The Mayor did not laugh, did not quip, did not do anything at all for several seconds as the Doctor watched the screwdriver fall helplessly to the ground below. Neither did anypony else. Not a sound crept from anypony, not even the Windigus Prime. The Doctor looked up to the Mayor, who still held that unnervingly blank expression on his face.

"...Why?" he asked.

The blank stare persisted. Then: "I was tryinna steal it."

"...Why?" he repeated.

"I wannit t'beat da bad guy."

"...Why?"

The Mayor stomped a spidery foot. "Because dis is MY CITY!"

I heard a growl from the Windigus Prime and gasped. I turned my attention back to it, and saw that Shining Armor had the foresight to trap it in one of his forcefields. The magenta bubble surrounded the Windigus as it struggled to get up. "Please," I heard Shining Armor plead, "Please..."

Holding up a forcefield requires not just the concentration of its caster, but its strength almost totally depends on its caster's stamina and vitality. Shining Armor, in our home dimension, has always been very physically fit, so the one in this dimension likely carries similar strength (despite the booze he's become addicted to). Adding to that, the Windigus Prime's host was in very bad shape, both physically and magically; not to mention that it had likely already used up most of the magic it had stolen from me; so there was little it could do to break Shining Armor's shield either way. For now, we were safe.

Suddenly, I felt myself struck by something long and hard, like a gnarled pipe, and was sent for a trip through the air. My ears rung, my legs became numb, and my vision blurred for a few seconds before I was caught in midair by Derpy. She set me down gently as the others began to gather around my attacker, the Mayor.

"Dis is MY CITY!" he repeated. "And none-a you dang, dirty trolls are gonna get in my way! NONE OF YOU!!!"

Magneighto attempted to use his manipulation of metals to bend his spidery limbs, only for it to not work. "Arcanium materials," he muttered, genuinely impressed. "Time for Plan B." As the Mayor leapt for his former general, pipelines shot up from the roof like vines, ensnaring him.

Now that the Mayor was helpless, Derpy shot by us, roaring. Her hooves met the Mayor's face, again and again, pounding away with wet thumping sounds. Eventually, the Mayor got the idea to hide his face by the TARDIS doors. Suddenly, he emitted a strange noise, similar to the key-across-piano-strings the TARDIS emits when it travels through time. The pipes trapping him were blown away, and Derpy was sent flying backwards, crashing into her husband.

The TARDIS doors opened and the Mayor jumped into the air, attempting to squash his enemies below. As he began to descend, a line of web shot from nearby, latching onto one of his legs. Down he went, into the opposite direction, smacking into the roof. Spider-Colt's webline proved impressively strong, as he snapped up the line again, putting the Mayor back into the air. Then he spun the Mayor about his head in a circle, finally letting go after a few cycles, throwing him clear off the roof.

Spider-Colt rushed to the edge of the roof and looked down. A few seconds passed. We all heard (and felt) a thump. He turned and walked back to me. "You OK?" he asked. I nodded.

Trying to get back up on my hooves turned out to be a little difficult. The Mare-Do-Well began to help me up as the Doctor came to join us. Suddenly, a tremor shook the building. Up from the side shot the Mayor, his TARDIS body not so much as dented. He soared through the air like an arrow and struck the ground nearest Spider-Colt, Derpy, and Magneighto, launching them into the air, his spidery limbs shooting forth and grabbing them all before they landed. The look on his face spelled hard times ahead.

"You think you're SO TOUGH!" he said in what I guess must have been his best impression of Iron Will's voice (Which is to say he sounded more like a croaking frog). He threw Spider-Colt at me with a crack of his limb, but the Mare-Do-Well pushed me out of the way and took the hit herself, rolling across the roof, trying to regain her ground. Another limb stomped Magneighto into the roof with a sound that made me flinch. "No you are not!" he said again in his Iron Will/frog voice. "You are weak! I am da strong onnnnne!"

Spike saw his chance for an opening and flew to it. His rubber bullets wouldn't be a match for the Mayor, and the rockets on his back would likely harm Derpy and Megneighto, so he settled for good old fisticuffs. A godlike blow struck against the side of the Mayor's TARDIS body and rang with a thunderous noise, knocking him back a few feet.

"Oh yeah?!" he said, "Well I gotta little chum lee in me!!!" (I've reread all my books. Never came across a "chum lee". I'd really appreciate it if you knew what one was.)

He returned Spike's attack with a swipe from one of his spidery legs. Spike caught it, squeezing it between his hands as hard as he could. The Mayor let out a cowardly yelp and slapped at Spike's hands with a spare spiderleg.

The two continued to wrestle as I fought back up to standing. My horn began to pulse. It was becoming stronger, slowly, like a radio frequency I had been disconnected from was finally beginning to return. I tried casting a shrinking spell on the Mayor, but my horn sputtered uselessly. Still not enough! I groaned.

I heard a slam. I looked up to see the Mayor using hapless Magneighto as a bat on Spike, roaring wildly. Suddenly, a pop, and purple surrounded the battle. I couldn't make out exactly what was happening, but the Mare-Do-Well (Likely the party responsible for the smoke) shot like a howling cannonball into the fray.

I tried finding my way around this brouhaha, still unable to use my magic in any productive way. I saw the Doctor, still standing in shock. Making my way to him as quickly as I could, I shook him a little. "Doctor?"

"...He knocked my screwdriver away. My special one." He looked back down. "I named him Marty. I'll never see him again."

I groaned and rolled my eyes. What is it with stallions and their toys anyway?

I heard Ben roar behind me, and turned to see further development in the Mayor's last stand. Spike and Magneighto and Derpy all lay in a heap. The Mare-Do-Well , however, found herself tossed through the air, slamming into Ben's face as he approached. From where she sat on Ben's back, Fluttershy gasped and covered her face. This action merely angered the Ursa Minor further, his ensuing roar causing the Mayor to flinch. The Mayor roared back in that always-all-the-time intimidating classic childish screech of his—showing his fangs, as it were. Judging from Ben's reaction, he did not expect this to become a roaring contest.

Before Ben could react, the Mayor, his fat, spidery body shuddering nightmarishly, began to crawl up the length of his leg. Ben gave a shout and began to shake his leg, buck repeatedly, biting his own back, trying whatever he could do to get that awful, spidery creature off of him as it crawled all over.

"M-Mr. Ben!" Fluttershy cried. She curdled into a ball as the Mayor approached her.

The Doctor, still "out" from his loss of the screwdriver, sat next to me with a vacant stare in his eyes. I poked him, demanding him to come back to the present. He mumbled something and shook.

The Alterna-Doctor shouted to Fluttershy to jump off Ben. He found he had to do this several times before convincing Fluttershy he'd catch her. Gathering what courage remained in her scrawny body, Fluttershy leapt for the Alterna-Doctor as the Mayor made a grab for her. The Alterna-Doctor managed to get beneath Fluttershy before she hit the ground, landing her on his back. He whispered something to Fluttershy I couldn't hear, and her eyes brightened. "Mr. Ben!" she called. "Roll over!"

Like a loyal pet eager to obey, Ben rolled over, the Mayor shouting as he found himself suddenly underneath nearly a ton of Ursa Minor. As Ben got back up, I got a good look at the Mayor and had to stifle a girlish little laugh. The Mayor lie there, crushed into the roof, his purple face expressing consternation at his recent humiliation. Just as he tried to get back up, Ben picked him up in his mouth and shook him about like a chew toy.

"YOLIDDA!" the Mayor roared. I honestly think he meant to say something akin to "you little", and whatever he was going to call us, I'm unsure of (Although I'm certain it would not have been anything nice). He was raging at this point, and instead of falling into his tired routine of blaming us for everything, he settled for the language of violence, attempting to scratch at Ben's mouth.

Before he could do that however, more lines of white spiderwebs shot for him. The webbing impacted with dull wet thunks, line after line. Thanks to Spider-Colt's expert aim, the Mayor's legs were now stuck to each other, forming clunky white appendages. While he was at it, Spider-Colt webbed the Mayor's mouth shut. It was at this point I noticed Spider-Colt was spitting the web from his own mouth. I winced, feeling split between fascinated and grossed out.

After letting Fluttershy off his back, Altena-Doctor whispered something to her again. "Mr. Ben!" she said, "Can you please do us a favor and keep holding the Mayor?" Ben looked to her, then to the Mayor as he wriggled helplessly between his teeth. He tightened his grip on the Mayor, who let out a series of squeaks and shouts. Fluttershy smiled and pet Ben on his leg, telling him what a brave boy he was.

One threat neutralized, I supposed. I finally smacked the Doctor upside his head, bringing him back to the current situation. "Superman is totally real!" he cried. We shared an awkward stare. For some reason, that statement still rings in my ears, plain as day.

Before he could say much else, however, a sound erupted. I could try to describe this sound, but the truth is, just like our other eldritch abomination, the Smooze was wont to introduce itself with only the most incomprehensible and terrifying sounds it can produce. To say everypony present was gripped by sheer horror is an understatement.

The Smooze was beginning to descend, but it looked more like it was really crawling through the large swirl of clouds in the sky. It was almost like watching something being born, and in a sense it was: it was gaining a physical shape for the first time.

The shape of the Smooze shared much with its child, the Windigus Prime. Everything about it was a perversion of anything that dared to exist: hooves, tentacles, hands, clawed feet, fox tails, ears both long or round; mouths with teeth of any measurement; heads of ponies and elephants and apes and wolves and kings and queens and pigs and knights and dragons; necks of hideous lengths; wings of feathers or leather; all combining to form this wriggling, shrieking, disjointed, blasphemous mass of flesh that I still have nightmares about.

Of everything that had happened up to this point, every traumatizing moment (Re-meeting Fluttershy, Dr. Chuckles, Shining Armor's horrible history, the attack on the fortress, finding Cadance, meeting the Windigus Prime)... Nothing could have prepared me for what I saw. I later asked the Doctor if he'd ever seen anything like the Smooze.

He didn't answer. Instead, he blanched and asked me to just please please please never ask him a question like that ever again.

The Windigus Prime greeted its parent with its own horrendous howl. The Smooze responded. The Prime turned to us. "Your squabbling has availed you nothing, insects." It chuckled, Cadance's features distorting into its demented smile. It looked back up to Shining Armor and laughed heartily in his face.

"How about it, Beautiful?" it asked. "Before we join the Smooze in his eternal bliss, I'll give you a kiss with your own wife's lips."

I did not like the look that flashed through my brother's eyes then. I never saw it in his eyes before, and I pray I'll never see it in the eyes of our Shining Armor. It's that quality where, even if there were any hope to rectify a bad situation, one throws it all away. One gives up. He broke. After everything else that had happened to him, twisting and bending him into an unrecognizable shape, he finally broke, and that... that bitch broke him.

Before anypony could object, Shining Armor's shield disappeared with a shaking pop. His hoof brought up the Windigus Prime and he held its host body tenderly. "I hate you," he whispered to the Windigus as tears streamed from his eyes. "I hate you."

The Windigus merely chuckled, its useless limbs flapping as Shining increased his grip to dangerous levels. It was then that I realized Shining Armor intended to kill this creature that took his wife from him. I clenched my teeth. Not for the first time, I was struck dumb, unable to comprehend anything of what was going on. I suppose I had finally lost my faith. My faith in, well, everything. What could I do? We'd failed to stop the Smooze, I'd failed in my mission to save Cadance and my brother. My magic was useless.

I was useless.

I think, at that moment, I finally realized how very useless I had been through nearly all of this adventure. Most of it I merely witnessed, a bystander while everypony else—the real heroes of this story—did the real things, the things that really mattered. I was useless.

I cursed, loudly. The Doctor looked at me in shock, not expecting me to say such a word. I ran for my brother, at least wanting to hold him one last time before the end. “Shining Armor!” I called.

He snapped up suddenly, as did the not-Cadance. (Or rather, its eyes focused on me. It was pretty much at the end of its rope where any bodily movement it might have attempted was futile.) I shot for him, stumbling like a stupid foal, catching myself as I felt hot tears form in my eyes. “Don’t do it!” I blurted. “Don’t kill her!”

I leapt for him. Crashed into him, knocking the Windigus Prime to the ground. I wrapped my brother with my hooves, with myself, afraid that he’d die if I let go. I began to weep. “I love you, Shining Armor!”

And just like that, his eyes lit up. It was slight. But it was there. Life had finally been breathed back into his spiritual lungs. He looked at the monster using (and abusing) his wife’s body. His eyes softened, from hate to sadness, then finally… tenderness. A small smile crawled across his lips as he thought about it. Love.

He held me back, tighter. The way he did when I was upset. The way big brothers are supposed to.

That was when, apparently, the Mare-Do-Well had gotten an idea. What Shining Armor told me after all this was over, was that she already knew of Shining Armor’s and Cadance’s combined power of love. He was one of the few ponies she actually admired, and as a result, decided to learn as much about him as possible. (Yes, I realize this places her in stalker territory, but then again, as we recall, she isn’t exactly the best at making or maintaining friendships.) My friends and I may have weaponized friendship, but my brother and sister-in-law had turned love into a terrifying power, and the Mare-Do-Well knew it.

My admittance to loving my brother had apparently made something click. Love. Of course!

Off came the mask and hat. The other PVCC members looked at her, stunned. Her features were… worn, to say the least. Good grief, she looked twenty years older.  So many scars on her face from all the fights she’d been in. Her mane was short and frizzy and unkempt, more a neglected nest than hair. Her eyes were bloodshot and glazed. She gritted her teeth as she looked right at the Windigus Prime. “You love hate, don’t you, loser?”

The Windigus gasped curtly. The way it reacted made it seem like it had just been struck.

Bon-Bon moved closer to the edge of the roof, never once breaking eye-contact with the Windigus Prime. “Yeah,” she continued. “You love hate. It’s one of the reasons you had that idiot Mayor tear Shining Armor and Cadance apart. It's why you were trying to trick Shining Armor into destroying your host body. Hate feeds you.” A smirk crawled up her mouth and a wild look sparkled mischievously in her eyes.

The Windigus looked… scared. Genuinely terrified. I had never seen it expressing such an emotion. “Wh-What are you doing?!”

That’s when I put it together in my mind. The Windigus Prime feeds on hate. Cadance herself had stated that the Windigus Prime would shoot straight for the most hateful creature and possess it. Now that Shining Armor’s magic shield no longer surrounded the Windigus, keeping it from feeling the emotions around it…

I gasped. “Bon-Bon!”

Spider-Colt looked the most horrified by what we were seeing. “…Bon-Bon?” he whimpered.

“You can feel it, can’t you?” she spat at the Prime. “You felt it the whole time we were up here. All the hate that’s been bottled up. That’s been destroying me for years.” She now stood at the very edge of the roof. My eyes widened as I finally realized what she intended to do.

The Windigus Prime looked as if it were fighting; struggling to stay inside Cadance’s body. “N-No! No, please!!!” A cold mist began to seep from Cadance’s body.

Spider-Colt began to hyperventilate.

“All that hate. All that spite. All the pain and hurt I feel. The father that pimped me out to his neighbors. The mother that used my back like a bucking ASHTRAY! The girls in high school who lured me into an alley so they could shave my head and beat me senseless!” She laughed, a short, manic cough. “I’m a real beauty, aren’t I?!  You wanna have your way with me like you did with Cadance! Like what you wanted to do with Twilight! So come on! I’m right here!”

Finally, the Windigus could fight it no more. It burst forth from Cadance with a terrified shriek as it flew to Bon-Bon. It clawed at the ground as it fought an invisible, almost-vacuumlike force pulling it along. “NO!!!” it protested. “No, you can’t do this to me! We were so close!!!”

“Eat my hate,” Bon-Bon said as the Windigus reluctantly possessed her. She then fell backwards, off the edge of the building. “Eat it and choke! CHOKE ON IT!”

Spider-Colt shot as fast his legs could sprint, crying Bon-Bon’s name as he approached the edge. I had followed him as he went, calling after him, demanding him to wait.

Looking down, Spider-Colt quickly shot a webline from his mouth, and it caught Bon-Bon on her neck. The sudden loss of momentum caused Bon-Bon to spasm wildly. I drew in a sharp breath. No.

No…

I had heard it. It was faint. But I heard it. And if I heard it, so did Spider-Colt. A snap. It must have been kind of loud if I could hear it where we stood. A snap.

The sudden loss of momentum had caused Bon-Bon’s neck to break. For a few seconds, she hung there from Spider-Colt's webline. She hung like a suicide victim, just lifeless. Slowly, Spider-Colt began pulling Bon-Bon up. His movements seemed mechanical. I could hear him begin to sob.

He pulled up her body, settled it down gently, and held it. I didn’t even want to look. I could already tell. Bon-Bon was dead. She had sacrificed herself to defeat the monster that had made everypony miserable. She did it so that Shining Armor could get his wife back. It was the most selfless thing she could have done, and…

…And she did it for her friends. If you want friends who would do anything for you, then you need to be ready to do anything for them too. I realize that now. But at that moment, I felt betrayed. I didn’t think she’d go to that kind of extreme for anypony. That kind of sacrifice...

I couldn’t tell the look on Spider-Colt’s face under his mask as he looked to me, but for the life of me, I could tell he was hurting so much. His was a pain you could feel. The lips on his muzzle—the only part of his head the mask didn't cover—quivered.

“…I…” he started. I hushed him with a hug.

“You didn’t mean to, Spider-Colt,” I told him. “You didn’t mean to. It was an accident.”

Silence. A shudder. A sob. He hugged me back, his grip stronger than I expected of a foal. His voice became childish, small. I held him as tenderly as my mother did me the day my grandfather died. I kept whispering to him that he was going to be OK. Bon-Bon did what she thought was best for us. “She was filled with enough hate to destroy a creature that thrived on it. You know why?”

“…W-Why?”

“Because hate is not the opposite of love. It’s what takes love’s place when it is no longer returned. She knew what love was like. She loved once or twice. She knew what it was. She used hate as a weapon to save the love she felt for us.”

A sniff. “That doesn’t make any sense!” Good, because at the time, I didn't believe it either. I was just paraphrasing Cadance.

“It’s weird. Hate can be a very useful power sometimes. And like all powers, its purpose depends on its user.” I looked into Spider-Colt’s eyes. “With great power comes great responsibility, Spider-Colt.”

He removed his mask to wipe his face. I was met with Featherweight, his face heart-broken and stained with snot and tears. “I-I know all that already,” he said. “It’s just… Lyra and I… She was my mentor in photography and journalism. I was there when… when Lyra died.” He sniffled. “And, and she told me… She told me to tell Bon-Bon it wasn’t her fault she had to leave. Lyra was trying to protect her. She’d gotten in over her head with this one case and wanted to leave Bon-Bon out of it because she knew the Mayor would try to hurt her and—and—and I—”

Whatever else he would have said disintegrated into a sob. I held him closer, crushing him against my neck and softly speaking words of comfort to him. Behind us, the Smooze wailed, its birthing process nearly complete. Soon it would come down and destroy everything the ponies of CWCville held dear.

I heard Shining Armor behind me, talking. Another voice joined him. Cadance’s.

Cadance.

“Shining,” she gasped. “Oh… Shining… I-I never thought I’d see you again…”

“Everything's gonna be all right. Don’t talk.” He called for the Doctors to help.

“I’m not the only one who remembers the ruddy Smooze, am I?” asked a panicky Alterna-Doctor as he looked above.

“Not at all,” replied the Doctor. Some silence as I continued to comfort Spider-Colt. I looked behind myself to see the Doctor poking Magneighto. “Hey, Magneighto. You awake?”

Magneighto shook his head back into consciousness. His helmet had been thrown off during the fight with the Mayor, revealing a head of white mane that tussled about his shoulders. Had this been any other situation, I’d have blushed.

“Magneighto, I hate to ask you favors,” said the Doctor, “but you ARE a magic teacher, right? Do you happen to know a Separation spell?”

Magneighto thought. He grumbled. “You’re going to ask me to separate the Mayor from that TARDIS thing, aren’t you?” he asked dully.

“That isn’t bad, is it?”

Magneighto got up and walked over to Ben, who still held the Mayor prisoner in his mouth. “No, I just should have thought of it myself sooner.” At Fluttershy's request, Ben set the Mayor down on the ground as Magneighto closed his eyes in concentration. His red aura covered the Mayor as archaic lettering formed a circle around him. I could make out "Para" and several instances of "Wuka", so I'm guessing the spell he was using was rather ancient unicorn magic.

Suddenly, a crack like thunder, making Featherweight jump. The red light faded, revealing the ingredients that made the Mayor. The stranger and the TARDIS, separated from the stranger’s undesirable bulk. Magneighto set the TARDIS down gently. The Doctor hugged it. “I missed you so much, Sexy!” he cooed. (Yes, he nicknamed his TARDIS "Sexy." Boys and their toys.)

“Hey, glad that’s all sorted out,” Magneighto said somewhat sarcastically. “But, what exactly do you plan on doing?”

“Don’t worry,” the Doctor said as he merrily jumped into the TARDIS. “You’ll see!”

I raised an eyebrow. “Wait!” I called as I ran to the TARDIS.

But it was too late. With a sound like a key against a piano string, the TARDIS vanished. Next Chapter: 27. You Smooze, You Lose Estimated time remaining: 24 Minutes