The darkness spread to the griffin's heart faster then I had anticipated.

Permanent corruption is eminent and their failure is starting to seem likely.

Gilda was finding Void's power-up had drastically modified her agility and strength. No matter how much she had to do, no matter how much energy she used up and no matter how far she pushed herself her stamina would not cease. It just kept charging her with power like an everlasting battery. She could feel the mix of the magic and adrenaline pulsating through her as she angrily flew through the pillaged camp grounds. She cursed under her breath at having lost sight of her prey and flew up to the sky to look across the devastation. She gazed over through the fire and smoke in search of her targets, finding no sign of Rainbow Dash or Pinkie Pie. She could only make out the rushing of guards along the ground and in the sky, chariots began to leave from the burning campgrounds. Gilda positioned herself to engage them but paused, seeing her ally was in the distance already at work bringing them down with bolts of lightning. Her pent up frustration began to consume her once more as she screamed.

"PINKIE PIE! RAINBOW DASH! WHERE ARE YOU!" She called, looking around.

Her cry hadn't gone unnoticed as royal pegasus guards began to rise up from the camp and charge at her. The first guard flew up to her level and charged straight towards her with his front hooves extended, prepared to ram. Gilda turned and moved to the side just before impact, grabbing the guard by the wing and breaking it with a loud crack in her talons. The guard cried out in pain, as she held him up and delivered a hard punch to his neck. The denting of the armor was blocked out by another loud crack as a small stream of blood spurted from his muzzle. Gilda caught the sight of another guard approaching from behind. The spun around and chucked the broken pegasus at her attacker, slamming into the guard and knocking them both out of the sky. Two more charged up from behind her only to each receive a kick in the face from her two hind legs.

"Come on! Is that all you got! That's weak!" She taunted to the guards as they fell.

Her tone began deepened as she spoke with less feminine quality. The lights in her eyes began to glow brighter as electric blue crystal shards had begun to grow along her spine and along the front edges of her wings. The mutation had gone completely unnoticed to her as she scanned the ground for more. Sure enough, guards had begun to rise, this time in greater numbers. Gilda opened her talons as they flew in attempting to swarm her. Every attempt they made to buck and slice at her with steal horseshoes and blades along their wings at her was only met with thin air as she evaded, blocked and countered their attacks. Every buck and slice only met thin air as she maneuvered around them, only to have her talons slice and punch at them, sheering and denting their armor with frequent blood splatter as she sent them falling to their death. Looking upon the broken bodies, she only felt frustration over the fact that none of them were Pinkie Pie or Rainbow Dash. She paused to get a better look at the carnage, chuckling at the positions she say the corpses laying in as it gave her some ideas about how to torment Pinkie. In her daydreams she hadn't noticed the cyan pegasus rocketing towards her from the side. From her peripheral vision, she caught a glimpse and turn her head only to receive a buck straight to the face.

"No one hurts my friends!" Rainbow Dash yelled at the griffin. Her kick sent Gilda spiraling straight into one of the weather machines. Rainbow Dash saw the large explosion that followed from impact and hesitated at the sight of fire rising into the sky. She was slightly surprised by how easy it was to land a hit on the griffin. Looking back on the times they had spent together when the two of them were friends, Gilda was never one to get beaten so easily which was one of the many thing they shared. At least they used to. Looking at the explosion she began to wonder if that was it for Gilda.

Is it really over...?

Her hope was crushed as she heard the familiar roar of the enraged griffin as Gilda bolted upwards from the wreckage. She stopped, hovering above the destroyed machines. Her morphed figure stuck out from the smoke of the machines.

"I AM GOING TO KILL YOU!" She roared in a demonic voice. Rainbow Dash felt herself cringe in fear at the altered sound of Gilda's voice.

"Gilda! What's happened to you!?"

"YOU'RE WHAT HAS HAPPENED AND I'M GOING TO PUT AN END TO YOUR PATHETIC LIFE BACK STABBING LOSER!" Gilda screamed back.

Rainbow Dash could make out the fusion of rage and sadness in the griffon's call. It sounded as though Gilda had lost her mind. The griffin raised her talon and opened her grasp as a blue ball of energy formed at the tips. The ball began to grow larger in size as it charged with energy.

That's new Rainbow Dash thought just before Gilda swung her arm, sending the ball straight at Rainbow Dash. The pegasus flew up, dodging the shot. Gilda only grew more enraged as she focused all the energy to her talons. She started throwing a barrage of the blasts at Rainbow Dash. Rainbow Dash started to fly around, evading the orbs that just barely missed her. Gilda threw shot after shot, every miss only made her go faster. Rainbow Dash was struggling to keep up with them. She hesitated at one that just past her face and without warning, she felt something slam into her wing and explode. The concussive force of the blast cause her to black out and begin falling.

"Oh no you don't! I want to ENJOY KILLING YOU!" Gilda called out as she dove after the pegasus. It wasn't hard to catch up with the pegasus with her new found power, after all she couldn't tire with it. She grabbed the pegasus by the neck and flew with her to the ground. She shifted her momentum just before impact, flying straight towards one of the weather generating machines. She slowed herself and pinned her prey against the wall. Gilda shifted her fingers along the the pegasus' neck, paying little attention to the red and golden necklace. She was reassured when she felt a pulse.

"Wake up! Your not dead yet. Not until I get to have some fun with you." Gilda uttered with a devious smile as she slapped the pegasus' muzzle with her free talon.

Rainbow Dash's consciousness slowly began to return to her. She could feel something grabbing hold of her neck and had began to struggle. Gilda's smile grew wider as she saw the pegasus was coming to.

"Hehe. Have a nice nap Dash? Did you forget about your old bud Gilda? Well here I am and I haven't forgotten about you". Gilda said, her voice changed from sinister to angry at the mention of of memory of Rainbow Dash. Rainbow Dash wasn't about to let a stuck up griffon finish her off, especially not after a storm nearly did the same. Her ambition overpowering the pain from the blast as she lifted her hind legs and bucked Gilda straight in the beak, sending her back.

"I don't know what your problem is Gilda but you better think twice before you can jus- WOAH!"

She was caught off guard by Gilda's sudden charge. Rainbow Dash moved to the side as Gilda just barely missed, putting a a large dent in the machine with her fists. Rainbow Dash took the opportunity to take to the sky. Gilda spun around and charged after her. Rainbow Dash could hear the sound of Gilda's energy being charged once more and began to sway as the two of them ascended to the clouds. Her attempts were successful as the glowing blue orbs flew past her, only to infuriate the Griffin. Rainbow Dash flew through the clouds and began to fly along their surface. Orbs continued to fly through the clouds from beneath her. She swerved to avoid them as sh looked over the clouds. She moved up getting a better look as she flew. She saw the cloud panels that were being set up. Some of them had been stacked in box like shapes, forming houses. She was stopped short when the griffin rose from beneath and appeared in front of her. Rainbow Dash panicked, sending her front hooves forward and slammed them into Gilda's face once more. Gilda moved her talons to her face as she felt and heard something crack. Rainbow Dash took the opportunity as she turned and bucked the griffin in the chest with her hind legs. Gilda flew backwards and fell to surface of the soft clouds. Rainbow Dash proceeded to pinning her by the shoulders.

"This isn't you Gilda, I know you can be stubborn and hold a grudge but this. This isn't the griffin I used to know." Rainbow Dash said with all seriousness. Gilda merely smirked in response.

"Heh. You expect me not to feel angry after you took EVERYTHING!" She roared as she charged the energy at her talons once more. Rainbow Dash leaped back as Gilda fired the blast. Gilda dug her wings into the cloud and pushed herself  though it. Rainbow Dash dove through the clouds after her only to find the griffin had vanished beneath the clouds.

What? Where did you go? She thought to herself as she looked over the camp in apprehension, completely unaware of the griffin clinging to the clouds about her, giving her an evil smile. Gilda released her grips from the floating mass and dove after her target with talons opened. Rainbow Dash turned in time only to feel a talon impact her chest, bringing her downwards. She screamed in pain as they both plummeted. Gilda didn't yield as she had before, she wanted the pegasus to suffer this time. They were about to make impact when they were stopped by an unknown force. They were surrounded by a silver aura that held them in place. Gilda felt the force undo her grasp on the pegasus. She began flailing around in mid air, attempting to break free.

"What's going on!? I... can't...move! Rainbow DAAASH!" Gilda said angrily tried to swipe at the weaken pegasus lying on the ground. The force thrust her to her side she gazed back at the cyan pegasus before she slammed into a pile of cloud panels. Rainbow Dash put her hooves over her chest, she could feel gashes left by Gilda's talons.

"Rainbow Dash! Are you alright?" Called a familiar masculine voice. It wasn't as stern as she recalled, it sounded more concerned. She turned head as she lay on the ground and saw a familiar black unicorn wearing golden armor followed by a group other also clad in golden armor. The cyan pegasus fought against the pain to give a response.

"Commander Maelstrom?" She asked in a weak voice as the group her. He noticed her wounds and looked back at the griffin who was getting out of the rubble. A look of certainty crossed his face.

"Men! There is one of the monsters that pillaged the camp. Engage it and subdue it! NOW!"

Rainbow Dash saw the guards galloping towards. She struggled to suppress her feelings of apprehension. Maelstrom walked up beside her and looked down giving her a reassuring smile.

"Don't worry Rainbow Dash, We'll get you out of h-" He was cut off by the sound a of an electrical explosion. Rainbow Dash saw the guards being launched in the air fly past him. They both turned to see the source had come from the wrecked pile of cloud panels. The other guards hesitated as dust rose pile and around it. They heard a loud roar and braced themselves as Gilda leaped from the pile slamming into one of the guards and causing him to fall back. With one swipe of her talons the armor was slices open along with the flesh of the pony. The guard tried to scream but was cut off as the enraged griffon impaled his muzzle with her glowing fist. Turning to see the other guards attempt to rush her, she pointed her talon balled into a fist at them. It charged with energy, beginning to glow brighter. Gilda opened her grasp, releasing a several bolts of lightning that struck the guards, blasting them through them and burning away their flesh. Rainbow Dash saw more crystal-like spike growing along Gilda's arms, the mutation seemed to go unnoticed to Gilda. Rainbow Dash turned to see an equally horrified Maelstrom looking on at the sight. His look changed to one of serious nature as his horn began to light up, sending a beam of white energy at the griffon. Gilda quickly dodged as she charged another orb. This orb was red and it was larger then the spheres of energy she seemed now capable of producing. Maelstrom stopped the blast only to see the projectile flying towards him. It was traveling far to fast for him to dodge. Instead of exploding on impact it carried him into another pile of panels on Rainbow Dash's other side. Rainbow turned her head and saw the ball explode with steaks of lightning as they both impacted the pile. Gilda ignored what she had done and began walking towards Rainbow Dash

Rainbow Dash looked back at the griffon in realization of what was standing before her. She didn't see the friend who was always there for her back in flight school nor the stubborn griffon who was stuck up and only cared about being cool. Instead, she only saw a heartless monster. She knew Gilda well enough to know that while Gilda would hold a grudge, she would never go so low as to kill and yet here the griffon stood with bloody talons, hell bent on taking the life of her old friend. Rainbow Dash was utterly horrified that any one could become something so cruel and part of her refused to believe that this is what she was staring at. She gathered what strength she had left to speak, she had to know the truth.

"Gilda. Please. Just tell me why."

Gilda winced for a moment at the pegasus' words as if she had been hit by something. She paused before looking back and gave a stoic expression as she picked Rainbow Dash up by the neck once more.

"I though you'd know about what happened since you just left me. But I didn't just lose you, I lost EVERYONE!" Gilda yelled as she lifted and hurled the pegasus to her side. Rainbow Dash could feel the ground hit her in random spots around her as her body ricocheted along it until she rolled to a stop. Rainbow Dash fought deeply tried prevent her consciousness from fading again as she looked back at the menacing griffon who was walking towards her.

"I'll bet you just forgot about it. You forgot about your old pal. Well let me refresh your memory." Gilda uttered in a hateful tone as she walked up to the cyan pegasus and grabbed her by the neck once more.

"You made me the laughing stock of griffins Dash. I lost my other friends because of you and your stupid pink friend. they all think I'm weak and worthless now. But now that I have the pleasure of taking away everything from you, I don't care anymore. I wish Pinkie Pie was here to see this. To see the look on your face right now. I'm really diggin' it myself." Gilda said with a smile.

Rainbow Dash struggled to speak as her throat was starting to be squeezed by the griffin. She held her hooves up in an attempt to get them off but it was to of no avail.

"But *cough*... I... didn't know that *cough* would happen to...*cough cough* you." Rainbow Dash managed to whisper through Gilda's grip. Gilda only looked down and sighed at her words.

"That's too bad Dash. But you know what?" Gilda asked as she lifted the two of them off the ground and proceeded gripped Rainbow Dash's abdomen. Pegasus winced in pain as Gilda dug her sharpened talons into the pegasus, feeling blood ooze from the wounds.

"Neither did I." Gilda uttered in a cold voice as she continued to torment the pegasus. She chuckled knowing she would finally have her revenge. Part of her wanted something else to remember the death of her former friend by. Not just pain but words. She pulled her talon from the Rainbow Dash's abdomen and loosened her grasp as she charged another red ball of energy in her free talon.

"Anything you want to tell me or talk about before I kill you? I wanna know what your last thoughts are. You know. Something to remember you by when I do the same to Pinkie. I think she'd like to know what they were." Gilda said causally with an evil smile.

Rainbow Dash gave a light wine as she fought desperately the pain to get the words out.

"What about your family? Don't you have a family you could have gone to?"

Gilda froze at her words, completely caught off guard. She was expecting her to beg for mercy or forgiveness. To spare her life and/or Pinkie Pie's something. She paused, unsure of what to say before she spoke up. She realized she'd never told her old friend about her life at home. Most of the time it had just been them hanging out, trying to get away from the people that ridiculed them both in flight school. They talked about what they liked about the classes and and how stuck up everyone seemed they had so much in common and knowing that made them both feel better. She decided Dash at least deserved to know the truth.

"I never had a family Dash. I also didn't have a home either. I had to survive..." Gilda said looking down, her tone lightened somewhat.

Rainbow Dash felt a sense of guilt wash over her. Even in her pain as the griffin stood positioned to kill her, she still felt sorry for her old friend. Realizing now that there was something else they had in common. They didn't just have no other friends. Neither of them had anything else to look forward to other then eachother.

"Gilda, I know that feeling. Having no one to be there for you. I didn't have anything either. *cough cough* ... I know... what that's like because I *cough*... I had no one either. I never knew my dad and from what ponies at an orphanage told me. My mom died when I was born. The kids at the orphanage always *cough*... picked on me... until I met you and *cough* ...I *cough cough* ... I knew I wasn't alone anymore. I had someone there for me. Someone I could hang out with."

Gilda paused briefly, she remembered there times together and how they ended. Despite how much she hated flight school. She would go back if it meant seeing the Rainbow Dash she once knew. Her rage returned as the memory of the party entered her mind once more.

"If that's true... why did you leave me?" The griffin asked with her anger in her voice. She tightened her grip around the pegasus' neck once more. Rainbow Dash could feel herself begin to lose consciousness again. She was reminded of the blood was slowly leaving her body. She quickened the pace of her words as she knew they may very well be her last.

"Like I *cough*... said... I *cough cough* ...I didn't know that this would happen to you. I wish I did Gilda. I really do. I would have tried to stay friends. I know *cough cough* ... I know you're mad at me and I'm sorry. I speak for both me and Pinkie when I say I never meant for you to feel so alone again. *cough*... I'll still... I'll still be...*cough* you're friend." Rainbow Dash managed to whisper just before she fainted.

Gilda dropped bloody pegasus and looked at it in silence. She didn't feel the anger or rage from what had happened. All that had happened at the party seemed meaningless now. Gilda heard the voice she recognized all to well as her friend from flight school. The crystals around her body slowly began to dissolve.

"Hey Gilda! Are you going to compete in the flight school race? Everyone's going to be there and it's going to be so awesome."

I would but...

"But why Gilda? Are ya chicken?"

No! I just... just.

"Just what Gilda? You can tell me."

No one will be there to cheer me on... why do I even bother? It won't be that cool anyway. You should just go on without me

...

"... I'll be there to cheer for you."

...Huh? But... won't you be racing.

"Well, yeah... but that doesn't mean I can't also cheer you on too right?"

I... I guess so

"Common Gilda, it will be fun. We'll show those guys how its REALLY done!"

... yeah... Yeah! We can show these foals how we fly with style.

Gilda felt tears start to run down her eyes at the memory of the friend she once knew. Here she was ready to kill the one person who had always been there for her. Who had always cheered her up when she was down and who had always helped her stand up for herself. She ready to kill the first and closest friend she ever had. The silence was interrupted by a flash of light blue energy. Gilda turned her head to see her partner in vengeance.

"Oh Gilda! Trixie brought you a little gift." The blue unicorn chimed as she lowered an unconscious pink earth pony with a bubbly pink mane to the ground. Gilda stared at what was her second target, the one who she thought was behind the party but she couldn't feel anger as Rainbow Dash's words played back in her head.

I speak for both me and Pinkie when I say I never meant for you to feel so alone.

Gilda continued to stare at Pinkie's body, remembering the words she spoke from the party. The words that seemed like blatant lies before now suddenly seemed only to tell the truth.

I threw this party to improve your attitude. I thought a good party might turn that frown upside down.

"Gilda? What's wrong with you? Trixie goes out of her way to bring you the pony that you were so eager to have vengeance with and you're just stand th-... OH! Trixie understands. Your thinking of a way to kill them just right. Oooh. Trixie sees you've already found one of them. Well go ahead. Take your time. Trixie can't seem to find Twilight so she will take a seat and watch as Gilda has her vengeance!" The show pony said, chuckling in mid air as a bag of popcorn seemingly appeared from out of nowhere.

Gilda looked back to the body lying before her as panic arose from within her. It dawned on her that her closest friend was about to die. She grabbed the cyan pegasus in her arm and flew over to the pinkie pony. Slipping it securely under her arm as she flew. She darted upwards, taking to the sky. Leaving behind a very confused and annoyed Trixie.

"Gilda! Where are you going!" The show pony called only to receive no responce.