Twilight eyelids quivered as they slowly opened. Her vision was blurry but she knew she was still alive, somehow, “Ugh, my head, What happened?” she slowly sat up and rubbed the left side of her head, but she hissed in pain and jerked her hoof away. Her vision slowly cleared up and she can finally see and where she is, or at least she thinks she does. The sudden throbbing pain in her head and body made it a bit challenging to think as she closed her eyes again to hopefully dull the pain. Only things she could identify was a soft, medium-sized bed with cotton feel bed sheets covering her legs.

“Where am I?” she opened her eyes and scanned around the room. She saw the walls were coated in blue wallpaper and a small table with a picture of familiar ponies holding familiar foals in their arms. Seeing the picture of the Cake family gave Twilight her answer and she was relieved to know this. But how did she end up here? She smiled a little at the picture before a sudden jolt of pain crawled through her entire body. “Ow!” she howled in pain as she reeled back on her back and held herself, curling up like a ball as her body caught up with what happened before. “My body feels like it’s been stomped on by a hydra. Why does it hurt so…” she gasped and remembered the conflict she had with the cloud, “That’s right, the cloud!” her body was in great pain but she needed to know what was going on outside. She carefully crawled out of bed but that sharp pain in her body never left. Twilight grunted but kept her focus on the window next to the bed. She turned and limped like an injured dog. She took one step to the window only to have a pink blur erupt from the door and tackle Twilight into a tight hug.

“Twilight!” Pinkie Pie shouted, tightening her hug and shedding tears on Twilight’s fur. Happy to see she's awake and not dead.

“Pinkie, I… can’t… breathe,” of all the times Pinkie had to do this, it'd be now. "Body... hurts..." how Pinkie knew she was awake was beyond her but her hug made the pain more agonizing.

“Pinkie, let Twilight go! You’re hurting her more than she already is,” Applejack ordered, walking in with the other three element bearers.

“Huh?” Pinkie Pie looked at Twilight and saw that her face was red as a tomato and her cheeks were puffing out, trying to keep in what air was left in her lungs. "Oh," Pinkie Pie quickly released Twilight and watched her inhale as much air as she could before breathing easily, “Sorry” Pinkie smiled apologetically and wiped the tears from her eyes. Rainbow Dash rolled her eyes and shook her head in slight annoyance.

Twilight took a few more breaths. She may be in pain, but she was happy her lungs were intact. She sat down and looked at her friends, “What happened, girls?” She asked and tried to get back up, but the pain prevented her from moving.

“Careful, Darling,” Rarity warned her, “That nasty crash nearly tore you up. I’m surprised you’re still intact from that punishment you took.” Rarity brought in a mirror outside the hall so Twilight can take a look at herself. "Take a look, Twilight."

Twilight looked at herself and widened her eyes in shock. Her head and horn were wrapped in white bandages and half of a blood-stained gauze pad was sticking out from the left side of her forehead. Her body was wrapped in the same bandages with some blood stains seeped through. Her wings seemed fine until she saw her right wing had another gauze near the stem and almost lacked some feathers on it and her left wing was snug against her body being held and wrapped by a second layer of bandages. She tried stretching her wings to no avail; they were pinned pretty good. She took a look at her legs and noticed left and right front legs and right back leg, like her head and body, was also wrapped in bandages with gauze underneath it. She looked at her flanks and saw only her right flank had gauze taped on it. she winced at herself before a pained grunt came out when Rarity placed the mirror back outside the hall. Twilight took steady breaths and tried to ignore the sore pain in her body.

"What happened?" Twilight asked.

“You were pretty banged up when Mr. and Mrs. Cake found you in their attic covered in some of their old junk,” Rainbow Dash explained. "You were out cold when they found you."

"You scared the Cake twins when you crashed," Applejack glared a bit at Pinkie Pie, "What? Just letting her know."

“They're antiques Rainbow Dash,” Rarity corrected her with a bit of irritation in her tone. “Hoof-made objects that took hard work and time to make.”

“Okay, okay, sorry!” Rainbow Dash held her hooves up and backed up a bit “Lighten up, Rarity.”

“How long was I out?” Twilight asked. “And, where’s the cloud?” she grew worrisome and, thankfully, broke a conflict between friends.

“Well, um, how do I say this without scaring you?” Fluttershy shuffled a hoof on the floor trying to think of a way to not freak Twilight out, “Um, you see, you--…”

“--Were out cold for four whole hours, Twilight, Four. Whole. Hours!” Pinkie Pie interrupted. “We tried everything from water to balloons, but nothing would wake you up. You were unconscious longer than Rarity when she hears about or sees a celebrity pony”

“Hey!”

Twilight tilted her head in slight confusion and blinked a few times, trying to process what Pinkie Pie just said, and it kind of worked. If she didn’t talk very fast.

Applejack shook her head and stepped in and took over before Pinkie Pie could break any more brains, “What Pinkie and Fluttershy were trying to tell you was that you were unconscious for two hours. We tried waking you up but there wasn’t anything we could. That crash tore you up something fierce. So, we just waited for you to wake up on your own.”

“That’s what I just said!”

"Lucky for us, Mrs. Cake has the materials need to patch you up before you could wake," Rarity said as she patted Fluttershy on the shoulder. "Then Fluttershy here did all the work."

Fluttershy blushed shyly and smiled bashfully, "It's not much. If an animal is hurt, I do my best to help." And seeing how Fluttershy took care of all those injuries on Twilight, she did an impressive job.

Twilight widen her eyes and dropped her jaw in shock, “four hours?! I was out cold for four hours?!” She started to panic. “What are we doing standing around? We have to stop that cloud before it…”

“Whoa, whoa!” Applejack grabbed her shoulders and halted her from even moving. “I wasn’t finished yet,” She released the alicorn and continued, “The cloud is still out there, but it hasn’t done anything.”

Twilight raised a confused brow from hearing that, “It hasn’t?”

“Nope, all it’s been doing is just standing around making annoying sounds,” Rainbow shrugged.

Twilight struggled to get up but her legs were only wobbling her to fall back down, thankfully Applejack caught her in time and helped her up. “We have to get to that cloud and figure out why it’s here, and what it really wants,” Twilight said determined to find answers as to what’s going on.

“I hate to break it to you, Twilight, but clouds don’t think or want anything,” Rainbow Dash informed. "If it did, then we'd be in Discord's world." She joked but was also making sense, too.

Twilight took a moment to think about that, 'If what Rainbow Dash said is true, then what if the cloud isn't a cloud' her ears perked and realized something, “Then what if it… isn’t…” Her friends looked at her confused before she looked down at the floor and tried to figure out new pieces to this unsolved puzzle. This was beyond anything she could comprehend and trying to figure out what had happened would take more time than usual. If what Rainbow Dash said is true, then this isn’t a cloud at all. This is something different, something new and something possibly dangerous. The thoughts kept rushing through her head until a sweet, innocent voice broke her chain of thoughts.

“Twilight?” Fluttershy softly spoke.

“Huh?” Twilight quickly looked at Fluttershy and answered, “Yes, Fluttershy? What is it?”

“Um, w-what happened when you faced that cloud?” she asked, “You used that force-field to block the cloud, but when it touched your spell you went flying back.” That question got the other mares wondering the same thing.

“Hey yeah, that’s right,” Rainbow Dash crossed her arms, agreeing to what Fluttershy said. “How in the hay did a cloud destroy your force-field and send you flying all the way here?”

Twilight gently placed a hoof under her chin, “Well…” she pondered for a moment. Something like that is gonna be hard to explain, but she carefully explained as best to them, “When the cloud struck with my spell, I thought it would deflect and go off in a different direction. Instead, it felt severely heavy and caught me by surprise which broke my concentration." The other mares listened but had a hard time believing this, but they remained silent as Twilight continued, "It didn’t feel like a cloud at all. It felt like a solid object,” she said while they all looked bemused at this notion.

“That doesn’t make any sense Twilight,” Rainbow Dash said. “A cloud can’t be a solid object. There’s just no way that's possible.”

A rumbling sound emitted outside and caused the mares to hault their talk. Pinkie Pie looked out the window and cooed in amusement as four rows of spear-launchers and catapults start rolling into Ponyville being pulled by royal guards as they march towards the giant wall of dark mass.

*****

Meanwhile, at the Ponyville Railway leading to Canterlot, a small hordes of ponies that didn't make it to their homes gather around to watch this massive anomaly shadow looming over them. Some shared surprised face while others shared similar confusion to the gigantic dark mass before them. The cackles it emitted and the occasional lightning caused some to back up or head back home in fright. Some stayed to eye the dark mass because of how oddly unique and somewhat beautiful it looked. It was truly something to behold.

A light brown colored, female unicorn with a magenta mane and tail and scroll cutie-mark stepped forth a little and examined the cloud with a hippogryph accompanying her, “What in the holy mother of Equestria is that?” the unicorn named Eliyora asked looking up at the wall of darkness with bewildered and shocked eyes.

“Hmm, I don't know, Eliyora. I think it's a cloud of some sort,” Silver Quill replied with a playful, smartallic quip.

Eliyora gave an unamused glare at Silver Quill, “I know it’s a cloud, Silver Quill,” She barked. “I mean, what kind of cloud is it and what is it doing here?”

“Hehe, I couldn't resist,” he looked up at the cloud in question, but it did ring a few bells in the hippogryph's head. “Beats me, but I do remember seeing a cloud like that in a picture book I've read once,” he recalled and thought about what he said. “Or was it a scroll?”

Eliyora raised an eyebrow, “Well, do you remember anything about it?” she asked curiously.

“No idea,” he said openly with a positive smile.

And her curiosity became disbelief, “That was very helpful,” Eliyora said with a sarcastic tone and an unamused stare.

“Hey, cut me some slack,” Silver-Quill said in defense. “I was in middle school at the time. They were having a book sale.”

“Ri-iii-ight,” Eliyora rolled her eyes. “Anyway, do you still have that book or scroll?”

“I think so. It’s probably still in my attic gathering dust.”

A low, nightmareish growl erupted from the cloud and caused them to freeze in place with shocked faces. Chills ran down their spines as they glanced back at the cloud.

The ponies behind Eliyora and Silver-Quill kept their eyes glued on the giant cloud before backing away feeling uncomfortable terrified. The eerie cloud started to sway in certain patterns before slowly increasing its length and approaching the ponies.

“Think we should go find that book?” Eliyora asked with a hesitated and scared tone.

“Way ahead of you,” Silver-Quill and Eliyora quickly booked it and dashed to Silver’s house as fast as they could.

*****

With the anomaly still shadowing over Ponyville, the sky began to dim its usual bright, sunny light as the towering wall of haze began to slowly stretch upward and blanket the clear blue sky and turn it into blood red. The once peaceful clouds suddenly transformed into thick hellish dark, thunderstorm-esque mist. The ponies scattered away from the rising darkness, heading to their homes to lock themselves in and keep their loved ones safe while fearing for the worse to happen.

Ponyville quickly became a ghost town. Not a single sound could be heard from miles on end—except for the sound of rushing winds blowing through the dead husk of the once peaceful small town. The towering wall remained as it was, standing there like a lifeless statue before the sound of stomping hooves and rolling wheels broke the silence.

Many of the hiding citizens poked their heads out of their windows to see Celestia’s elite armed forces close in on the vapor-like anomaly. Their numbers were great. a few hundred or so counting the spear launchers and catapults that rolled by their sides. Most civilians took a moment to sigh a breath of relief, while others looked on in doubt, refusing to believe they could save them for the nightmare growing outside.

As the elite forces circled around town hall and towards the main bridge to Ponyville, a hoof was thrown, halting the soldiers. A large, bulky stallion with fire-red fur and a darkish brown tail wearing a golden, one-eyed helmet and golden armor stepped forward to take a look at the mission he and his soldiers were ordered to deal with. It stood feets away from them a good chunk of space to fire their weapons when needed. The commander of the royal elite forces, Duke Nuke, glared blood-coated daggers before gazing down at the ground to think.

“Was Celestia telling the truth about this thing?” he spoke to himself in a low, grumbly voice. “Is this thing supposed to be as dangerous as she claims it to be?” he glanced his attention back on the dark anomaly before turning around to face his soldiers, “Listen up!” all the soldiers stood in place, spears up, eyes straight with confident faces. Duke gave them an approving nod before advancing, “Gentlecolts, what you are seeing is nothing we’ve ever seen before. Most of you are aware of what we all went through; like Chrysalis’ army and Nightmare Moon. But from what Celestia herself had told me that this thing is something far beyond what we have been trained for,” he sighed but gave them a reassuring look to those who actually did look at the anomaly behind him and showed fear. “But that doesn’t mean we should be ready to fight. Our oath is to protect Canterlot, protect Ponyville, protect our home!” he pulled out a golden spear from its holder and raised it in the air. “Are you ready, soldiers?” he shouted as the rest of the army copied his action and shouted ‘For Equestria!’

“Commander!” a familiar voice called out.

Duke Nuke turned to see Twilight carefully approach him while Applejack was holding her around her shoulder. The other elements shortly joined and stood by her side.

“Princess Twilight,” Duke bowed but looked at her worriedly. “What are you doing out here? It’s too dangerous.” he said as he then looked at Twilight shocked to see her battered and beaten, “Princess, what happened to you?”

“That’s not important right now," she grunted in slight pain but she quickly ignored it and spoke to the commander, "What's more important is that what we’re dealing with is not normal.”

Duke Nuke raised a brow, obviously believing that statement, “You’re telling me this?” Duke said with a 'no shit' tone. “Whatever that thing is, it has Celestia shaken in her hooves.” This gave the element bearers a look of shock and disbelief. If something like this could scare Celestia, then they now know this was more serious than anything they’ve faced before.

“But it’s only a cloud. Clouds can't be threatening. They can be maneuvered away,” Rainbow Dash said, trying to disprove what the others thought. "This isn't a big deal."

“Will you open your eyes, Rainbow Dash?!” Fluttershy snapped, getting her and everyone else’s attention. “That thing is not a cloud! Quit trying to tell everypony that what they’re seeing isn’t what you think it seems,” she growled in anger. “It isn’t a cloud, Rainbow Dash. Clouds don't act like” - she pointed to the hazy wall - “That!” She then pointed to Twilight, "And hurt ponies like Twilight."

Rainbow Dash stepped back a bit and looked at Fluttershy somewhat scared. Everyone went quiet for a minute to process what just happened as Rainbow Dash tried to speak, but her words were stuck in her throat, “I… I, uh…” she couldn't really fight back against Fluttershy when she's like this. And she was proven wrong, she's proven wrong -- especially by her timid friend.

“Fear not, everypony!” an unknown, yet familiar voice spoke out. “Your hero has arrived!”

Twilight, Duke Nuke, the elite army, and the element bearers shifted their attention to the main bridge to see a familiar blue unicorn with a silvery, light blue mane pose boastfully to her audience.

“Trixie?” Twilight cocked her head to the side and raised a brow, surprised by her sudden appearance. “What in Equestria does she think she’s doing?”

Her answer was quickly given when Trixie spoke out them, “Fear not, for the great and powerful Trixie will stop this giant cloud from destroying Ponyville!” she exclaimed as some of the citizens of Ponyville poked their heads out to watch Trixie.

“She isn’t?” Rarity widened her eyes.

Trixie turned her head to face the hazy cloud as she prepared to use one of her spells.

“She is!” Pinkie Pie said as they, and the commander, galloped over to the clueless mare to stop her before things got any worse.

"Can someone get this mare away from that cloud?" Duke Nuke ordered but received no replies.

They were too late, however, as a sudden massive pulse erupted from the cloud wall and engulfed all of Ponyville and its residents, and stunned the approaching ponies.

"What was that?" Applejack asked confused by what just occurred. The other mares couldn't figure out what just happened either. Whatever that was, it looked like it didn't harm a single thing; which was all the more worrisome.

Before any of them had time to figure out what just happened, Trixie pointed her horn at the cloud wall and started to use her magic, only to have nothing come out, not even a spark.

“What?” Trixie narrowed her eyes at her horn before trying again, only to come out magicless. “What’s going on?”

“Get away from there!” Duke shouted at Trixie, annoyed at what she’s doing. It got her attention real quick.

Trixie turned around to see Twilight and her friends and the army standing before her, but she also noticed Twilight’s injuries, “Twilight? What happened to you?” she asked.

“I should be asking what you’re doing. You need to get away from that thing. It isn’t a cloud,” Twilight warned her as best as possible.

“Nonsense,” Trixie said as she smirked. “It’s obviously a cloud.” She laughed in amusement, completely unaware of six glowing red eyes beaming down at her which everyone soon took notice of.

Twilight and few other ponies then looked behind Trixie to shockingly see a large, hazy bulge slowly appear out of the wall. Their faces quickly turned horrific when they watch the huge mass quickly manifest and change into a giant clawed foot and hover above Trixie. The army backed away along with the Duke Nuke and the elements.

“But if it isn’t, then what is it?” Trixie asked while watching them back away from her. “Giving Trixie space Trixie sees?” she smiled and chuckled, “Good, Trixie needs plenty of space.” She closed her eyes and turned to face the hazy cloud, “Now, watch in awe as the great and powerful Trixie vanquishes this”- she opened her eyes to see the manifesting foot above her- “cloud?”

“Get out of the way, Trixie!” Twilight called out.

But it was too late. Trixie eyes widened, paralyzed with fear. She was unable to move as she gazed up at the oncoming object. And just as fast as it appeared, the forming clawed foot fell down and crashed on top of Trixie. The earth beneath it cracked as it landed.

Twilight and the elements watched in horror as Duke Nuke sharply turned to his forces and shouted, “All units prepare for battle!” earth pony soldiers steadied the spear launchers and catapults, pegasi soldiers readied their spears; but the unicorn soldiers couldn't start up their combat magic. They struggled but were unable to use their magic. Duke caught this and quickly grew annoyed, “What’s the deal here soldiers? Why aren’t you preparing?”

One guard spoke out to him, “We’re trying, but we can’t use our magic” he grunted and tried to force his magic out, but was unlucky like the rest.

“What?” Duke barked. “We're about to fight a monster! I don’t need to see you guys lollygagging about…”

His shouting was cut off as the sheer impact of terrifying cackles and roars crashed into his eardrums. Duke quickly turned his head to see a sight he thought he could only see in his nightmares. The mane six quickly got out of the way as the wind picked up again.

When they rushed back into Sugar Cube Corner, Twilight glanced back to see the cloud wall slowly manifest and separate from the clouds above. The hazy leg completely manifest as it pulled its forming owner. Another leg manifested from the haze and stomped the ground underneath, shaking homes and stores. Twilight stood in front of a window to watch this new horror.

Duke stood firm and watched as the six red eyes lean out from the hazy wall and roar throughout Ponyville, then slowly manifested into three shadowy draconian heads. The haze began to shrink as a large, draconian figure stepped forth and pulled itself out of its hazy mass while still manifesting into its true form. The heads leaned forward again to reveal three serpentine necks. The shadows surrounding the massive dragon slowly faded from its feet, changing from a shadowy black to a golden yellow.

Rarity joined Twilight to see what was going on. She wished she hadn’t as a jolt of fear stunned her as she watched a massive form appear right before her eyes. She watched as the haze quickly shrank and formed a swaying tail with dual tips. She then looked at the body before noticing the change in color; she saw the still darkness turn into gold, scaly chest and abdomen, yet showed no signs of arms during its transformation. She allowed her eyes to trail up and follow the rising manifest, watching it morph into three, long necks with the exact same golden scales. Then she finally stopped at the end of its transformation: the heads. As the darkness faded, out came three demonic, draconian heads. They shared the same curved, bony horns on each head with two extra horns on each cheek. Their faces were snarled and their lips curled, each revealing sharp, jagged teeth. The three heads then separated to give space for one another, and slightly slither before straightening their necks for a decent stretch before snapping their eyelids open to reveal their blood-red, primal induced eyes.

An earth pony soldier stood by Duke Nuke’s side as they and the mane six watched as the mother of all dragons stood before them and Ponyville, “Uh, sir, what did Princess Celestia tell you again?”

Duke Nuke gulped and spoke as best as he could, trying not to let fear overtake him, “She told me to gather every troop and escort them into battle, because what we’re seeing now may just be the greatest threat Equestria has ever faced. She told me its name, and how she said it is something I’ll never forget. Prepare for battle soldiers, because we are about to face”– the dragon leaned its heads back- “King Ghidorah!”

The massive, three-headed dragon thrust its heads forward and bellowed loud, ear-piercing cackles and roars throughout Ponyville.

All the fear and horror within Rarity suddenly erupted into a blood-curdling, terrified scream that echoed along with the roars.

*****

In a decent mountain not too far from Ponyville, another massive form was resting inside a cave before hearing a familiar, faint scream embed in its ears. An eyelid snapped open as a green iris motioned to the direction of the scream.

'bout time I got this chapter done! lol.