Rainbow struggled as the tendrils wrapped around her legs tightened, wings madly flailing beneath her as she tried to get out of their ground-born grasp now that the tortoise had been flipped over. But slipping out of flailing, nature-made ropes proved difficult, especially when she realized that these things had their own unique brand of tricks up their multitudes of earth-wrought sleeves. One seized both wings by the very joint to which they connected her back with the moment both sets of primaries touched each other, effectively rendering them stiff and useless… or so the tendrils that seized them thought, anyway. All she thought of it was something along the lines of 'just a cheap shot.' "Oh come on!" she cried in exasperation.

With every ounce of strength she could pump into her wings, she pushed against the tendrils, though she was careful to not go overboard in case the blasted things decided to take the next and more logical step of breaking her bones. Her blood began to boil when she saw more tendrils shooting towards Flash Sentry, who had the sensibility to ascend higher, keeping both himself and the poor foals that got caught up in this mess out of harm's way.

One of the new arrivals dove in to help, and she instantly caught sight of his triangular dog-tags. But she didn't have the time to gawk, not when there was the threat of being maimed by dirtied tentacles. She strained her wings again, gaining another few inches of open air between them, feeling mana pulsing between the feathers as her innate magic kicked into gear. The tendrils began tightening, however, and soon an impasse was reached. Rainbow had to be careful to keep a wing from slipping out, knowing full well her own ability to fly would be seriously compromised if only one wing hung at her side.

Magic gripped her, and chitil started growing on her body with multiple flashes of light. "What the?!" She struggled some more, wondering where this stuff was coming from and why it was growing on her. She turned to the arrivals that dove toward her, and stopped for just a second when she saw fangs and hole-riddled legs. "Oh…" But that momentary lapse in her concentration was enough for the tendrils to push her wings back together, though not before chitil covered them down to the joints. The chitil cushioned her wings snugly, and then her legs, and then the rest of her body, even as more tendrils slipped in to try and squeeze the life out of her.

The new tendrils never got the chance. Rainbow's eyes widened as she heard the cursed tree screaming, and saw dozens of bolts of emerald fire erupt right in front of and all around her. Even as the tendrils were struck and started burning away, she did not feel an iota of heat so much as touch a covered hair on her body. Past the flames, albeit barely, she could see Blueblood undergoing the same treatment; a pyre surrounded him, and he was coated horn to hoof in chitil. Not one singed hair was to be seen on his coat or mane.

Oddly, she began to smell something that had a bitter twang, and immediately her brain surged with a fresh wave of anger. She began to struggle once more, and though the chitil would not yield, it did help her wriggle out of the tendrils' collective grasp that much easier; the same was true for Blueblood. She turned to the cursed tree, who was now trying to knock several black and airborne forms away with its branches, but the effort was rendered moot when these forms retaliated with bolts of fire. Soon it was reduced to thrashing and screaming as bits of bark turned to ash, and the flesh beneath them was smoldering black as the fires ate it up.

Armin's voice echoed in their heads, "Don't mind the goo; it's fireproof." Rainbow nodded, slipped out of the tendrils, twisted about and landed on her hooves in one motion, albeit unsteadily thanks to their extra layer of slime. As she landed, some of the chitil began to slide off without pulling at any of her hairs or feathers, leaving her dry and untouched as it started pooling at her hooves. Blueblood took a few seconds more just to wiggle free, but he too landed without trouble the moment his legs squirmed out of the tendrils harmlessly.

Rainbow turned her attention to the screaming tree once again, and her eyes widened when she saw it was still standing! Parts fell away in the verdant blaze; whole branches, parts of its face, even sizeable chunks of flesh, and yet it kept on trying to bat the changelings surrounding it with branches that simply could not withstand the inferno. She turned to Flash, who looked down at her as the filly shifted to cling to his backside. "Take the kids to the ship! They don't need to be here!" she barked.

Flash nodded and turned to soar away, a few changelings turning to accompany him. When they vanished from sight, Rainbow ruffled her wings and took to the air again, shooting up to the top of the clearing. Her heart sank when moving branches started getting closer to the edge, and worse still she could now hear the ground shaking. She turned to where Flash was heading, seeing some branches closing in on him and the changelings with him. "Look out!" she cried, hoping to Faust that they'd hear her.

A branch swiped at the trio, and for a heart-stopping moment, Rainbow heard the filly and the baby cry out. Flash Sentry was quicker than the oncoming branch, however, and rose a few feet higher into the air to dodge it. One of the changelings wasn't as lucky, as though the branch had missed its initial target, it managed to snag itself onto a hole-riddled leg, pulling him down with a startled screech. Seconds after that changeling was downed, a flare of emerald light erupted from the spot where the branch snagged him, and another terrible shriek filled the air.

All around, flashes of light erupted in various places, all from the ground of Ashwood Forest. Screams continued to rend the air, adding another terrible note to the already-ongoing horrid cacophony. She twisted to look down, finding the current batch of tendrils now laying askew all over the clearing, smoldering and lifeless. The tree, however, continued to writhe and twist, its cry now a strangled gurgle as the flames continued to eat at its body. Even as it fell to the ground, its trunk snapping in two, it continued to thrash mightily.

Rainbow dove to pick up Blueblood, who did not struggle as her hooves locked tight around his barrel and she launched herself into the sky with him in tow. A few changelings accompanied them, and all hovered in place for a minute or so. "What should we do?!" Rainbow cried, panic starting to grip her as a tendril shot towards Flash, barely missing him by a few inches as he banked hard to the side.

Armin glanced around, seeing a few more shadows dive into the trees, either of their own volition or with the aid of a stray tendril or branch. He turned back to Flash, who was now reeling back as another tendril tried to snatch him, only barely grazing his tail. He flew over as fast as his wings could carry him, and at once the changelings with Rainbow followed him. Rainbow herself frowned, but flew behind him nonetheless.

"This day just keeps getting better!" Blueblood shrieked, glancing around as Rainbow zipped past oncoming tendrils with laughable ease. "I can see why Lance didn't want us to come here!"

"You said it!" Rainbow agreed with a nod as she passed by the changelings, heading straight towards Flash Sentry. She saw clouds gathering in the sky, forming rapidly as though a weather team were managing them, and her fellow pegasus rising into the air slowly in his bid to keep the foals safe. Her heart skipped a beat when she heard the distinct crackle of thunder, and saw lightning striking in wicked arcs from the forming clouds a few miles away. "Ectoplasms! Flash, you're going too high!"

Flash was too busy ducking away and ascending to flee the tendrils to really notice, though the booming of distant thunder did not escape him. He looked up, seeing the sky rapidly clouding up and concealing the moon, and each forming cloud sported a little yellow blot that seemed to steam the moisture around it into angry black splotches. His pupils shrank, and instantly he turned down to start descending. Tendrils raced up to meet him head-on, eager to ground him, and it was only thanks to a lightning strike that arced just behind him that he could even see them.

Flash folded his wings sharply against his sides, picking up momentum, seeing the tendrils open up to embrace him. Before he could touch them, however, his wings snapped open and he darted to the side with one flap, steering himself and the foals clear out of harm's way. He swerved and ascended again, though not high enough to draw the ectoplasms' collective attention to him.

He looked below as a flash of pink exploded from the ground, still dodging the tendrils with urgency, finding Shining conjuring a glowing shield with the elder and Applejack at his side, and Rhinoc launching bolts of flame through the field toward any wayward cursed trees that started striking at the dome. Rhinoc had also shed his disguise, and hissed animalistically as the trees kept trying to press whatever advantage they thought they had, throwing themselves at the dome as fire began to consume them.

The elder was chipping in too, launching bolts that sank into the ground before conjuring vines of ivy that exploded from the soil to grapple the trees and send them back, even though the friendly fire was eating that as well. Applejack merely stood there, mana pulsing through the ground with an orange glow beneath her hooves, eyes closed in concentration.

"What in Faust's teats set these guys off?!" Shining cried, his shield starting to flex as more trees piled onto their burning brethren. The barrier dented momentarily before springing back to a perfectly round shape, knocking its current wave of aggressors back.

"Damned if I know!" Rhinoc yelled, his horn starting to turn red-hot at its tip as he launched more bolts of fire in a frenzied fervor to carve out a path of fallen trees. Yet no matter how many he felled, those that were taken out of the fight still had gusto left in their blackening branches, and so clawed feebly at the barrier as though the pathetic movements could damage it. Worse still, more swarmed all around, and the body count was piling quick. He spared a glance up and paled as he saw Flash dancing in the sky with the tendrils, performing a very precarious series of pirouettes with the foals clinging to him. "Hey, Tangerine! Get your shiny metal armor-plated ass down here!" he called.

Flash needed no second invitation. He dove for the barrier, which opened up a hole at its top to admit him and his young charges. Before it could close, however, Rainbow and Blueblood came careening in as well, and all three landed rather clumsily. Flash righted himself, spreading his wings for balance as he rose onto his hind legs, and turned to check on the baby. The little one looked up at him with a reddened face, sniffling and huffing with ears pinned back. "Hey, it's gonna be okay," he cooed gently, but that only caused the young one to shiver and press its forelegs tightly against its chest.

Shining turned to Flash as he heard him coo to the child, and the moment he saw the baby and the battered filly his jaw fell open and stayed that way. He just could not process the sight, but then shook his head and decided he'd have time to gawk later, especially since a baby had now been dragged into the fray. He turned his attention to the dome to find that still more trees swarmed its edge, banging against it and eyeing the lot within with hungry gazes that reminded Shining of ravenous vultures.

Even the trees that fell to pieces still made an effort to break his spell. He had to give credit where it was due; these things were persistent as hell. Their fervor only increased tenfold when they paused just long enough to see Flash cradling the baby, with the filly still clinging to his back. "Foal defilers!" the trees cried in a collective roar, their outburst echoing with enough distortion to sound as though it came from a particularly large, particularly peeved dragon.

The dome began to crack with the repeated strikes, now fueled by a hellishly renewed vigor. Shining flexed it to lessen the damage, but the little chinks told the trees all they needed to know, and so they continued to strike. Worse yet, both the elder and Rhinoc slumped to the ground, both panting and with steam rising from the tips of their red-hot horns. Blueblood gawked as he saw steam rising from Shining's horn as well, and sweat beading on his brow. His own horn glowed, and ribbons of blue lanced out to the cracks, sealing them shut in a manner reminiscent of cement.

But, the moment he did that was the same moment the trees simply wised up and shifted to other, untouched parts of the barrier and started chipping away in those spots. Blueblood responded by using his magic to reinforce those areas too, all the while tossing his forehooves into the air and crying out in exasperation, "You have got to be joking!"

Dash looked up to the sky and strained her eyes as lightning bolts danced above, illuminating several airborne forms that were massive and oddly balloon-shaped. Her eyes widened when she saw the changelings and other shadowy forms retreating to them, squawking and hissing in displeasure. "Guys! Look!" She thrust a hoof out towards the sight, and everyone save the elder, Rhinoc, and Applejack spared a glance up.

The filly promptly buried her face into the crook of Flash's neck with a shiver, right beneath his helmet. "Sc-scary… monsters…" she mumbled, closing her eyes tight.

Applejack's eyes snapped open, and a fiery ember burned within them as they narrowed. "Something tells me…" She paused and lifted a hoof and scraped at the dirt with it with a firm stomp that sent a small tremor through the earth. The trees felt the tremor and turned to her, just in time to see her stomp and scrape again. "That these stubborn mules are gonna need a good bucking or two." She snorted, her tail twitching and her legs tensing with the urge to kick the trees' faces in. "Don't give us one lick o' info, and this is how they act?" Her voice dripped with disdain and anger in equal amounts, and the trees recoiled a bit at her tone.

"Outsiders know nothing! Outsiders can understand nothing!" a particularly foolish tree barked as it punched a hole through the shield with a massive clawed branch that reached out to seize Shining by his horn. In a blur of motion, Applejack jumped to the tree, whirled around, lifted her back legs and bucked as hard as she could. The limb snapped into several pieces the instant her hooves connected, and the tree shrieked and withdrew as Blueblood worked to seal the hole.

"Nice shot, Applejack!" Rainbow cheered, before hearing another tree puncture the shield from behind. She spun around and raced to the offender, grappling its limb with all four hooves and using her wings to add momentum. In seconds, she jerked the branch up and snapped it clean off, earning a cry of pain from a second tree who also pulled back. Before Blueblood could start mending that hole, a third tree poked its head in, only to get a faceful of severed limb-bark that Rainbow thrust down with the force of a sledgehammer. More splinters went askew and flew in many directions as a result of the impact, and the tree was left with half of its face torn from a skull that was somehow buried in the bark.

A burst of purple light from above caught Flash's eye, and he looked up in time to see it fade from one of the airborne figures that now circled the roiling skies overhead. He flinched when a part of the dome cracked over him, and a tree tried to crawl inside with a whole myriad of branches and tendrils stretching out to grip him. He ducked and shifted as Rainbow promptly flew over to start kicking its face in, while another that managed to punch through the shield crawled toward Blueblood only to wind up meeting with the business end of Applejack's hooves.

The shield began breaking into larger chunks. Shining's legs wobbled with the strain, threatening to give out, and he was sweating bullets as his horn gradually turned an unhealthy shade of crimson. The trees started to gain ground, howling and shrieking with delight as Applejack and Rainbow rushed around to try and keep them at bay, while Blueblood's own horn started to steam and heat up. Even with one's speed and the other's thorough experience with tree-bucking, there were only two ponies actively trying to fight the oncoming tide. It was only a matter of attrition now. The trees knew it and assumed twisted grins as victory seemed at hoof.

But a golden light flashed overhead, just once before turning blood red. An ominous light then shined its rays onto the immediate area. Everything ground to a halt, and Rhinoc and the elder lurched to their hooves before looking up at the light. Slowly, Shining and the rest of his group, as well as the cursed trees that had them surrounded, did the same. Runes framed the light, dancing about between a golden ring and the red light, and they did so in a slow pirouette that almost seemed to hold their breath.

"What… is that?" Shining asked, swallowing heavily as he eyed the crimson light with an air of suspicion.

The elder paled considerably at the sight. Rhinoc shivered as he uttered one word in a hushed whisper to answer Shining, who had to strain his ears to hear it. The word was one that burned at the Major's throat, stole his breath, made his heart freeze for a split-second and sent his mind into a fritz. One word that sent tremors down his wings with enough force to rattle them, and a creeping chill swept his bones through his chitin and the bones of everyone else gathered. Merely uttering it caused his eyes to dilate in alarm and fear to grip his entire being. That word consisted of but three syllables, and it was, "Ragnarok…"

"Ragnarok…?" Shining paused to let the word sit in his mouth, before his pupils dilated when he realized what the Major had just uttered. His magic sputtered, and the shield shook as if in agreement. Just having heard it was enough for jolts of lightning to run through him, and his legs were suddenly filled with the urge to gallop to the nearest cavern for shelter. "Y-you can't possibly mean…!"

Rhinoc nodded gravely as dark shapes started emerging from the light. "We must leave," he muttered darkly.

~-—-~-—-~-—-~-—-~-—-~-—-~-—-~-—-~-—-~-—-~-—-~-—-~-—-~-—-~-—-~-—-~-—-~-—-~

Matt stood on the deck of the largest airship currently circling the skies above Ashwood, his horn aglow with a crackling aura as he eyed a tiny pink speck down below, surrounded by a myriad of green glowing dots that now perforated the forest. With him was Twilight, who fidgeted in place as she charged her horn. "If I can just teleport down there… I could…" A raised, fuzzy hoof obstructing her barrel stopped her.

"Don't. It's suicide at this height," Matt muttered grimly as Twilight's horn gave off a pop of light without doing much else. He heard the hatch open, and turned to it to find Anna poking her head out. "What's the report?"

Anna's muzzle twisted into a solemn frown, and her head shook gravely. "Shining's surrounded on all sides, and the trees know it. His shield can't hold forever, and all other changelings have decided to haul ass, leaving Rhinoc with him. If we don't do something…" she trailed off, letting her ominous, unspoken meaning hang in the thundering air. Matt nodded and turned back to the scene below, using his raised hoof to beckon Anna to come closer. She jumped out of the hatch, closed it behind her, and cantered over to peer past the railing. "Shit… we'd have to go down there, and now that the cursed trees are throwing a tantrum…"

Matt groaned and conjured a thick, leather-bound book emblazoned with his cutie mark on the cover in a flash of light. "I never thought I'd have to pull this thing out in a million years…" he hissed, backing away from the railing to levitate the book in front of his muzzle. He flipped it open, revealing messy writing in ancient alicorn of all things dotting the pages. He searched the pages, speed-reading up and down with eyes quickly narrowing. "C'mon, there's gotta be something in this dusty thing…" He searched and searched, brow furrowing as various equations, explanations both simple and unbelievably complex for what the spells within did, and even sloppy illustrations of the spells in action passed.

He flipped by one illustration three-quarters into the spellbook, one wherein a pony conjured a myriad of ethereal swords simultaneously, grumbling in his haste to find something to help Shining and his group somehow or another from the sky. A firm frown twisted his muzzle as he reached the end of the book, then promptly flipped back to the spell depicting the myriad of swords. "Fuck…" he groused, turning to Anna as her pupils widened. "What do you see?"

Anna's frown deepened. "The trees are gaining an advantage," she reported glumly.

Twilight turned to Anna and raised an incredulous brow. "How do you know that without a telescope?" she asked. "No normal pony can see that far!"

Anna snorted dismissively, not even bothering to return the look. "You forget that I am not normal," she scoffed before pausing to bare her teeth, revealing that half of her back row was pointed and blunt along with canines that not many ponies would possess. Her tail swished as she added, "The only reason I can even see your brother right now is because his shield is glowing."

Lightning danced, and a particularly bright bolt arced around the airship once, shining right in their faces. Anna slammed her eyes shut and recoiled alongside Matt and Twilight, and she answered to the lightning not with words, but instead with a bestial, lion-like roar of displeasure leaving her throat. When the light faded, she blinked her eyes open and shook her head to get the spots out of her vision.

Matt and Twilight were seconds behind her, shaking their heads to gather their bearings. Doing a second read-through of the tome he conjured, Matt facehoofed. "Of all the spells I know, this one is the only long-distance one I've got…" He trotted to the railing after reading through the tome a third time, just to be extra certain in case his eyes were playing tricks on him. Making the tome vanish after that, he searched for the lone pink spot and almost immediately zeroed in on it.

Twilight turned to Matt and her pupils shrank. "Only one long-range spell?!" she cried, panic starting to grip her as he nodded once.

"And it's one that doesn't use the ground, which is all the way down there," Matt grumbled, his horn starting to glow brighter. "Anna, tell Lance that I'm on the last resort." Anna shuddered, pupils dilating and ears pinning back.

"B-but I could—" Anna gabled before Matt turned to her and shook his head.

"Lightning could blind you. It's not worth the risk. Tell Lance now," Matt stated in an authoritative tone that brokered no argument. Anna's mouth snapped shut and she nodded before trotting to the hatch, flipping it open, and jumping in. Seconds after she began her descent, the hatch slammed shut of its own accord, and Matt turned back to the scene below. Channeling more mana into his horn, golden filaments lanced out to the sky and started dancing about in twin circles that could rival Canterlot in size. One ring was larger than the other, by several feet at that, with the smaller of the pair within the confines of the larger. Twilight wondered what he was casting.

Twilight did not have to wait long before the spell itself answered for her first with a ripple, then, between the circles, the filaments lashed out and weaved until they formed runic writing that glowed crimson the moment they were completed. Twilight's heart froze in her chest as a pentagram formed in the middle of the twin circles before the portion of sky they held was ripped by a red energy, giving way to a hellish portal that had countless vermillion clouds dancing within, circling some glow whose source she could not hope to discern.

She turned to Matt and paled, seeing his magic aura shift abruptly from gold to crimson dotted with shadowy wisps that drifted away in ribbons and flecks. As the aura cradled it, his horn lengthened by a good foot as gold dust fell off of it, revealing a long and curved tapering quality about it that she could've sworn was not there before. His mane's braids broke free of their intricate three-way hold, before they with flailed about with the rest of the golden locks, in addition to his leg fur and tail. All three of those traits began dancing as though whipped by wind, parts of all turning black and mist-like, almost seeming to become tangled masses of concentrated darkness. To top this off, a shadowy mist started pooling from his eyes like writhing embers, purple at first before turning black.

His sclera turned an unhealthy shade of sable, and his irises contorted until they were less spheroid and more hexagonal in shape, and their pupils did likewise with a jagged point more reminiscent of a pair of splinters. The pools of blue turned the same color as that of the runes he was conjuring. "Wh-what are you doing?!" she cried, her voice an octave higher as she realized she recognized the wisps dancing about his eyes. "Wh-what's happening to you?!"

Twilight wished she had not asked. Matt answered, though his gruff voice was now distorted by an otherworldly, echoing reverb that was almost wraith-like, "I am using all of my magic, mostly the Umbrum sort. I was always like this… but I never let many ponies see me in this state. This… is the true me, Twilight."

"U-Umbrum?! Wh-what's an Umbrum?!" Twilight cried, turning to the hellish portal to find a myriad of darkened shadows now descending out of it, each one the size of a mountain and tapered to a wickedly sharp point or three. Lightning struck, illuminating an axehead amongst one of the things that were now being called forth.

"A unicorn who used dark magic until it corrupted their bodies. This… is a spell Lance allows to be cast, but only under dire circumstances. But it is not dark magic. Only I can cast it," Matt answered, lifting a hoof and waving it towards the portal for emphasis. "Mom's an Umbrum… but she doesn't like to admit it."

Twilight gulped and turned to Matt, shivering as she saw his horn turn black as pitch from the halfway point all the way to the tip. He stood, still channeling the spell, watching as a myriad of impossibly huge weapons descended from the portal, cast in the ominous red glow that he beckoned onto the surface of Fantasia. Twilight found that, despite the light shrouding them, they were as dark and dismal as the shadows emanating from Matt's body. With a fresh wave of horror clawing at her mind, she realized that what she had just witnessed was an illusion breaking. And if just channeling this spell that rent a hole in the sky broke it… his reassurance that 'this isn't dark magic' did next to nothing to abate her rapidly-skyrocketing concerns.

Another thought hit her. If this was the real Matt, instead of some fanciful veneer crafted by way of illusions and cloaks, than just what in Tartarus was the military in these parts hiding? Natalie being a crystal pony, that she could excuse on some level, given that she was adopted; this was another kettle of fish entirely. She forced herself to ignore these musings for the time being, and focused on the more immediate and pressing matter of the gate that was called forth and the weapons in the process of emerging from it.

"H-how… are those things coming from Tartarus itself?!" she screamed, half of her mind going into a panicked fritz while the other was trying to work out how such weapons could even be conjured in the first place. "And why isn't it classified as dark magic?!"

"The weapons might as well be, and this spell does not derive its power from hatred. If it did, the changelings in the army would drop dead this night," Matt answered with a shake of his head, turning back to the lone pink dot down below. He studied it for a moment, then turned back to the weapons that hung just outside of the portal, waiting to strike. Realizing his hoof was still raised, he held it there for a few seconds before dropping it. "I think it's time to send the cursed trees of Greenwood a little warning."

"Stop! Shining's down there!" Twilight cried, but alas it was of little use; her outburst might as well have fallen upon deaf ears. At once the weapons descended from the portal, screaming through the air with enough force to rock the airships on their way down. Twilight was sent back to the far railing as the ship groaned and struggled to reorient itself, worry increasing tenfold when she saw Matt wasn't even shaken in the slightest. For him, with hooves firmly planted on the floor and his shadows stopping their movements to plant themselves on the railing before him and the floor behind his hooves, gravity didn't seem to exist as a concept anymore. As the ship tilted back to compensate for the spell's sudden blowback of wind, she scrabbled to the railing and found the other vessels likewise recovering.

She wanted to look away from where Shining was trying to hold out, but horror gripped her so tightly she could not even bring herself to blink. At terminal velocity, the weapons homed in, and she willed some of her magic to race to the blades. But her spells just fizzled out upon contact with the inanimate monstrosities. She even conjured a blade of light, but it shattered into dust on impact. Her horror kept mounting as she started pumping in more magic, aura growing larger and larger to compensate—yet the mobile behemoths didn't budge, save directly downward.

There was nothing she could do; the weapons were too big and too fast for her to move with her magic, and worse still the first wave was in multiples. No matter what she threw at this hellish spell, the gargantuan blades refused to yield to her whims. She wanted to scream, but could not will her mouth to move, could not will her lungs to take in air, could not even twitch her ears in the slightest. Time may as well have frozen her and her alone to the spot. "The spell... cannot be stopped once cast. Only when it drains me of my mana will it cease," Matt said bitterly, shaking his head forlornly at the sight. Briefly, he closed his eyes. "I sincerely wish it didn't have to come to this... I'm sorry..."

Twilight watched on, silently, helplessly, and in despair, as the first weapon made contact with the ground. There was nothing she could do—nothing she could do but watch with anguish clawing at her being, and tears pricking at her eyes. Soundlessly, she stared as the first of many dust clouds formed, obscuring the flickering green lights as well as Shining's barrier.

And him and those who trotted alongside him that night with it.

Matt watched with an impassive gaze, almost as cold and distant as that of a wraith's as the massive weapons slammed into Ashwood all around the miniscule barrier, each impact splitting and shaking the ground in places with enough force to uproot even the oldest and mightiest of trees. The dust from the first strike settled, revealing that the barrier was still there—though whether it was intact or not, he had no way of knowing.

It stubbornly stayed as more weapons hammered themselves into the forest in single, fluid motions, scattering more soil and trees everywhere as the ground was ripped asunder. It took what felt like an eternity, in addition to a couple of more blades, before he saw two distant forms flying from the barrier, and a third lagging behind as the the pink dome finally fell in wave after relentless wave of dust and bark. The weapons missed the airborne forms entirely as they ascended with all due haste to the airship, though whether by skill or a miracle could not be discerned easily, as they were still just barely above the treeline.

The spell kept going, churning out more weapons to rain down upon the forest and scatter its uprooted fragments with a vengeance to match their sheer size. Again and again the weapons from Tartarus struck, cementing themselves deep into the earth, turning Ashwood into a hellscape of splinters, loose soil and strewn bark. Some struck so deep magma welled up from the forming chasms like blood gushing from a wound, further painting the scene below in yet another series of ghastly lights. Yet more weapons—spears, swords, axes, halberds of every conceivable shape—came forth without showing signs of stopping, all gaining speed and momentum with which to destroy the already-desolate wood.

The ground below shook again and again with each fresh injury, the lightning continued to perform its frantic dance, with some bolts striking upon the weapons to little avail, instead merely wrapping itself harmlessly around the gargantuan blades. Cursed trees screamed in alarm as they were blown clean off their roots, and the thunder cried out in an effort to drown out all of the ongoing pandemonium, yet the onslaught from Tartarus did not stop for even a second. Distantly, barely audible amidst the ministrations and outbursts of Mother Nature herself, both Twilight and Matt heard Rainbow Dash scream, her voice tinged with panic and dripping with desperation.

"Whoever is doing that, cut it out already! We got foals and an old pony on board!" was all they could hear before another blade slammed home just a few miles from the airborne group, its landing drowning her voice out. For a moment, dust obscured the airborne forms, and a scream wedged itself halfway up Twilight's throat. Seconds later, the trio emerged, rapidly gaining height in an act of both desperation and sheer defiance even as the dust and strewn bark kept trying to swallow them time and time again.

Ascending further still gave just a little more clarity to the colors of the group, and both could see that one of them was wrangling four ponies packed tightly into a cluster with just two hooves. They heard Applejack screech, her voice tinged with displeasure as much as panic and terror, "Knock it off before I pound you and wear y'all like boots!" Twilight heaved an immense sigh of relief, but still the panic that settled in remained as Shining and his group had yet to get to safety, even though they had just managed to flee Ashwood. They were barely able to evade the weapons that kept on surging forth, as if weighed down by their own terror.

Such a terrible sight seemed destined to last for minutes, hours, perhaps even days as what she could only describe as a spell-wrought apocalypse blanketed Ashwood. Idly, Twilight wondered how Matt even had the power to cast this blight, and from where he'd obtained it. He did not look the part of a capable-enough mage, yet here he was laying waste to the cursed wood from above without even moving from the deck to do so. His spell negated the lightning, her own magic... truly, he had gotten his hooves on a terrifying power—a power that couldn't be stopped nor sated. Time slowed to a crawl as, for the barest of instants, the portal flickered and warbled, warping and losing its crimson glow. Out of the corner of her eye, Matt's stiff posture faltered, and he swayed unsteadily on his hooves, the shadows that had anchored him until now releasing their grip on floor and railing with a weakened impunity.

Just then, she heard a crackle, a pop, a fizz, and the fading hum of an aura that ceased being cast. She turned to Matt to find his horn no longer glowing, though still his body did not change back to what it was just moments ago—in fact, it seemed to refuse to revert. Little changed save for his eyes as the wisps faded and his pools turned back to a cold blue in color, though the irises and pupils still maintained their unusual shape. His sclera turned white, and he shook his head as his body dispelled most, if not all, its shadows. It took just a second after, but then he slumped upon the deck, legs finally giving out and sprawling from beneath his body as steam started building from his horn.

"I hate having to do that," Matt growled dismally, the few lingering shadows in his mane and tail fading away as he laid there. The last stubborn shadows on his legs took a second longer to flicker away into nothingness, though they too left without issue.

Another series of crackles and pops rang through the air in a tumultuous, thunderous crash as Dash and her group came closer to the ship. Twilight turned to the scene of the carnage and found that the portal had now mended itself shut, before the circles and runes forming it simply faded out of existence with a few glimmers of gold falling away. The weapons summoned forth had done likewise, but instead of glimmers, they erupted into weak embers and simply burnt away without harming Ashwood anymore. The only trace of their existence to be had were massive gashes carved into the earth and the felled trees littering those gashes. The weapons that had almost touched down from the portal burnt up mid-air, giving Dash and her group a clear-cut passage to the ship. This also gave way to an unsettling silence broken up only by the boom of thunder.

It did not take longer than twenty minutes after that before Rainbow and her group boarded the airship's deck, with every single arrival wide-eyed and in a state of shocked stupor now that they had achieved safety. The minute they landed, half of the group slumped, while Flash was content to sit on his haunches to cradle the baby, who started screaming all over again. "What the hay happened up there?" Flash asked, using a shaking wing to gesture to where the portal had been for emphasis.

"A-and what happened to Matt?" Rainbow croaked, noticing Matt's rather bedraggled posture.

Twilight was beside herself in complete disbelief. She opened her mouth to answer, but words were not forthcoming after what she bore witness to. There was simply no way to even describe it as her brain refused to process the destruction she saw, but she knew deep in her heart that there was no denying it. Not when the evidence was laid bare before and beneath her. Below the ships, Ashwood fell deathly silent as magma pooled from some of its recent wounds, looking less like natural chasms and more like winding, steep paths leading into Hell itself.