"Ah... Don't know what to say," Applejack admitted as Twilight's story came to a close. They'd walked a fair distance since they left the crevasse, but time had almost flown by unchecked as the princess spun her tale of monsters and familiars. "This is a lot to take in ah reckon."

"That's putting it mildly, darling," Rarity said, her face creased in thought.

Twilight, with some interjections from Wayfarer, Pinkie Pie, and Rainbow Dash, had told Fluttershy, Rarity, Applejack and Spike absolutely everything that had happened since their fateful trip to the castle during the Starfall Festival. Pinkie and Dash had actually remained relatively quiet, especially during the parts concerning their Shadow selves. Had the others not been so enraptured by Twilight's account, they probably would have rushed them with questions and reassuring words, if their sideways glances to them were anything to go by.

Twilight had even given a slightly abridged version of the story Celestia had told them about the original Arcana, filling in the blanks of her earlier explanation of The Beast. She also went into greater detail about the visions she'd received from Zecora's magic potion, making mention to Discord and Nightmare Moon's comments about the aftermath of the Arcana's downfall.

"B-but I don't understand," Fluttershy whimpered. "Why couldn't you tell us any of this?"

"Celestia didn't want anyone else to know," Twilight said. "It wasn't exactly a happy time period in Equestria's history, she even admitted to - ugh - burning records of those days before Luna's fall to try and cover up what the Arcana had done. That's why we only seem to ever hear about threats like Sombra or Discord after they come back from their imprisonment. What's more, telling people that there's a giant soul eating monster right under our hooves would have caused a panic, and Celestia thought that if we could avoid that and just take care of the problem on our own, it'd be worth keeping it a secret. She... also made the point that if any of you found out, you'd put yourselves in danger trying to help me."

"But we should have!" Fluttershy responded, putting a bit of distraught anger into her normally calm voice. "We're your friends! No matter what, we can and will help you!"

"No you can't!" Twilight yelled, stopping in her tracks before looking embarrassed at her outburst and quietly explaining. "These Shadows, they aren't like anything we've ever faced. They're immune to our magic, and come in such huge numbers that conventional combat would be ineffective at best. Without a Persona, you'd be defenseless."

"Alright fine," Applejack huffed as they started to walk again. "Then we get our own Personas first and then we help you out. We're not letting you go through this without the help of all your friends, Twilight. Didn't you say before we came into the forest that you could count on us? That we were all in this together?"

"I know, Aj, but getting a Persona just isn't that simple!"

"Who says it ain't?" From what I gathered, we just gotta go into the castle and face an evil version of ourselves. We've faced plenty worse than that! Heck, Discord even warped our minds to be the opposite of what our Elements represented, you can't tell me that's worse than looking in a mirror."

"Trust me AJ, it is," Rainbow Dash said, surprising everyone. Her face looked downtrodden and fearful, and Applejack stared at her for a moment before chuckling.

"C'mon RD," she said. "I'm sure whatever you saw wasn't that bad."

"I almost got Celestia and Wayfarer killed! All because I was too short sighted to look at myself and admit how screwed up I was!"

"But that wasn't you though, right? It was just some monster wearing your face and spout'n nonsense!"

"No Applejack," Twilight said. "These Shadows are us. They come from inside us, they're like the little voice in the back of your mind that says things you don't want to hear, the things you push away and hide from yourself and others. Imagine the thing you like least about yourself given physical form, your form, then imagine it pushing all of those little doubts and negative opinions of yourself to the surface, laughing about it the whole time, until it finally kills you with your own self denial. That's what you're asking us to let you face, and I'm sorry Applejack, but I can't let you do that to yourself."

Applejack, unable to look Twilight in the eye now, just glared at the ground in front of her, watching her front hooves come in and out of view as she muttered. "Ain't noth'n like that go'n on in my head. I think I know myself pretty darn well."

"Do you?" Fluttershy asked, catching everyone's attention. "If Pinkie, Rainbow, and Twilight were unsure enough about themselves to be in danger, what chance do we have?"

"Darling," Rarity said in disbelief. "Are you actually saying we shouldn't try and help them?"

"N-no! I'm just saying, that Twilight has a point. And I... I'd rather not know what horrible things I have to say about myself."

Rarity and Applejack looked at each other, for a moment they looked determined to keep arguing, but then something clicked and suddenly they didn't look so sure of themselves anymore.

"Well," Applejack said, going back to staring at the ground in front of her, focussing on putting one hoof in front of the other before looking back up and nodding her head over to the group's lone stallion. "What about Wayfarer? You didn't say anything about his Shadow."

"I didn't have one," Wayfarer said. "My Persona just... came to me."

"Now if that ain't a massive convenience," Applejack said, looking rather disbelieving.

"I'm not going to pretend that doesn't confuse the hay out of me too," Wayfarer said. "I remember hearing a voice telling me to call out to them, and suddenly I'm commanding around a twenty foot tall bipedal thing with a spear and wind powers. Near as I can figure out, this power was just... given to me."

"Uh huh," Applejack said, raising an eyebrow. "Don't know what's worse, the idea that you might be lying and you've had all of us played for fools since day one, or that you're telling the truth and you've got someone playing favourites. Either way, this doesn't really inspire a whole lot of trust with you Wayfarer."

"Applejack," Twilight bemoaned.

"If it makes you feel any better, Applejack," Wayfarer said. "Celestia didn't really trust me either at first." Applejack's eyebrow raised a little more at that, and Twilight just looked confused.

"How do you figure that?" Twilight asked.

"She told you to lock me up the night I got my Persona, remember? When she came the next morning she looked at me like she thought I was going to attack her at any moment."

Twilight, remembering back to that day, pursed her lips and nodded. Applejack, looking at the two in turn, also pursed her lips in thought.

"But she trusts you now?" The farm mare asked unsurely.

"I think saving Twilight from her Shadow and the little talks we've been having since then have put me in a better light then whatever one I was in when we first met." Wayfarer paused for a moment, then added, "I'm not angry about any mistrust she might have had. I was a complete stranger with powers that she hadn't seen since, well, the times when Equestria was at its darkest."

"Well," Rarity said, walking up close to Wayfarer and matching his stride. "I say that your actions since coming to Ponyville have been nothing short of commendable. Not only are you quite the gentlecolt to everyone from Twilight to Cheerilee, to the school children, to even that rogue Discord, it seems that you are also very brave. The way you leapt into that chasm with complete disregard for your own safety, and it wasn't even your first time doing so?" She smiled, lifting her chin up and continuing with all the dramatic flourish of a professional storyteller. "If I didn't know better, I'd say you were one of Celestia's knights, sent to help slay evil wherever it goes, whilst still making time to provide and care for the ponies under your charge!"

"A knight?" Wayfarer scoffed. "Me? Rarity, I think you've had your nose pressed into too many romance novels."

"I don't know," Rainbow Dash said, snickering as she came up on Wayfarer's other side and prodding him with a hoof. "Couple months of boot camp and you wouldn't look out of place with the royal guards. Though to be fair," she added, her laughter getting louder. "You'd probably wipe the floor with most of them."

"Rainbow Dash," Rarity said in mock offence. "Are you speaking ill of Canterlot's noble defenders?"

"Maybe a little," Rainbow Dash chuckled. "I mean, how many times have we had to save the day while they were getting knocked on their butts?" She then looked over her shoulder and grinned at Twilight. "Even Shining Armor is 0 for 2 in that regard."

"Oh ha-ha," Twilight sneered at the two as they started to giggle. "We can discuss Wayfarer's impending knighthood later, we're here."

The tree line had at long last broken. They were now standing on the edge of a large gorge, across which stood the ruins of an ancient castle, which Wayfarer assumed was the Castle of the Royal Pony Sisters. The group stared in awe at the castle, some out of nostalgia, others out of fear. After a moment, their attention trailed elsewhere, searching for the tree that Twilight had described.

"Any idea where we should start look'n?" Applejack asked, looking to Twilight for guidance.

"It's going to be underground," Twilight said, peering into the gorge. "The princesses were in a cave or something when they found the Elements."

"Well if I were a betting mare," Rarity said, pointing to a spot in the corner of the gorge where the fog was starting to lift. "I'd say it's where all those vines are leading into."

Following her hoof, the others saw that, indeed, there was a large hole in the wall of the gorge, at the very bottom, where dozens of thick vines were growing out of.

"H-how are we supposed to get down there?" Fluttershy asked.

The sound of several thuds and grunts of pain reached their ears, drawing their attention to the sight of Pinkie Pie tumbling down a flight of stairs that were carved into the rock face. Her fall continued for a good ten seconds before she finally came to rest at the bottom. She looked up at them with a wide grin, waving at them to follow.

"Take the stairs, silly!"

Rolling their eyes, the rest of them followed, albeit in a much more controlled descent. When they reached the bottom, they cautiously headed for the cave entrance, eyeing the vines around it as if they'd reach out and ensnare of them at any moment. At the mouth of the cave, they paused, a chill running down their spines. With a nervous gulp, Twilight stepped over the threshold and led the way in. She recognized the shape of the passage from her vision, though the light seemed a lot more dim than before. As they rounded the corner, they saw it: the Tree of Harmony. The massive magical tree was only a shell of its former glory now, its glow had all but extinguished, its luster had faded, and its limbs were wrapped up tightly with vines. The vines were visibly tightening and slivering around it, as if they were strangling the neck of an elderly pony. Several mares in the group made despairing moans as they beheld the decay and corruption, Fluttershy in particular looking very distraught.

"It's dying," she said quietly.

"And you've arrived not a moment too soon to save it," came a voice from the base of the tree.

Everyone looked down and gasped at the cloaked figure as it rose from its seat before the tree. It turned around to face them, its black cover never failing to hide every inch of the pony, save for its white horn, sticking out from behind a mask. The horn reminded Wayfarer of Celestia, but while the tone of Celestia's coat and horn gave off a sense of purity, this figure's horn was like a petrified tree branch; dead and lifeless, its colour drained away by time or disease. The mask was also white, with the upper left corner painted a contrasting black. The dividing line between the two tones crossed over the left eye, or rather, where the left eye would be if it was there. The only features of the mask were a slit for the right eye, and another over the mouth that curved upward in a smile. The figure itself was huge, as big as Celestia if not bigger, and it moved with the same fluidity and grace as the Solar Monarch.

"Welcome young ones," the figure said politely. "I've been expecting you." The voice was rather odd, the tone was both light and deep, as if it were both ageless and yet so very young. Wayfarer couldn't tell if it was male or female, it could have been either.

"Who- who are you?" Twilight demanded as the figure stepped forward. The figure paused however, seemingly contemplating the answer before speaking.

"I am the first, and the last. I am he who bares a thousand names, she who wears a thousand faces. I am what's left, maybe even all that ever was. I am the Dark Mother's Herald, and I am here to speak for her." The figure bowed low to its assembled audience, keeping its head low to the ground for a few seconds before looking up and laughing mirthfully at their confused faces. "I assume you were looking for something less flowery? A simple word that you could refer to me as?"

"Th- that'd be nice," Fluttershy said before flinching back when the figure looked at her.

"Well, as I said, I go by many names. Most would be gibberish, or at the very least meaningless to you. The names I bare with any recognizable meaning would, sad to say, be far too telling to those meddlesome sisters and that foolish draconequus. I will be holding onto those names for now, lest I spoil the big mystery too soon." The figure started to pace in though, Twilight and the others watching it carefully, if not with a degree of bewilderment.

"I suppose I'll just have to come up with a new name," the figure laughed, before standing up straight with an air of professionalism and reintroducing itself. "As Herald of the Dark Mother and Speaker of her desires, I choose the name of 'Hunger,' after my mother's most, hehehe, defining characteristic." 'Hunger' bowed again, still chuckling under its breath as it did so.

"This guy's loco in the coco," Pinkie Pie whispered to her friends. "And coming from me, that is saying something." The others nodded as Hunger rose back up again.

"This, 'Mother,'" Wayfarer started. "Are you referring to 'The Beast?' The monster that Celestia and Luna defeated over a thousand years ago?"

"I would never use such vulgar terms for our dear mother," Hunger replied. "She is no monster, merely the means by which we are all liberated from this world."

"Liberated?" Twilight scoffed in disgust. "What sort of backwards thinking is that? How does killing people equate to liberating them?"

"Because, my dear, this world is a prison." Hunger's voice seemed to lose some of its peacefulness, slipping into ill-restrained anger. "We're all trapped behind mortal bars for all our lives and we never really noticed it. But I've seen the outside of our cage, and it's far more appealing than your Equestria. After she's been revitalized and properly fed, the Dark Mother will lead us there, freeing us from this prison!"

"Okay, loco in the coco might not be accurate," Pinkie whispered, even though no one was really listening now. "Insane might be a better way to put it."

"Is that what you're doing here?" Twilight asked, her anger starting to flare. "Messing with the Tree of Harmony to free your 'Mother?'"

Hunger lifted hoof to its chest in mock indignation. "Moi? My dear Princess, I assure you, while I may loathe this tree and all that it stands for, I have done no harm whatsoever to it."

"Yeah, sure," Rainbow Dash scoffed. "You're not the first one to claim innocence today, and I'm not buying it."

"I'm assuming you refer to Discord? How could you possibly trust that bumbling coward over me?"

"I wouldn't trust either of you as far as I could throw you!" Dash shouted in response.

"Well I trust him," Fluttershy spoke up. "And I say, I don't believe he'd do this. Not after all the progress he's made."

"How ingenuous of you," Hunger said flatly. "Your trust is misplaced, but that is neither here nor there. You're intentions are to 'fix' the Tree of Harmony, correct?"

"Yeah, Applejack said, stepping forward and hoofing at the ground like she was about to charge. "And you ain't going to stop us."

"Well of course I'm not!" Hunger said. "I have no intention of stopping you, I want this nonsense done and over with so that my subordinates and I can continue with our mission."

"You want us to fix the tree?" Pinkie Pie asked.

"Well, 'fix' isn't the right word. The Tree itself is perfectly fine, it's been doing its job of sealing my Mother and controlling the forest quite well." Hunger turned to look at the tree, glaring at the vines that covered it. "But these vines are a parasite, throttling the life from both the Tree and the Dark Mother. If left alone, both will be dead before the next new moon, and all of my plans will be left to rot, undone by your inaction.

Twilight's eyes widened in surprise as she started to put the pieces together. "You want us to help you save the creature threatening all of Equestria?"

"It's not like you wouldn't get anything out of helping her as well," Hunger laughed. "You'd be giving Equestria more time before Mother and I free it. Could be months, could be centuries again. But these vines are destroying Equestria now. They have all of us, you, me, even your beloved princesses by the neck."

"So we stop them now," Twilight elaborated, scowling at Hunger. "And we can save Equestria and the Princesses, but also give you and the Beast time to recover and try again. Or we can wait and let the vines kill the Beast... as well as maybe even the Princesses and Equestria."

"Very astute of you, Princess Sparkle!" Hunger congratulated. "So now you have a most divisive choice to make: Death by the Mother's hands, or by the Vine's coils."

"Doesn't seem like much of a choice to me," Applejack boasted. "I don't believe for a moment that this Beast or Mother or whatever you call it can't be beaten by a rainbow of friendship or two. I say we fix the tree and then show this shifty schemer who's boss!"

Hunger howled with mirth at this declaration. "Oh the ignorance!" It laughed. "You won't be shooting rainbows at all once you've returned the Elements to the Tree of Harmony!"

"E-excuse me?" Twilight stuttered.

"Oh come now, how were you expecting to save the tree? The vines are too widespread to do anything less than give back to the tree what Celestia and Luna stole from it."

"B-but we need the Elements!" Twilight cried. "They're the only defence Equestria has right now! If Discord goes rogue again, or if the Beast manages to rise again,"

"Then there will be nothing to save you," Hunger said with a delighted sneer. "But that's just it isn't it? You're fighting against the inevitable, against Equestria's destiny. Whether it be you or your decedents, someone will have to face the Mother, without the Harmonious Magic protecting them. I suppose fighting impossible odds is nothing new for you, but I'm afraid you won't be able to just 'friend' the problem away this time."

Twilight was frozen in place. She and her friends were facing an almost impossible decision, trapped between unfavorable outcomes on both sides. She wondered briefly if this was how Celestia felt all those times she was forced to banish friends, family, and former allies for the sake of Equestria. This was unfair, and Hunger knew it. Twilight could almost see through the hooded figure's mask, a face filled with mocking laughter staring right back. Twilight turned to look at her friends and saw that their expressions mirrored her feelings.

"B-but we can't!" Rarity said. "The Elements have been protecting Equestria before even us! We can't just give them back!"

"What about the vines!" Applejack interjected. "How much of Equestria will we lose if we just let them grow all over! They've already taken Ponyville, and we don't have any idea how long it'll take before this 'Dark Mother' is gone and it's safe to put the elements back!"

"How will we even be able to get back here in the first place?!" Rainbow Dash wailed, starting to panic. "We can't stay out here for weeks! And if we leave, we'll have to travel an entire countryside of forest just to get back!"

"But how are we going to stop the Beast without the Elements?" Fluttershy asked, tear starting to flow from her eyes. "And I don't want that responsibility to fall to my foals or grandfoals if it comes back after we're gone!"

"Forget the Beast," Spike added. "How are we going to keep Discord under control without the Elements? Who's to say he won't turn on us the moment we walk into Ponyville without them?"

"Did anyone forget the Princesses?" Pinkie Pie shouted. "They could be anywhere! They could be starving or lonely! And no pony should have to go through that for weeks!"

Every eye then turned to Wayfarer and Twilight, neither of which had spoken a word. Twilight hesitated in silence for a moment before looking to Wayfarer.

"What do you think?" she asked solemnly.

Wayfarer's thoughts immediately went to Ponyville. All those ponies who he'd come to call friends would lose their homes if they waited, to say nothing of the Princesses, who could be in mortal peril right now as they debated. All of Equestria would erupt into chaos if the vines reached Canterlot or any other big city, and without the Princesses there'd be no one to lead them through it. There was always Twilight, and while Wayfarer had faith in her as a leader, he had proof that the nobility was unlikely to follow her, and the last thing an Equestria in chaos needed was its most powerful citizens squabbling over a leader. They needed Celestia and Luna back, and he needed to protect his friends. Losing the Elements was the only sticking point, without them they would need to find another means of stopping the Beast should it rise to the surface.

"We don't have a choice," he rasped, then licked his lips. "Give the Elements back."

No one, not even the ones vouching for this path, looked happy about his decision. Twilight sighed and then sparked her magic, pulling her tiara from her head. Slowly, she focussed the magic on the starburst gemstone and pulled it free from the head piece. She then went to each of her friends and pulled the Elements out of their necklaces. Applejack took a moment to caress her gem before Twilight claimed it.

"I know this is what needs to happen," She said. "But that don't mean it feels right. The Elements are what brought us together, they're a symbol of our friendship. Giving them up like this, it feels like we're giving up a part of ourselves."

Twilight looked into Applejack's eyes for a brief moment before she pulled her into a tight embrace, which was swiftly joined by the other four ex-Element bearers.

"They're just a bunch of shiny rocks," Twilight said, barely audible from the center of their group hug. "I think the bonds we share are symbol enough of our friendship."

The five let go of Twilight and allowed her to turn around and walk towards the Tree of Harmony. Hunger was still standing there, eyeing the lot of them. Twilight put on a defiant face and stood as tall as she could before the cloaked pony.

"Don't think for an instant that this means you've won," Twilight said. "We'll find a way to stop you, together. That's all the magic we'll ever need, and it's a magic you'll never understand."

"Believe me Princess," Hunger said. "I understand it a lot better than you give me credit for. I've made the mistake of underestimating the power of bonds before, and it won't happen again." Hunger bowed once more before a circle of black fire erupted around it. "It was nice meeting you, Princess, I look forward to our next encounter." And with that, the cloaked figure vanished.

With nothing else standing between her and the tree, Twilight took a few tentative flaps of her wings and rose into the air, until she was level with the centerpiece of the tree. The Elements rotated around her once before flying off to the ends of the five branches. Looking back at her friends, Twilight waited while they all smiled and nodded to her, then took a deep breath and laid the gems back into the tree.

As the tree began to glow brighter, the vines loosened their grip and an aura of light began to envelop them. Then they started to disintegrate, specks of light were all that remained as the tree was finally released. Light traveled down the vines, until it reached two brambles that had been tucked into the corners of the cave. The tangles of vines were torn apart, and at their centers lay Princess Celestia and Princess Luna.

"Celestia! Luna!" Twilight cried with joy, turning her attention away from the Tree of Harmony. Her happiness slowly evaporated however, when Celestia looked up at her, not with relief at being free, but with complete and unabashed horror.

"Run." Celestia said, just barely loud enough for Twilight to hear.

Twilight gasped, the earth was shaking again, sending loose chunks of rock falling from the ceiling, forcing her to dive and dodge away. She caught sight of the tree and watched in terror as the sky blue gems turned jet black. The darkness grew upwards through the trunk, then along the branches till it reached the Elements.

"RUN!" Celestia shouted, putting whatever energy she could into getting off the floor and away from the tree.

Twilight tore her eyes from the tree long enough to turn away and make a beeline to her friends. Celestia and Luna hobbled away just fast enough before the ground in front of the tree fractured. When they reached the rest of the group, they started to use their wings to try and push them out of the cave. But everyone's focus was stuck on the tree now, and they froze as the Elements were forcefully ejected and ensnared by mire like tendrils of darkness.

"I-I don't understand!" Twilight cried out. "Wha-what's happening!?"

"The Beast is rising!" Luna shouted. "We must leave this place, now!"

"B-but... I thought I... Oh what have I done!"

"Twilight," Celestia said, staring sternly into the young alicorn's eyes. "This is not your fault! Don't believe it is for even a moment! Now please! We need to go!"

The shaking of the ground made it hard to walk, but they all began moving as fast as they could towards the exit. But before they could go far, the ceiling began to crack and shatter, sending boulders the size of small houses down in front of them, blocking their escape. Celestia and Luna's horns sputtered as they tried to lift or blast the debris out of the way, but nothing more than a few sparks of magic could be summoned up. Seeing this, Rarity and Twilight lit up their own horns to try and help, but a sudden cry from Spike made everyone turn around. More mirelike tendrils and miasma were rising from the crevasse, first six, then a dozen, then three dozen. A few of them coalesced into one that then split at the end into five spindly appendages, before crashing to the ground in the shape of a massive claw. The same thing happened again at the other side of the crevasse, two massive arms now twitching on the ground as they tried to claw whatever was in the pit up into the cave with them.

Then the head started to appear, the remaining tendrils flailing out behind it like hair. As more of it rose, Wayfarer realized with no small degree of disgust that the head looked like the skull of a pony, with all the skin and muscle torn away. The miasma covering the skull oozed and dripped, just like whatever substance the Shadows were made of before they took their true forms. The teeth were less like pony's teeth and more like that of a dragon's, sharp and made for tearing things apart. The slime like substance in the Beast's mouth had solidified into a tongue-like appendage that flailed about on its own, seeking to grab at something, anything, to pull inside. The eye sockets looked completely empty, until a yellowish glow grew within them and flittered about until it locked onto the ponies currently cowering beside a pile of rubble blocking the exit. With a hiss, an unearthly voice filled the cave, though the jaws of the creature did not move.

"So... Hungry... So... Alone... Too... long... My children... Where are my children!?!?"

The last words were practically screamed into their ears as the Beast tried to pull itself up right, only to collapse to the ground again. After a moment, one of the clawed limbs reached outward, inching closer to the ponies before falling much too short of them to be of any harm.

"It-it's unstable..." Celestia said, a smidgen of hope making its way into her voice. "It must have torn itself apart just trying to get out before the Elements reasserted themselves over it!"

"Is- is it dying?" Fluttershy whimpered, her bulging eyes still staring at the Beast as its head rose up and its eyes glared right at them with hunger and hatred.

"No," Celestia said, her voice finding the commanding air it always had during the endeavors below Ponyville Castle. "Right now it's doing everything it can to rebuild itself, but it is vulnerable!" She rounded about to look at Twilight and Wayfarer. "If we attack now, we might be able to force it back into the earth!"

Twilight and Wayfarer, at first terrified and immobile, suddenly found the nerve to stand up straight and nod. The Beast was rearing up, using its arms as support, its head nearly touching the top of the cave. It looked down at them, seemingly ready to try and grab at them again. But Celestia, Twilight, and Wayfarer were ready as well, they stepped forward, with fear and courage warring in their hearts. Pinkie Pie and Rainbow Dash, glancing at each other for confirmation that the other was willing to join them, nodded and placed themselves on either side of the other three.

"Wait!" Rarity cried out. "What on earth are you doing?"

"Luna," Celestia said calmly. "Keep them back."

Luna nodded and fanned out her wings, herding the other three ponies and dragon as far from the oncoming fight as possible. The five left staring up at the Beast took one more deep breath, then called forth what was within.

"PERSONA!"