With Rainbow Dash's warning that the next few turns would bring them to the chamber, Twilight cautioned the others to be extremely quiet as they approached.

Twilight, Rainbow and Applejack nervously watched the goings on with the humans and shadowcat.

"Wha' dya think thar up ta, Twilight?" Applejack whispered.

"I don't know," Twilight replied softly. "Something about that device they're working on. He seemed to imply it's somewhat dangerous."

They watched the human stallion putting the device together for at least an hour using bits and pieces from atop a large red box until it seemed like he was finished. They had noted the panther sitting and watching the entire time due to her periodically yawning.

"Will that aid in getting you home?" the black creature asked.

"No, but I've fixed it to prevent anything living here from losing their home as a result of this device," the human stallion replied.

"You know, it's all rather odd," Twilight added after a moment.

"Whuz'zup?" Rainbow whispered.

"Well—you told us that cat had just introduced herself to the humans when you ran back to us," Twilight whispered. "But then she must've been hot on your tail in order to be there just in time to save our flanks from the Timberwolves. But after checking us out and then completely losing interest in us, she just leaves, only to come back here to sit and watch the humans…for how long? That just doesn't make any sense." Pinkie Pie took that moment to poke her head around the corner to look for herself.

"Oh! That's because the female's been behind us the whole time!" she said in her usual loud voice that could carry for hundreds, if not thousands, of trots. "That's not the same cat at all! That there's a Tom!"

After cringing at the volume, the others all instantly looked back. Suddenly, from out of nowhere, the female shadowcat rippled into view.

"Meow!" the panther said with an odd multi-tonal voice. And except for Pinkie Pie, all the mares screamed and bolted.

It was a very chaotic moment. Fluttershy, who was closest to the big cat, screamed the loudest of any of the others and shot past them all only to bounce off the wall, but was still out into the chamber like a shot before any of the others, moving faster even than Rainbow Dash, who had been standing above Twilight, and Applejack, who had been beneath her. Those three were simultaneously the next ones out, each going in separate directions, Applejack to the right and Rainbow Dash flying up, leaving her trademark contrail. Twilight, still not used to flying, instinctively ran, following Fluttershy. But then, halfway to the pegasus, she realized Fluttershy who had nearly collided with the other panther had shot straight up into the air, leaving Twilight stuck between the two cats. Her instincts forced her to halt right in the middle. That was when Rarity collided with her and they both went down.

As she struggled with Rarity who was in the troughs of her panic, Twilight heard the two cats begin laughing. The alicorn looked to the passageway to see Pinkie Pie and the female panther emerge from the darkness, Pinkie bouncing of course. But she noticed the cat had sat down to laugh and she instantly looked to the other, seeing him, too laughing.

"THAT'S NOT AT ALL FUNNY!" Rainbow Dash hollered, zooming back with a rainbow-colored streak to stop just in front of the cat from the passageway.

"Do it again!" the other cat called out, and Rainbow Dash furiously whirled about to glare at that panther and advanced on him as the cat continued to laugh.

"Unngh—Rarity? Are you okay?" Twilight asked with a sigh.

"Sorry, Twilight, you got in my way!" Rarity said as the two finally managed to separate themselves.

"What would you call that one, I wonder? A winged unicorn or a horny pegasus?" the human stallion asked. Hearing this, Twilight looked at the two humans, and then she looked about at the laughing shadowcats.

"Rainbow! They don't seem aggressive," she called out. "I think we just got pranked!"

"Really?" Rainbow asked, now glancing back and forth between the two laughing cats. Then she finally settled on the cat who had been with the humans. "Well, then, you should know: this means war! I'm so-o-o to getting back at you!"

"Looking forward to it," the creature purred with a toothy grin, obviously not at all intimidated. Twilight didn't hold out any wagers for the cat's longevity. But then again, you never know.

"Is everypony okay?" she called out. "Applejack?"

"Ah gotta find me sum place ta plant sum road apples!" Applejack responded with considerably more of her usual calm.

"You and me, both! Fluttershy?" Twilight called out. "Fluttershy?" she called again after not getting a response. Rainbow looked about, and finally looked up.

"She's up here!" Rainbow called out as she flew back up into the chamber's darkened vaulted heights.

"Pinkie—? *sigh*—never mind," Twilight started her call but then interrupted herself. Finally, Twilight approached the humans.

"Erm—uh—Hello? My name is Twilight Sparkle," the creature said, introducing herself. "Welcome to Equestria!"

"That's Applejack, Pinkie Pie—" Twilight began pointing them out, but had to pause when she saw what the pink one was doing.

"Hi Princess Luna! Hi Princess Celestia! Hi Twilight!" Pinkie was calling out, bouncing about on three of her hooves held together and waving to the upper walls of the chamber with her fourth.

"Uh—please don't mind her," Twilight awkwardly muttered.

"That's Rarity, and those two are Rainbow Dash and Fluttershy," Twilight continued, as Rainbow Dash guided Fluttershy, who was still in shock, lower to the ground.

"Uh, hello," the human stallion responded. "My name's Allec Trevar. This is Lieutenant Melisa Scott," he indicated his companion. "And that shadowcat over there calls himself Pardus. The other…?"

"I'm Panthera," the female shadowcat spoke up.

"Darlings! What are those hideous things you're wearing?!!?" Rarity yelled at the humans.

The humans looked down at themselves in confusion.

The stallion wore an open jacket made from an odd-looking black material that fully covered his arms, back and either side of his chest. Beneath it was a tight fitting white shirt of an obviously very thin material. His pants were made of a coarse-looking dark blue fabric with patchwork stitching for pockets. His pants were obviously bigger than his frame. His boots were heavy looking and dark brown. Only his head and hands were exposed to be seen.

The mare, on the other hoof, was wearing a matching top and bottom outfit that was very ill-fitting to her frame. It had a weird mottled, pattern on it. The main color a medium green, but with random splotches of darker and lighter green, a couple of different shades of brown, some beige, and some black. The outfit had baggy pockets and the whole ensemble was rather rumpled looking, making her very messy. Her rear feet were encased in heavy-looking black boots that seemed very intimidating in that they rode nearly halfway up her lower legs. Only her head and hands were unconcealed by the outfit, but she wore a matching hat on top of her tightly bound mane.

"This is my uniform," Lieutenant Scott replied.

"And I'm wearing civies," Trevar added. "These things are supposed to look like this."

"Well, we just can't have you walking around looking like that!" Rarity huffed. The humans both looked about at the creatures surrounding them.

"Uh—well—I'm not about to go walking about naked at this time," Trevar responded. "And I highly doubt the lieutenant will, either."

"You've got that right!" Scott muttered.

"We can all worry about such things—later!" Twilight Sparkle said, with emphasis on the last word. "Be thankful we're nowhere near her boutique!" she softly muttered to the humans.

"Sure," the human stallion quietly replied.

"Did you all come through those rings?" Twilight inquired.

"My sister and I watched as they came through the rings," Pardus spoke up.

"You're from Equestria?" Twilight asked, astonished. "I've never seen your kind before!"

"We're shadowcats," Pardus replied, momentarily vanishing as his image rippled and flowed, the invisibility effect washing over him. "It's not surprising you've not seen us before. But no matter where we go, there we are."

"Buckaroo Banzai," Trevar muttered, grinning.

"What? Who?" Twilight asked.

"A philosophic character of fiction," Trevar explained. "That's a quote from him, 'No matter where you go, there you are'. Which of course leads to the logical corollaries: 'No matter where you've been, there you were' and 'No matter where you end up, eventually you'll get there.'"

"Sounds like a very clever individual," Pardus chuckled.

"Uh—right…I see…" Twilight said, filing that away as yet another oddity that humans seem to do. And probably shadowcats, as well.

"So, did you want something?" Panthera spoke up.

"What?" Twilight asked, taken aback. "Oh! Yes! We want to thank you for saving our lives from those timberwolves."

"I see." Panthera said, cocking her head and looking as those she was still expecting something.

"Er…" Twilight stammered.

"You mean you intend to thank me and just haven't got around to it or do you mean to just tell me that you wanted to thank me?" the panther inquired.

"Oh! Er, uh, well. Thank you!" Twilight said. "?"

"You're welcome!" Panthera responded with a grin.

"Not exactly th' friendliest bunch," Applejack muttered.

"We just try to be very honest," Pardus said softly.

"Really?" Applejack challenged. "So why all th' hidin' 'n sneakin' up on everypony?"

"It is part of our nature as predators," Pardus calmly explained.

"And I was curious as to your intentions," Panthera added. "There are a great many creatures that will not hesitate to lie to one's face without hesitation. By following you without you being aware of it, I had hoped I could better understand your true nature."

"'N just wha'dja find out 'bout us, huh?" Applejack demanded.

"Quite a lot, actually," Pardus said. "Twilight Sparkle seems to be a natural born leader. She is quite analytical in her thought processes and seems to possess substantial knowledge either through reading, experience or both."

"You and Rainbow Dash are very similar in that you're both very competitive," Panthera spoke out. "Yet you have a great deal of respect for each other. You both seem to be courageous and caring. And you both are unwilling to leave the other to face a risk that each of you would rather challenge on your own."

"Whoa!" Rainbow Dash whispered in awe. Applejack just blinked in stunned amazement.

"Really? Ya got alla that just from followin' us?" she asked.

"We didn't have much opportunity to evaluate the entire lot of you given the time you sought to follow my sister," Pardus continued. "On the surface, Rarity may sound vain, but underneath, there seems to be a deep caring within her, as well. Pinkie Pie was able to tell that Panthera was behind you the entire time, yet kept silent for whatever reasons she has."

"That's because I knew you guys weren't going to hurt anypony!" Pinkie Pie cheerfully said. "But Panthera must like to play Hide and Seek! She's fun!"

"And she's quite the random element," Pardus finished.

"She does have that!" Twilight muttered in agreement.

"Fluttershy is the real mystery," Panthera concluded. "It was very difficult for me to get a clear reading off of her."

"M-m-me?" Fluttershy squeaked, finally overcoming her terror and becoming settled in the presence of the strange creatures. "Th-th-there's n-nothing sp-special about me," she said.

"Wait! It wuz Panthera that followed us!" Applejack protested, glaring suspiciously at the male shadowcat. "Howzit you know so much 'bout us?"

"That's ourr secrret," Pardus softly purred with a very, very toothy grin, going nose-to-nose with the earth pony. Applejack blinked and nervously gulped as the large panther clearly wasn't intimidated.

The two shadowcats each stood a little higher than the four foot tall ponies at the withers, were longer by half and were a quarter as wide, when not factoring in the wings. Bulk-wise, they must've weighed at least two and a third times as much as a full grown pony, and probably a great deal more, given the definition of their muscles was quite visible from underneath their fur. And then there was the obvious powerful predatory nature of the creatures. But due to the sleekness of their bodies, it was easy to forget all that when not up close like that.

"Your magic seems quite formidable," Panthera added. "Even without my intervention, I suspect that you six would've survived the fight with those—timberwolves—as you call them, with little risk of injury."

"As does yours," Twilight said, returning the compliment. "Would you mind if I conduct a scan? I'm curious as to the nature of your magic. From what I was able to see, it looks like it operates a little different from our own," she asked.

"But of course," Pardus responded with a nod. "It would only be polite of us to reciprocate and allow you to learn about us as we had already taken the opportunity to analyze the nature of your magic and your species. And your assumption does appear correct. It's quite clear the source of your powers is quite different from our own."

Twilight was shocked that the panthers had done so without asking permission, but was heartened by being allowed to proceed. Certainly, there were cultural differences between the way shadowcats conducted themselves and the way Ponies were expected to behave in society. She did hope there would not come a time where those differences resulted in conflict between each of them.

Twilight concentrated and pushed the magic through her horn to analyze the nature of the shadowcats and the connection to their magic. The two winged panthers began to glow with her violet aura. What she found surprised and shocked her.

She found the panthers possessed a cellular structure much like any other pony's, with a very complex genetic material. She probed down into their genetic instructions, the source of how magical creatures tapped into the forces of magic. But then, instead of the usual tale-tell signs of their connection to the magic force, she discovered their genetic material was quite different from her own.

Equustite?

…

That can't be right! Twilight thought as she shifted her spell to work out the puzzle. Equustite is the hardest known substance in Equestria. It's the only gemstone that dragons can't chew! Pulling back to reexamine their cellular structure, all of their proteins and amino acids were also nothing but Equustite! The two cats seemed to be composed almost entirely of the stuff, however it seemed to be in a semi-amorphous state!

Except that form of Equustite was strictly only theoretical and shouldn't even be able to exist outside the extreme conditions such as those found in the mantle of a neutron star…! Twilight gasped. THEY'RE NOT ALIVE!!

"Is something the matter?" Pardus asked when the auras suddenly faded with the alicorn's surprise.

"Y-y-you-you're not alive?" she hesitantly asked.

"EEEK! NOT ALIVE!?!" Pinkie Pie exclaimed and zipped away, screaming, "ZOM-M-MBIE CA-A-A-A-A-ATS!!" Twilight had to pause as she tried to maintain focus and ignore the wild antics of her earth pony friend.

"You're made up of some form of Equustite!" she finished.

"What?" Scott asked, distracted by what was being discussed and trying to figure out where Pinkie went. "Like, they're some sort of machine? Are they going to transform into robots?"

"We are alive," Pardus calmly insisted. "But creatures such as yourselves might consider us to be some sort of artificial life form. After all, biologics, like you are just other forms of machinery. Except that while you're primarily composed of poly-hydrocarbon chains with a few other trace elements tossed in, we have seen your systems are just as complex and as nearly sophisticated as ours. Although, we have noted there are substantial advantages to our design."

"We can heal damage far much more efficiently than you," Panthera said. "Having conscious control of our functions allow us to do minor things like alter our surface geometry or our visual appearance substantially," she added, taking the moment to examine one of her wings as a ripple of rainbow color washed over her feathers before resuming their midnight coloring. "But we're pretty much as you see us. We do not, of course, transform into metal-plated robots, vehicles or any other such silly things."

"But that said, yes our species have evolved substantial abilities to control and interact with the forces that make up the universe," Pardus said as his eyes took on a green aura. Looking down at the ground by his feet, he fired off a beam of green power that soon had the spot where it struck glowing yellow. When the panther ceased the blast, the spot slowly cooled to orange then red and then vanished. When he looked up, the green glow had ended and his eyes resumed their slitted pupil appearance.

"Interesting," Twilight said. Then she looked up at the series of rings. "And what are those?"

"Those are evidently warp coils," the male human, Trevar, spoke up. "We aren't responsible for them being here, and we don't know who built these, or for what purpose. But they somehow interacted with a set that was built on my home world and created a doorway between our planets."

"O-o-o-oh! You guys didn't chase me!" Pinkie Pie complained, popping up from nowhere.

"And what is that?" Twilight asked, using her magic to pick up the object Trevar had been working on when the ponies got there.

"Why? Did you go somewhere?" Pardus asked the pink pony.

"That—" Scott started, but Trevar cut her off.

"That—is one of the tools that we brought with us to try shutting down the connection that had accidently got established between our worlds," Trevar quickly said. "Fortunately, the warp coils at this end of the portal failed without Scott's or my intervention, so we didn't need to use it."

"Well, d'uh!" Pinkie exclaimed in disappointment at the male shadowcat.

"Curious," Twilight absently replied as she used her analysis spell on the device. Looking into the construction of it, she could see some sort of circuitry for controlling and processing electricity, the primary basic function of which seemed to be a countdown for an event.

But what event? she wondered. There were some secondary functions, but they didn't seem to do much other than provide access to or lock down from tampering with the primary duty of the control system. As she traced the nature of the event it was supposed to trigger, she found there was some damage to the system. A device that was supposed to temporarily store a large quantity of electricity was missing.

Oh! There it is over there on the ground! He must've accidently dropped it while working on it, she thought as she teleported it into place and reattached the broken wires.

But then she found another problem with the device: it was missing the item the charge storage device was supposed to act upon. A quick look about the room found it still setting on the large red box, and she teleported it back in place as well.

But if that does what I think it's supposed to do, which is send that cone of metal at high speed into the rest of the sphere of the same metal, however, the lead that's in the tube will keep that from happening! she realized as she teleported the lead out. This guy didn't do a very good job of fixing his device, leaving all those pieces scattered all over! she thought, disappointedly reassessing his evident competence.

Strange, it's still not working, she thought.

Oh! The source of electricity is broken! Twilight realized, fixing it.

"There! That should do it," Twilight said, bringing the device over to the human stallion. "You know, I'm rather surprised at the sloppy way you tried to work on it. It would never have worked properly after the way you did the job. But I fixed it for you," she said, smiling happily.

"Wait—WHAT DO YOU MEAN 'YOU FIXED IT'?!?" Trevar exclaimed.

"FLAMINGSHIT!OUTTATHEWAY!!" Pardus roared, grabbing it with his magic and taking off. With Twilight still holding it, she was spun about and dragged toward the exit as the male shadowcat flew for it before she had a chance to release it.

"Ow!" she cried painfully. "That was very rude!"

"Hey! Give that back!" Rainbow Dash yelled, incensed at both how the shadowcat stole the device and almost injured Twilight in the process. She rushed after the winged panther.

"Wow! This crazy cat's good!" Rainbow Dash muttered as she tried to keep up with Pardus. The twists and turns in the corridors kept her from being able to utilize her full speed, but somehow the shadowcat was easily pulling ahead of her reach.

She did get a little worried when she saw the shadowcat's wings occasionally graze along the walls. Not only did it not slow the creature down much, his wings had actually carved grooves into the rock with showers of sparks! She wasn't sure how easy it would be to kick his tail if it came to a fight if he was that tough, but she wasn't going to let him just get away with stealing the device that clearly belonged to the humans!

Then they got to a section where there was open sky, and instead of continuing on to the library, the shadowcat shot straight up, with Rainbow Dash still hot on his tail.

"Gotcha now, buddy!" Rainbow laughed, knowing she would be able to match him in the wide open.

But the shadowcat had another surprise in store for the blue pegasus when he broke the sound barrier before even clearing the tops of the castle.

"WHOOOAA!" Rainbow Dash cried out, impressed as the shadowcat punched through the dying remains of the storm clouds.

"But if you think you've won, guess again!" she yelled, putting both hoofs forward and pouring on her own speed. "Looks like two can play at this game! HA!" she yelled, also making a Rainbow Boom, although she didn't achieve her speed until she was in the midst of the clouds.

"Where th' heck's he going?" she wondered as the cat continued to rocket straight up into the pre-dawn night sky. If he doesn't start to level out soon and head for his lair, he's going to stall when the air gets too thin, she thought, saving her breath for the chase.

Com'on wings! Com'on wings! … Com'on! … Faster! … Com'on! she kept up the mantra as she pumped them for all she was worth. Com'on! Com' … Com'on! … Faster! ... Keep … 'em … goin'! Com' … Com'on!

She ignored the painful stitch in her sides and wings that soon felt like an intense burning, she ignored the chill and thinness of the air; she only focused on keeping the cat in sight at all costs. But the cool air did eventually help numb the sharp cutting pain in her sides.

Despite pouring all her energy on increasing her own speed, he was still somehow pulling out ahead of her…only…she couldn't keep focused on why she was chasing him.

Then she couldn't keep focused on what she was chasing.

And then she couldn't keep focused on…

Where am I? a stray thought drifted through her brain. What am I doing?

Who am I? What do I want? she wondered still flapping her wings, but losing direction as she did so.

Wh-what are these? she thought, looking at her wings. They finally stopped flapping and she was at last able to get a good view of them. Cool! Where did they come from? she thought, grinning.

Wow—! Itt'n that pretty! she thought seeing all the rainbow colors in the air lit up by the brightness of something hiding behind the curve of the planet.

She floated.