my bass cannon, you can use your changeling powers, and Sunset can use... Her weed killer."

"Against a guy who can bend reality at his will?"

"Who knows? He might be half plant with that mixed-up body of his."

Thorn looked over his shoulder, "Speaking of Shimmer, where is she?"

Vinyl turned around, "Uh, Sunset?"

It seemed as though the orange unicorn had vanished. However, their question was answered when a powerful force knocked them both sideways. Vinyl crashed into the dam's siding and found herself dangling over he seventy-foot drop to the raging rapids below. Thorn was thrown against the wall and stunned. Clueless as to what had just happened, Vinyl dangled precariously over the side of the dam. Unexpectedly, Sunset appeared at the edge, looking at the helpless Vinyl. She was smiling in an all too friendly way, causing Vinyl to scowl.

"You!" She growled, "You're working for Discord! Oh, I shoulda known!"

"Not in the least," Sunset replied with a smirk, "You've gotten too much of the attention, you and that cello player. It's time that I become the hero of the day."

"That's not what being a rescue team is about!" Vinyl cried, her hooves slipping, "By getting rid of us, you're no better than Discord!"

Sunset simply scoffed, "Well then, you can just fall to your death for all I care. You've gotten in my way far too much," She saluted tauntingly, "So long, Vinyl Scratch."

With that, she ran off. Vinyl's grip on the side of the dam was failing. She attempted to push herself back up on to the stable parts of the dam, but her weak upper body strength proved to hinder her. Her hooves were hurting, her mind was blurred with the recent hit. Where was Thorn? She couldn't hold on for much longe-

SNAP!

Vinyl found herself falling towards the rapids below, her mind completely lost within failure and betrayal.

"Octavia?"

Octavia coughed, hearing the high-pitch voice call her name. Her eyes cracked open, her head still spinning and aching. She looked up through her blurred vision and saw three small faces staring at her.

"Ohhhh what a relief!" Said Sweetie Belle, "We thought you were dead!"

"We did not!" Scootaloo exclaimed.

"You were the first one to scream, she's dead!" Apple Bloom argued.

"Nooo... That was Sweetie Belle!"

"Was not!"

As the three fillies argued, Octavia sat up. Her brain felt as though it was slamming against her skull; her headache the worst it had ever been. She felt sick to her stomach when trying to recount what had happened. Looking around, she discovered that she was in a small jail cell with the Cutie Mark Crusaders. The walls were covered with senseless graffiti, and the floor was damp and uncomfortable. Across from her cell was a wingless, hornless Rainbow Dash, staring at her with worried, magenta eyes.

"What... What happened?" Octavia asked Rainbow Dash.

"We don't know," The cyan pony replied, "Discord came down here and threw you in the cell you're in now, then left. That was about an hour ago."

Apple Bloom smiled, "But it's good to know you're okay, Miss Octavia!"

"Even if you didn't beat Discord!" Sweetie added.

Octavia's heart skipped a beat, "Wha... I didn't beat Discord?"

"Uh, duh!" Scootaloo replied, "Or else we'd be outta here!"

Trying to recount what had happened only made Octavia's headache worse. How had she been defeated? She was keeping her guard up and being smart just like Philomena had advised. Did she let her guard down by accident? She just couldn't remember.

"Well, now that you're here," Rainbow said, "We don't really have much hope. I was hoping you could stop Discord and free us."

Octavia cocked her head, "Why would you say that?"

Rainbow stared at her, "Because... I was hoping you could stop him, since you stopped Nightmare Moon."

Octavia seemed a bit lost, "You expected me to stop him?" She laughed, "That would never happen! I might as well been attacking a steel wall and hoping for it to fall!" She covered her mouth, gasping in surprise. What had she just said? That had come out completely by accident. That wasn't even what she meant to say!

"...What?" Rainbow asked.

"You heard me," Octavia began again, "I knew I couldn't stop him. I had no hope for it!"

"Miss Octavia, are you-?" Apple Bloom started to ask.

"I'm fine!" Octavia interrupted. She started to pace the cell, "Except for the fact that we're all gonna die in here, I'm peachy-keen!"

"Wha..." Sweetie started, but Octavia promptly poked her in the chest.

"That's right, Squeaky Belle!" The gray mare growled, "We'll all be stuck inside here until the day we die! We'll never see Ponyville again, nor will we see our family!"

Sweetie Belle's green eyes started to tear up. She then bursted into loud crying, throwing her head back and wailing to the ceilings.

"Octavia!" Rainbow exclaimed, "What in the world has gotten into you?! Why are you such a downer-?!"

She stopped abruptedly, magenta eyes meeting once-violet eyes. Those same eyes started to tear up before the gray mare collapsed on the floor, joining Sweetie Belle in her weeping.

"Oh no..." Was all that Rainbow could sputter out.

---

"Vinyl."

Vinyl pushed the prodding hooves away from her, rolling on her side and cuddling something soft.

"Vinyl!"

"Whaaaaat?!" Vinyl whined, her eyes cracking open and looking at the pony who was bothering her.

Thorn glared at her, "We have to get going. I've let you lay here long enough."

Vinyl sneezed. She checked her surroundings, noticing the sweet-smelling liquid lapping at her hind hooves. She was laying in a mound of blue-colored dirt with Thorn sitting beside her. Above her, the dam toward high, the rapids rushing down the side of the mountains at high speeds.

"You hit your head on the way down," Thorn explained, "You might have sustained a minor concussion, but I think the revival seed cured it. You might be a little loopy, but you should be good in about an hour or so."

"Sunset..." Vinyl said, "She pushed me over and left us... She's working for Discord?"

"No," Thorn replied, "I heard her. She said something like... It's my time to be the hero. When she blasted us, I was stunned for a couple seconds, but I managed to get up and save you before you hit the rapids. Like I said, you did hit your head on the way down, but I think I cleared that up."

Vinyl smiled, "Thanks Thornster." Slowly, she stood with the help of Thorn. She looked to the dam above, her face forming into a frown.

"I don't know if we'll have time to walk back up there," Thorn said, "But I've got an idea."

"What's that-?" Vinyl asked. She was cut off when Thorn grabbed her front hooves and took to the air with Vinyl dangling under him.

"Thorn! What are you doing?!" She shrieked.

"Flying us there," Thorn explained, "And hey, do us both a favor and cut back on your dinner portions next time."

With ease, Thorn propelled them both back to the top of the dam. They landed at the place where Sunset had broken the dam wall with her magic.

"I can't believe she would do this," Vinyl spoke, "She saved my life and turns around and nearly lets me die. She's still the regular demon spawn I know and hate."

"We can't let that bother us," Thorn advised, "We still have to save Octavia and the rest of them. I doubt Sunset can stop Discord on her own. She's strong, but she's not that strong."

Vinyl smiled, "If there's one thing I want Discord to succeed in, it's whipping Sunset's flank." She looked down, "I know it's wrong to wish something like that on somepony, but she's such a jerk!"

Thorn squinted at her, "Why don't we just keep going and worry about Sunset later? Karma will get back her."

Vinyl sighed, "Let's hope you're right."

---

Sunset Shimmer found herself smiling as she approached the castle. The deformed palace had some of the strangest architecture Sunset had ever seen. It was difficult to describe, being that the castle seemed to shift and distort itself constantly. It was a pain to look at, but Sunset concentrated on finding a way in.

The orange unicorn immediately found a small, wooden door on the side. She rushed after it, but upon approaching it, the door disappeared and was replaced by something sticky that Sunset crashed into. She looked down to discover she was now stuck to a giant piece of flypaper. Now she started to get less cocky. Struggling against the flypaper was painful, since it pulled at every piece of her fur and her mane. Trying to rip herself off only proved to get herself stuck further and was still painful.

I'll just jerk back really fast, The unicorn thought to herself, It's gonna hurt... But it'll just be like ripping off a band-aid.

Sunset took a deep breath. She put a free hoof on the wall. Using all of her strength, she ripped herself off the flypaper wall.

As soon as this happened, a painful scream escaped from the orange mare's mouth that echoed across the land.

---

"What was that?" Thorn asked.

"I dunno," Vinyl said, "Kinda sounded like Sunset."

Thorn cocked an eyebrow, "She might be in trouble."

Vinyl smiled, "Nah. I think karma might have gotten its revenge."

---

The stinging pain that shot across all of Sunset's body was enough to cause her eyes to tear up. All of the fur on her belly, neck, and face had been ripped off, revealing the pale pink skin underneath. Half of her fiery mane and tail were missing. As she tried to walk around the castle, her limbs were stiff from the stinging pain of having half of her fur ripped off.

It's okay... Sunset told herself, It's Discord, it's to be expected. I just have to be more careful...

The orange mare found another door. This time she took extra precaution and approached it very slowly. Reaching for the door nob, she heard a bell ring slightly upon touching it. At that very moment, something poured from the heavens and splattered on the unicorn. A sticky and sweet brown substance now covered her from head to hoof. Lifting her hoof, she licked a bit of the substance off.

Molasses. Yuck.

Another door had appeared a few feet to Sunset's right. Fighting against the molasses, she struggled to get to the door.

Is it even worth it? She wondered.

Sunset wanted to prove herself. She had to stop Discord on her own. So she had to suffer through an unwanted waxing and molasses? It would all be worth it once she saw the ponies back in Equestria cheering her on for saving the world. It would be her, not the cellist and the fraidy-cat DJ this time.

Sunset approached the door and managed to turn the knob without anything happening. Upon opening it, she discovered a small, closet-sized room with a golden-colored pad on the floor.

Jackpot! She cheered, A teleportation pad!

Sunset quickly jumped on the pad. When she did, her face was smashed with something soft, squishy, and sweet. Lifting a hoof to her face and swiping a bit of the mysterious stuff off, Sunset discovered she had been attacked by a cherry pie.

Really? She thought, How much more childish can one get?

It didn't matter now. She had found a teleportation pad that could get her into the castle. She didn't care that she was missing half of her fur or covered in molasses and pie. She was going to confront Discord and stop him dead in his tracks. He wouldn't know what would hit him once she got her hooves on him.

Sunset attempted to charge up the pad with her magic. However, after a few magical blasts, nothing happened. She kept trying, but to no avail. The pad only sat there, as if to say Haha! Not this time, Dimmer!

Sunset slammed her hooves against the pad in frustration. Grinding her teeth, she flopped on the pad and attempted to think of something to do. She had come this far, and she wasn't going to give in to some stupid pad. However, her thoughts were interrupted when she heard voices outside of the room.

The DJ and her cheeselegs companion!

Without thinking, Sunset sprinted out of the room and jumped into the nearest cluster of bushes. Just as expected, Vinyl and Thorn approached, climbing over the edge of the mountain. Vinyl was panting hard, but Thorn seemed fine.

"Hey look!" Vinyl said, pointing to the teleportation pad in the closet-sized room, "It's one of those teleportation pad things!"

"A what?" Thorn asked.

"There was one back on Mount Magic," Vinyl explained, "It helped us get to the top of he mountain without having to climb it. Maybe this one will take us to wherever Octavia and the others are at in half the time."

They both galloped to the teleportation pad. Sunset watched them, expecting for them to have a pie smashed in their faces or become soaked with molasses. To her dismay, nothing happened to them as they approached the pad. Vinyl tried to charge it up, but as Sunset expected, it didn't work.

"Try again." Thorn insisted.

Vinyl tried again. Nothing.

Thorn rubbed his chin, "How about... We try it together."

Vinyl stared at him, "You think we can do it?"

Thorn nodded, "Of course."

Vinyl looked down, "Thorn, I don't think I'm ready for this."

"Excuse me?"

"I just don't know if I can do this. Not without Octavia."

"Vinyl, we're going to save her. Once we get her back, I'm sure Octavia will understand and you'll be friends again."

"That's not what in worried about. Remember what happened to Dinky and Celestia? What if Discord does the same to Octavia? What if I can never be friends with her again?"

Thorn sighed, "Vinyl, that would never happen. You're best friends. Nothing is going to break that a part."

Vinyl looked down at the pad, "Yeah... I guess you're right..."

Thorn smiled, "Great. Now let's get this teleportation pad activated."

They both started up their magic. By moving their horns closer together, they combined their powers before they both angled the blue and green magic down to the pad below. The pad responded, lighting up in a golden shade. With a quick flash of light, the unicorn and the changeling were gone. Meanwhile, Sunset sat there in the bushes, completely dumbfounded.

...Well... That didn't exactly go as I planned...

---

I apologize if this chapter seems a bit boring. Don't worry though. The next few chapters are going to be epic. Trust me on this one!

I just hope Sunset's "karma" is entertaining enough for this chapter. XD

"Get off my face!"

Vinyl scrambled to get off Thorn's face. He stood up and glared at her.

"Thank you." He said.

Vinyl looked around. She discovered that they were standing in a long hallway, with shifting walls and black and white tile floor.

"I think this is the hallway that Octavia saw in one of her visions," Vinyl stated, "Where do you think she is?"

Thorn glanced at the end of the hall, "Let's try that door at the end."

They started to gallop down the hall as fast as they could. With no hesitation, they burst through the doors. The room appeared to be empty.

"This had got to be Discord's throne room," Thorn said, "If he's anywhere, he's gonna be here."

"Then let's get outta here." Vinyl replied, immediately turning tail, but Thorn stopped her.

"Aren't we supposed to be stopping him?" He asked.

"I'm not going anywhere near that freakshow until I find Octavia," Vinyl explained, "Do you really think we stand a chance on our own?"

Thorn didn't answer.

"Exactly. Now where do you think she's being kept?"

Thorn rubbed his chin, "Well, maybe a dungeon? Dungeons are always underground, so maybe we should find a staircase and head downwards."

Vinyl nodded, "Good idea." She bit her lower lip, "Wait... But this is Discord we're talking about. Everything's mixed-up with him."

Thorn looked out the window, "Looks like we're on the top floor. I doubt Discord would keep his prisoners on the same floor as his throne room."

Vinyl nodded, "True. But can we get out of here before we meet up with Mr. Patchwork?"

They exited the throne room and returned to the hall. Both of them noticed that there were tons of doors everywhere, causing their spirits to fall.

"This will take hours!" Vinyl cried, "How do we know which door leads downwards?"

Thorn looked around, "Only one way to find out." He ran to a door and opened it. When he discovered nothing of interest, he slammed it shut and quickly ran to the next one.

Vinyl sighed, "Ugh... I hate trial and error..."

The white unicorn reluctantly followed Thorn's example and began to examine the doors. They continued this process for quite a while until Thorn finally called out:

"Found something!"

Vinyl rejoined her changeling companion. He had found a door with a staircase leading down into darkness. The musty smell coming from down below was almost overwhelming, as Vinyl gagged.

"This has got to be it." She said. Her horn began to glow as she stepped onto the staircase, "C'mon. Let's go."

Thorn assisted her by also lighting up his horn, so that the staircase was bathed in a combination of light blue and green. They slowly trotted down the stairs, careful to watch for loose steps or missing ones. The stairs extended far down into the blackness, so much so that neither Vinyl nor Thorn could see the bottom.

"How long can these stairs possibly go on?" Asked Vinyl.

Thorn was too concerned about something around them, "I wouldn't be worried about that if I were you."

"What do you mean?" Vinyl questioned, turning back to the changeling.

She heard him gulp, "The walls are gone."

Vinyl turned her magical glow to the walls. Indeed, they had disappeared and left nothing but pitch-black voids.

"...Thorn...?" Vinyl asked with a shaky voice.

Thorn's pupiless blue eyes seemed to be filled with fright. He didn't answer Vinyl, for a noise shot through the blackness before he could say anything. Mechanical grinding echoed through the empty void, as light began to slowly leak through the blackness. With a blast of wind, color shot through the void. In a mere half-second, the blackness became a nauseating mix of psychedelic colors, constantly spinning and mixing together. All around the changeling and the unicorn, their single staircase had become tons and tons of stairs, running sideways, upside-down, completely vertical, and other impossible ways.

"Discord must be friends with M.C. Escher." Thorn joked.

"Never mind that!" Vinyl dismissed, "Which one goes where? Which way is down?"

Thorn looked at all of the staircases, "It's illusionary magic. Those stairs are fake. The only one that's real is the one we're standing on right now."

Vinyl tested Thorn's theory and waved it out in the supposedly open air. An invisible force field caused her hoof to bounce back and distort the other stairs in the distance.

"So..." Vinyl began, "It's just a trick?"

Thorn nodded, "Exactly. It's just to intimidate us. If we keep going on these stairs, we should end up in the dungeons."

Vinyl nodded, "Good thinking."

They continued on the staircase they were one, ignoring the other staircase as they went. Further down, the illusion of multiple stairs slowly faded out until Vinyl and Thorn were back in a normal staircase. With a triumphed chuckle, Vinyl turned and smiled at her companion.

"Dude, I don't know what I would do without you." She said.

This caused Thorn to blush a bit.

Eventually, with a little more walking, they came upon a wooden door. Slowly they opened it, coming out into a long hallway lined with empty cells. They galloped down the hall, glancing at each cell before they finally came upon an occupied one.

"Miss Vinyl!" Apple Bloom cried, sticking her head between the bars with her two buddies quickly following.

"You came for us!" Scootaloo squealed.

"I knew you would all along!" Sweetie added smugly.

"Crusaders!" Vinyl exclaimed, running to their cell, "Oh, I'm so glad to know you're all okay! Where's Dash?"

"Right behind you!" The familiar, raspy female voice answered. Vinyl turned and discovered the cyan pony in the cell behind her.

"Oh thank Celestia you're all okay," Thorn sighed, "See Vinyl? I told you we would save them in time!"

"Yeah, but where's 'tavia?" Vinyl asked, glancing between the two cells.

The Crusaders exchanged nervous glances before they parted away from the cell door, revealing another occupant. Curled up in the shadow of the corner was Octavia, staring at the floor with glazed over eyes. Vinyl's heart skipped a beat as her smile widened.

"Octavia!" She exclaimed.

Octavia took one glance at the white unicorn before she turned her back and faced the wall, grumbling as she did. This confused poor Vinyl.

"...Octavia?"

"Surprise surprise," Octavia growled lowly, "The fraidy-cat came after all."

Vinyl cocked her head, "...What?"

Octavia turned to glare at her ex-best friend, "Oh, it just surprises me that a scared little filly like yourself would come out here; being that you didn't even give two cents about me."

"Now wait just a minute-!" Vinyl started to object, but Rainbow Dash interrupted her.

"Scratch," The cyan pony said, "It won't do any good. Discord got to her. She's discorded."

"She's what?" Vinyl asked, turning to the Guardian of Loyalty.

Rainbow sighed as she stared at Vinyl through the bars of her cell, "It's a form of magical brainwashing that makes a pony act like somepony they aren't. It happened to me, so I know what it looks like."

"That's crazy!" Cried Vinyl, "Octavia's the strongest mare I know! She would never-"

Thorn gently grabbed Vinyl by the shoulder and pointed to Octavia, "Vinyl, she's right. Look at her eyes."

Vinyl looked hard into the eyes of her once-friend that glared hatefully into her own. That determined, fiery purple glow was absent, replaced with emptiness and mindlessness.

"Octavia..." Vinyl began, her voice breaking.

"Look, we can worry about Octavia later," Rainbow said, "For now, you need to get us out of here. I don't know where Discord is, or when he will be back, but we need to leave before he does get back, or we're in serious trouble."

Thorn nodded, "Right." He immediately went to work, undoing the locks on the Rainbow's cell with his magic. Vinyl however, stared sadly at Octavia who had turned away from her again. Her friend had been brainwashed, leaving her to wonder if it could be reversed, and if Octavia would ever be the same again. Rage boiled inside of her, realizing that Discord had taken her only friend from her.

"Vinyl!" Thorn exclaimed, managing to unlock Rainbow's cell, "Let's move it!"

"Oh, right." Vinyl started on the Crusaders' cell, opening it with ease. As Rainbow stepped out of her own cell, her horn and wings were returned. The same happened to Sweetie Belle and Scootaloo, as the white filly gained her horn back, and the orange filly gained her wings back.

"Oh man!" She squealed, "I'm so glad I have these babies back!"

Octavia came out of the corner, trotting towards the group with the angry emptiness still in her eyes. She did not acknowledge any of them. The only acknowledgement she actually gave was a glare to Vinyl, who was pained by it.

Rainbow sighed with relief, "Now, let's get outta here. The faster we escape, the less likely Dipcord will find us and recapture us. C'mon."

As they ran back to the exit, they froze stiff when a familiar voice echoed through the halls.

"Going somewhere?"

---

Sunset Shimmer paced anxiously outside the castle. Now what was she supposed to do? The stupid DJ and her stupid changeling friend had gotten to Discord before she could. Once again, they would most likely be the heroes of the day, and she would be known as the half-bald, molasses-and-pie-covered weirdo.

It's my turn to be the hero! Sunset thought to herself, They get enough attention from the whole Nightmare Moon fiasco already! I deserve that attention! Not them! Can this possibly get any worse?

A tingly feeling shot through Sunset's body. Looking down, she noticed her body was glowing with a golden aura. She shrieked in surprise when her surroundings began to change rapidly.

I spoke too soon!

---

Vinyl's head shot up. Almost immediately after, Thorn also shot up. They glanced at each other before looking around and taking in their new surroundings. They appeared to be back in Discord's throne room. Rainbow Dash, the Crusaders, and Octavia lain around them. While they had been transported, Sunset Shimmer had joined the group. She too was knocked out.

"What happened?" Vinyl asked.

Thorn bared his teeth at something in the room, "Discord happened. He's here. I can smell his chocolate scent with ease."

"Ah! So you noticed my new cologne!"

With a flash of light, the creature responsible for their teleportation appeared in the empty throne, smiling with glee.

Immediately Vinyl got into a battle stance, "You! I gotta bone to pick with you, freakshow!"

Discord dramatically put his mismatched hands to his chest and gave his best puppy-dog eyes, "Moi? Whatever did I do to you, Batch?"

"That's Scratch!" Vinyl objected, "Vinyl Scratch! And you know exactly what you did! Why I oughta-"

Thorn grabbed her by the tail, "Whoa! Vinyl, you don't know what kind of tricks he's got planned. He'll have you knocked out before you can even realize it!"

"Cheeselegs is right, Vinyl dear," Agreed Discord, "You obviously have no clue who you're up against."

Vinyl pushed Thorn away, "I want my friend back."

This caused Discord to raise an eyebrow and point to Octavia, who was still knocked out on the floor, "If I'm not mistaken, isn't the Psycho Cellist your friend?"

"My real friend!" Vinyl shouted, "I know what you did! You brainwashed Octavia into becoming somepony she's not! Turn her back, NOW!"

Discord held up his hands defensively, "We're getting a bit ahead of ourselves, aren't we? I'm not going to reverse any of my actions until I have a valid reason. In fact, Octavia is better this way. It's much more entertaining to see her as a broken, hopeless shadow of her former sel-"

However, the chaotic spirit was surprised when Vinyl suddenly rushed at him and jumped on him, grabbing his face and yanking it upwards so he was forced to look her in the eye.

"You change her back," Vinyl snarled with a deadly edge of steel in her voice, "Or so help me, I'll litterally rip that smug smirk right off your face!"

Thorn gasped quietly, What happened to that timid and reserved Vinyl I know? He knew however, that he should probably get the others awoken so they could assist in fighting Discord. Using his magic, he immediately woke the others up. They started off slow, but they were all back on their hooves momentarily.

Vinyl backed away from her opponent and stood in front of her group, "Besides, it's seven against on-"

"Pass." Octavia said gloomily, backing away from the group.

"I'm with her on that." Sunset agreed, joining the gray mare.

"Er... Five against one," Vinyl corrected herself, "You don't stand a chance, you old fart."

Rainbow stood with wings outstretched while Thorn bared his sharp fangs. Even the Cutie Mark Crusaders were in battle stances and were wearing intimidating scowls. Unfortunately, none of this intimidated Discord. If anything, he was more amused.

Rising from his throne, the chaos spirit gave a sneer, "How about we even the playing fields? Mono é mono."

Immediately, all of the ponies except for Vinyl were seized by an invisible force and shoved into a giant bird cage that had magically appeared beside Discord's throne. At first, Vinyl looked to be let down, but she only returned to her battle stance almost immediately.

"Afraid of the competition?" Vinyl remarked. With no hesitation, she expanded her bass cannon and aimed it directly at Discord, "You should be."

For a moment, her opponent looked rather surprised, "Is that... A Bass Blaster 5000?"

Vinyl stared at him, "Uh... I guess? Why? You gonna cheat some more and malfunction it?"

"No..." Discord replied in an annoyed tone, "But it does give me an idea for a completely equal battlefield... How about a Dubstep Duel?"

Vinyl continued to stare at him, "A what?"

"A Dubstep Duel," Discord repeated, "Similiar to the classic Magic Duel, but in which two competitors battle it out in a high-powered competition involving the most chaotic genre of music there is: Dubstep."

Vinyl scoffed, "How do you know anything about dubstep? You're as old as dirt!"

This comment caused Discord to laugh, "Au contraire, my little pony; I'm the daddy of all dubstep. Like I said before, it's the most chaotic genre of any music there is. It's only natural that I'm attracted to it."

Vinyl scowled, "How do you play?"

"Easy," The spirit scoffed, "Who ever can survive through the most bass drops is the winner."

Survive? Vinyl thought, "Seems simple enough. What's the stakes?"

"Hmm..." Discord took a moment to think, "How about... If -or rather when- I win, all of you will have to stay here as my prisoners. And you," He pointed to Vinyl, "Will be joining your Psycho Cellist of a friend in discord-ization."

"How about if I win?" Vinyl asked, "You have to let us go, leave Equestria alone, and turn my friend back to normal."

"Deal. Let's shake on it."

They approached each other, hoof in claw and sealed the deal. The ponies in the cage seemed nervous about this. Even confident Rainbow Dash didn't like the idea.

"Prepare to have the bass in your face." Growled Vinyl.

"Likewise, my opponent." Discord shot back.

---

So... Yeah. This is how the final battle's going down. I know some people are frustrated when people assume that Vinyl only plays dubstep and no other genre of electronic, but can you really see Discord and Vinyl blasting each other with house or trance?

Anyways, thanks for reading this chapter. This story is fast-approaching it's climax, which I promise will be totally awesome. Stay tuned!

With a bright flash, Vinyl found herself in pitch-black darkness. However, powerful lights flooded her vision, illuminating a football stadium filled with screaming ponies holding up various banners and foam fingers. Looking up, she saw the stadium lights and the number of fanatic ponies sitting all around her. Behind her was her friends, all rather confused as to where they were. Curious Apple Bloom attempted to poke a fan pony sitting next to her, but the mare fizzed like a holograph and caused the whole stadium to fade in and out of focus like a broken television set.

Turning her head back to her foward position, Vinyl discovered her opponent, Discord, who was still wearing that irritatingly smug smile. A microphone appeared in his paw, as he suddenly took on the voice of a heavy-weight wrestling referee.

"Weeeeelllllcome all you electro-heads, to the first annual Dubstep Duel! Are you ready to drop some bass?"

The crowd went wild, throwing their hooves in the air and blasting airhorns at full volume.

Discord put his eagle claw to his ear, "I can't hear yooooouuu!"

The crowd's loudness increased, as if their volume were being controlled remotely. In fact, they became so loud that Vinyl was forced to cover her ears.

"That's better!" Discord then pointed to himself, "In this corner is that amazingly good-looking, master of all things chaotic -including dubstep-, and soon-to-be ruler of all Equestria, the amazing Discord!"

The crowd went insane. Some mares were squealing like fangirls.

Jeez, vain much? Vinyl wondered.

Discord then pointed to the white unicorn. His voice returned to normal upon announcing Vinyl, "Oh, and over there is just some mare named Vinyl Smack."

"Scratch." Vinyl corrected, "How do you get smack mixed up with Scratch anyway?"

The crowd was unfortunately, dead-silent for Vinyl. Luckily, the Cutie Mark Crusaders in the stand behind her were cheering her on.

"You can do it, Miss Vinyl!" Apple Bloom encouraged.

"Yeah! Win it for us!" Sweetie Belle cheered.

"Kick his mixed-up butt, Vinyl Scratch!" Scootaloo added.

Discord put his microphone away and faced Vinyl, "Chose your weapon, pony."

Vinyl promptly expanded her bass cannon. She stood upon her hind legs, her forelegs on the switches and buttons of the oversized speaker. Discord only smiled at her as he slowly pulled out a tiny remote control with a single red button.

Vinyl held back a laugh, I might stand a chance after all!

She spoke too soon. Discord pressed the button and placed the remote on the ground. It quickly began to expand into a giant machine that towered over Vinyl. The giant, twenty-foot speakers loomed over her like an approaching storm. Between the speakers was a turntable that was three times larger than Vinyl's bass cannon. In fact, her bass cannon looked pathetic compared to Discord's fully equipped DJ system.

Never mind... Vinyl gulped, I'm doomed...

"Don't let him intimidate you, Vinyl!" Rainbow's voice called from behind, "You got this!"

Vinyl composed herself, Yeah, she's right. I'm Vinyl Scratch for crying out loud! I'm the best DJ in Equestria! Plus... She looked over at the discorded Octavia, who was taking no interest in the competition, I need to get the 'tavia I know back...

Discord interrupted her thoughts, "Are you ready?"

Vinyl slowly nodded, "You bet your mixed-up flank I am."

"Very well..." Discord pointed up at the big screen, currently displaying Vinyl's cutie mark and a cotton candy cloud with health bars next to each symbol, "This measures the health of both the bass cannon and the bass cannon-er. Whoever's cannon breaks first, or whoever is blasted out of the ring is declared the loser."

"Got it." Vinyl wondered why he was informing her so much if he wanted her to lose.

Discord pointed to her bass cannon, "You're up first, Latch."

This made Vinyl very mad, "For the last time, Discrud... IT'S VINYL SCRATCH!"

From Vinyl's bass came a beam of powerful electronic music that rocketed its way to Discord, hitting him and his "weapon" at high speeds. The sound of crackling electricity shot through the air, making Vinyl's fur rise to unnatural heights. She did not hold back, allowing her bass cannon to blast at full power. However, her cocky attitude was quickly diminished when a much larger beam of bright red counteracted her blue beam. The red beam broke the crossfire and hit Vinyl.

What she experienced at that moment was almost deadly. The blasting, heavy electronic was beating against her eardrums, while the noise unto its self was powerful enough to cause her and her bass to start slowly skidding backwards. She held her ground as the powerful bass drop faded out and allowed her to regain her footing. When the beam was gone, Vinyl had already taken a serious beating. Her ears were ringing, while her mane was a torn-up mess. Sure, it might have been awesome...

...But Discord was still standing there, completely unharmed by Vinyl's blast.

Whoa... Vinyl started to think, fixing her mane, That was so freaking epic... Wait! What am I saying?! I've got to stop him!

While Vinyl was dwelling in her thoughts, Discord began to gloat.

"Face it," He said, "You don't stand a chance! I've been doing this for thousands upon thousands of years! I 'invented' dubstep, for crying out loud!"

Vinyl came up with an excellent comeback, "Y'know... Sometimes the novice outdoes the master!"

She fired again. This time, Discord was too caught up in his gloating to respond and was hit with the blast. Unfortunately, he managed another drop of his own and immediately counteracted Vinyl's blast. Vinyl refused to be beaten and kicked up the power so that both beams were caught in a crossfire. The beams couldn't keep it going, so they eventually exploded, throwing up dirt and sand in both dueler's faces. Vinyl was unable to see for a moment, allowing Discord to take this chance and blast her with another drop. She was hit and almost went tumbling backwards, but kept her hooves on her bass cannon.

Over the noise, the Cutie Mark Crusaders had a conversation.

"I don't think it was a good idea to sit right behind Vinyl!" Cried Apple Bloom.

"What makes you say that?!" Sweetie Belle yelled over the music.

"Because Discord's blast is coming DIRECTLY AT US!"

Another blast hit Vinyl, this one so powerful that it trailed out from behind her and rocketed to the stands directly behind her. Vinyl's supporters were subjected to incredibly loud dubstep of epic proportions. They were forced to cover their ears at the sheer noise of it all.

"How can anypony like this excuse for music?!" Sunset screamed.

"Whatcha' talking about?!" Scootaloo yelled back, "This is TOTALLY AWESOME!"

"YEAH!" Sweetie agreed, as she began headbanging to the beat of the music.

"Pretty sure you're only suppose to headbang at a metal concert!" Apple Bloom stated.

"I don't care! It's just too awesome!" Sweetie shot back.

Vinyl had recovered as Discord withdrew his bass drop. She glanced up at the big screen, seeing her health bar in the yellow zone, while Discord's was still well into the green. She had to stop playing around if she wanted to win. Checking her bass cannon, she noticed one of the metallic sidings had been ripped off. Some electrical wire was exposed, meaning she couldn't push it too hard, or she could end up causing a fire.

I can't compete with this, Vinyl thought, My bass cannon is too weak. Maybe... She started to push every button and pull every switch in hopes of powering it up. Maybe building it up would prove to do somethin-

BOOOOOMMM!

Vinyl was blasted backwards by her bass cannon, smashing her against the arena walls. The sheer force of the music emanating from the cannon was enough to cause it to fire backwards from the beam. The beam itself was bigger, stronger, and louder than anything Vinyl had ever made with her cannon before. The beam hit Discord, who was forced to grab onto his turntable and hold on for dear life. The rest of his long, slender body whipped out behind him, unable to stabilize his gravity due to the power coming from Vinyl's bass cannon. He lost his grip and went tumbling head over heels into the wall, smashing against it at a speed that would have killed a normal pony.

When the music faded, Vinyl was nearly crushed pancake-flat by her own bass cannon. Both her bass cannon and herself fell to the ground. She was the one to complain, for Discord was literally smashed pancake-flat against the wall. He peeled himself off and popped back into his original three dimensional form before standing up and glaring at Vinyl murderously.

"You're dead, Match!" He growled.

Vinyl rolled her bass cannon back to its original position while hiding herself behind it. Discord returned to his position behind his turntable and wasted no time firing up another blast. Vinyl ducked behind her bass cannon just in time as the beam rocketed around her protection. She saw more of the bass' siding being torn off and thrown backwards. She could smell an electrical fire within the cannon's circuit board.

Vinyl was hoping for Discord to stop, but he did not. He continued to fire blast after blast. Her bass cannon was falling apart and was getting increasingly hotter with each blast that Discord fired. Eventually, the bass cannon could not hold on and flew directly over Vinyl's head, smashing into a million pieces when it hit the wall. This allowed the blast to hit Vinyl, pushing her into the wall as well. She crashed into the wall, hearing the sound of her body cracking in objection.

The music faded. Vinyl fell on her back, dazed from the hit and dirty from the arena's sandy ground. Her supporters gasped.

"Vinyl!" Thorn cried, trying to jump over the walls to enter the arena, but an invisible force field of magic stopped him.

"Nice try, cheeselegs," Said Discord with a laugh, "But I'm afraid you can't help this failure of a bass dropper. She's mine now."

"Ouch." Sunset added, "Harsh diss."

Vinyl sat up. Seeing her bass cannon in pieces and Discord slowly approaching, she gasped and scrambled to the wall with her back against it.

"Sorry, Patch," The spirit apologized with fake sincerity, "But you failed. You lost the game. You know what that means?"

Vinyl started breathing erratically. Her ears were flat against her skull and her eyes registered intense fear. She couldn't believe she had lost; not just the game, but her friends, Equestria, and soon, her own mind.

However, little did she know that her ex-best friend was watching the whole thing. Something tugged at Octavia's heart, a feeling that had been dead since Discord had brainwashed her. Something was building, urging her to do something she just couldn't figure out. However, her discorded half was fighting it, blurring her memory and making her cold.

Glancing down, Octavia saw a piece of Vinyl's shattered bass cannon laying in front of her. She leaned down to pick it up, but immediately doing so resulted in the familiar dizzy feeling taking over her. She was plunged back in time, back to the time she met Vinyl on the beach. Her life from that very moment flashed before her eyes, all those wonderful moments she shared with her best friend in the entire world. The most memorable one being the time that they defeated Nightmare Moon with their combined powers of friendship. That one moment was the greatest one that Octavia had ever experienced. She realized something at that very moment that blasted the effects of Discord's spell to dust.

What was I thinking?! Vinyl is my best friend!

Octavia coat returned to its normal color, the determined, fiery glow coming back to her eyes. She was dazed for a few seconds, but managed to register what was going on. She saw Vinyl, being picked up by the scruff of her neck and lifted up to Discord's face. The white unicorn had closed her eyes and accepted her fate, awaiting for whatever her enemy planned to do with her. However, it never came, for Discord suddenly cried out and dropped her on the ground.

Vinyl allowed her eyes to open. She saw Discord a few feet away, lying on his back while he rubbed his claw hand, apparently having something hit it earlier. Between Vinyl and her opponent was the familiar gray mare with her cello bow in her mouth, crouched down into a battle stance. Vinyl's eyes widened as she gasped with surprise.

"Paws off my best friend, Discrud." Snarled Octavia.

---

Soooo... Whatcha' think? Epic? Meh? Totally amazingly mega awesome? Any review will suffice!

(If it wasn't awesome enough, I recommend listening to heavy dubstep while rereading this chapter. That should add to it)

"Octavia?!"

Octavia found herself tackled by Vinyl Scratch. They rolled head over hooves, while Vinyl rewarded her with another one of her pythonic hugs.

"Oh Octavia!" The white mare cried, "You're back! You're really back! You're not gray and mean and... Discord-y-ed!"

"Uh, yes but..." Octavia began, "You're... Hurting... Me..."

"Oh, yeah, sorry." Vinyl immediately released the cellist, "What made you snap back to normal?"

"You have my visions to thank for that," Octavia smiled, "I picked up a piece of your broken bass cannon and was shown everything we did together. Discord's spell didn't stand a chance."

Vinyl laughed with delight, "I'm so glad you're back! I thought you might be stuck like that forever, but You'rebackyou'rebackyou'reback!"

Vinyl attacked Octavia with another hug, this one surprisingly gentle and heartfelt. In fact, Vinyl even began crying years of joy, happy to have her best friend back.

"Ahem."

Only Octavia looked up, for Vinyl was too concerned about her crying. She saw Discord standing up again, giving them both a look of annoyance.

"If you don't mind," He snarled, "I was trying to do something."

"BUZZ OFF, FREAKSHOW!" Vinyl screamed, startling both Octavia and Discord, "I'M HAVING A MOMENT!"

"Vinyl, you do realize I can't let you keep crying on me, right?" Octavia asked.

"LET ME HAVE MY MOMENT, OCTAVIA! GOOOOSSSSSHH!"

Octavia pushed the white mare off her, "Vinyl, isn't there something we need to do?"

Vinyl looked at her, "Uhm..."

Octavia pointed a hoof at Discord, who raised an eyebrow at them.

"Oh yeah! Yeah yeah yeah!" Vinyl's excited smile grew, "We gotta go all friendship cannon on his flank!"

"But aren't you forgetting something?" Discord pointed to Vinyl's bass cannon, which was lying in a broken heap behind them, "You're helpless without that sad excuse for a bass."

Octavia was about to step foward, most likely to give a speech, but Vinyl stopped her.

"Chill," She said, "I got this." The white mare cleared her throat and stepped foward, "Y'know, Discord, I've been through a lot the past three days, six hours, twenty-nine minutes, and fifty-five and a half seconds. But there's something I've learned over those past three days, six hours-"

"Get on with it." Discord growled.

"The lesson I learned is that, well, maybe we do have some disagreements, but it's nothing we should continue to fight about. Yeah, we mares can be quite the average harpy-demon, but we shouldn't hold grudges. Because honestly," Vinyl turned to Octavia, a smile on her face, "I'd rather be with my friend than all alone."

Octavia nodded, returning the smile.

"So yeah, me and 'tavia had a big disagreement. Because of it, we both nearly lost, big time. But there was something there, something that wouldn't let us give up. Kinda like... Like... A spark. A friendship spark or something. We realized the silly arguement wasn't worth it in the end. We've been through so much together, and we can't just let that go." Vinyl trotted over to Octavia. She stuck her hoof out, waiting for a hoof-shake, "Whaddaya say? Wanna put this stupid junk behind us?"

Octavia did not hesitate and shook Vinyl's hoof gently, "Agreed. From this point foward, we shall resolve all of our arguements. Even the ones about Neightoven versus Fillrex."

Discord blew a raspberry, "The speech is pointless, my dear. You really think that some stupid realization of friendship is going to save you and Equestria?" He laughed, "In your dreams. You're both mine now!"

The spirit started to lunge, fangs and claws bared. However, upon being just a few centimeters away from the mares, he slammed against something solid that sent him tumbling backwards. Vinyl and Octavia exchanged pleased smirks, seeing that Octavia's cello had appeared magically in front of them and was protecting them with a force field.

"The fact is, we do think that, Discord," Vinyl shot back, "Ya see... It goes like this... The magic of friendship is probably the strongest force of magic in all of Equestria. It's what me and 'tavia used when we stopped Nightmare Moon and saved the Tower of Midnight." She smiled, "And it's what we're gonna use to stop you."

Unexpectedly, Vinyl's bass cannon appeared in front of her, repaired like new again. She and Octavia faced each other before they exchanged nods and grabbed their instruments.

"What's happening to them?" Apple Bloom asked.

Rainbow smiled, "Their friendship. And their awesome way of showing it!"

"The legendary Cello-Bass Blast of Awesomeness!" Scootaloo squealed.

"The what?" Sunset asked.

"You'll see." Rainbow replied.

Vinyl began to play slow and steady at first, while Octavia slowly joined in. They steadily began to play faster and faster, until they began to glow. Vinyl's body was laced with blue, while Octavia's was laced with purple. They were lifted into the air, still playing at the speed of sound. All Discord could do was watch with mouth agape at the two mares. They came closer to each other until they were back to back.

"Ready?" Octavia asked.

Vinyl smiled, "Time to show 'em who's truly the master at dubstep."

They turned around, cello joining bass cannon as it began to form into an entirely new instrument: the Cello-Bass. The speakers behind the cello strings began to charge up as the song began to enter its build up. With no holding back, they fired.

With purple crossing blue, the giant beam rocketed towards Discord, hitting him with the sheer energy of Octavia and Vinyl's power. The sound of a skillfully played cello and a loud bass drop blasted through the stadium. The beam was so strong, it ended up throwing Discord like a rag doll through the stadium stands, causing the entire stadium to fizz and crackle before fading out and returning them all to Discord's throne room.

Eventually, Octavia and Vinyl's instruments broke apart, becoming a normal cello and bass cannon once again. They dropped to the floor, their glow subsiding. The blast from the Cello-Bass had thrown Discord through the throne room's wall, leaving a large, draconequus-shaped hole within it.

Vinyl laughed before she gave Octavia a high-five, "Oh yeah! We just kicked his butt!"

"I'll say!" Octavia agreed, "Let's hope we don't have to see his ugly face again!"

Suddenly, they were tackle-hugged by Rainbow Dash, Thorn, and the Cutie Mark Crusaders.

"You guys were awesome!" Rainbow cheered.

"You saved us, Musical Mares!" Apple Bloom squealed.

"Yeah, that was so cool!" Sweetie added.

"Can you teach me how to do that?!" Scootaloo asked excitedly.

"You were both amazing!" Thorn concluded.

Vinyl looked over at the half-bald, covered-in-molasses-and-pie Sunset Shimmer, who was standing there awkwardly. Even though she hated her, she waved her over a invited her into the group hug. The orange mare did not hesitate and tackle-hugged the group, causing them all to topple over.

"I'm so sorry!" Cried Sunset, "It was stupid of me to abandon you guys! Can you ever forgive me?"

Vinyl and Thorn quickly exchanged glances before Vinyl answered, "I think we already have. You've learned your lesson, after all."

They broke apart. Rainbow was the first to speak up.

"Let's get out of here," She said, "Let's hope Luna will understand and be somewhat happy that you guys defeated Discord."

---

On the way down the mountainside, Octavia and Vinyl were inseparable. They talked about their insane adventures in Discord's Domain. Most of all, Octavia told Vinyl and the rest of them about how Discord was responsible for the collapse of the Tower of Midnight, how he had sent her back in time and erased her memories. She left out the part about his offer of Whooves.

"Wow," Vinyl sighed, "To think, this whole time, Discord's been messing with our lives. Who would of thought he was behind Nightmare Moon?"

"That's crazy!" Rainbow added, "We thought we had gotten rid of him and he wouldn't try to attack Equestria. Man, I'm glad we have you guys, or we'd be in serious trouble!"

"Well, let's be glad that we don't have to see him again," Octavia said with a smile, "Hopefully, he's learned his lesson and will never mess with us or Equestria agai-"

Octavia was interrupted when the entire island shook with a powerful shockwave. The group turned slowly to look up at the giant dam that towered over them. Standing at the very top of the dam was the familiar, mismatched and slender form of Discord. They could tell he was covered in scratches and bruises. Half of his fur had been singed off from the Cello-Bass attack. Even though they were far away, the entire group could tell he wasn't happy. In fact, his entire body almost seemed to be smoking, as though he was about to catch fire.

"If you think I'm going to let you leave this easily, you have another thing coming!" The spirit's voice echoed over the entire island, "I've worked too hard to achieve this, and no one is escaping on my watch! NO ONE LEAVES MY DOMAIN!"

They gasped when Discord used his magic and shot a beam down the center of the dam. It left a huge crack that began to slowly widen and sputter out chocolate milk. Both Vinyl and Octavia's eyes widened as they said in unison:

"Oh no..."

---

I'm not happy with this chapter, being that it's so short. I honestly could have done better with this chapter, but I'm not sure how to make it better. Oh well. Perhaps the action and the cliffhanger will make up for it.

Also, to Shiny Xnaut: I apologize for not answering your question in the last chapter. I do not have a deviantart account. I'm not allowed to have one. I would LOVE to make some illustrations for this fic and have been working on a better cover art, but I'm just too lazy to get it up.

"Uh...!" Vinyl whimpered. The dam was split down the middle, about to give in and burst open.

"Run!" Octavia commanded.

None of them had to be told twice. They all took off as fast as they could, the sound of the dam breaking open and the sweet liquid flooding forth. Octavia looked back over her shoulder, her heart nearly stopping. A tidal wave of pure brown was crashing towards them, nearly ten stories high, if not higher. It tore down the candy bar trees and rushed at them.

"Thorn! Rainbow!" Octavia shouted, "Go to the sky! You've got wings!"

"We can't leave you!" Rainbow argued.

"Not a chance!" Thorn added.

"Go! Take the Crusaders and Shimmer!"

"We're not leaving you!" Thorn growled, "Not after we almost lost the both of you!"

"Uh... I kinda want to leave!" Vinyl butted in.

"Guys we can swim on our own!" Octavia argued, "We'll be fine! I'm worried about the fillies! That wave hits us, they could drown!"

Rainbow and Thorn exchanged glances. However, Rainbow quickly grabbed Apple Bloom and Sunset Shimmer and Thorn grabbed Scootaloo and Sweetie Belle. Unfortunately, they were too slow getting into the air. The wave of the sweet-scented liquid crashed into them all at full force. Octavia and Vinyl both tumbled head over heels under the surface. As they slowed, regaining their ability to control their movements, they tried to find the surface. However, it was almost impossible to find the surface through the liquid chocolate.

With her lungs about to burst, Octavia came to the surface first. Vinyl soon followed after, swimming over to her with her once-spiky hair laying flat against her head. They used the currents to their advantage and swan over to a small ledge, where Rainbow, Thorn, and the Crusaders had already climbed out and were trying to recover.

"Is everyone alright?" Octavia coughed, climbing out of the milk with Vinyl quickly following her.

"We're fine." Rainbow replied. All of them were soaked to the skin in chocolate milk. They were coughing, trying to catch their breath after being hit by the tidal wave.

"Hey wait," Apple Bloom interrupted, pushing her wet mane aside, "Where's Scootaloo?"

They all quickly looked around. The little orange pegasus was no where to be found. However, an almost inaudible voice called out over the waves before quickly being silenced again.

"There she is!" Thorn cried, pointing to the other side of the rapids. There, hanging onto a chocolate bar that was almost completely submerged in chocolate milk was Scootaloo. Her violet eyes were filled with fear as she struggled to hang on.

"Hang on!" Vinyl called. Before anyone could stop her, she jumped head-first into the raging rapids.

"VINYL!" Octavia screamed.

Vinyl was back on the surface, gasping for air. She fought against the current, trying to get to Scootaloo. She struggled with all the strength she had remaining before reaching the chocolate bar that Scootaloo was still holding on to.

"Vinyl!" The little pegasus cried, "Help me!"

"Don't worry!" Vinyl assured, also grabbing on to the chocolate bar. She noticed it was about to split down the middle and break off before flowing with the current, "Get on my back! I'll swim us to safety!"

"No!" Scootaloo objected, "I can't! I'll drown!"

"I won't let that happen! You've just got to trust me!" Vinyl felt the bar jerk, beginning to break with the sheer force of the rapids, "This thing's gonna break, and I may not be able to save you at all!"

"But I can't swim! How can I trust that you won't let me drown?"

"I'm a rescuer, Scootaloo! I won't let you, nor anypony else drown!" Vinyl thrust her hoof out for the filly, "You gotta trust me. Please."

Scootaloo stared into the caring eyes of Vinyl. She smiled before taking Vinyl's hoof. The white unicorn immediately used her magic to levitate the pegasus on to her back.

"Hold on," Vinyl warned, "This is going to be one bumpy ride."

She let go of the chocolate bar just as it broke to pieces. Using the current to her advantage, Vinyl swam along, struggling to one of the ledges at either side. She spun around, grabbing on to the ledge with all of her might. Scootaloo held on for dear life, nearly choking the poor white mare. Finally, Vinyl thrust herself upon the ledge, shaking out her mane and coat and allowing Scootaloo to climb off. Positioned at the other side of the chocolate rapids was the rest of the group, staring with worried looks.

"You guys head back to the front!" Vinyl called, "I'll call Philomena and we'll meet you up there!"

"But Vinyl-!" Octavia started to object.

"Don't argue with me, Octavia! I've had to put up with a lot of junk these past few days, and I'm not in the mood to argue right now!"

None of them objected again and began to follow the rapids back up towards the front. Vinyl sighed with relief before she turned back to Scootaloo. However, as she was about to pick the filly up and place her on her back, something shot past her and snatched Scootaloo right out of her grasp. Vinyl was stunned for a moment, but quickly looked to the skies. She gasped, seeing the unmistakeable sight of Discord, with a very frightened Scootaloo in his grasp. He was floating about ten feet in the air, as if to emphasize on her wingless-ness.

"You want the chicken?" He taunted, "Come and get her." Immediately, he took off in the other direction, back towards his castle.

Vinyl pawed the ground before taking off, running parallel with him, "Not on my watch!"

Vinyl began to ascend a hill. Discord was right next to her, giving her an idea. Speeding up to a full sprint, Vinyl climbed the hill, seeing the cliff at the top. She and Discord reached the cliff almost simultaneously, but Vinyl wasn't going to stop for it. Using all of her leg muscles, she pushed off, floating in the air for just a few seconds before she stretched out her forelegs and caught the tip of Discord's tail. Now dangling high above the rapids, Vinyl was determined to slow him down in any way she could. Vinyl's upper body strength kicked into overdrive as she started to climb Discord's tail and on to his back. He finally noticed the extra weight and looked back, discovering Vinyl casually riding on him like a horse.

"You think you're gonna get rid of me that easily, Discrud?" She asked, "Bring it!"

Discord growled, "Your wish is my command, Snatch!"

Vinyl shot backwards as Discord shot foward at the speed of sound. She managed to grab his tail with her teeth, causing her opponent to yelp in pain. He flicked his tail back and forth, hoping to throw the unicorn off, but she held on with amazing persistence. She threw herself back up on his back, crawling up to his wings and his neck. She saw the terrified Scootaloo being held tightly in his avian talon. Using her magic, Vinyl jerked Discord's claw up, prying Scootaloo from his grasp surprisingly quick. However, Discord reacted fast, yanking them both back by wrapping his tail around them and dangling them high over the rapids below.

Meanwhile, the rest of the ponies were already at the front. It had been a few minutes and Vinyl still had not shown.

"Where is she?" Thorn asked.

"She'll be here," Octavia assured, "Don't worry. I know Vinyl."

"Look!" Apple Bloom exclaimed, pointing to the sky, "There she is! And Scootaloo! And!... Uh oh..."

"Discord's got them!" Rainbow cried, "And he's gonna drop them!"

Indeed, Discord was flying high over the island with Scootaloo and Vinyl loosely wrapped in his tail.

"You've been a thorn in my side for far too long," The spirit growled, "I wish I had the cellist or that two-hearted stallion instead of you, but you'll do."

He purposely let Vinyl slip until his tail was only wrapped around her right foreleg. She held tight to Scootaloo, who was whimpering and staring at the long drop below.

"Goodbye, my dear." Said Discord. He completely loosened his tail, dropping the unicorn and the tiny pegasus. Vinyl and Scootaloo found themselves free-falling. They screamed, legs flailing uselessly in the air as they fell to the rushing rapids below.

"Vinyl!" Octavia exclaimed.

With instincts kicking in, both Rainbow Dash and Thorn took off, racing to catch the falling unicorn and pegasus. They used all of their wing strength to push themselves foward at amazing speeds.

"We aren't going to make it!" Thorn cried, "They're falling too fast!"

However, Rainbow didn't listen. She continued to fly towards them. She shot foward, ahead of Thorn, determined to save the falling ponies. However, a blur shot past her and caught Vinyl and Scootaloo just in time. It slowed down and turned sharp, allowing for Rainbow Dash to see the ponies' savior. The sight of the beautiful, navy-blue alicorn made Rainbow's mouth drop open.

It was Princess Luna.

Out from the east came six more colorful blurs that came to Luna's side. The rest of the Gear Guardians and Princess Cadance. Their facial expressions told everyone that they weren't playing. Even the once-smug Discord looked intimidated by the sudden arrival of the Guardians.

"So," He began, "The scaredy-cat harmony Guardians decided to come after all. What a surprise."

"You've taken too many ponies for us to just ignore it," Luna said fearlessly, "It's about time we stop your tyranny."

"What happened to him?" Rarity asked Twilight quietly, noticing Discord's burns, cuts, and bruises.

"Whatever it is, I know he's weaker than usual," Twilight replied, "This should be easy."

Discord overheard Twilight's comment and decided to prove her wrong, "That's what you think, Sparkle Butt! You're in my domain now; you don't stand a chance!" He pulled out a small remote control with a single, big red button labeled "THE Big Red Button". He pressed the button, and the entire island rumbled in response. The ponies on the ground felt the jolt, as the ocean above suddenly began to rise.

"How is he doing that?!" Sweetie Belle asked, "He controls the ocean too?!"

"No," Octavia said, fear in her eyes, "The ocean isn't rising. We're sinking!"

Discord only laughed at his opponent's confusion, "Try to escape from this, Guardians!" He then disappeared in a flash of light, still laughing all the way.

"Oh Celestia..." Vinyl gasped, holding on to Luna with Scootaloo shivering under the unicorn's foreleg.

"Princess Luna!" Twilight cried, "What do we do?! The island's going down!"

"We get the ponies on the ground," Luna began, "And we fly. Faster than we ever have before."

---

UGH! It's about time I got this dern story updated. I've been lazy with practically all my stories, because... Well... I'm lazy.

Yet another cliffhanger. Have no idea when I'll get the next chapter up. Enjoy this one instead. x3

"Oh Celestia!"

Luna rushed towards the exit of the island with Vinyl and Scootaloo holding on to her tightly. The other Guardians rushed to the ground, picking up the ponies there. Twilight had Octavia, Rainbow picked up Sunset Shimmer, Applejack picked up Apple Bloom, and Rarity picked up Sweetie Belle. The rest of them followed Luna, careful to avoid the sinking island that was closing in on them, forcing them to fly closer to the ocean above.

"Follow my lead!" Luna commanded, "Do not split up! We risk being attacked by Discord if we split up!"

Octavia held tightly to Twilight as the purple alicorn shot foward, right behind Luna. The rest of the Guardians, along with Thorn, followed close behind. Luna flipped when the gravity changed, causing all of them to feel temporarily nauseatious. The gray mare watched as the upside-down island sunk into the sea and the protective clouds above dissipated into thin air. They now soared high over the ocean in the blissful silence.

"That seemed too easy!" Cadance called.

Luna nodded, "I agree, that was too easy."

Octavia scanned the area where the upside-down island once floated. She caught sight of something heading towards them, gaining on them at an incredibly fast pace. Before she could register what the something was, a force slammed into her and Twilight, nearly throwing them into the ocean below. Luckily, the alicorn regained her altitude.

"What was that?!" She asked.

Octavia looked all around. She turned to look up front for only a second to where Vinyl and Scootaloo were riding on Luna. She looked back and nearly leapt off of Twilight's back. There, flying mere feet away was none other than Discord. There was something different about him than when she had met him back in the throne room. There wasn't an ounce of that malicious jolliness he was so well known for in his expression. Oh no, he was mad. Scratch that, in an insane rage.

...And it was aimed directly at Octavia.

Discord grabbed Twilight's tail and pulled her backwards. The alicorn counteracted it by blasting him in the face with a beam of magic. He was stunned, allowing Twilight to dive down, to where she was only a few feet away from the ocean surface. Discord followed, more so chasing after the mare riding on her back than her. Octavia fought back, throwing her cello bow and hitting him in the face. However, he quickly disappeared before the bow came flying back to Octavia's grasp

"Why is he only chasing after us?!" Twilight demanded.

"Because I and Vinyl foiled his plan the first time!" Octavia yelled back, "I'm pretty sure he wants to kill me! But..."

She remember what Whooves had said long ago, concerning why Sombra had dragged her into the future. Since she was from the future, if she was killed in the past, the universe would implode and fall in on itself.

And Discord was dead set on getting rid of her once and for all.

Twilight suddenly stopped short, slamming into something solid. Octavia turned back, discovering that Discord had appeared directly in front of them. He caught Twilight by her wing, quickly plucking Octavia off her back before tossing the alicorn aside. Now, the gray mare was dangling hundreds of feet above the ocean, the only thing keeping her from falling was Discord's loose grip on the scruff of her neck.

"You've... Ruined... Everything..." The multi-beast growled with a deadly edge in his voice, "You and that accursed two-hearted stallion! I could have been ruling over Equestria in enternal chaos as it was meant to be!"

At that very moment, Octavia became dizzy. The familiar feeling of right before a vision came to her.

Oh no, not now! She begged, Not now! It's really not the time!

Her visions did not obey. She was plunged into darkness before emerging into a bright light. Standing there in a peaceful cottage was newly-made alicorn, Fluttershy, along with Discord. At first, Octavia was confused by it until she remembered that Fluttershy and Discord were once friends.

"My goodness!" Discord exclaimed, poking the horn on Fluttershy's head, "That's new..."

"Princess Celestia and Princess Luna made us into alicorns!" The butter-colored pegasus annouced, "They want us to protect the Gears of Harmony after they planted themselves in the earth."

"Sounds like quite the job," Discord replied with a chuckle, but he seemed not to care about Fluttershy's "alicornination", "Anyways, are you still on board with giving Pinkie Pie a taste of her own medicine? As in pranking the prankster?"

Fluttershy bit her lower lip, "I'm sorry, but I can't. This new assignment that the princesses gave us... It sounds like we aren't going to have much of a break for free time. It's very important that I protect the Gear with my life, because it now protects all of Equestria from monsters and other bad guys."

Discord seemed let down. His ears lowered and his smile drooped, "Oh, I understand. Maybe next time."

The vision cut out and went to somewhere different. It seemed to be later, for Discord was now greeting Pinkie Pie, who was fixing up the new place where the Gear of Laughter was placed.

"Hello, Pinkie!" Discord greeted.

"Oh hi Dizzycord!" Pinkie replied, taking a break from decorating the cave, "Oh! I bet you came here for some cake! What about cookies? Oh! Ice cream?"

"Actually," Discord began, "I was wondering if you'd like to join me in a little afternoon of pranking unsuspecting ponies. How about it?"

Pinkie suddenly frowned, "Oh, I'm sorry Dizzycord, I can't! I have to watch this Gear of giggles!" She snorted, "But maybe next time when I'm not so busy! Okay?"

This time, the draconequus looked slightly enraged, "Oh, of course. Maybe next time."

The vision cut to something else. This time, Octavia found herself standing upon the top of Mount Magic. It appeared to be much, much later in time, for the familiar purple alicorn, Twilight Sparkle, was much older and mature. As expected, the draconequus in the past visions appeared before her.

"Hi Twi!" Greeted Discord.

Twilight turned, looking rather annoyed, but she tried to appear welcoming, "Oh, hello Discord."

"Got some time?" The multi-beast asked, seeming as though he was up to something.

"For what?" Twilight replied.

"Duh! Some free time! I was thinking about helping you with..." Discord coughed, "Organizing your books!"

Twilight rolled her eyes, "I don't have the time, Discord. You know I have to guard the Gear, so I don't understand why you keep asking. How long has it been? A year or so? And you've come to me every week, asking if we could hang out. I'm sorry Discord, but my duties come first. Maybe next time."

This time, Discord's smile was clearly hiding the venom he wanted to show off, "I understand... Maybe next time..."

However, as he took off, Octavia could hear the chimerical creature mutter under his breath, "There won't be a next time..."

Just when Octavia thought the vision was going to end, it cut again. This time, she was standing in the Canterlot palace throne room, where Princess Celestia and Princess Luna were having a verbal battle with a very angry Discord. However, the battle didn't look as though it was going to stay verbal for much longer.

"You did this on purpose!" Discord roared, baring his teeth. The hackles on his back had risen, making him look very intimidating, "You made them alicorns and gave them this stupid, twenty-four/seven job, just when I was starting to become close friends with them!"

Celestia held up a hoof defensively, "Discord, they were destined to do this. It wasn't in our control when the Elements became the Gears."

"Somepony has to protect them from evil-doers!" Luna added, "The Element bearers were supposed to protect them!"

Octavia wasn't sure, but it almost seemed as though Discord was turning a redish-orange and smoking slightly, "Don't give me that junk! You just want me to get mad so you can turn me back to a lawn ornament, don't you?!"

Celestia seemed apalled, "We don't want to turn you into stone! We only did that because you were causing pain and suffering to ponies with your chaos!"

"Oh you lying dog!" Discord spat, "Who do you think is suffering now that he has absolutely no one to support him through the torturous boredom of reformation?! That's right!" He pointed to himself, "This guy right here!"

Luna snarled, "How dare you address our sister like that!"

Celestia held her angry sister back, "We can't help that they are the Guardians of the Gears now. If you can't accept that, Discord, then I am sorry."

As soon as Celestia said this, Discord seemed to calm down, "Very well... I never liked this stupid forced reformation anyway!"

Unexpectedly, he fired a beam of magic at the two princesses. However, his attack was blocked by the sudden appearance of six newcomers. The Guardians had appeared in the nick of time and had blocked Discord's attack.

Octavia's vision seemed to be skipping parts, because all of the sudden, she found herself standing on a beach that wasn't Ponyville's. Standing there in the surf was Discord, his paw resting on an invisible force field that responded to his touch with a slight glow. Behind Octavia stood the six Guardians, all looking rather pained.

"You asked for this, Discord," Twilight growled, "You attacked Celestia and Luna in an aggressive rage. That's not something we can just ignore. I-"

But Discord didn't let her finish. In an act of rage, he kicked the force field before flying away, out over the ocean.

Finally, the vision was finished. Octavia was still being held tightly by Discord. She suddenly understood why he was doing this, why he despised the Guardians and all the ponies in Equestria.

"You felt like your only friends were being taken away." Octavia said out of the blue.

For a moment, Discord looked shocked, but rather understanding. The murderous snarl immediately returned however, "And what does that have to do with anything?"

"The Guardians, who were once your friends," Octavia repeated, "You didn't like that they had become alicorns because you felt like their job was their main priority, and they didn't care about you."

"Perhaps I didn't like the fact of the princesses taking away my only friends," Discord growled, "Just so I would get angry and they would have an excuse to turn me back into a lawn ornament, which is exactly what happened, except those accursed Elements, Gears, whatever the heck they're called now, banished me out of Equestria. I did absolutely nothing! Nothing I say! It was simply an excuse to get rid of me!"

Despite his ranting, Octavia listened closely. She suddenly saw Discord in a different light. Instead of the psychotic, vengeful beast, she saw someone who just needed to be accepted into society and have his looks and... Eccentric personality pushed aside.

Her thoughts were suddenly interrupted by Discord's laughing. His obnoxiously loud voice broke through her deep thinking and almost startled her.

"Oh, you think I'm going to change my ways just cause you had a stupid vision and learned my past?" He asked, "Even if you accepted me, the rest of Equestria will always see me as nothing more than a mindless monster!"

With no warning, Octavia found herself free-falling towards the ocean below. Her limbs flailed uselessly, hoping to catch something in the air and stop her plumit down. Luckily, she landed on something that caught her right before she hit the ocean. She looked down, discovering the jet-black fur of a familiar half-equine, half-insect.

"Celestia, when are you and Vinyl not falling to your death?" Thorn groaned.

"Thanks, Thorn." Octavia quickly said, ignoring the changeling's sarcastic comment. She quickly checked over her shoulder, expecting Discord to be chasing them out of rage. Surprisingly, she saw him simply floating in one spot with his mismatched arms crossed. There was a displeased look on his face, but nothing like it was when he was first chasing after Octavia. Suddenly, he took off in the opposite direction, no longer determined to destroy them all.

"Huh, wonder why he isn't chasing us," Thorn thought aloud, "Maybe he's tricking us."

"Or maybe he sees it as pointless to keep chasing after us," Octavia replied, "We've foiled his plans twice now. Or maybe..." She trailed off.

"Maybe what?" Thorn insisted.

"I talked some sense into him."

This caused Thorn to give a raspy laugh, "Talk sense? Into the guy who thinks making sense is a felony?! That's insane!" He suddenly fell silent, as if he could feel Octavia staring into the back of his neck with a deadly glare.

"I'm serious," The gray mare insisted, "I saw exactly why he went crazy the second time. His only friends refused to even be his friend."

"That's a great reason to almost kill the entire race of ponies and cause eternal darkness and chaos to all of Equestria." Thorn quipped sarcastically.

Octavia sighed, "Perhaps you're right..."

But it still left her wondering, why had Discord finally left them alone?

---

It was about five minutes before Thorn caught up with the Guardians, who had been making their way back.

"What happened?" Luna asked, "Are you both alright?"

"We're fine," Octavia answered, "Luckily, Discord fled."

Cadance cocked her elegant head, "Odd. Why would he suddenly give up when he's so close?"

"Maybe he finally realized that he can't win!" Scootaloo cheered.

Vinyl popped up from behind Luna, "Octavia! You okay?"

Thorn rolled his eyes, "She's fine."

"If fine means almost falling to my death, then yes, I'm fine." Octavia quipped.

They started to make the long journey back to Equestria. Octavia and Vinyl had asked Luna and Thorn to fly close together so that they could talk.

"So what was up with Discrud?" Vinyl asked, "Why did he suddenly run away when he almost had us?"

Octavia shrugged, "I don't know. He dropped me, Thorn saved me, then he just... Flew away. Why he didn't chase me down and try to kill me for the umpteenth time, I guess we'll never know."

Vinyl looked down at the passing ocean below, "Yeah. Too bad. I wanted to kick his butt again."

Octavia laughed, "What is it with you and kicking butts recently?"

"Dude, did you or did you not see me and Discrud blasting each other with dubstep?" Vinyl asked, "The adrenaline's still pumping from it! I wanna kick some more bad guy butt!"

Octavia rolled her eyes with a smile, "Sorry, V. But since Discord apparently gave up, I don't think we'll be kicking butt anytime soon."

"That was kinda anticlimactic though," Vinyl stated, "I'd expect one final battle before we finally put an end to Discord and his crazy plans."

Octavia sighed, "It doesn't matter now. What does matter," She wrapped an arm around Vinyl's shoulder, "Is that we're back together again; as best buddies."

Vinyl clapped her hooves together, "Ha! You're right! Just wait until we get back to Ponyville though. Everypony's gonna be cheering us on!"

Luna promptly interrupted them, "I will not be one of those cheering you on."

"Wait, what?" Vinyl asked.

"You deliberately disobeyed me!" The night princess yelled, "I gave a direct order to not go to Discord's Domain, and you went anyway! Disobeying an order given by a ruler is punishable by law!"

Thorn bared his teeth, "You're still stuck on that, your majesty? They saved Equestria from one of your biggest enemies!"

"Quiet, changeling!" Luna snapped rudely, "They could have killed themselves, or worse, lost all of their free will!"

"Hey, whoa Luna!" Vinyl argued, "Don't talk to Thorn like that! He saved my life, 'twice!'"

Luna only snarled, "Do you not understand? You almost killed yourself ten times over!"

"Are we dead, Luna?" Octavia shot back, "No. We defeated Discord and saved Equestria. So quit your whining. I've put up with too much this past few days -from almost drowning in chocolate milk to being brainwashed- to be scolded for saving the freaking universe from destruction. So for your sake and my sake, shut up."

Vinyl, Thorn, and Luna stared at the gray mare with mouths agape. They couldn't believe what they had just heard come out of the usually sweet and quiet Octavia's mouth.

The mare rubbed her temples, "Sorry. My brain's been magically scrambled. I probably still have some... Discord-ization left over. Please forgive me, your majesty."

Luna sighed, "No no. Perhaps you should forgive me, for I have overreacted a bit."

"A bit?" Thorn asked, but Octavia quickly slapped in the back of the head to keep him quiet.

"It's just that..." Luna began, "Ever since I became Nightmare Moon for a second time, I fear the safety of my subjects. I did not want anypony to travel to Discord's Domain for fear that it would bring about their insanity. Or worse -their death."

"Don't remind me how many times we almost died or lost our sanity in that place." Vinyl quipped.

"But..." The princess continued, "I commend you, for successfully defeating Discord without the need of the Elements of Harmony -his only weakness. How did you do it anyway?"

Octavia and Vinyl shared a smirk.

"Just a little thing we like to call..." Octavia began.

"The Cello-Bass Blast of Awesomeness!" Vinyl finished.

Thorn chuckled, "It's true. It was pretty awesome."

"So, perhaps I can let this little offense slide," Luna concluded, "After all, you were the mares who saved me from my dark side, and saved Equestria from eternal confusion and darkness."

Octavia and Vinyl shared a smile.

"Thank you, Princess Luna." Octavia said.

"And thanks for saving our behinds back there!" Vinyl added.

---

It was about sunset when they returned to Ponyville. All of the Guardians dropped off Octavia, Vinyl, Thorn, Sunset, and the Cutie Mark Crusaders.

"We must bid you farewell." Luna said, "I do not entirely trust Discord in his throwing in the towel act. We are going to attempt to cast a force field over Equestria in hopes of keeping him out."

When Vinyl, Octavia, their changeling, unicorn, and filly companions entered the Guild, still soaked with chocolate milk and covered with scratches and bruises, they were greeted by the ecstatic members of the Guild.

"Welcome back you guys!" Lyra greeted, "We told the Guild all about your trip to Discord's Domain. We were all worried sick about you!"

"Sweet Celestia!" Gasped Minuette, "What in the world happened?! You all look awful!"

"I was attacked by living licorice." Octavia answered.

"I just about drowned in chocolate milk." Vinyl added.

"I lost my mind."

"I almost died from dubstep."

"We both nearly died on a sinking island."

"And nearly lost our friendship."

"But we found it again in the end."

"And kicked some butt."

The Guild members cheered loudly, despite not really understanding Octavia and Vinyl's nonsensical speech.

Bonbon suddenly glared, "Sunset Shimmer."

"Whoa there, Bonbon," Vinyl interrupted, "She's cool. Yeah, she tried to kill me, but she did save my life."

"No, I'm concerned as to why she's half-bald." Bonbon said blankly.

Sunset laughed, "It's a very long story."

Lyra managed a chuckle, "Well, you can tell us all what happened at the dinner table. Carrot Top prepared her greatest edible creation ever!"

---

"You wouldn't believe how hard Discord could drop the bass! He may be as old as dirt, but I had to hand it to him, he could do it!" Vinyl squealed,

"Was it easy?" Questioned Derpy, shoving a muffin into her mouth.

"Easy?" Octavia laughed, "If it wasn't for Rainbow Dash, I would have been dead ten times over!"

"Yeah!" Vinyl agreed, "Technically, I lost the dubstep duel, but Octavia saved me just in time."

"I thought you said you were still discorded at that point?" Lucky Clover asked, directed towards Octavia.

"I was!" The gray mare answered, "But I luckily managed to snap back, with some help from Vinyl's bass cannon!"

"Oh yeah, did we tell you about how Discord was behind the whole Tower of Midnight incident?" Vinyl asked.

The guild seemed shocked.

"He what?" Bonbon questioned, mouth agape.

Octavia hastily began to explain what Discord had told -and shown her- while she was conversing about getting the Crusaders and Rainbow Dash back. She explained how he was responsible for manipulating Luna back into Nightmare Moon. She also explained how he was responsible for sending her back to the past and taking her memory.

"That's insane!" Exclaimed Cloudkicker.

"Who woulda thought?" Carrot Top added.

"I knew there was something suspicious about the whole thing." Bonbon announced. She turned to the mint-green unicorn sitting next to her, "See? I'm not paranoid! I was right all along!"

Lyra rolled her eyes before turning back to Octavia and Vinyl, "Well, I suppose we have to thank Discord, for allowing us to meet the both of you. If it wasn't for him, you never would have joined the Guild and met all of us!"

"I suppose Discord did do us a good deed," Octavia replied with a smile, "If he hadn't sent me to the past, I never would have gone on this amazing adventure, and..." She turned to Vinyl, "Not to mention, Discord -unintentionally- taught me that friendship is a very important thing and shouldn't be given up so quickly. I almost lost my best friend in the entire world."

Vinyl squealed, "Thanks, 'tavia! You're my best friend too!"

"It certainly seems as though you've had a great adventure," Lyra continued, "I'm almost jealous!"

Trixie scoffed, "Trixie is not!"

The entire Guild turned and glared at the blue unicorn.

"I mean uh..." Trixie rephrased her sentence, "Trixie is very jealous! She wishes she could go on that adventure too!"

"It definitely wasn't a walk in the park," Vinyl sighed, "But hey, it was a new experience. Plus, we saved the world again!" She gestured to a certain changeling and a certain, half-bald unicorn, "Although, we couldn't have done it without Thorn and Sunset Shimmer. Yeah, Shimmer almost killed me, but she did save my life beforehand and apologized afterwards!"

Sunset glanced away while Thorn giggled, "Thanks." They muttered quietly.

"I'm still confused as to why you're missing half of your fur." Bonbon stated offhandedly towards the orange unicorn.

Sunset blushed crimson red, "Um... I ran into some flypaper. Let's leave it at that."

Without another word, the Guild members quickly chowed down on the delicious feast.

---

It was late evening. The moon was starting to come up as Octavia and Vinyl walked down the beach.

"About what I said while I was discorded..." Octavia began.

"Ah!" Vinyl interrupted, "Save the speech. That wasn't the Octavia I knew who was talking to me. That was brainwashed... Evil Discord minion... Thingy..."

"I still feel bad," Octavia continued, plopping down into the sand with Vinyl quickly following her, "I mean, I broke the promise of not-going to Discord's Domain... I stabbed you in the back, Vinyl, why are you not mad at me?"

"Mad?!" Vinyl laughed, "Why in Celestia's name would I be mad at you?! You've took me on an adventure that only a hoof-full of ponies ever get to experience in their entire lifespan! We've done some of the most amazing things, from fighting monsters and the baddest of bad, to meeting amazing heroes and the closest of our friends. Mad? Puh-lease!"

Octavia chuckled, "I suppose you're right." She looked up at the stars, "Where do you think he's at?"

"Who, Discrud?" Vinyl inquired.

"No, Whooves," Octavia answered, "Since we're on the subject of closest friends... I haven't told anypony this, but... Discord offered me Whooves if I agreed to never again foil his plans."

"Really?!" Vinyl exclaimed, "So... I guess you chose wrongly and that's why he brainwashed you..."

Octavia nodded slowly, "I think he would have brainwashed me either way. I probably wouldn't have gotten Whooves even if I chosen him."

"I'm still a little worried about Discord though," Vinyl stated, "Why would he just turn around and leave when he was so close? There's just something fishy with it all."

Octavia decided to leave out the vision she had seen of Discord and the Guardians, "I don't know. Maybe he had a change of heart."

"Or maybe he finally saw that he couldn't win. But let's hope that he'll never return again. Celestia knows I don't want to run into that guy again."

Octavia wasn't sure why she was leaving out the vision she had just seen recently. Maybe she had a feeling that Vinyl wouldn't believe her if she said that Discord might have had a reason for doing the things he did.

"I wonder why though?" Vinyl thought aloud, "Why did he chose to send you back in time and take your memories instead of doing it to Whooves?"

Octavia shrugged, "He said it was a mistake and a flaw in his plan. I don't really know if that's true."

Vinyl sighed, "Well, I'm praying that he's long gone... Discord I mean, not Whooves."

Octavia looked down, seeming saddened from the thought of the strange and adventurous stallion.

"Hey, who knows?" Vinyl quickly rephrase to keep Octavia from feeling depressed, "I bet he's still out there somewhere, looking for us; or you mainly. He would never forget about you, Octavia. Who could? You're amazing, talented, brave-"

"Or he's dead." Octavia interrupted glumly.

Vinyl scoffed, "Whooves? Dead? Please, that guy's harder to kill than a cockroach!" She shrugged, "Look at the bright side of things, 'tavia. I guarantee he's out there, and he's looking to reunite with us again."

Octavia sighed, "Maybe you're right. I still miss him though."

"Well, maybe while we wait for him, we can find a new adventure," Vinyl suggested, "Hopefully one which doesn't involve us almost dying over ten times in one weekend."

"Where's the fun in that?" Octavia replied in a familiar imitation of a deep and throaty voice.

Vinyl laughed before she copied the same voice, "Yes! There must be fun in everything or else I'm gonna destroy the world! Mwahahaha!"

They both giggled before they looked up at the stars and noticed how late it was.

"Whoa! We better get back to the bluff," Suggested Vinyl, "It's almost ten o' clock!"

"Yeah, I need my sleep after this insane adventure." Octavia agreed.

They rose and trotted through the sand, traveling up the road that would take them back to Ponyville, laughing about their adventures and bad imitations of Discord.

---

In a distant galaxy, a brown stallion leaned against a control console within a large, alien-like room filled with strange designs and advanced technology. He was looking at a small screen, showing coordinates for a very specific place. He was covered in dirt and scratches, signaling he'd been on a long journey to get to where he was now.

The stallion growled as the coordinates were having difficulties in loading. Finally, a map showing a specific planet in a specific galaxy. He smiled with satisfaction before pulling a lever. The sound of metal against metal reverberated through the room. A powerful engine that had not been used in a very long time groaned and began to move the room, slowly but surely.

The stallion simply smiled with glee.

Whooves is back in business.

---

I am terribly sorry for the long wait. I've had no motivation over the past few weeks, so...

Anyways, this is the last and final chapter. I did not stone or reform Discord again, because I figured it would be the cliché and predictable thing to do (plus, I hate reformed Discord). No, there will not be a sequel, even though this chapter kind of points to one. I'm not entirely happy with how it ended, it almost feels as though it's missing something, but I don't know what.

But... I enjoyed writing this so much. I loved reading all the reviews and getting the favorites/follows. You guys are awesomesauce! I hope you enjoyed, and I also hope to see you all on Fanfiction in the near future!

Until next time...

-Delusional Potato.