Escaping that cavern with its foul, fleshy coating was a welcome moment for both the mares. They passed through a brief series of winding tunnels that proved a challenge to navigate due to radically changing slopes and cliffs. Even so, Twilight found her spirits rising, for she and Sunset cooperated to get past the obstacles. Sunset was willingly working with Twilight in a team effort, and the Princess of Friendship found this very encouraging.

To Twilight, it was the first legitimate sign that her companion was finally starting to have hope. Though Sunset was still a little snippy, as far as Twilight was concerned her guide’s newfound eagerness could only speak of good things to come. In the dim glow of her horn Twilight was beginning to think that Sunset’s colors might finally be back to their full brightness. It was an incredibly welcome sight.

Their journey was cut short with surprising swiftness, however, when they came upon a dead end. The tunnel along which they were traveling stopped at the edge of a fast-flowing river that seemed to cut right into the rock; there was no opposite shore, and the tunnel’s abrupt stop made it impossible to walk along the water’s edge. Swimming was clearly out of the question; the current looked as though it would carry them away in an instant.

Twilight leaned out to gaze upstream and was disappointed to see a series of short but dangerous-looking waterfalls. “I guess we made a wrong turn somewhere…”

But Sunset stood tall as she gazed into the waters. “No, this is the right way. We need to travel upstream.”

“But how are we supposed to–” Twilight blinked as something flashed past in the river. “What was that? Whoa!” Another thing drifted by, a nilgiri that squirmed against the rapid currents.

“This is the river Acheron,” Sunset explained, raising a leg to keep Twilight from going after the river’s victim. “The River of Woe, which flows in a wide circle all around Tartarus, beginning and ending with Lake Cocytus. Being trapped in the river is one of the punishments of Tartarus.”

“Oh…” Twilight’s ears tucked as she watched a griffon float past, its wings beating desperately against the roiling waters. “I guess Tartarus keeps them from drowning. At least they aren’t stuck with Chrysalis or Ne’er Do Well.”

“I dunno,” Sunset muttered, her head turning to follow a passing pony. “Can you imagine drowning all the time? But yeah, it does seem like a 'lesser' punishment.”

“So how are we supposed to move on?” Twilight gestured to the waters uncertainly. “If we can’t get in the water, we can’t really move on.”

Sunset shot her a smirk. “Then we’ll just have to take a boat.”

“A boat?” A quick survey of their surroundings revealed no such thing. “Where are we going to get a boat?”

“Give it a few minutes.” Sunset’s smile faded and she began to shuffle her hooves. “There’s a problem, though.”

Twilight heaved a long sigh. “Isn’t there always? What is it this time, two-headed sharks?”

“If only we were so lucky,” Sunset grumbled. “The river and the lake are the territory of the next Lord: Tazel.”

The name rang through Twilight’s head, her ears perking as she thought on it. “Tazel... Wyrm? I’ve heard of her. Wasn’t she Discord’s rival?”

Her companion nodded, looking genuinely impressed. “They had a 100-year ‘prank war’ to see who could rule Equestria. Discord won, obviously.”

That matched up with Twilight’s recollection. If she had her history right, that would have happened prior to her… mistake, so that part of history was the same in both worlds. “But how did she end up down here? Didn’t Discord exile her?”

“Yes, to an island in the Everfree Sea.” Sunset took a moment to think, tapping the side of her head with a long frown. “To be honest, I’m not clear on just how she got down here. She claims she was tricked into it by Princess Luna, but there’s no way to know if she’s telling the truth.”

Twilight didn’t know whether to feel relieved or skeptical. “Princess Luna? I was expecting Celestia, considering you seem to attribute everything to her in some form or another.”

“Not this time.” Sunset knelt by the water and dipped her forehooves just below the surface. “Getting rid of Tazel was a blessing to Equestria, though, so I’m sure Celestia tried to stop her. Or take the credit.”

Twilight bristled… but held her tongue. Eventually she would manage to convince Sunset that Celestia wasn’t the villain she seemed to think, but now didn’t seem like the time. So instead she mimicked her companion’s actions, letting her hooves part the current. The water splashed high against them, indicative of the river’s velocity. It was cool to the touch… which was strangely soothing.

“I hope this washes the stink off…”

Sunset stuck out her tongue and made a grossed out sound. “You and me both.”

An amused smile crossed Twilight’s face… then she started to hack. It took a couple seconds to recover, and she set a hoof to her chest as it went tight.

The brief fit left a tickle in her throat. “I don’t supposed this water’s safe to drink?” she asked, gazing longingly at her reflection in the water.

Sunset shifted and eyed the river. “I… I dunno. I wouldn’t; there’s no telling what Tartarus water might do to you.”

Twilight exhaled her disappointment. “Right…” She pressed a hoof to her throat and coughed a few times, eventually managing to get the uncomfortable tingle out of her throat. She watched a few ponies quietly pass by. “So what’s the deal with this boat?”

Ears folding back, Sunset averted her gaze. “It’s… Tazel’s. She ferries creatures along the river. We’ll have to appeal to her to let us continue on.”

“Seriously?” Twilight thought her body went a touch colder. “That doesn’t sound like a good idea at all. Besides, what does Tazel need a boat for? I thought she could fly.” She cast a forlorn look at her own wings and made the slightest attempt to spread them. A jolt of pain convinced her not to keep it up.

“There’s no way out of the river,” Sunset pointed out, gesturing to a thrashing diamond dog for emphasis. “Once you’re in, you’re stuck. This is the only way through. Tazel’s a control freak, so she controls the boat.”

Twilight winced; this sounded less and less appealing by the minute. “So… how is she supposed to know we’re waiting here?”

Sunset offered a weak smile and dipped her hooves a little deeper into the water.

There was a moment of uncomprehending silence… and then Twilight’s ears perked and she observed her own hooves dangling in the river. “That’s it?”

“That’s it!”

There was a clapping sound, and white clouds poofed into existence all around the two ponies. Twilight stood up in alarm as she lost sight of Sunset, but after about a second the clouds dissipated.

The boat was long and narrow, but appeared quite deep. It looked just big enough for about a half-dozen ponies, but at the moment it had only one occupant: a creature Twilight could only assume was Tazel Wyrm hovered just inches above the vessel.

Tazel was no draconequus, but she was still a bizarre-looking creature: a long, green, serpentine tail that curled about in the air, an orange feline head, body and arms, and a pair of leathery green wings to complete the ensemble. She had her furry arms spread wide in welcome and a toothy but playful grin.

“Greetings, little ponies! Welcome back to the river Acheron. I’m your captain for this evening, Tazel Wyrm. My friends call me Tizzy, but you’re not my friends, so call me that and I’ll rip your tongues out.”

Twilight’s eyebrows rose at this threat, spoken without even a hint of malice, and gave Sunset an anxious look.

Her companion didn’t miss a beat, breaking into a smile and standing to greet the creature. “Hello again, Tazel. Do you remember me?”

Tazel blinked, her perplexed pink eyes falling on Sunset, but then she regained that fanged grin. “Of course, you must be Sunsmear!”

“Sunset.” Not a twitch.

“Whatever.” Tazel came forward and patted Sunset on the muzzle, her long tail wrapping about the pony until only her head and shoulders were visible. “I bring so many creatures like you back and forth across this river, do you really expect me to remember every name of every pony? Your standards are ridiculous.”

The creature’s playful eyes turned to Twilight, who took an anxious step back. “And look, you brought a friend! Maybe she’d like to go for a dip?”

Twilight tensed in alarm and quickly summoned a protective shield about herself as a single arm elongated towards her, paw grasping. “N-no thanks, I’m fine being dry.”

“Oh, well, suit yourself.” Tazel shrugged and clapped her paws together, promptly disappearing in a poof of clouds. A second later she reappeared over the river and reached an arm into the roiling waters. “Just look at how much fun everypony’s having!” She pulled her arm out and was holding a sopping unicorn by the mane. “I don’t know why you’d want to miss out.”

The unicorn hung limp, her weary eyes slowly locking on Twilight’s. She opened her mouth, water pouring from her lips. “…h-help…”

Tazel dropped the unicorn with a dismissive grin, the poor pony disappearing into the water with a loud splash. “But I guess it’s your decision… for now.”

Twilight’s chest was tight with worry as she sidestepped towards Sunset and leaned in close, dropping her shield. “A-are you sure this is safe?”

A small puff of clouds appeared, and a tiny Tazel was on Sunset’s shoulder and leaning against the side of her head. “But of course my boat is safe,” she replied in a squeaky voice. “Nopony’s fallen off yet! Well, a few jumped off and I did throw some of them, but that’s not the same thing.”

“Right…”

Sunset offered a smile, but her shifting hooves betrayed her anxiousness. “Look, Tazel, we need to head up.”

Tiny Tazel smirked and patted Sunset on the cheek. “You’re cute.” A clap of the paws and a few clouds later, she was hovering over her boat and at full size once more. She struck a haughty pose. “Nopony goes upstairs anymore. Why should I use up my precious time and energy carting you to Cocytus?”

Sunset hesitated, ears going flat as she tried to think.

An idea hit Twilight, who set a reassuring hoof on her companions’ shoulder. She gave Sunset a small smile before stepping up to the strange creature. “Steven Magnet said we don’t belong in Limbo. We need to find our place in Tartarus.”

Tazel’s shoulders shook as she made a strange clicking sound, something like “kit-a-kit-a-kit-a-kit-a.” It took a moment for Twilight to realize the creature was laughing.

“Steven Magnet?” Tazel’s toothy grin broadened in a way that Twilight had thought only Pinkie could pull off. “That dope’s nuttier than a fruitcake! Thinking he’s Discord’s heir, what a loon. But—” she lowered down to more carefully observe Twilight, a paw smoothing out one of her whiskers, “—he does have a good eye for ponies.”

It was hard to smile in such close proximity to those fangs, but Twilight tried her best. “Y-yes, well we were hoping—”

Tazel’s eyes flared.

Sunset was there in an instant with a hoof over Twilight’s mouth. “Need! We need to go up to see if we belong with any of the Lords up there.” She patted a confused Twilight’s head with her free hoof and giggled nervously.

Tazel floated back to hover over the boat, eyes locked ominously with Twilight’s. She remained quiet for several seconds, lips pursed and claws extending and retracting over and over again from her paws. “I’m not sure if I want to let you on my boat. Maybe I should just leave you here to rot.”

“That might take a while,” Sunset pointed out.

The creature’s face contorted in a sneer. “Yes… I suppose it would.”

Twilight took the opportunity to shove the hoof from her mouth. “Perhaps that’s how it should be. Maybe we’re supposed to be stuck here with you. Yet how can we know if we don’t investigate?”

Tazel turned away, her tail coiling up beneath her and her upper body using it as a cushion. A newspaper appeared in her paws as she grumbled, “Am I supposed to care?”

Sunset took a confident step forward. “And if we belong to Reddux? He won’t be happy if he finds out you’re taking his toys.”

The newspaper crunched up as Tazel’s paws abruptly balled into fists, her back going straight. There was just a moment’s pause… then she turned to them with a big, joyful grin.

“Friends! Welcome aboard the S.S. Silma Ril. Do try to enjoy your ride, hmm?”

The mares shared a breath of relief as the boat moved close to the river’s edge. Sunset climbed in without hesitation. Twilight was a little slower to trust; she eyed the boat, then the patiently smiling Tazel. Swallowing her uncertainty, she carefully got in and settled on the flat bottom. The sight of it was disturbing; given the rapid currents, she didn’t think a flat-bottomed boat was really an appropriate vessel.

The boat began to move against the current, rocking a bit too much for comfort. Tazel hovered just ahead of them, her back turned to the boat and her scaled tail flicking back and forth over their heads like that of a playful cat’s. Twilight set a hoof to each side of the narrow boat and prayed she was wrong about it.

She leaned close to Sunset, who was facing her, and whispered, “Why d-doesn’t she just teleport us?”

“Don’t ask,” Sunset warned with a raised hoof. “She does bad things to ponies who ask. Just go with it, and it’ll all be over soon.”

Twilight glanced at the churning waters, noticing as a griffon reached up from below to just miss the boat. “Not too soon, I hope.” She looked up and saw that they were approaching one of the waterfalls. “How is she going to get us oh—”

Twilight fell backwards as the vessel’s bow abruptly rose up in the air, her head whacking the bottom. She let out a frustrated groan, her back hooves dangling over her face. When she was able to open her eyes she spotted Sunset leaning backwards and bracing herself, apparently having known the motion was coming.

A second later the bow of the boat touched the top of the waterfall, and the whole thing immediately leveled out. Twilight had been in the middle of righting herself, and the jerking shift sent her sprawling on her face beneath Sunset’s legs. She lay there for a couple seconds, letting the pain in her chin fade.

“Oops…” Sunset let go of the boat’s sides and stepped back with an apologetic look. “Sorry, forgot to warn ya.”

Twilight glared through her mane and let out a small growl before pushing herself back into a sitting position. She scowled at Tazel’s backside, just knowing that happened on purpose. “I can’t wait to get out of—”

Sunset darted forward and clamped a hoof over Twilight’s mouth once again, her alarmed eyes going to Tazel. The creature’s cat-like ears twitched, but otherwise there was no response.

Sunset's words came out as a barely audible hiss. “No hopes, no wants, no dreams, and whatever you say, no escape. Unless you want a dip in the river, don’t talk about such things near her.” The hoof was removed, Sunset sitting back across the boat and very intently not looking at Twilight.

For a few seconds Twilight could only gaze at her companion… but then her eyes went to Tazel. No hopes and dreams? That was a curious condition.

Perhaps ‘curious’ wasn’t the right word, though.

They went over three more waterfalls in silence, but as they climbed the last one Tazel abruptly spoke up. “Here we are, the Halls of Envy!” Her arms were spread wide as the boat lurched into a normal position atop the waterfall, displaying the wide tunnel they’d entered. Along the walls were great stone busts of every kind of creature; ponies, griffons, nilgiri, minotaurs, even a few races Twilight didn’t recognize.

Twilight peered at the statues that seemed to jut out of the walls. “Halls of Envy? How do you end up here?”

“Why, by being envious, of course.” Tazel floated up to a minotaur bust, gesturing to it with a proud grin. “Meet Minos, brother of Boros. He was so jealous of his brother’s strength and good looks he sealed him in a labyrinth. Too bad he tried to bed Boros’ wife immediately afterwards; she wasn’t as ‘meek and mild’ as he’d supposed.” She ran a claw along her own throat with a grin.

“And here!” Tazel floated to the other wall, this time to pat the head of an Earth pony statue. “Wow You. Awesome general, baaaaaad temper. He hated a unicorn named Rouge Song, who was not just a better general, she was better in every conceivable way! Had a sense of humor, too; after the last time she defeated him, she blew him a kiss. Pissed him off so much he burst an aorta and died right there! Why it’s almost…” A moment to brush a tear from her eyes. “…poetic.”

“Well yeah,” Twilight grumbled under her breath, “because it was put down to verse.” She had a troubling thought and wilted. “Th-these aren’t real ponies, are they?”

Sunset offered a comforting smile. “No, they’re just stone.”

“Oh, good.” Twilight heaved a relieved sigh and examined the statues a little more closely. Despite her situation, she couldn’t help smirking.

“So where’s Trixie?”

Sunset exchanged a questioning look with Tazel, who was now floating just over her shoulder. “Who?”

Her cheeks flushing, Twilight giggled and waved at them. “Never mind, I doubt you’d know of her.” But if the showmare ended up in Tartarus by some cruel twist of fate, Twilight had a feeling she knew where she’d end up.

“Well, should I ever meet this ‘Trixie’ I shall have to ask for her opinion.” Tazel rose high above the boat and spread her arms wide as she grinned at the statues. “They did take hundreds of years to sculpt, after all. Or at least, I think it's been that long.”

Twilight leaned close to Sunset once again. “Why did she even make these statues?”

“Because she likes to punish the envious,” Sunset replied as if the answer were obvious.

“That’s right.” Tazel dropped, landing with her tail coiling inside the boat and squashing the two mares against the stern. Ignoring their frustrated attempts to make room and disentangle, she pointed to the waters below. Twilight, her head hanging over the water, spotted the ponies and other creatures floating by in the depths. There was a lot more of them than she’d seen before.

“These wimpy mortals are filled with jealousy, but their acts are feeble. Murder or betrayal, something like that.” Tazel gestured to the statues with a beaming smile. “But these creatures, these Heroes of Jealousy, they knew how to hate! So I let these wimps float by and meditate on their lackluster performances, so they can always be reminded of what true envy is.

“And by the way,” she concluded with a jeer, “you two should really get a room.” She floated out of the boat, letting the two mares finally separate.

A huffing Sunset crawled away from Twilight. “By the Sun, she’s a lot heavier than she looks…”

Twilight had to agree, but was too busy going through another coughing fit to say so.

Tazel took on a posh pose.“I’m not a big girl, I’m just big boned.” She smirked and turned about. “Ah, we’re almost here. Wait 'til you see my masterpiece!”

Sunset brushed her mane back into place and leveled a heavy-lidded glare at the creature. “I’ve seen it.”

Tazel shot her a withering look.

“B-but I can’t wait to see it again!”

“Of course you can’t,” Tazel replied with a smug smile. “It’s a masterpiece.”

Suddenly Tazel winced and set a paw to the side of her head as if she’d developed a headache. “Shut up, this is my time.”

Twilight shot Sunset a raised eyebrow. “But… we haven’t said anything.”

Tazel abruptly seemed to be in her own little world. “No, I am not making one in your honor. You were never envious, why would I make a statue for you? Oooh, you used to be an empress? Whoop-de-doo, didn’t do you much good in the end. You died, remember? …no, the fact that you made me does not mean I’m obligated!”

The mares watched Tazel’s strange self-directed conversation, their heads turning in unison as the boat floated past her. After a few seconds Twilight turned to her companion. “Does she do this frequently?”

Sunset shrugged. “She did it a couple time the last time I came through here. Who knows, maybe being stuck in Tartarus for a few centuries has made her loopy.”

Tazel was beginning to fall behind, her paws animated as she appeared to be having an argument with the air. “Look, I named the boat after you, okay? Take it and stop whining!”

“She’s obviously got something wrong with her,” Twilight acknowledged. She leaned over to check the side of the boat, noting the poorly carved name on the side. “Huh… Silma Ril. Now where have I heard that name before?”

“Beats me.” Sunset turned to the mouth of the tunnel ahead of them. “We’re almost to the lake. I hope she snaps out of it before we float right past the town.”

“Town?” Twilight sat up straight and peered through the tunnel. “What town?”

“Lake Cocytus is considered Tazel’s territory,” Sunset explained. “Those creatures who live in her territory that haven’t been dunked in the river built a slum for themselves. And I do mean slum, so don’t go getting your hopes up.”

Tazel was hovering over the boat in an instant, claws out and a livid glow to her eyes. “What was that about hopes?”

“Nothing, nothing!” Sunset reared back to frantically wave her hooves. “Just telling my partner not to hope for anything about the town, that’s all.”

A low growl rose from Tazel’s throat, her upper lip pulling back in a menacing sneer.

Worry filling her, Twilight pointed to the tunnel’s exit just as they were about to pass through. “S-so, how about this masterpiece of yours?”

Tazel’s piercing gaze fell on her… but a second later the creature leaned back and whacked herself over the head. “Shut up, I am done arguing with you!”

At that moment the boat passed out of the tunnel and into a large cavern, which opened up into a lake. Twilight was too wary of Tazel to take much notice of her surroundings, but then she saw something out of the corner of her eye. When she turned her jaw practically hit the bottom of the boat.

Situated in the water at the far end of the lake and standing what had to be hundreds of feet high was a vast statue. The depicted alicorn bust gazed out over the lake with head held high, the cavern wall behind her decorated with a large moon and an explosion of dimly glittering stars.

“Is… Is that Princess Luna?”

An exhilarated gasp burst from Tazel as she rose high over the lake, her arms spread wide once more and a rapturous smile on her lips. “Behold, the holy matron of all envy! Luna, Princess of the Stars, whose jealousy knows no bounds. The moon shall always be jealous of the sun’s warmth and reputation. Hers is an envy to aspire to, for it lasts an eternity!”

Twilight pressed her jaw shut and leaned towards Sunset. “I thought it was Luna who put her here?”

“I stopped trying to make sense of this stuff a long time ago.” Sunset observed the vast statue and shrugged. “You’ve gotta admit, it’s an incredible piece of work.”

There was no room for disagreement; the musculature, the grand pose, the perfectly accurate features, every detail had clearly been painstakingly crafted. Twilight couldn’t help but wonder how Tazel got the stars in Luna’s mane to shimmer… but under the circumstances it might not be a good idea to ask.

Twilight couldn’t help asking a very different question. “So if you idolize Princess Luna, what’s your opinion of Princess Celestia?”

Tazel looked down at her with a thoughtful frown, then shrugged. “Meh, nothing special there.”

Twilight’s jaw fell again and she thought she felt a twitch in her eye. She immediately clamped her jaw shut with both hooves and fought down the urge to shout at the foul creature. There was an intense burning in her mind; it was all she could do not to fire a laser into the ignorant thing’s face! Suddenly that statue of Luna didn’t look so impressive, and if Twilight did get stuck down here she was determined to make a superior statue of the superior princess.

“Now, now. It’s just her opinion.” Sunset patted her on the shoulder with a strained attempt at a smile before adding under her breath, “Even if it’s the entirely wrong opinion…”

“Isn’t she beautiful?”

Sunset jerked about to beam at Tazel. “Oh, yes!”

Twilight forced a smile to her lips. “Th-the most beautiful thing I’ve ever seen.”

“Isn’t she, though?” Tazel turned back to admire the statue, at which point the mares shared a frustrated sigh.

Twilight noted what she could only guess was the town Sunset had mentioned, a small collection of lean-tos and tents. “Umm, I think we’re about to pass our stop?”

“Hmm? Oh, yes, very well.” The boat began to drift towards the shore at a dismissive wave of a paw, Tazel’s eyes never leaving Luna’s stone face.

The mares watched as the shore grew steadily closer. As they did, Twilight became acutely aware of the terrible conditions of the place. Everything looked old and overused, and the feeble tents and shanties could hardly be referred to as ‘shelter.’ The place was quiet, the inhabitants covered in clothes that amounted to little more than rags and smelling about as foul as they looked. Most ignored the newcomers, though a few watched them with a dark, suspecting glint in their eyes.

Calling this place a slum would be an understatement.

Yet still Twilight was intrigued, her eyes studying the sight with intense focus. “Where did they get the materials to make any of their stuff?”

“Tazel gave it to them,” Sunset replied. “She can make some things out of thin air. How do you think she made the boat?”

Twilight raised an eyebrow at her companion before turning to back to the lake. Tazel was right where they’d left her, still gazing up at the statue of Luna. “Let me see if I get this: she can make objects out of thin air, transform herself to different shapes and sizes, fly and teleport. She’s like a weaker class of draconequus, so what’s keeping her trapped in this place?”

Sunset shot her a skeptical look. “How can you not know that?”

“I’m sorry, but Tartarus isn’t as well understood where I come from,” Twilight replied with a glower.

After a second or two Sunset sighed and nodded. “The draconeqii didn’t pick Tartarus as a burial spot on a whim. The bedrock and crystals in this region of Equestria have extreme anti-magic properties, further deadening the effects of their corpses on the world above. Tazel is affected by them as well, and the Gates of Tartarus were made entirely from that same stone.”

“Ooooooh.” Twilight’s ears perked as her mind began to consider this. “That’s incredible. Imagine the possible uses of such a stone! The potential implications are almost too frightening to contemplate.”

Her partner shook her head. “Except that the rock is so preposterously hard that it’s close to impossible to mine it. The Gates themselves had to be made from the boulders that were found lying around.”

“Ah. Yes, that would make things difficult.”

They rocked in place as the boat reached shore, grinding up against the loose stones. They promptly climbed out, Sunset pushing the boat back into the water before leading Twilight into the small town.

“Stay close; there’s no such thing as a friendly face here.”

Twilight noted a trio of diamond dogs glaring at her from behind a tent. “I gathered. Why would anypony live here?”

“In Tartarus, you make do.” Sunset led her along a narrow path between the tents and rock piles, her horn glowing dimly as she watched for danger. Most of the creatures in the area ignored the two mares, although Twilight noted a few that were watching them pass.

The ominous gazes had Twilight hastening her steps until she was side-by-side with her guide. “S-so, it won’t be long before we’re out of here, right?”

“Right.” Sunset’s head swiveled about as she spoke. “The town was never very big.”

“Hello there, pretty ladies.”

Twilight almost stopped, but Sunset’s hoof touched her shoulder and herded her forward. A moment later a pony appeared at Twilight’s side, short and thin and possessing of an unpleasantly large smile. “Oh, please don’t be like that. I was just curious; you don’t see many alicorns passing through these parts.”

Sunset didn’t even grace the pony with a glance. “Go away.”

Twilight, on the other hoof, chanced a look and once again nearly came to a stop; he had bat wings! She was looking at a legitimate thestral… but weren’t they extinct?

He noticed where she was looking and offered a fanged grin and a waggle of the eyebrows. “You like?”

A bump from Sunset reminded Twilight to look forward and ignore him. “Just curious.”

“So am I!” He danced in front of them, making them both stop. He winked at Sunset. “Come now, why the cold face? We’re just talking. So where are you girls from?”

The mares shared annoyed looks before Twilight took a step forward. “I don’t think that concerns you.”

“Well that’s not very friendly at all.” The thestral didn’t miss a beat, sidling up to her with a smug look. “I’m sure a pretty alicorn like you would just love some of my goods. Why, I would offer them for—”

“No.” Sunset was in his face, her horn flashing in his startled eyes. She stomped forward, effectively cowing him back. “We don’t want anything, we’re not looking for anything, and we don’t hope you have something we like. We are just passing through on our way up, and if you don’t get out of our way right now I will personally throw you into the lake.”

Literally backed into a corner, the wide-eyed thestral threw up his hooves as if to hold her back.

“Ooookay then. I think I’ll just… you know… bye.”

He darted past her and soon disappeared among the rocks and lean-tos. Sunset stepped back, lips pulled up in a sneer and horn still glowing. Her head jerked one way, and all the creatures on that side who had been watching the exchange abruptly moved away. Her head turned the other direction, to the same effect.

Twilight walked up to her with ears tucked. “I’m not sure that was necessary.”

Sunset let out a small snort and turned with head held high, once again guiding Twilight along. “Listen, this town is a tribute to jealousy. Everypony wants what everypony else has. If we accept gifts – if we have anything – somepony is going to want to take it from us. The only safe place in this town is at the bottom of the barrel.”

Twilight glanced around at their miserable surroundings. “You mean nopony will bother us if we don’t have any possessions?”

Sunset paused and glanced around, perhaps to get her bearings, before moving to the right. “Yes, but some creatures work for Tazel and try to ‘share the wealth.’ The more somepony has, the more that somepony is a target. They’re practically breeding violence.”

The implication was clear; that thestral had been trying to set them up as targets. Twilight began to put the pieces together; Tazel could create the materials they now had, but only made so much so as to keep the ponies fighting amongst one another. It had to be another Tartarus punishment. “Has anypony risen above their envy?”

“Not that I know of. Ah—” Sunset pointed, “—the edge of town.”

“Already?” Twilight peered through the dark and saw that, sure enough, there was a point where the ramshackle place came to an end. Beyond was a wide space with a low ceiling, dotted with stone columns. “Well, that wasn’t so hard.”

“Like I said, small town.” They passed beyond the last tent, stepping over an unconscious diamond dog with a large lump on the back of his head. “It’s going to be a while before we get to the next territory, though.”

“Oh…” Twilight sighed, suddenly feeling worn out. “Is there at least a spot where we can take a break? I don’t think my body’s figured out that sleep doesn’t happen in Tartarus.”

She’d expected Sunset to be annoyed, but instead her guide offered a friendly smile. “Yeah, we can do that. Let’s just get away from the town, first.”

Twilight eyed her. “Thanks. If you don’t mind me pointing it out, you seem a lot more optimistic than you were.”

Sunset’s cheeks flushed and she averted her eyes, but the smile didn’t fade. “Y-yeah… well we’ve made it past four of the seven Lords of Tartarus. I’m starting to think we might have a chance.”

Twilight thought her heart would jump out of her chest. “Really?”

“Uh… yeah?” Sunset took a step back, one hoof lifted in uncertainty as she observed Twilight’s reaction.

A blush burned Twilight’s cheeks. “It’s just that all this time I was hoping to—”

A hoof was clamped over her lips as Sunset’s wide eyes scoured the town. “Would you stop saying that? We’re not out of Tazel’s range yet!”

“Sorry, sorry!” Twilight’s cheeks grew an extra shade of pink. “It’s just good to know that you’re finally seeing the light.”

Sunset rolled her eyes, but she was smiling as she headed deeper into the cave. “I wouldn’t put it quite like that. We’ve still got a ways to go and the remaining three Lords are no pushovers. But—” she offered Twilight a grin, “—I’m starting to think that, together, you and I might just be able to pull this off.”

Pride swelled within Twilight, and before she knew what she was doing she had wrapped Sunset in a tight hug.

It was once again Sunset’s turn to blush. “Hey, hey, I’m not that far gone.” She pushed Twilight off with a nervous cough. “One step at a time, okay?”

Twilight giggled at her friend’s manner. “Whatever you say, Sunset.

“Whatever you say.”

“Come on, Twilight, we’re gonna be late.”

Twilight looked up from her book at Spike, who was tugging on her tail and gesturing to a picnic basket. “Just let me finish this paragraph, Spike.” He stood back and crossed his arms, foot tapping the floor impatiently as she absorbed a couple more sentences and set her bookmark in place. “Okay, let’s go.”

“It’s about time,” Spike grumbled as he climbed onto her back.

Twilight rolled her eyes and levitated the basket into his arms. “You act like you haven’t seen the others in an eternity.”

“It feels like it,” he replied, setting the basket in his lap as they went outside.

The sun shined high over Ponyville, basking the town in its heavenly warmth. Twilight didn’t know why, but just seeing the sun made her feel… happy. She trotted through the soft grass, humming one of Pinkie’s bouncy tunes.

Spike leaned forward with an eager smile. “You’re certainly happy, today.”

“I don’t know why.” Twilight waved to Lyra and Bon Bon outside Sugarcube Corner. “It just feels like I haven’t been outside in forever. When I write Celestia I’ll be sure to mention how perfect this day was.”

“It is a nice day, isn’t it?” Spike leaned against the basket with a dreamy expression. “A perfect day to spend with Rarity…” His voice took on that dreamy quality that had Twilight rolling her eyes in amusement.

It seemed like no time at all before they were in the clearing just outside the Everfree Forest. Applejack was setting down the picnic cloth, with Fluttershy and Rarity ready nearby to set the plates. Spike wasted no time dropping off of Twilight and rushing to help, leaving her to set out the food.

“Well now, somepony looks like she jus’ got a brand new plow.” Applejack greeted Twilight with a warm smile and a hug. “What’s got ya beaming like the sun?”

“I honestly don’t know,” Twilight admitted as she grinned at Fluttershy and Rarity. “I’m just really glad to see you girls.”

Rarity handed some plates to an eager Spike and smiled elegantly. “We’re flattered, dear. We’re always happy to see you, as well.”

“That’s right,” Fluttershy agreed as she set out the plates with Spike. “We really should get together for these picnics more often. Oh—” she raised her head to eye the sky, “—here comes Rainbow.”

A second later a colorful streak passed by overhead. Rainbow Dash began performing loops and corkscrews, leading Applejack to muse, “She never misses an opportunity ta show off, does she?”

Rainbow zoomed down to come to an abrupt stop just over the ponies’ heads, two baskets dangling from a rope that she had in her teeth. She set the baskets down and spat the rope out before striking a confident midair pose. “I’ll have you know I was just using my awesome speed to condense clouds into water, something only a super cool pony like me can do.”

Twilight glanced into the baskets, surprised to see them filled with open bottles of water. “Wow, that is pretty cool.”

“Nah.” Applejack waved a dismissive hoof, smiling smugly. “Them bottles were full from the get-go. She made that excuse up on the fly.”

Rainbow landed and shot Applejack a glower. “Did not!”

“Oh yeah?” Applejack wiggled her eyebrows at Rainbow with a knowing grin. “So where are the clouds ya used ta get the moisture from?”

“Uuuhh…” It took Rainbow a couple seconds to recover, her eyes darting about and a silly grin on her lips. “I’m… just… so awesome that I don’t need clouds to do the trick.” Twilight and Applejack shared knowing smiles but didn’t bother to press her.

Rarity settled down at the edge of the picnic cloth, eyes roaming the food that was already out. “Oh, this all looks marvelous!”

Spike struck a smug pose. “Why thanks, I worked hard on it.”

Strange, Twilight didn’t remember that… but she probably just had her muzzle too deep into a book to notice. She grinned and patted him on the head. “And that’s why you’re my number one assistant.”

Fluttershy glanced about. “Umm, where’s Pinkie?”

“Riiiiight heeeere!”

Fluttershy jumped with a cry as Pinkie burst out of one of the baskets, balloons and streamers flying about. She landed in the center of the cloth, a large chocolate cake on her back, and promptly gave Twilight a hug. “Hey, Twilight, I missed you sooooo much!”

Twilight returned the hug with a confused grin. “Thanks, Pinkie, but we only just—” She paused; when was the last time she’d seen Pinkie?

She noted Rainbow helping Fluttershy up. “You okay over there?”

“Oh, yes.” Fluttershy set a hoof to her chest and exhaled. “Pinkie just startled me, that’s all.”

Pinkie bounced around her friends with a silly giggle, her cake already deposited at the center of the cloth. “That’s not the only startling thing we’ll be seeing. Better eat up quick, ‘cause all this will be gone soon!”

“It does look awful tasty,” Rarity acknowledge as her eager eyes passed over the food. “But I think there’s enough here for everypony.”

“Yep.” Applejack was already grabbing some fruit. “Heck, we’ll probably end up with leftovers.”

For a few minutes, everything was normal. Incredibly, perfectly normal. Rarity was trying to convince Rainbow that she needed a new ‘flying wardrobe’, Spike and Fluttershy were having an animated discussion about phoenixes, and Pinkie had Applejack laughing raucously. Twilight gazed upon this scene and felt her chest tighten.

These were her friends… and she loved them so much. She was so happy, but at the same time she felt like crying. It was so confusing.

“You’re not eating.”

Twilight hadn’t even noticed Pinkie at her side. “Oh… Sorry. I was just thinking.”

She started to reach for one of the sandwiches, but Pinkie’s hoof caught hers. Twilight looked up and was surprised to see her friend’s face set in a sad frown. “Pinkie? Are you okay?”

“O-of course.” Pinkie tried to smile, but it didn’t work. “I’m with my friends. Please try the cake, I made it just for you.”

“For me?” Twilight saw how unusually serious the party pony was, then took a closer look at the cake. “Well, if you insist.”

She cut herself a slice and used her magic to lift a small piece of it. Her taste buds were bombarded by delightful, chocolaty sweetness that made her eyes water. “Delicious as always, Pinkie Pie!”

“Good.” Pinkie’s strained smile faded as she bowed her head. “That’s good.”

Twilight frowned and set her plate down to properly address her friend. “Pinkie, what’s wrong? You’re acting like you just lost your best friend.”

Pinkie’s big, watery eyes caught hers, and for a few seconds Twilight could only gaze into them with a sense of worry. “Not yet… but soon. I’m gonna miss you, Twilight.”

A small gasp left Twilight’s lips. She could only stare in stunned silence. Then she recovered and leaned a little closer, nudging Pinkie’s leg. “Pinkie, that’s not funny. Nothing’s going to happen to me.” She turned to the others. “Come on, girls, tell her nothing’s gonna happen to me.”

Not a single one of them replied. They all had their heads bowed and their eyes averted, as if the same terrible thought had passed through all of them.

Twilight felt her heart sink. “Girls?” She stood, but the act garnered no reaction. She looked to Spike, who was staring at her with moist eyes. “Spike, what’s going on?”

He responded only by clutching at his tail for comfort.

She turned from him, eyes roaming her friends until they locked on one in particular. “Applejack! You don’t think I’m gonna go away or anything, do you?”

Applejack chewed her lip and wouldn’t meet her gaze. “I wish we could help ya, Twilight…”

“Oh, come on!” Twilight threw her hooves high in the air. “What is with all of you? How could you possibly know what’s going to happen to me before it happens?

“Fluttershy?”

The pegasus winced and said nothing, her cheeks moist with fresh tears.

“Rainbow?”

Rainbow shifted from hoof to hoof, eyes locked on her empty plate.

“Rarity! Surely you’ve got some common sense.”

Rarity turned away, legs wrapped about shoulders that shook from her effort to hold back a sob.

Her mind churning over what she was seeing, Twilight sat and gaped at her friends. “What is wrong with all of you?”

A tender hoof touched her shoulder, and Pinkie gestured with her head. “Your new friend’s here.”

Twilight stared at her for a couple seconds. New friend? “What new—”

She turned and felt her heart catapult into her throat.

Tazel Wyrm was floating just at the edge of the Everfree, paws behind her back as she gazed up at the sun.

“Wow… I’d forgotten what it looked like.”

Twilight exhaled. She glanced at her friends, who maintained their solemn expressions and didn’t bother to greet the newcomer; no help there. She swallowed the lump in her throat and took a few steps closer to the creature, ears tucked as she observed it. “W-what are you doing here? How did you get out?”

“Out?” Tazel turned her attention on the anxious pony. “We’re not out.”

“What do you mean, ‘we’re not out?’” Twilight waved her hoof at the sun. “Can’t you see—”

“You’re dreaming, silly pony.”

A deep pang struck Twilight. She gaped at the creature for a few horrified seconds, then turned to gaze at her friends. “Dreaming? But… but I thought…”

“Of course you did.” Tazel landed and slithered past Twilight, a playful smile on her lips. “Are these your friends? Such a happy life you lead. It’s been so long since anypony had a dream for me to play in. Nopony sleeps in Tartarus, after all…” Her tail made a large circle around Twilight’s unresponsive friends. Tazel’s upper body rose over them and she observed Twilight with a paw to her cheek. “Why, this must mean you’re very new.”

That’s when understanding hit Twilight. She took on an aggressive pose, but a small tremble of terror chilled her spine. “Y-you’re really here. How did you get into my dream?”

Tazel’s clicking laughter seemed to echo through the sky. “Oh, you silly pony.” She reached down, and the chocolate cake rose up into her paw. “You didn’t really think that Princess Luna was the only one capable of entering dreams, did you?” She promptly stuffed the entire cake into her mouth, covering her face in chocolate.

“Hey!” Twilight glowered. “Pinkie made that for me.”

Tazel’s eyes rolled backwards in her head. “Oooh, I forgot what real food tasted like!”

Twilight watched the creature devour her cake with a dour pout. "What do you want, Tazel?"

“Oh, so many things.” The creature dropped down to dig through one of the picnic baskets, tossing random items out. “For instance, to get that stupid voice out of my head.” She winced and pulled away from the basket, an enormous sandwich in one paw. “Shut up, you! You don’t like being in there, either.”

Twilight approached at a cautious pace. “But why are you in my dream?”

“Because it’s fun.” Tazel took a big bite out of the sandwich, her eyes watering up at the taste. “And because there are certain things you can only get in a dream. Do you know how long it’s been since anypony actually slept in Tartarus? Once I sensed your unconscious mind I just had to come! It was like finding water in the desert.”

Twilight sighed and sat, realizing that there was no getting out of this. “Fine… But you ruined a very nice dream.”

“Oh, yes.” The creature was digging through another picnic basket. “Dreams do have a tendency to be nice. Too bad I can’t dream, but at least I can enjoy…” Her words came to a slow pause, her eyes abruptly locking on Twilight.

She stared for several seconds, wide-eyed and alarmed, and Twilight found herself shifting under that look. “Umm… something wrong?”

The gaze slowly shifted to a peering, heavy-lidded glare. “It was certainly an… enjoyable dream you were having, wasn’t it?” Her eyes shifted to Pinkie Pie, then to Fluttershy. Neither pony responded, their heads bowed and their eyes locked to their hooves.

Twilight didn’t know why, but she thought her blood might be turning to ice. “I-is that a problem?”

Tazel’s piercing gaze faded as she reared back to spread her arms, indicating the ponies beneath her. “Oh no, of course not. These are your friends, yes?” Her broad smile was anything but friendly. “I suppose you really want to see them again?”

Twilight’s breath caught in her throat and she stood quickly. “I-I don’t want to… I mean… It’s not what you—”

“I’m sure.”

A moment of tense silence filled the air, Tazel’s pink eyes piercing into Twilight like the hottest of daggers. The creature and the pony were both perfectly still, Twilight’s mind frozen with uncertainty and an inexplicable fear. Even as the world seemed to go a few shades darker, even as a drop of sweat beaded down her cheek, there was no motion.

Then, with such speed it made Twilight jump, the creature changed. Tazel’s feline face elongated, her fangs lengthened, her fur shortened. Her arms became thin and stretched out, the fingers of her paws growing into long, hook-tipped talons. The dragon wings thrust open and a long row of spikes grew along the back of her serpentine tail.

And then that tail swung over the picnic area, knocking Twilight’s friends off their collective hooves.

“What are you doing?” Twilight lunged forward, a violet beam flashing through the sky. The creature dodged and flew a tight circle, one of those arms reaching out just in time to snatch a fleeing Rainbow Dash from the air. “Let her go!”

Tazel dodged another shot even as the sharp nails of her other claw dove into Rainbow’s back, eliciting a terrifying shriek from the helpless pegasus. Twilight sucked in a sharp breath as the closed claws were pulled out… and blood-coated blue wings flew into the air.

Rainbow fell to the ground and remained perfectly still.

With tears in her eyes and a horrified screech, Twilight bounded for the monster, but that tail whipped forward and sent her flying. Twilight opened her wings and recovered just in time to see that tail fly a wide circle and land on top of the fleeing Applejack and Rarity.

Tazel pulled Applejack from underneath and began slamming her against the ground like a rag doll.

“No, stop!” Twilight dove, a stream of lasers blasting from her horn. “Leave her alone!”

Applejack was tossed, slamming right into Twilight, and the two fell like a pair of rocks. When they hit the ground Twilight found herself pinned beneath her friend. She saw the bloody, pulverized state of Applejack’s unconscious face and began to hyperventilate.

“T-Twilight!”

She looked to see Fluttershy trying to pull Rarity out from under the tail, only to look up and scream as Tazel grinned wickedly upon her. A lone talon stretched out and pierced right through the pegasus’ open mouth. Fluttershy squirmed, tears running down her eyes, as the free claw caught her around the waist and ripped her off the talon with a bloody jerk. Fluttershy crashed to the ground, her body spread open in a hideous display of intestines and raw flesh.

Twilight screamed. She pushed against Applejack’s still-warm body, but for some reason she couldn’t budge it. “P-please, stop! Tazel!”

The creature only offered its hideous, clicking laughter. Then, with eyes locked on Twilight’s, it leaned down and opened its fanged mouth wide over the trapped Rarity. A long, two-tipped tongue rolled out and wrapped around the pony’s throat, slowly pulling her out from under the tail.

“R-Rarity, fight her!” Twilight pushed with all her might, but Applejack’s corpse wouldn’t move. “Use your magic! For buck’s sake, Rarity!”

The tear-streaked Rarity groped at the tongue about her throat even as her hind legs remained limp. She was lifted up, slowly, steadily, until her head was well within Tazel’s mouth. Her face began to turn blue, her tongue lolled out of her mouth, her eyes rolled back in her head. Tazel’s eyes never left Twilight’s as, just when Rarity’s movements began to slow, she snapped her jaw closed.

Rarity’s headless body fell to the grass.

Twilight sobbed as she gazed at the hideous creature. “Y-you monster! Why are you d-doing this?”

Tazel’s mouth worked, a lone talon raised as if instructing Twilight to wait. Then, eyes glowing with sick pleasure, she spat. Rarity’s head sailed through the air, hit the ground and rolled to a stop not far from Twilight. With terror and loss, Twilight shrieked at the sight of it lying there covered in slobber and cuts.

She squirmed, she fought, she tried flapping her wings, but Applejack was like an anvil on her chest.

Then she spotted Pinkie. The pony was sitting close by, her mane straight and her colors a few shades darker.

“P-Pinkie… w-what are you doing? Run!”

Her face locked in a solemn frown, Pinkie slowly shook her head. “It’s too late, Twilight. I’ll miss you.”

Twilight reached a hoof for her friend. “Pinkie, please! Help me. We can do this. T-together, you and I…”

A single tear fell down Pinkie’s cheek.

“No. We can’t.”

Three long, hooked talons emerged from Pinkie’s chest. She didn’t even flinch.

“G… Goodbye… Twi…”

The talons spread wide, ripping the pony to pieces.

Twilight gaped, her hoof still extended, her mind numb. Gone… they were all gone…

Applejack's body was jerked off her, but an instant later that tail crashed down on Twilight’s chest, knocking the air out of her lungs. Slowly, Tazel’s head appeared over it, taking up all of Twilight’s vision. The prostrate pony could only gasp for breath, unable to think for the traumatized state of her mind. Her friends… her precious friends…

The monster’s lips pulled back in a hideous, fanged grin. “Almost forgot.”

A talon appeared over her head, Spike dangling upside down from the claw piercing his tail. “T-Twilight!”

No…

Tazel’s eyes flashed. “I can smell your fear…”

Twilight reached her trembling hooves for Spike. Not him… “P-please…”

“Twilight, help me!”

Tazel’s head twisted upward, her fangs moving over Spike’s body.

Twilight's horn glowed dimly… and fizzled out. She fought for air, struggled to call for her little brother.

The fangs began to close. Spike squirmed, his petrified eyes locked with hers.

“Twilight!”

She began to silently beg, to pray for Celestia, for Luna, for anypony. Not him…

He began to scream as his midsection was pierced.

Twilight opened her mouth to scream, but could only manage a faint gasp. Her vision began to blur from the tears, but still she could see the blood.

Tazel stopped just short of closing her jaw all the way, instead using her claw to carefully pull Spike out by the tail. His shrieks were agony; Twilight could only cover her face and sob.

Silence. A long, horrible silence. Something began to drip on Twilight’s forehead.

She didn’t want to look. Everything in her tormented mind told her not to. She would regret it, the image would be forever seared in her mind…

She looked.

What was left of her oldest friend hung limply over her, strips of flesh dangling like sickening ropes. His eyes, dull and lost, stared down at her… and blinked.

Twilight couldn’t scream. She couldn’t think or move. She could only stare into those eyes, jaw loose and a feeble wind slipping out of her as the blood traced a line along her forehead and down her cheeks.

The body was flung away, beyond her sight.

“There.” Tazel reared up and brushed her monstrous, bloody claws as if to free them of dirt. “That should settle things.”

The princess let her head fall back into the grass, tears streaming down her already moist cheeks. She wanted to say something, anything, but all she could think of was the terrible images now ingrained on the back of her eyelids. What was she going to do? How was she going to escape this?

Did she even want to anymore?

“Yes, that’s better.” Tazel dropped down to pet Twilight’s head, her features slowly returning to normal. “Shhh, hush now, it’s over. I hope you’ve learned your lesson. Dreams are pointless, hopes are trash. In the end they’ll only hurt you, provide you with the sweetest of agonies. So don’t hope.”

Twilight tried to raise her head, to shake it, to react in some way… but her body wouldn’t move.

Tazel leaning in close with a wicked grin.

“If I can’t dream… nopony can.”

The tail was still sitting atop her chest, so Twilight couldn’t speak. In her desperation, she began to mouth her plea:

Let me go.

Please, wake me up.

Tazel’s eyes grew cold. “I can see you still have some hope left in you.” Her paw wrapped about Twilight’s horn.

No…

“I shall remedy that.”

With a single quick jerk, Tazel ripped the horn from Twilight’s head. Even with that tail on her chest, Twilight screamed. Though her world went white with searing pain, she could still feel blood pouring through her mane.

When at last her vision cleared, she saw one of Tazel’s paws growing a long, razor-sharp talon. Tazel grinned and tapped herself on the head with that lone claw. “Now, let’s see what other dreams are lingering in that head of yours.” The claw came down, aiming for what Twilight could only imagine was a hole in her head. “Show me what else I have to destroy.”

No… Twilight shook her head, entire body trembling as she pushed at the paw with her hooves. She had to wake up…

Tazel’s free paw came down to catch Twilight’s throat, pinning her head back.

“Don’t worry, it will only hurt for the rest of your life.”

Wake up. She had to wake up!

The claw grew closer. Twilight's eyes crossed as she watched the tip approach her forehead.

Please…

“It’s okay… No more hopes is a good thing. I should know…”

Please…

The claw passed beyond her sight. Her hooves struggled in vain to hold it back.

Wake up…

She felt something start to pierce into her brain.

No no no…

Tazel’s eyes widened. “You’re… this is interesting…”

Deeper.

The tiniest of whispers escaped Twilight's lips. “Sunset… Wake me up…”

“You’re responsible for this world?”

“Sunset…”

“What in Silma’s name have I found?”

“P-please… stop…”

The piercing motion stopped and Tazel’s eyes went wide. She spoke the name as if it were poison:

“Discord…”

Twilight at last managed a proper scream.

She jerked to her hooves, cracking Sunset across the jaw as she did. Her scream echoed through the caves, filling her ears with its eerie sound. She was hyperventilating and for a long time could only sit there and fight for air. Tears streamed down her face as she reached for her horn, but its presence was a tiny reassurance. She didn’t dare close her eyes.

She didn’t want to remember anything.

“Twilight?” Sunset moved closer, her ears laid back as she rubbed her jaw. “Are you… okay?”

Twilight stared, not quite sure who this pony before her was. But then she wrapped her hooves about Sunset’s neck and sobbed into her mane, sobbed like never before.

Sunset was patting her on the shoulder and whispering calming words into her ear. Twilight couldn’t make sense of any of it. She closed her eyes, saw Fluttershy ripped off a talon in a gruesome display and immediately jerked them wide open once more.

Sweet mother of Celestia, she hoped she would never sleep ever again…

A new sound hit their ears; a shriek in the distance so loud, so furious it actually made the stones shake.

Rubbing her ears, Sunset turned to gaze with alarmed eyes at the town just barely visible in the distance. “Was that Tazel?”

The dream… Twilight understood almost instantly. Her eyes grew wide as saucers as the terror sprang into her mind. “She’s coming for me. We… w-we have to go!”

“Why would she—” Twilight was already fleeing as fast as her hooves could carry her when Sunset turned back to her. “H-hey, where do you think you’re going?”

Twilight didn’t answer. She was too scared to risk her voice carrying out to the town. She charged through the darkness, panic clutching at her mind and tears streaking her cheeks. After all that she’d seen, after watching her friends so horribly brutalized, Twilight didn’t even want to think about what might happen if Tazel caught her.

Another piercing cry rocked the cave, dust and bits of stone dropping over the fleeing pony’s head. She redoubled her efforts, gasping for air as she forced as much speed out of her legs as she could manage. She kept seeing Applejack’s bloodied face, hearing Rainbow’s horrible screams, feeling Spike's blood on her forehead.

Something bumped her, and she nearly fell in an effort to keep her legs moving. Sunset was galloping at her side, face determined as she rammed Twilight once more. “Dammit, you’re going the wrong way!”

“I don’t care!” Twilight didn’t stop, her mind battling frantically for control of her emotions. “I need to get out of here!”

“You won’t get out if you don’t go that way.” Sunset ran into her again and began to push mid-run, a maneuver that forced Twilight into a slow turn. “What happened to the smart Twilight?”

“Where are you?”

A small cry burst from Twilight’s lips at the familiar voice of Tazel in the distance. “She’s coming for me. W-we have to get away!”

“What the buck has gotten into you?” Sunset glanced back over her shoulder with a sneer. “Crap, she is coming!”

“What… w-what are we… going to… to do…?” Twilight was already gasping for air, but she didn’t dare stop running. She thought she could see an end to the wide, thin cave. That had to be the edge of Tazel’s territory. “Oh please… let her not… not cross the boundaries. She’s… going to k-kill me!”

“No she won’t.” Sunset’s eyes darted about the massive rock columns that surrounded them. “This way!” She grabbed Twilight and forced her to change directions, guiding her towards a particularly wide column.

“I saw him in your mind, Sparkle!” Tazel’s enraged voice reverberated in Twilight’s ears. “Where is he? Where is Discord? I’ll rip the memory out of your heart if I have to!”

Sunset caught Twilight and locked her hind legs, slowly forcing the distraught pony to a stop by the column. “What the buck did you do to piss her off?”

Twilight found herself being thrown behind the pillar before she could respond, Sunset pinning her with a hoof to her lips. Her companion’s sharp eyes peered about the column as they waited.

Twilight wanted to fight, to break free of Sunset’s hold and flee into the darkness, but the run had worn her out enough that she was at last starting to think at least somewhat more clearly. She pressed herself against the pillar, fighting to control her strained breathing. She didn’t even try to rub the tears from her cheeks, certain that even that small motion would give them away.

“Come out!” Tazel’s screams filled the moist air. “I know you’re still here, you worthless pile of purple excrement. When I get my claws on you I’ll make that dream look like a circus act! You dare to hope for an escape, and then you bring the memory of that draconequus filth into my territory?”

Twilight trembled, her legs going weak as the fear seeped into her. She closed her eyes, saw Rarity’s head rolling in the grass and promptly opened them again.

Tazel’s demented snarls continued. “Discord can’t be alive, not in this world. Not in any world! I’ll make you squeal like a pig, and then I’ll skin you like one, too. And after you’ve told me how to find him, I’ll skewer your hooves and hang you from the horn of Luna for all my victims to bear witness. There you’ll stay, a toy for me to play with for the rest of your worthless mortal existence!” A hideous scraping sound, like nails on chalk, filled the air. “Damn you! Where are you?”

Sunset pressed against Twilight, her expression stern in preparation. She was using slow, carefully controlled breathing. Twilight saw the determination and focus in her guide and wished she could share in it, but all she felt was a need to panic. She was only able to keep a tenuous grasp on her emotions as she struggled not to think on her friends. Thinking meant remembering. She didn’t want to remember!

At last Tazel let out a frustrated cry. “You can’t escape me, Sparkle! I know where you’re going, and I’ll be there, just waiting for you!”

A single crisp clap resounded in the cave… and then there was silence.

The mares lingered, neither daring to move or look. Their eyes met, their breathing began to return to normal.

At last Sunset leaned over, peering into the darkness beyond the column. Her head shifted about as her eyes roamed, and after a few seconds she heaved a long sigh and stepped back.

Twilight collapsed in a heap in the stone floor and covered her face. “Oh sweet merciful Celestia… H-how are we going to escape now?”

Sunset spun in place, ears perked as she scoured the darkness. Not finding what she was looking for, she immediately grabbed Twilight and forced her to her hooves. “There’s only one way out of here. Come on.”

Twilight nearly fell again, fresh tears streaking down her cheeks. “B-but how are we supposed to get past Tazel? She’s waiting for us, Sunset…”

Her companion wrapped a leg about her shoulders and guided her along. “We’ll just have to fight. What’s the matter with you? Where’d all your determination go?”

“She showed me things…” Twilight trembled, her hooves shuffling against the hard stone floor as she fought to stay standing. She clung to Sunset like her life depended on it. “Terrible, terrible things. I don’t want to t-talk about it.”

Sunset glowered. “This is Tartarus. Did you really think you’d come out of here without a hitch?”

“I c-can’t face her.” The distraught princess buried her head in Sunset’s mane and shuddered. “I d-don’t think I can…”

There was a moment’s silence, and then her companion exhaled a long breath. “Hey… come on, Twi. You’re gonna be okay. We’ll get out of here, and you’ll never have to think about that overgrown furball again.”

Twilight held on to her friend for a few more seconds, struggling to control herself. After a few shaky breaths she leaned back to stare through wiry bangs and bloodshot eyes. “C-can you promise me, Sunset? I’m so sc-scared…”

Sunset took a step back, her eyes gazing upon Twilight as if not sure what she was seeing. “I… I don’t know what she did to you…” She came close and pressed her forehead against Twilight’s. “…but I promise, Twilight. We’ll make it out of here. Together.”

Twilight found herself doubting… but she nodded anyway. She couldn’t possibly explain her fear; explaining meant reliving, and she couldn’t bring herself to do that. Even so, she felt an incredible appreciation for her companion, and made sure to keep close as they started the slow walk for the exit.

They moved on, neither speaking. Up ahead the stone narrowed into a tunnel, unmistakable in the overwhelming sameness of the low-ceilinged cavern. It was a long ways off, but they made no attempt to hasten their steps. Twilight’s legs continued to wobble, her eyes shifting about the darkness in fearful anticipation. Where was she, that monster from her dreams? Tazel had said she would be waiting, and Twilight didn’t doubt it at all.

Her ears perked to the distant sound of running water. She peered ahead and realized that there was a river passing along the edge of the cave system. “Is that… the Acheron?”

Sunset nodded, taking a moment to tug Twilight a little closer and rub her back. “Yeah. It runs a circle, remember? The river and lake are Tazel’s boundaries, and she can’t go past them. If we can cross the river, we’ll be safe.”

Twilight sagged, an intense anxiety slowing her hooves. “T-Tazel’s going to be there, isn’t she?”

Sunset’s expression hardened, her eyes set on their destination. “I said we’d make it, and we will.”

If only Twilight could take comfort in that determination.

At last they were approaching the river. Twilight’s heart tried to beat a hole in her chest. Her eyes scanned the river’s edge and surrounding columns with feverish rapidity. Where was she, where?

They came to a stop at the water’s edge, watching as ponies and griffons and other creatures drifted past. The exiting tunnel was right across from where they stood. It hardly looked safe… but at the moment it seemed like the most enticing sight Twilight had seen in her whole life. They both cast around for some sign of Tazel, but they appeared to be alone.

“Alright.” Sunset nudged her, her expression solemn. “We’ll use our teleporting spells and cross together. Okay?”

Twilight heaved a deep sigh in preparation. “Okay.”

“On three?”

“On three.”

They both lowered themselves into preparatory stances, horns aimed at the tunnel. Sunset began the countdown. “One.”

Twilight focused on the magic and steadied her breathing.

“Two.”

Sunset stepped forward. Twilight tried… and couldn’t move.

“Three.”

A flash of light saw Sunset teleport, but just at that instant Twilight felt something stab up into her hooves. The jarring pain jolted her concentration, the aura around her horn disappearing with a fiery spark.

Sunset was already on the other side of the river when she heard Twilight’s cry. Twilight tried to move her legs, but her hooves were held firmly in place by whatever was inside them. Just trying to shift sent jolts of fire up her legs!

“Twilight!”

She heard Sunset’s warning and looked up. Her blood ran cold as she saw the creature slowly rising up out of the river, wings beating in a slow rhythm and pink eyes sinister.

“Oh, G-Goddess…”

Tazel’s fangs flashed in a demented grin. “You fell for it.” Her arm reached out, and with a twitch the claws appeared at the tip of her paw. “Now you’re mine.”

Twilight’s heart practically stopped, her breath froze in her throat. She tried to move, but her hooves were stuck tight. She could only gape with wide, terrified eyes as the monster began to approach, that terrible kit-a-kit-a-kit-a giggle echoing in her ears…

“Twilight, for bucks sake, use your magic!”

She couldn’t. She couldn’t think for her horror, couldn’t focus beyond those terrible pink eyes. She could hear her friends screaming for help, see them being slaughtered…

“Now then.” Tazel’s paw hovered over Twilight’s face, claws just barely touching her horn. “You’re going to tell me everything I want to know about that bastard. Talk quick and the pain won’t be so severe.”

“N-no… Please…”

That fanged grin grew impossibly wide as the creature’s paws caught Twilight on both sides of the head.

There was a flash of opal light, and Sunset was between Twilight and Tazel.

“Leave her alone!”

A massive disc formed atop her horn and flew at Tazel, cutting the creature in two. Tazel fell back, her upper body flipped… then landed back on the lower half. The cut healed in an instant, but before Tazel could say or do anything a sphere of energy struck her in the chest, knocking her into the river.

The heroic Sunset spun about and pulled Twilight by the shoulders. “Would you come on?” Twilight screamed at the agony in her hooves, prompting Sunset to let go. “Just… just use your magic. Teleport, for buck’s sake!”

Twilight was hyperventilating. “I… I don’t… I can’t… I…”

Tazel erupted from the Acheron, water spraying into the air and ponies sent flying from within the depths. She locked eyes with Sunset with a menacing hiss and dove claws first.

“Come on!” Sunset spun about and fired a beam at the ground under Twilight, and something in the rock shattered. The unknowns somethings locking Twilight’s legs in place came loose and she fell to the floor with a pained cry. She looked up to see the abomination’s claws just inches from the back of Sunset’s head…

Another opal flash.

They were on the other side of the river. Twilight blinked, her traumatized mind trying to comprehend what had just happened. Sunset tried to pull her to her hooves, but upon standing that jolt of pain ran up Twilight’s legs and toppled her once more. Spitting curses, Sunset used her magic to set Twilight on her back and started running.

“No!”

Twilight looked back in time to see Tazel slam into some kind of invisible barrier just beyond the water’s edge. The creature’s arms flung about wildly and her mouth opened impossibly wide in a fanged howl.

“This isn’t over, Sparkle! You think you can escape? There is no escape! Tartarus won’t let you go, do you hear me? Even if you get past the other Lords, you’ll never break through the Gates! And then what? You’ll try to go back to Limbo, but I’ll be waiting. You wait and see, you’ll never see your precious pony friends again! You hear me, Sparkle? Sparkle?

"Sparkle!”

Sunset let out a frustrated snort. “Give it a bucking rest…”

Twilight merely clutched her savior, sobbing as she thought of all her friends.

Author's Notes:

The decision to use Tazel for envy was an obvious one to me, but it wouldn't be so for most readers. To understand my reasoning, one must understand that I consider the TvE universe as having the same distant history as my No Heroes series. Tazel existed there, too, and was a very tragic figure with an intense hatred for all other creatures for having the potential to achieve their hopes and dreams, a potential denied to Tazel from birth. Picking Tazel also had a second advantage: using an OC here keeps the door open for whatever canon character would have been here. I have another prequel and 7 sequels planned for TvE, and it only makes sense to keep the pool of available characters as heavily populated as possible.

The real trick was making Tazel a strong character and villain that the readers could appreciate despite being an OC. I leave it to all of you to determine how I did in that regard.

Those who have read No Heroes will recognize the one or two nods I made to that series and its established history.

The story is back up to a 'mature' tag as of this chapter. Things only get worse from here on in.