The Twelfth Round

by ToixStory

Chapter 1: Shanghay Nights

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Shanghay Nights

“Wanna fight?”

The words hung in the air between a speckled brown colt and Pound Cake, who glared each other down across a small, grassy field behind the Ponyville schoolhouse. The colt circled his prey, almost a head taller than Pound Cake and double as wide. He sneered at the younger pony, and spat on the ground in front of him.

“Come on, what are you, chicken?” he asked.

“Please, Load Bearing, you don’t have to do this,” Pound Cake pleaded. He wiped away his chocolate mane that fell over his creamy-white coat, which was drenched in sweat. Some students that had been watching from under the shade of a tree closer to the red schoolhouse had walked over to the two colts, forming a small ring around them.

“No, I don’t have to,” Load said, “but I want to.” He backed up and pawed the ground, lowering his head toward Pound.

A couple of fillies in the audience snickered. Pound Cake looked for Pumpkin, but when he spotted her, she was too far away. He could see her talking to Sweetie Belle next to the door of the schoolhouse, out of shouting distance.

“Last chance, dweeb,” Load told him. “You back down and let me do whatever I want to your sister, or I buck your face in.”

Pound Cake gulped, but planted his hooves firmly in the ground. “Never.”

“Fine, you asked for it.”

The older colt took off toward Pound Cake, his hooves beating against the damp grass and flinging up bits of mud. He took a flying leap through the air, intending on coming down on top of his smaller combatant and pummeling him against the dirt.

For Pound Cake, the world slowed down. He saw the bully fly through the air in slow motion, but he could feel himself move like normal. He knew he wasn’t supposed to be able to, but it felt so easy to step out of the way and lash out at Load with his hind leg.

He swung his right back hoof in an arc through the air, and hit the bully square in the jaw. The unicorn hit the ground and tried to stand, so Pound Cake swung around and hit him with his other hind leg, right to the stomach. Load Bearing let out a startled cry and fell to the ground.

Pound Cake stared for a moment, wondering if he would get up, before the bully raised himself up hoof by hoof. He shook, but stayed on his hooves.

Load Bearing spat on the ground and wiped away a few drops of blood the clung to his lower lip. “Alright, I’m through talking,” he said. “Let’s—”

“—finish this!” a crimson stallion bellowed.

Pound Cake threw himself to the padded floor of a round boxing ring. He ducked his head down and felt the blood-red hoof of the stallion pass over his head, scraping the top of his mane.

Creaking wooden bleachers around the ring were packed with mares and stallions dressed in bright robes and silk gowns. Their calls packed the inside of a rickety wooden building packed into a hidden corner of Shanghay. They cheered on the fighters in the center of the ring, though a few booed when Pound Cake dodged the heavy blow directed at his face.

“Is that what you call finishing?” Pound Cake asked.

He stood and backed away from his opponent. He felt his back touch against ropes around the edge of the ring, and smiled. He rose up on his hind legs and waved his hooves at the other stallion. Sweat ran down his brow and dripped off the ends of his hooves.

“Or was that supposed to hurt me? Come on, Red Line, we should know each other better by now.”

The stallion—Red Line—growled and rubbed his jaw. “Not today, Cake. Those fancy words won’t save you from losing!”

They circled around the edge of the ring, sizing each other up. Pound Cake’s brown eyes met the bloodshot orange irises of the other kickboxer. He could see the way Red Line heaved and wheezed, how he snarled at Pound Cake, waiting for him to make his move.

“Get on with the fighting already!” a stallion in the crowd shouted.

Pound Cake turned his head and pretended to focus on finding whoever was making the catcalls.

Out of the corner of his eye, he saw Red Line come barrelling across the ring. He waited, resting on the tips of his hooves. He held his position for a second longer, until Red had no choice but to throw his entire momentum into a single strike.

A strike that, he would discover, would never come.

Pound Cake spun out of the way of the larger stallion, and let Red fly past him into the ropes. They bent beneath his weight, but could only stretch so far. Once they had let the surprised stallion fly into them, they flung him back into the ring.

Red Line stumbled back and tried to catch his balance. He turned around to try to face Pound Cake, but as soon as he whirled around, his face met a creamy blur that reached for him. Pound Cake caught him with a solid kick to the jaw, blowing the stallion back.

He bounced against the ropes once more, and met Pound Cake’s hoof for a second round. This time, however, he didn’t bounce backwards. Red Line fell to the floor in front of Pound Cake and didn’t get up.

His body jerked a little and his labored breathing became more even as he slipped into unconsciousness. A couple of moves that would have been illegal in any other venue were cheered by the Shanghay crowd.

They shouted his name: “Biǎn Dàngāo! Pound Cake!”

The lithe stallion with stringy muscles running up and down his side waved to them, his face broken out in a smile. Pound Cake felt like he was about to collapse, but the exhilaration of a win was enough to keep him up as the handlers came and dragged the sleeping Red Line from the ring.

A stallion in a black suit passed through the ropes and stepped into the ring. He chanted with the crowd, and his voice came booming over speakers overhead from a microphone attached to his face.

“Now that was something, kid,” he told Pound Cake. “You’re only, what, twenty-five and beating up on stallions as big as Red Line over there?”

“Twenty-eight,” Pound Cake said. “I’m small for my age.”

The announcer laughed. “Right you are, but nothing stopping you from taking him out in, what, the third round? Have you ever even seen the twelfth round before?”

“No, I haven’t.” He winked to the audience. “And I don’t intend to.”

A grim-faced Pound Cake opened his locker in a small, cement-floored room beneath the boxing ring. He reached inside, got out a red leather jacket, and slung it over his back. He grabbed his wallet and a brass ring to his apartment. He hesitated, then grabbed a black pistol that was taped to the top of his locker.

There was a mirror hanging on the door to his locker, and he caught a glimpse of another pony entering the room behind him. A charcoal gray stallion walked inside and approached him with a dark smile on his face.

“Pound Cake, I hoped I would find you here!” he said in halting Equestrian.

“What do you want, Private Practice?” Pound Caked asked, not turning around.

“Why is it always that I want something?” Private said. “Can’t I come here to see a friend? Or is the happy-go-lucky routine you do in the ring just a gimmick to you?”

Pound Cake grunted. “You should know me well enough by now not to ask that, Private.”

“True, true.” Private walked up next to him and ran a hoof through his slicked-back, midnight-black mane. His piercing blue eyes shone as he looked his boxer over. “I came here to take my portion of the winnings . . . and give you yours.”

He reached inside a bag he had slung across his back and pulled out several stacks of Shanghay bills. He put them down on a bench next to Pound Cake. “You finish too fast, Cake. The bosses don’t like it and they pay you less if you don’t make it more exciting. Why would anypony want to come to an illegal match for five minutes of a fight?”

“I fight to win,” the boxer said. He ran a hoof across a jagged scar that ran the length of his wings, from one tip to the other. “Last time I played their game, I lost my wings. The crowd can come watch the Freak, but I’ll win on my own terms.”

Private Practice sighed. “All you Equestrians think the same way, that this world is out to give you what you want, and that you decide if you take it or not. This is Shanghay, Cake. You want to box in the private rings, you play by the bosses’ rules.”

“So they want me for a job to make it up, don’t they?”

“You knew they would.”

Pound Cake shut the locker and lay his forehead against the front. “I had hoped that, maybe, they would let me go. Just this once, you know?”

“Just a simple job,” Private said. “A small-time dealer that doesn’t want to pay his dues to the bosses. Cocky. They just want you to go and run a knife through one of his hooves.”

“Public or private?” Pound Cake asked.

“There’s a restaurant out in Flankxian that he goes to every Saturday, so he’ll be there in a few hours. It’s an old restaurant that’s a haunt for his type. Low-level dealers with low-level mares that couldn’t get into the bigger clubs.”

Private reached in his bag and placed a white card on top of a stack of billfolds. “That has everything you need to know. Don’t mess up, Cake. If you keep being a good enforcer, maybe they’ll let you keep your wings.”

The stallion turned and walked out of the locker room without another word to his boxer. Pound Cake picked up the card, looked at the address scrawled in red ink across it, and put it in his pocket. He took one last look at his locker, then headed out the locker room and down a narrow hallway to the crowded streets outside the unassuming wooden building.

Pound Cake leaned his head against a bus window frosted with late night ice. It was nearing October, and back home they would have completed the Running of the Leaves a couple weeks before. The practice wasn’t done in Shanghay, but rather a different and solemn event as the first leaves dropped from the cherry trees in the center of the city.

The creaking bus made a sharp corner, and Pound Cake could smell the sharp scent of magic-engine fumes in the air. The vehicle shuddered its way down a narrow street in the southernmost district of Shanghay, Flankxian. Away from the myriad of tightly-packed food stands and small businesses of the center city, Flankxian was filled with new development housing and corporate businesses. Many new families made their homes here, and new gangsters came with them.

He flipped the card Private Practice had given him over and read the back again. The address wasn’t one he knew, and he felt a little sweat gather on his forehead. He kept his leg from jumping, and just reread the address over and over.

Sooner than he would have thought, the bus came to a stop with a squealing protest from the brakes. The driver called out the street, Fetlockhau, and an address reasonably close to the restaurant. Pound Cake stood and pulled his jacket closer to himself.

He stalked down the bus’ steps and out the door. His hooves crunched on gravel strewn around a dirty sidewalk that lined the road. He looked both ways, saw a bunch of restaurants to his left, and headed that way.

His shoulder scraped along the edges of stone buildings that stood against the sidewalk. He hugged the walls and kept out of the way of the other ponies who jostled their way through the hooftraffic. Droplets of water dripped from rooftop overhangs and landed on Pound Cake’s head, remnants of an earlier snowfall that had melted away.

The sidewalk ran in front of a large section of restaurants that filled the district with the smells and sounds of old fashioned cooking, the kind kept away from Equestrian tourists. One in particular stood out to Pound Cake. It was an older building, with sagging walls and a pagoda-esque design and a faux-wood roof. A neon sign announced its name in Manedarin under another neon picture of a fish. The Red Carp.

Pound Cake bundled himself in his jacket, and kept his head down as he scurried toward the entrance. Like many of the higher-end restaurants along the road, there was no door, only a doorway leading into a well-fashioned lobby with deep red wallpapers and paintings of slithering dragons and rivers filled with trout. A pot in the corner was filled with bamboo from far east of the city, downriver from Shanghay.

A lithe pegasus mare watched him from across a pedestal next to an ornate door inset with brass that led into the dining room. She sniffed at him and looked down at a ledger in front of him. She made a point to speak in Manedarin: “Do you have a reservation?”

“So to speak,” Pound Cake replied in the same language. He gave her the white card, and a half dozen billfolds with it.

She took one look at him, one look at the money in her hoof, and quickly stuffed them down the front of a flowery, silk robe that she wore. “You’ll be seated in a moment,” she said.

Pound Cake watched the mare go, and leaned against one wall. He listened to the soft, symphonic music coming from speakers above the lobby. It was a traditional Shanghay melody of some sort, one that was popular in the high-end restaurants. He looked around and adjusted the collar on his jacket.

The mare from before billowed into the lobby and nodded to Pound Cake. Without a word, he followed her through the door and into the restaurant’s dining room. An open room filled with tables clustered into dark corners and around a stage bathed in blue light. An old singer crooned in Manedarin, singing a song the younger patrons had long since forgotten about.

Pound Cake was seated at a booth in one corner, as far away from the other patrons as he could sit. A small candle in a blue holder lent its light to a red leather couch that wrapped around a small table. The leather creaked under him when he sat down, and no menu was offered to him. He waved the waitress away with a request for tea.

The dining room was packed at that time of the night, but it wasn’t hard for Pound Cake to spot his target. Like many his age, the would-be mobster sat next to the stage, enveloped by cheap bed mares. They lay against him while he took swigs of alcohol through a ceramic cup. He shouted catcalls to the singer on stage, who ignored him.

Pound Cake drummed a hoof on top of the wooden table. He bit his lip and looked around for signs of bodyguards, and spotted a couple standing off to the side of their host. They swept their eyes through the crowd, but wavered too long on any mare willing to return their gaze, and tried to do a little bit of flirting of their own.

The boxer rolled his eyes.

The waitress appeared with his tea, and started to walk away once she had slid the tin cup in front of him. He grabbed on to the sleeve of her dress, however, and pulled her closer.

“See those two stallions?” he asked, pointing to the guards.

She nodded.

“I’d like to buy them both a drink.” Pound Cake forced a loopy smile on his face. “I think stallions like them would enjoy something refreshing . . .”

The mare stared at him, but scurried off toward the kitchen anyway. Pound Cake sat back and watched as she reappeared with two bottles of Apple Family beer—all the way from Equestria—and took them over to the bodyguards. They thanked her and smiled wistful smiles to her until she pointed to Pound Cake, evidently telling them who had bought them the drinks.

Their faces soured and brows swooped low. They nodded to her and started over to him through the crowd. The candlelight from the tables flickered over their faces and highlighted the sneers that decorated their jaws.

Pound Cake kept still when they approached his table. “Enjoy the drinks?” he asked.

They both looked at each other, then turned to him. “What’s a stallion like you hoping to accomplish with this?” one asked.

“Can’t a stallion buy a couple of other stallions a drink? Just all friendly?”

“We don’t play that way in this part of town,” the other snapped. “You want to talk to us, talk. If you think either of us is like that, either, then you’d best keep your hopes down.”

“Well you two are no fun.” Pound Cake pouted. “Can’t we just step outside for a minute? Just to . . . talk this over?”

“What part of no do you—” the smaller guard began, but the other stopped him and grinned down at the boxer.

“Alright, yeah, let’s step outside for a minute.”

He grabbed Pound Cake by the jacket and dragged him out of the booth. He and the other guard pushed him out the doors to the lobby, and threw him out the lobby to the sidewalk outside.

Pound Cake landed next to a glossy black sports car that was parked against the curb. He spat on the ground and pulled himself back up on his hooves. He leaned against the car and saw the bodyguards hesitate. He smiled to himself.

“So we’re out here, let’s talk,” he said.

The two burly stallions grinned. “We thought we would talk in the . . . figurative sense,” said one. “The kind that doesn’t let you talk afterwards.”

“I don’t mind being gagged,” Pound Cake said lightly.

He shifted his weight to his back legs, resting on the edge of his hooves. He watched the two take their places on either side of him at right angles, their heads bent low and hooves tapping against the ground. He eyed them both, and could feel the air grow electric between all of them.

The smaller bodyguard lunged first. He struck forward with his shoulder low and racing toward Pound Cake’s side. The boxer hadn’t expected him to move so fast, but managed to duck down and pivot around to bring his rear legs to bear on the stallion.

Pound Cake kicked off his back legs, balanced on his front hooves, and kicked up and out. He could feel a sharp crack where the bottoms of his rear hooves met the stallion’s jaw. The blow threw the bodyguard up in the air. He fell into a crumpled heap on the cold sidewalk.

There was a moment of calm for Pound Cake while he caught his breath, before the second stallion slammed into him. Pound Cake tried to get out a blow, but the stallion was all over him before he could get a good one out.

The two fell to the ground and rolled in the mush left over from the earlier snow. The fighting between them was undignified and random, blows thrown at one another while trying to block their opponent in a constricted area.

Pound Cake was socked in the jaw, but he managed to get a good hoofpunch to the bodyguard’s stomach. He used the time it gave him to roll away a little bit and try to kick from laying on his back. The other stallion growled when he was hit near the eye, and reached into his suit.

A knife between the stallion’s hooves flashed in the neon light, splitting the night between them. Pound Cake’s heart skipped a beat and he tried to get the gun out of his jacket. His hoof fumbled for it, and he wasn’t fast enough. The knife came down toward him, and Pound Cake threw his hooves up. The blade cut a jagged slice in one leg, but he got them around the bodyguard’s hooves and held him off, keeping the knife suspended in the air between the other stallion and Pound Cake’s chest.

The two ponies struggled, the bodyguard trying to press down and sink his knife into the boxer’s chest, and Pound Cake trying to force the stallion off and away from him. To get more leverage, the bodyguard rolled on top of the boxer, straddling one of his legs and shoving his hooves down.

“You know what I’m going to do after I’ve got this knife hilt-deep into you?” the stallion growled as the blade edged nearer.

Pound Cake looked down at his free leg, laying on the ground beneath the bodyguard’s crotch. “You won’t be touching yourself, I know that,” he said.

Before the dimwitted bodyguard could figure out what he meant, the boxer swung his free leg straight up, slamming his hoof into the stallion’s crotch. He felt a satisfying crunch, and the stallion let out a gargled scream.

The knife dropped on the ground next to Pound Cake, and he rolled the bodyguard off him. He was holding his crotch and moaning, his focus off the boxer for now. Another kick to the crotch and he was howling again, loud enough to be heard from inside.

Pound Cake picked up the knife and stood up. He trotted over toward the entrance, and stood just to the side of it, hidden in a shadow. He waited while the bodyguard continued to yell and curse about his mangled stallionhood. Pound Cake, despite himself, snickered a little.

After a minute or two, the boss emerged from the club, a pistol in one hoof. He traced his eyes over what remained of his bodyguards and trotted out onto the sidewalk. “What happened here?” he growled.

Pound Cake emerged from the shadows behind him, and brought the knife up to his throat. “Me and your guards had a little disagreement,” he said into the stallion’s ear. “Let’s hope we both don’t have the same.”

The boss let the gun clatter to the ground and slumped against Pound Cake. “The Trifecta sent you,” he said, like the words cut through his neck easier than the knife would if he didn’t cooperate.

“Somepony doesn’t like paying his debt,” Pound Cake said. “I was sent here to . . . convince you otherwise. Don’t test me, or you’ll be made an example of for all the rest of the mini-bosses in this town to learn from. We have enough of you as it is.”

“I-I swear, I was going to pay them back!” The stallion shook in his grip. “I just needed a little more time, a little more! I was going to have the money after tonight!”

“Well that’s just too bad, because I need the money tonight . . . what name did you have, again?”

“Fat Books.”

“Right, Books. The Trifecta needs its money a bit more expediently.”

Pound Cake started to press the knife a little bit closer, not enough to break the skin but enough that the boss could know it was close.

“B-But the Trifecta will be getting the money directly tonight!” Books stammered.

“What do you mean?” Pound Cake snapped.

“I gave an asset to th-the traffickers, associates of the Trifecta,” Books said. “There was this mare they wanted, kind of old but still dumb. She was wanted for double my debt, and after the traffickers take their cut, I can pay you guys off,  I swear!”

Pound Cake thought the stallion was going to wet himself, and backed away a little from him. “There’s a whole lot of mares from Neighpon, Shanghay, and Dam Viet. What makes this one so special to be worth that much? You’re really in debt, Books.”

“She was some big shot foreigner. All the way from Equestria!” Books licked his lips. “She didn’t say much after we picked her up from the club, but I know she’s from some famous town there. Pony . . . something. Ponytown? Ponyville?”

Pound Cake could swear his heart stopped beating. Icy dread lanced through his veins, and his grip began to loosen on the boss. The knife shook in his grip.


“Yeah, that was the one! Ponyville!”

His grip tightened again and he drove the tip of the knife in, drawing blood and letting it drip down the stallion’s neck. “Where is she?” he bellowed in his ear.

“Waiting for pick up at The Bund!” Books started to cry. “Please, I promise she’s there! She’s going to be picked up in an hour! Please don’t kill me!”

Pound Cake forced himself to calm down, forced his voice to a more even tone. He looked over again at the black sports car, and then back to the stallion in his grip. “The car, is it yours?” he asked, shoving Books toward it.

The boss nodded. “Y-Yeah, it’s mine. Do you like it? I got it—”

“Keys. Now.”

The shaking stallion reached in his pocket and tossed the keys on the ground. Pound Cake shoved the boss away and picked them up. He reached inside his jacket and pulled out his pistol, keeping it trained on the boss while he walked around to the right side of the car.

Pound Cake climbed inside behind the steering wheel and ran his hooves over it. The interior of the car was fashioned in creamy-white leather and the steering wheel had custom hoofguards and a magic jeweled inlaid on the steering wheel. Upon pressing it, it brought up a picture of a dragon swaying in the air inside the car.

Books watched him as he started up the magic-powered engine and backed it away from the restaurant. Some of the traffic had subsided, and Pound Cake made it onto the road. He put the car in drive and slammed on the accelerator, speeding away from The Red Carp and the defeated stallions laying on the snowy sidewalk.

Bright city lights and streams of traffic ebbing and flowing across central Shanghay passed over Pound Cake like a wave. He twisted and turned the sports car that roared like a tiger on the crowded streets. He blew past rickshaws and fresh food huts that gave away to towering skyscrapers of glass and stone surrounded by new age cars made out of magic-enhanced fiberglass.

Pound Cake didn’t bother to look at them, only kept his eyes focused on the road. His hooves gripped the steering wheel harder. The twisting and turning streets kept him going in circles while the digital clock on the dashboard ticked up further and further, approaching the hour since he had talked to Books.

At last, he was able to turn away from the main highway and barrel on toward The Bund. Set against the Huangneigh River, the district consisted of old-style buildings and wharves that lined the waterfront. Small parks and docks dotted the area and a massive bridge hung over where the river ran out through Shanghay and on toward the sea.

The traffic in the area was light at night compared to the rest of Shanghay, and Pound Cake sped through the district. He watched out the window as he passed by wharf after wharf, on the road that ran between the waterfront and the buildings that overlooked it. The wharves were all empty and dark.

He neared the end of the road, and his heart began to sink. All that was left was a secluded area beneath the river bridge. He couldn’t see in the shadows, however, until the car’s headlights illuminated the little hollow.

He could see two stallions standing with a smaller pony between them. They had put a bag over the head of their hostage, and looked at the approaching car warily. Pound Cake could see them reaching for their guns.

The sports car slowed and came to a step near them, the sound of the idling engine filling the quiet air over the district. Pound Cake rolled the passenger side window down, and waited.

One of the ponies loped over to him, and stuck his head in the door. He also stuck in a hoof with a pistol at the end. “You the pick up?” he barked.

Pound Cake glared at him. “Do you think I’d fuckin’ be here if I wasn’t picking up that mare of yours? The one from Ponyville, right?”

“Yeah, that’s the one.” The stallion gestured for his other to bring the hostage forward.

The pony was dressed all in a black sweat suit as well, Pound Cake saw. The only way he could tell she was a mare was her hips.

The stallion at the door turned back to him. “Alright, now the payment.”

“I don’t get it. I’m just the driver.”

“Bullshit.” The gun was cocked and the stallion leaned it in. “My boss needs the money, and if I don’t get it for him then I’m going to be in big trouble, ya got it?”

Pound Cake tapped his hoof against the steering wheel. “Your boss is being taken care of tonight. The Trifecta don’t like disrespect.” He smiled a little. “But you, I like you, so I’ll give you a few thousand and you two can go disappear and find someone else to work with. Deal?”

“How do I know you’re not lying?” the stallion asked.

“Would a liar look a gun barrel in the face?”

The stallion thought for a moment, then put the gun down. “Alright, if the Trifecta wants to give us a cut and not the boss, I’m not gonna argue. Fork over the cash and the mare is yours.”

Pound Cake reached in his jacket and tossed him a couple stacks of bills that he had been given earlier. The stallion caught them and smiled. He waved his partner over, while Pound Cake opened the door for them. They shoved the mare inside and walked off, talking about their new “bonuses.”

As soon as they were gone, the mare in his passenger seat began to struggle. She kicked, and he could hear muffled cries from inside the hood. Still, he waited for some time longer, until he was sure they had left. Then, when he was sure, he drove away from The Bund and parked on a sidestreet, in the parking lot of a family restaurant.

The mare kicked and struggled the whole way, and it was all Pound Cake could do to not rip off the hood. When they had stopped and he was finally able to, he hesitated. He took a deep breath, and his hooves shook as he grabbed the edges of the hood and lifted.

This time, he was sure his heart really did run cold.

Beneath the hood, staring up at him in surprise and fright, was Sweetie Belle.

Next Chapter: The Scorpion and the Frog Estimated time remaining: 22 Minutes

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