Fluttershy and Rarity continued their journey through the mines,carrying the unconscious Diamond Dog on their backs. Throughout the caves they heard roars and the sounds of a battle taking place up above as the cave itself shook.

"Well, whatever Spike encountered up there must certainly be a force to be reckoned with..." The fashionista mumbled to herself.

"It could be one of those demonic ponies..." Fluttershy stuttered as the cave shook.

“In that case, I’m not sure who to root for…” Rarity groaned as they carefully crossed over an underground ravine

“What do you mean? Sh-shouldn’t we be rooting for Spike?” Fluttershy exclaimed.

“I know but... whatever he is now worries me.” She explained as they made their way across a wide chasm and into a second tunnel on the other side.

“W-we don't have any other way to go… do we?” Fluttershy sighed.

"Sadly no…" The Fashionista stated as she glanced at the still-unconscious Diamond Dog. ‘It'd be easier if we didn't have this stupid brute weighing us down…’ She thought to herself.

Outside of the mines the fight continued as the full-grown dragon let loose another torrent of flames, furiously attempting to burn his target to ashes.

"HOW THE BUCK DID THIS THING GET SO HUGE?!" Three Leaf screamed as she flew around it's gargantuan body, finding multiple blast of dark energy, only for them to harmlessly bounce off his thick hide.

Spike roared in anger as he continued his assault, he then quickly flew upwards before letting out a massive fireball below himself in dive-bombing right into it, causing it to explode into a shower of smaller yet still powerful fireballs that rained down upon his opponent.

”Fuck. Me.” Three Leaf said as she was bombarded by the fireballs, screaming as she then felt her entire body being blasted to pieces and burnt to cinders until only a piece of her arm and her head remained.

Spike briefly observed the area to make sure no trace remained before he landed, letting loose another torrent of flames as he roared to the night sky victoriously.

...sadly that victory was short-lived as he felt himself being bombarded with several blasts of dark energy from above. As the blasts bounced off his thick scales he turned to see his newest opponents.

Up above him there was a massive black Phoenix, and inside were Roneo and Starlet.

"Well. This is certainly new." Starlet smiled as she launched another dark energy blast at Spike again and cackled as it hit it's target.

Spike snorted as the blast hit his shoulder and immediately took to the air once more he let out another menacing roar as the orange glow around him intensified and without a second thought, bolted towards the dark Phoenix at breakneck speed.

Unknown to either of them, their battle up above had some very dire consequences for those unfortunate enough to still be in the mines…

Back inside the Diamond Dog Mines, Fluttershy and Rarity ran as fast as they could to avoid the falling rocks, their efforts hindered further by the fact that they were still carrying the unconscious Diamond Dog.

"Fluttershy darling, I know you want to help this brutish dog but he's heavy as a giant diamond." Rarity said as she continued to help Fluttershy carry the Dog.

"I couldn't just leave him!" She replied as they continued through the caves. "Even if he was a bit of a bully, that's no reason for us to just let him die!"

Rarity sighed, however as they continued to carry the unconscious dog she felt a few rocks from the ceiling hit her on the head. She looked up and saw that the ceiling was starting to break under the pressure. It became clear that if they didn't find a way out soon they'd all get crushed.

"Look! I think I see a light!" Fluttershy shouted, pointing straight ahead of them. Indeed, just a few feet away was the caves exit, with the moon shining brightly in the sky.

"Hurry, we can still make it..." The normally shy Pegasus happily stated as she rushed towards the exit with her friend… only to immediately drop the dog and push her out of the way of another falling rock. Before she could ask if she was alright, several more rocks and boulders collapsed between them, cutting them off from each other and forcing Rarity to flee to the outside of the cave.

Rarity could only stare in horror as she saw her friend disappear from sight and blocked by the rocks and gravel in front of her.

Fluttershy coughed as she cleared the dust from her lungs, she quickly felt around the dark cave before finding the still-unconscious Diamond Dog not too far from her. "Oh, thank goodness!" She sighed as she struggled to lift him onto her back. "R-Rarity? Rarity are you OK?" She called out nervously.

"Yes I fine, but what about you Fluttershy?" Rarity called out as she tried to look for a way to crack the rock or see if they could be moved.

Fluttershy felt around, following the source of Rarity's voice until she came into contact with a large pile of rocks blocking the path. Grabbing the Diamond Dog, she made her way up the pile, ignoring the sounds of the cave collapsing behind her.

"Rarity! I think I found a way out!" She called out as she reached the top of the pile and started digging, push enough rubble out of the way for her to fit through.

"YES! Alright just stay calm and crawl through!" Rarity shouted with joy. For once there was something good happening on this dark night.

Sadly fate wasn't on their side. Not too far from them Spike was sent crashing into the ground with tremendous force, before he could recover the Dark Phoenix landed on top of him, sending a shockwave through the ground and causing a massive earthquake.

The cave shook as the cave continued to collapse, what little progress Fluttershy had made being rendered pointless by more rocks collapsing in front of her, leaving her barely enough room for one to fit through.

"No, no! I was so close!" She whimpered... before quickly grabbed the Diamond Dog and pulling him close. "Don't worry, I'll get you out of here..." She whispered as she started pushing the Diamond Dog through the hole. “Rarity, the cave is going to collapse in the second! Grab him quickly!” She shouted as another shockwave shook the cave, causing more of it to collapse around her.

“Fluttershy, what in Equestria are you doing?! Forget the mutt, just hurry up and get out of there!” Rarity called out, dumbfounded by the fact that she was risking her own safety for this one Diamond Dog.

Fluttershy groaned as she struggled to push said Diamond Dog towards the hole. "I. WON’T. LET. HIM. DIE!!” She shouted as the cave continue to collapse, in a split-second decision the shy mare summoned all the strength she had in her body, shoved him out the hole.

The last thing she saw was Rarity’s shocked and horrified expansion as she was buried by the collapsing cavern.

“FLUTTERSHY!!!”

Back in Canterlot the battle raged on, Cadence and Twilight took to the skies with several Black Lanterns on their tails.

Twilight groaned in irritation as she tried to blast them repeatedly, however they quickly summoned shield of their own to deflect the blasts back at them. The lavender unicorn quick stopped firing, not wanting to hurt Cadence with her attacks.

However as they lured their enemies away from the Castle, two beams of energy were fired from the gates, striking two of them down. Twilight, seeing her chance, teleported behind the remaining Black Lantern and blasted him into one of the buildings.

As the Black Lantern crashed into the building with a loud "GRAH!", Cadence turned her attention to where the blasts came from and smiled upon seeing Shining Armor at the Castle entrance. Right next to him was Applejack, her ring glowing fiercely as she blasted several more undead ponies out of the sky.

"Duck!" AJ yelled to Shining as she blasted a Black Lantern that nearly gutted him. He grinned and returned the favor before casting a bubble shield around the two of them.

As Cadence and Twilight joined the two at the entrance, the Princess of Love couldn't help but notice a small pulse of affection coming from Twilight the moment they got near the orange pony. Said pulse got stronger as she immediately conjured up a clawed gondola and slammed it into another one of the undead ponies that attempted to bum rush AJ's part of the shield.

Deciding that she'd bring it up at another time, she quickly turned her attention to Shining as he held up the shield. She briefly glanced at the shield that was still surrounding the Castle and got an idea. "Shining, I have a plan, but I need you to drop the shield around the castle!"

"Wait you want me to what?!" Shining exclaimed.

"Trust me Shiny and just do it!" Cadence snapped, her tone leaving no room for an argument.

Mentally praying whatever she was planning would work, Shining lowered the shield surrounding the Castle. The Black Lanterns immediately capitalized on this opportunity and dive-bombed towards the Castle and the gathered citizens.

Twilight and AJ were about to bolt towards the descending army only for Cadence to hold them back. "Shining, focus your magic and no matter what happens keep expanding your shield!" She commanded.

"Cadence, what are you thinking?!" Twilight snapped as the enemies got closer.

Instead of answering, Cadence did the last thing anyone expected her to do in this situation. She kissed Shining Armor full on the lips while touching her glowing horn to his, causing his shield to steadily grow in size. As the shield continued to grow the two were slowly lifted off the floor engulfed in a glowing aura from the sheer amount of magical energy coursing through them, the power then gathered into them for a moment before exploding outward as a powerful shock wave, forcing the shield to expand quicker than before, to the point where it covered the rest of the Castle in seconds.

The shock wave expanded and hit the Black Lanterns, taking them by surprise the undead Lanterns were flung out of the sky and through any building they happened to be inside or in front of, soon the entire army was flung far and wide away from Canterlot, the shield soon covered the whole city once more.

Twilight and Applejack could only watch with their jaws hanging open as the still-kiss Shining and Cadence floated gently back down to the floor.

"Ah don't... she... and the shield..." Applejack stuttered, trying to find the right words.

"I’ve heard of the power of love…but I think that's stretching it..." Twilight sighed as the two finally broke the kiss...only for Cadence to faint.

"CADENCE!" Shining shouted as he grabbed her before she hit the ground. He checked her forehead and immediately withdrew his hoof. "She's burning up! I need some water! Does anypony have any water?!"

Twilight looked around and immediately noticed one of the fountains in the garden, not wasting any time she quickly levitated a small stream water out of the fountain in a rectangular shape and slowly placed it over her forehead as they carried her back into the Castle...

Fluttershy opened her eyes to find herself in an odd space… her body felt like it was floating in a sea of indigo water…

‘Fluttershy of Equestria...’

“W-Who are you…?” Fluttershy’s stuttered. Her eyes widened as the shadow became more visible, it’s shape resembled that of a giant octopus. It’s tentacles seemed to extend for miles, and it's main body seemed big enough to engulf an entire mountain. “What are you?”

The figure said nothing as it’s tentacles began to encase the shy Pegasus’ body, forming a sort of makeshift cocoon around her (which worried the Pegasus as she spent enough time around Rainbow and her weird comics to guess where this was going), at the moment she felt the urge to scream, but the moment the tentacles engulfed her body, she felt… calm… at peace… like she had nothing to be afraid of...

'You have the ability to feel great Compassion. Welcome to the Indigo Tribe.'

“No, no, no, no, no, no!” Rarity cried out as tried her hardest to levitate the rocks out of her way, but sadly more simply fell in their place. "Please... please no..." She whimpered, tears threatening to fall from her eyes. "Please Fluttershy... not you to... I can’t let another die to these... monsters.” She whimpered as yet another rock was moved.

“Monsters? Now that's not very nice…” A voice called out from behind her. Turning around Rarity froze as she saw Three Leaf floating toward her, the bottom half of her body completely gone. “I prefer the term ‘Demon’. Seems a lot more appropriate, don'tcha think?” She said with a malicious smirk.

"Y-you… you nag… YOU DID THIS!" Rarity roared as she charged at her and hit her with a rock. The most it did was just make Three Leaf laugh as she readjusted her jaw.

"Aw, that's just cute!" She cackled before summoning a claw construct and grabbing Rarity. "As much as I'd love to take the credit for getting your friend buried alive, that goes to my comrades over there..." She stated, gesturing to the Dark Phoenix that was relentlessly trying to peck dragon's eyes out.

"But don't worry..." She began as she slammed the fashionista into the wall, knocking the wind out of her. "I'll make sure to turn her after I'm done with you… and your little friend there." She smirked she summoned another claw to pick up the unconscious Diamond Dog.

"S-stay away from the dog you damn, dirty, undead monster!" Rarity screamed as she swung a bigger rock in an attempt to smash the Black Lantern's head off, only for her to casually blast it to pieces.

With sadistic glee, her claw construct began to slowly dig its nails into her chest, earning a scream of pain from her captive.

“Welcome to the Black Lantern Corps-”

"MIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIINE!" The dragon roared however as he heard Rarity’s scream, and with newfound motivation he grabbed the phoenix's beak and began prying it open before ripping it in two. "MINEMINEMINEMINEMINEMINEMINEMINEMINE!"

"What the hell is going on?!" Roneo shouted as he and Starlet struggled to keep their construct together.

"I don't know, just focus!" Starlet screamed. Sadly for them the moment Spike pried the Phoenix's mouth open he spewed torrent of flames into its body, completely engulfing the two and obliterating the Phoenix from the inside.

"MIIIIINNNNNNEEEEEEEE!" Spike yelled as he charged towards Tree Leaf.

“With indigo light I take great care,
To stop all evil whenever it dare,
To those who are gripped with great despair,
Compassion shall guide you, for this I swear!”

The moment those words were spoken, several purple tentacles erupted from the collapsed cave, ensnaring the rampaging dragon in their grasp, the rubble behind Three Leaf parted to reveal a shining indigo bubble with Fluttershy in the center.

Three Leaf could only stare dumbfounded at the behemoth before her thrashing as the tentacles held him in place. Mentally she was weighing her options: The creature clearly was not on her side and she couldn't turn the two captives without drawing attention to herself. She briefly considered fleeing with them and turning them later…

*WHAM*

...only to be interrupted by the feeling of her head being forcefully separated from her body.

Looking up she saw none other than her captive with rock in her magic grasp. Snarling angrily she was about to command her claws to crush them only for another one of the creature's tentacles to wrap around her and the unconscious dog, cutting off her hold on them and shielding them from her wrath.

"WHAT THE.... ARE YOU SERIOUS?!" Three shouted as she fought off the tentacles some more and managed to slice off a tentacle or two.... only for them to grow back. "Oh this is total bullshit!"

As the light died down Fluttershy revealed herself, her long pink hair was tied into a braid held together by a single triangular blade. Her eyes were covered by a huge visor with a single purple eye, the visor itself having two massive ear-like constructs coming out of its sides that skim past the back of her head. She wore a black body tight jumpsuit that covered her from her neck to her cutie mark, on top of that her shoulders and back were covered with indigo armor, as were her hooves which now donned gauntlets with small, yet sharp, blades attached to them. She held a staff with a glowing orb at the head, and eight disembodied blades floated behind her in a wing-like formation.

"No.... no this is total.... you're the cowardly one aren't you?!" Three Leaf stuttered as she backed away.

Looking up at the undead pony, Fluttershy gave her a chilling glare as the tentacles attacking her pulled back in favor of restraining Spike, who snarled as he thrashed around in their grasp.

Not giving her opponent a chance to retaliate, Fluttershy mentally commanded her swords to fly towards her, each one attempting to stab through one of her limbs.

One sliced off her front and hind right hooves. Another one sliced off her left ones while the third one impaled Tree who was snarling the whole while. Fluttershy betrayed no emotion as she looked at her... and then stamped her foot down on Tree's head.

"You are only what remains of a pony when it's light has been long since extinguished, you have no place in the realm of the living." She stated in the deep yet menacing voice, one that gave Rarity chills.

"Fluttershy.... darling, are you.... okay?" Rarity asked her carefully. She really didn't want to set the newly empowered Pegasus off by any means necessary.

How are the Pegasus paid the fashionista no mind. But instead removed her hoof from the undead pony's head and proceeded to chant. "From the realms beyond the stars I call upon the power of compassion to bring judgment upon my enemies."

As she spoke the eight swords hovered above Tree Leaf, she levitated her staff into the air as the swords circled around it before combining into one massive sword hovering above her opponent.

".... I'm seriously considering staying dead this time." Tree Leaf said as the massive sword flew down towards her…

With a sickening *CRUNCH* The sword impaled her, creating a massive crater in the process, burying the undead pony in the ground. With one mental command the massive sword dissipated back into it smaller swords and a staff.

However she wasn't done yet, turning her attention to Spike, who is still in snared by the tentacles, she flew up to him and spoke one word:

“Nok”

Immediately the tentacles dissipated and started swirling around the dragon's neck arms legs and tail as a mass a light before forming into a launch collar with chains linking them to each other.

The rampaging dragon suddenly went still, his eyes now glowing the same color as the very chains that binded him.

"Fluttershy, what are you doing dear?" Rarity asked, concern in her voice.

“His soul, it is in pain, tortured, conflicted… I am calming it…” She said as the Dragon humbly bowed his head down. She smiled as she gave the Dragon a gentle pat on the nose… only to glare in the direction of what was once her home. “ I can sense them… more are coming… we must leave”

Fluttershy quickly levitated Rarity and the unconscious Diamond Dog up onto his back as she created a dome-shaped saddle between his wings. What's a single mental command from her Spike took off into the night sky.

However as Rarity looked around, she realize that they were flying in the opposite direction of their destination. “Um, Fluttershy? Canterlot is the other way…”

“An army of those creatures is coming from Canterlot.” She explained, not looking back. “We must avoid them and take an alternative route.”

Rarity glanced back at the city slowly getting further and further away and then back at her friend, she would like to get to civilization and find her sister as soon as possible, she couldn't argue with that logic… not that she could considering Fluttershy was the one with more power here. ‘Sweetie Belle, please wait for me… and please be safe.’ She thought as she laid down to rest.

However unknown to either of them, there was a brief flash of orange across Spike’s eyes, followed by a small orange crack forming along his collar...

Soon after the battle, Shining, Twilight, & Applejack immediately brought Cadence to the Royal infirmary. While Shining was very eager to stay, several of the Guards forces were still spread thin after the attack, as such he was forced to leave.

Twilight and Applejack waited outside the infirmary as several Royal Guards were rushing through the halls. While Applejack was sitting patiently, Twilight pacing back-and-forth in front of the door nervously.

"Twi relax." Applejack said to the pacing unicorn who looked like she was about ready to explode. "Pacin' around ain't goin' to help anypony at all."

"But what if she's in a coma?" Twilight asked and she continued to pace. "What if she used up all of her magic and it's only a matter of time before the shield collapses? What if some of that dark magic corrupted her and she slowly becoming like Nightmare Moon?! What if she-"

"TWILIGHT!" Applejack shouted as she conjured up a wall in front of Twilight. "RELAX DAMMIT!"

Twilight nearly jumped out of her skin the moment she heard Applejack shout, she turned her attention to the irritated farm pony and sighed. "I...I'm sorry Applejack. It's just..." She said as she sat down next to her. "Cadence is like the big sister I never had, I've known her ever since I was a foal. If anything happens to her..." She trailed off as tears started to form in her eyes.

"Twi she's an Alicorn. Ah highly doubt something like this is goin' to keep her down for long." Applejack said to her as she walked up and put a leg around Twilight. "She'll be fine Ah'm sure of it."

Twilight glanced at the farm pony and blushed a little. “Thanks Applejack… I really needed that…”

Suddenly, Twilight's ring began to glow and Celestia's voice could be heard. 'Twilight, Applejack, I must ask that you not reveal my status just yet...'

Twilight blinked. "What, why?"

'At least not until I can find a way to free myself.' Celestia explained.'Keep in mind that Nightmare Moon is not aware of my presence or my means of aiding you. However, should she corrupt somepony that knows and find out that I'm able to communicate with you she'll do everything in her power to cut me off from you.'

Before Twilight could say anything, the door open revealing a dark blue Pegasus with a purple mane stepped out and smiled at the two. "The Princess will be fine, she simply over exerted herself when using that spell, but she's expected her to make a full recovery."

"So she's going to survive?" Twilight asked eagerly. Overly pleased that Cadence was going to survive the aftermath of her and Shining's spell.

The nurse nodded. "She's waiting to see you two, just be sure to be very quiet, she's still resting.

Applejack smiled and patted Twilight on the back. "See? What did Ah tell ya?"

"Y-yeah..... I'm sorry I overreacted a bit." Twilight told Applejack as the two walked back to the room. When they reached her room they found she was lying down on a bed resting very well all things considered. She smiled when she saw the two enter the room.

Twilight's face lit up with joy as she ran towards her old foalsitter...but immediately stopped herself. ‘No, there's a crisis going on. No time for that.’ She thought to herself as she straightened herself up and bowed to her respectfully... only to be enveloped in her aura and pulled into a bone-crushing hug.

"Oh Twily! My little Twily, I'm so happy you're safe!" The Princess said through pained sobs.

"Cadence..... crushing...... me!" Twilight gasped between brief lapses where she could get some air. "Please.... be..... gentle?" She asked of her and Cadence lightened up on the hug.

"Sorry..." She giggled as she embraced her. "After everything that happened with that vile Alicorn's invasion I was just so worried..." The Princess stated before glancing at Applejack. "I'm sorry, we fought alongside each other, but we've yet to be formally introduced..."

"Right. Pardon mah rudeness. Name's Applejack." The farm pony told Cadence. She then stuck a hoof out to shake hers which she took. "It's an honor ta meet ya yer highness."

Cadence gave her a warm smile and shook her hoof. “I am Princess Mi Amore Cadenza, but you may call me Cadence, and I must say, the pleasure is all mine.” She said before turning to the lavender unicorn, giving her a coy. “It's very nice to see you’ve come out of your shell Twilight. I was afraid you'd be too stubborn too make friends…”

Twilight in response blushed and quickly avoided her gaze. “W-well, I wouldn't go as far as to say-”

Before she could continue, one of the Royal Guards burst into the room. "Your Highness, the council has just called an emergency meeting!" He explained with bow. "We need you at the chambers immediately!"

"Looks like this talk will have to be put on hold Twilight." Cadence said as she tried sitting up but groaned as she felt the pain in her chest.

"Cadence don't, you don't need to get out of bed." Twilight said as she encased her in a yellow bubble. "You've done more for me then I care to count... consider this part of my repayment."

"Thank you Twilight." Cadence smiled at the lavender unicorn she saw as a sister as they made their way out of the infirmary and towards the Council Chambers...

Meanwhile in Manehatten, Lyra held her marefriend as she cried into her shoulder. "Hey, hey. It's okay Bon. I'm here for you."

"No it's not!" She shouted as she weeped. "We've been searching since we got here and we haven't found her, not even the foal shelters around the city have seen her!"

"That doesn't mean she's one of those.... things." Lyra said as she tried comforting her. But how do you comfort a grieving sister who just lost her younger sibling?

"We don't know that... all we know is that she's nowhere in this city..." She retorted as she wiped her eyes. "...I'm supposed to look out for her, keep her safe… and I left her behind, what kind of a sister am I?!"

"It's not your fault Bon Bon. We honestly thought she got on board before we left. Remember? It's not your fault. Besides I bet wherever she is? She's safe." Lyra assured her.

Bon Bon looked up at her marefriend with tear-stained eyes and puffy cheeks. "D-do you really think-" The trains loud whistle caught her attention, she quickly turned towards the train station and galloped towards it like her life depended on it. "That's the train! Maybe she made it! Maybe she's there right now waiting for me!" She screamed in desperation as she burst through the doors, pushing aside any pony that got in her way.

Sadly as she looked through the crowd, despite spotting several familiar faces she failed to see her little sister anywhere. "But.... b-but she........." Bon Bon just dissolved into more tears then she did before. Lyra walked up and hugged her again.

"I'm sorry Bonnie."

Not too far away from the couple, the Sparkle and Apple families alongside Pinkie Pie and Sweetie Belle made their way off the train out of the station.

"Now I know y'all are worried 'bout Twi, but we saw her with that ring. She's strong enough to handle herself, and our sister is with her..." Applebloom try to explain to the Sparkles, who were currently worried sick, having spent the entire trip explaining exactly what had happened up until they arrived in Canterlot.

"We know Applebloom but that doesn't mean we can't be worried about her." Night Light told her.

“Well in a way she's doing the same thing as her brother, protecting Equestria.” Sweetie Belle added.

"It's not like with Shining Armor! He’s a different story, he was TRAINED for this sort of thing! Twilight has never shown any interest in combat or becoming a warrior! Heck it took Celestia a while to convince her to learn more combat-centric magic just in case!" Velvet said as she tried her best not to hyperventilate.

"She seemed to have a good grasp on fighting with that ring though." Bloom pointed out. "Her and mah sis were really kicking flank out there!"

Velvet gave the farm pony a stern look. "Language, young filly!"

Babs tried her best not to roll her eyes. "Oh like that's the WORST swear word she could use..." She mumbled.

"What was that?" Velvet asked as she turned to Babs. The young city filly considered saying something smart...but then she saw the look in Velvet's eyes and decided it better if she didn't say anything.

“If ah may…” Big Mac said, trying to change the subject. “We should probably get tah Aunt & Uncle Orange’s place, Celestia knows they must be worried sick ‘bout yah.” He explained, turning his attention to Babs. He then looked at the Sparkle family. “And ah’ sure they'd be more than happy tah let y'all stay too.”

".... thank you." Night Light said as the group walked onwards. All the while Pinkie remained completely silent...

Cadence sighed as Twilight and Applejack escorted her into the room. At the round table were several Nobelponies, four unicorns and two pegasi, and one Earth pony, each one bickering with one another over what the best course of action is.

"We need to launch a counterattack!" A Pegasus Stallion stated. "That invasion caught us off guard and we need to strike while they're regrouping!"

"Typical for a Pegasus, always quick to jump into a fight." The unicorn mare retorted, earning her a glare from the stallion. "If you haven't noticed, their repeated attacks on other cities is spreading our forces thin, we can't afford to launch another attack!"

"If you will all notice now however, Princess Cadence has arrived to the meeting." The Earth Pony said. They all turned to her and noticed she was in a yellow bubble.

"What is THIS all about?!" The Pegasus exclaimed.

Desperate to avoid an uproar, Cadence used her remaining magic to teleport out of the bubble and into the seat normally reserved for Celestia. "I promise you all, everything will be explained as soon as the final member of the council arrives."

Twilight sighed, this was going to be a LONG meeting…

"The Rainbow Factory, seriously Dash?" Gilda chortled as they entered the abandoned factory.

“What? It’s one of the few places where we can stay low… plus the hate is just ROLLING off this place.” Rainbow said as she took a deep breathe and took in the anger that many ponies left behind before it was abandoned.

“Yeah… but it seems someone else is acting a little scared… aren’t you little filly?” Gilda smirked at Scootaloo, whose body was shaking violently as though he was cold.

"What are you shivering about?" Rainbow asked.

Scootaloo gulped as she looked around the abandoned factory. "I'm just not so sure about staying here, I've heard some...less than positive rumors about this place..."

Rainbow Dash rolled her eyes. "You don't mean that whole 'turning flightless foals into rainbows' story, do you?"

Scootaloo hesitantly nodded, causing Gilda to snicker a little while Rainbow Dash simply smacked her forehead, thankfully avoiding impaling her own head with her clawed hoof. "Seriously?! That's just some stupid horror story that some jerk thought up! What was her name again?"

"Dawns Aura I think, she got fired from this place a while back..." Gilda pondered as they continued through the empty halls.

"So what now?" Scootaloo asked. “We just wait for them to come back and beat them again?"

“What? No that’d just be stupid…” Gilda said as flexed her claws. “...beating them implies we’re gonna let them live.”

“Are they even alive to begin with?” Scootaloo asked. “I mean, I remember seeing them getting their hearts ripped out before they… changed...” She finished with a shudder, that scene was going haunt her nightmares for months.

“Either way? Next time they come here we burn them until there’s nothing left but sweat, tears, and broken dreams.”

Back in the Castle Ruins of Everfree Forest, Nightmare Moon paced about her throne room, glaring at the three orbs on the ground before her while lamenting over her latest defeat. 'I just don't understand it, I had corrupted them with a combination of my magic and the dark magic from my ring as well, how in Equestria where they able to resist me?! And in the middle of battle no less!!'

Nightmare Moon was brought out of her thoughts by Gladstone as he entered the throne room. "My Queen, I regret to inform you that I was unable to sneak into the castle before the entire shield was put back up." He explained with a respectful bow. "All of our forces were expelled from the city when the Princess used her spell to enhance the shield."

Nightmare Moon snarled upon hearing what the Princess had done. To her she was nothing but an upstart masquerading as Royalty, completely unfit to rule Equestria. She made a mental note to herself that after she took the throne that foolish foal wouldn't have the privilege of being converted to a Black Lantern. No, she would die slowly and painfully for her embarrassment…

Author's Notes:

For those of you who couldn't tell, fluttershy's armor is based off of Nu -No.13- from BlazeNlue.