Fainthoof glanced around the darkened room trying to get his bearings but there wasn’t much to see beyond the bed and he felt somepony shift a second before he heard the voice that it belonged to.

“Is my room more interesting than me?” Spitfire asked with a seductive tone from behind him and after Fainthoof rolled over, he saw that she was still wearing her Wonderbolt uniform.

“Spitfire… of course not.” Fainthoof swallowed. “I thought you-” He was cut off as Spitfire kissed him.

“I’ll make an exception tonight.” Spitfire stepped off the bed and slowly began to strip off the uniform, allowing and consequently teasing Fainthoof. Once she got it off, she kicked it clear across the room before climbing back onto the bed and turning away from him. “Take me, please.” She pleaded and watched him as she moved her tail to the side….

Fainthoof opened his eyes to see if Spitfire was really there, only to see that he was in his bed at the Shadowbolt mansion. With a groan, he laid one foreleg over his forehead partly covering his eyes. “It’s not fair.” He grumbled while trying to ignore the fact that he was hard. “And it was getting good too….”

Throwing the covers to the side, he got up and headed for the bathroom using his magic to turn the water on and get it to the right temperature before he stepped under the spray once it reached the temperature he wanted. Placing both fore-hooves on the wall, he used his magic to create a warm sheath around his dick that could vibrate slightly while he imagined himself bucking Spitfire. He didn’t last long thinking of her and the wave of pleasure he received caused his knees to buckle as he came and after he was spent, he dispelled the magic.
Drying himself off, Fainthoof headed for the library as he reflected on the previous night. Say what you would about the Shadowbolts being evil, they sure knew how to party. “Kind of feel sorry for White Rose.” He muttered to nopony as he saw Violet Dawn coming out of her room.
“Oh, hello.” Violet Dawn greeted timidly and shut the door behind her.

“Morning.” Fainthoof greeted back as he approached her. “You’re not hung over?”

Violet Dawn shook her head. “No. I can’t get drunk, no matter how much cider I drink.”

“Ouch, that has to suck.”

“Sometimes it’s a blessing, other times it’s a curse. How are you doing?”

Now that Fainthoof’s excitement died down, he realized that he was a bit hung over himself despite not drinking all that much, even if the pumpkin pie flavored cider was delicious. “Eh, head hurts a little but nothing I can’t handle. It’s just been a long time since I’ve drunk that much.” He looked past her for a moment. “I’m on my way to the library, want to come with?”

“Can I? That’s the first time anypony invited me to do something besides a mission.” Violet Dawn looked at the floor as the two continued on their way.

“Would you get drunk if you drunk all the cider in Equestria?”

Violet Dawn thought for a moment. “Chances are I’d die before I got drunk.” She giggled. “But, that would be an interesting challenge.”
“Damn. Makes me wonder how big the hangover would be.”

“Probably big enough to make me wish I was dead if I wasn’t already.” She fell silent as they entered the library and immediately started walking in a particular direction.

“Violet Dawn, where would I go to find research material about ancient objects and/or the past?” Fainthoof asked and Violet Dawn gave him a few locations he could check out before she disappeared around a bookshelf. As Fainthoof moved through the shelves of books, he kept his eye on the titles should one prove to sound interesting as he glanced down the aisles he passed. He wasn’t expecting to see White Rose pressed against a bookshelf with her eyes closed while Serenity Dreams was pressed against her and mouth on White Rose’s neck.
White Rose moaned as she massaged Serenity Dreams’ back but once she was aware of another presence, she struggled to open her eyes and let out a gasp which was followed by a blush.

The gasp confused Serenity Dreams enough to make her stop and pull back about to ask White Rose what brought the gasp on but followed her gaze to Fainthoof. At first she still looked puzzled that there was another pony in the library while a thin line of blood ran down her muzzle mirroring the blood from the two puncture wounds on White Rose’s neck, then she pulled her lips back in a snarl. “Why are you here?”

“I’m allowed access to the library, I just didn’t think anypony would be up at this time.” Fainthoof admitted before he was forced to duck and brace himself against Serenity Dreams to crash into him only to look up as she flew over his head and slip into the shadows. “Man… I have an outstanding track record don’t I?” he asked White Rose, who had slid down the bookshelf and sat on the floor.”

“Well, you did kind of interrupt a personal moment.” White Rose didn’t look at him as she explained in the relaxed voice what just happened.

“Really?”

“Oh yeah, many forms of pleasure exist.” White Rose chuckled. “Now I’m glad I didn’t let her go lower.”

“Didn’t need to picture that, thanks.” Fainthoof grumbled and he quickly focused on reading the titles lest something else should invade his mind and make his dick rise again. “Is there any brain bleach around here?” He asked, only partly joking as he started to move down the rows again.

“No, but what you’re looking for is three shelves down, turn left, and go about halfway and the books will be on your right.”

Fainthoof stopped and peered around the edge of the bookshelf. “How do you know what I’m looking for?”

“Oh please, it was only a matter of time before you came searching for answers. I’d show you, but I really don’t feel like moving.”

Fainthoof left White Rose to recover and followed her directions, though he couldn’t find anything that he was looking for, however, he did find a red leather bound book titled ‘Understanding Bat ponies.’ “Faust damn it.” He muttered before going back to find White Rose. “Nice Joke, where are the correct books?” He growled.

White Rose looked up. “What do you mean?”

Fainthoof levitated the book over and shoved it under White Rose’s nose. “This is what I mean.”

White Rose sighed. “Wrong section? Though you probably could look it over, it might help you out.”

“I don’t care, and yes, it’s the wrong book.” Fainthoof pointed to the pendant around his horn. “I’m looking into the history of the pendant.”

“Oh… in that case… very last row on the left against the wall.”

Fainthoof huffed and followed White Rose’s direction but this time he found a couple books he was looking for. After visiting the other locations, he had a nice stack and then headed over to a table surrounded by thick plush chairs and started reading When Violet Dawn joined him with a set of rectangular books that had pictures in them. “What are you reading?” He asked after several minutes.

“Manga.” Violet Dawn replied and closed the book so he could read the title.

“Manga?” Fainthoof asked, making the first ‘a’ long.

“No, no, no, don’t make the ‘a’ long. It’s pronounce manga.”

“Does it really matter?”

“Oh yes! It does.” Violet Dawn nodded vigorously. “There are a lot of ponies that would fight you over how it’s pronounced.”

“Oookkkaaayyyy. It’s manga then.” Fainthoof pronounced it correctly this time. “But it doesn’t tell me what it’s about though.”

“It’s a Neighponese graphic novel, but they get translated so we can read.” She continued talking about what she knew about the manga but soon stopped and looked at the table as she realized she was just rambling on. “Sorry, I didn’t mean to keep rambling like that.” She opened the book she had been reading and wouldn’t respond to Fainthoof.

Fainthoof tried to get Violet Dawn to respond but everything he did fell short of his goal so he eventually gave up. Skimming the book, he found some information but it was stuff he already knew. It wasn’t until he was three books in and thought of something in a particular way that made him pause and reread the sentence again. Why does my thought seem so familiar? He asked himself, not wanting to believe it was a sense of déjà vu but he was at a loss as to what else it could be.

“I’m going back to my room.” Fainthoof said as he folded the top edge of the book and closed it before carrying it with him from the library. Getting back to his room, he plopped down onto the bed as he stared up at the ceiling. It’s nothing. I must have thought of something similar before. He tried to reason with himself but he also realized that he never really had any reason to think about the pendant before.
“Fainthoof.” White Rose called out as she knocked on his door. “I’m going to be going back to the academy for the day.”

Fainthoof looked at the door in alarm. “Err, give me ten minutes… I want to take a shower really quick.” He quickly started the water as he got off his bed.

“Make it quick then.” White Rose sighed before she walked away muttering.

Looking around for any kind of paper, he muttered darkly when he couldn’t see a single scrap until his eyes fell on the book he brought back with him. Flipping the book open, he saw the last page was blank and after ripping it out he began searching for something to write with. After writing the note, he folded it in half and slipped it in between his feathers before giving his wings a few test flaps to make sure the note would remain in place. Shutting off the water, he shadow hopped to the ballroom.

“I thought you were taking a shower.” White Rose asked with a raised eyebrow when he came into view.

“I was about to, but I decided against it, after all, we’re just going to get sweaty right?”

“Yeah, let’s go master.” White Rose watched him from the corner of her eye before shadow hopping them to the academy.

Fainthoof groaned as he rolled over in his sleep and promptly crashed to the floor. Sitting up, he rubbed his head and noticed a folded piece of paper beside him. Unfolding it, his eyes widen as he recognized his hand writing and he read it a few time. Leaving his barrack, he had trouble deciding which way he should go first so he opened his wings and let them decide.

“I have been in contact with the Shadowbolts. They have a mansion somewhere in the mountains. White Rose knows more than she lets on.” Spitfire read before tossing the note onto her desk. “Can you confirm this?”

“No Captain, I don’t remember writing anything.” Fainthoof admitted. “I dreamt that I was falling, rolled off my bed and woke up to see that sitting beside me.”

“This is your hoof writing correct?”

“Yes Captain.”

“Have you spoken to White Rose about this?”

“No Captain.”

“Good. Keep it that way. If you really had contact with the Shadowbolts, then I want to know everything you can get your hoofs on, even if you need to write a reminder.” Spitfire sighed. “Are you any closer to finding out more about the pendant?”

“I don’t believe so. It’s possible but I don’t remember anything. How are you doing?”

“About as well as I can. Stress, having to deal with the pendant, a few rowdy cadets, one that apparently developed laser guided amnesia. So pretty much just like every day normal.”

“Oi!” Fainthoof exclaimed when he realized the last one was a dig at him but he saw her give him a small smile.

“Dismissed.”

“Yes Captain.” Fainthoof turned and left, nearly bumping into Soarin on the way out.

When the training was done for the day, Fainthoof quickly wrote a note as per Spitfire’s order on the same piece he had used and took a few minutes to make sure it was well hidden before he decided to fly around a little.

“FAINT!” A voice yelled excitedly seconds before a pegasus tackled him, sending both of them rolling on the ground.

“Star, warn me next time.” Fainthoof said as he pushed the yellow mare with a chocolate brown mane and tail off him. “More warning than that.” He added, knowing she would protest and say she did warn him. He waved at White Rose as well, trying to keep his expression neutral.
“But we missed you. Seriously, where do you go all the time?”

“I can’t tell you.”

Star frowned for a brief moment. “Well, White Rose and I are meeting the rest of our wingmates at the mess hall, want to come with?”

“Sure.” Fainthoof agreed and walked with Star.

White Rose was about to follow but she noticed a piece of paper on the ground and picked it up. Her eyes narrowed as she read it, but she smirked after a second. “Fine. This could work in our favor.” She muttered to herself before putting on a warm smile and trotting to catch up with Star and Fainthoof. “Fainthoof, you dropped a note.” She held it out calmly pretending that she didn’t read it. “Soooo…is it a love note?”
Fainthoof panicked internally when he realized who had picked up the note but quickly snatched it. “It’s nothing.”

“How is a love note “nothing”?” Star asked.

“Because it’s not a love note.”

“Sure, sure. We know it’s really for Spitfire.” Star nudged him with a sly wink. “It’s okay, you can trust us with it.”

“And really, I think most of us already know you like her.” White Rose added before she and Star teased him the rest of the way to the mess hall.

Walking into the library at the mansion, Fainthoof saw Violet Dawn putting a few books away. “Don’t tell me you’re the librarian as well.” He teased.

“Is that a problem?” Violet Dawn asked sadly as she walked over to another bookshelf, making sure to keep the books balanced on her back.
“No, just surprised that’s all.”

“I’m the one that reads a lot so this is my area to clean.”

“But I thought White Rose was the maid here?”

“She is, but this place is too big for one pony to keep it clean every day.” She paused to put a book back before moving on.

Fainthoof walked with her until he caught a glimpse of a title. “Can I see the book second from the bottom?” Once he had permission, he levitated the book out and flipped through the pages. He soon came to a page that had the corner folded over before a sudden flashback of him folding the page over made him realized he read the book already. “Where did you find this?”

“It was just lying on the table since yesterday evening.” Violet Dawn said as she folded the corner back and sadly stroked the crease before turning away and putting two books back into their proper places.

Fainthoof frowned before flipping back to the very last page, noticing that it had been ripped out. No, I read this before… why don’t I remember?

A loud gasp broke Fainthoof from his thoughts and he looked over at Violet Dawn shaking in shock as she stared at the book. “How… how could anypony do that to a poor book?” She asked and while Fainthoof tried to calm her down, it soon was too much for her and she fainted while the other books crashed down onto her.

“Really?” Fainthoof asked nopony in particular before putting the books into a neat stack while closing the one he read. Once he moved the books to the table, he picked up Violet Dawn and carried her back to the room in case of any horny pony was lurking about. Upon entering her room, Fainthoof thought he entered another library at first since nearly all the wall space was filled with books, except for a section that held a family tree. After laying Violet Dawn on the bed, he walked over to the realistic looking tree limbs with each name being a leaf and silently read off the names until one branch ended at a mare with a name that he knew all too well.

“Sensei….” Fainthoof muttered as his eyes found Jade Dancer’s name. Sure it could have been another mare with the same name, but Fainthoof seriously doubted that. “I’m sorry I couldn’t save you.” He said after placing a hoof on that leaf, then he silently walked out.

“I chose the library because nopony ever goes there.” Serenity Dreams complained to Frost Aura as they flew through an obstacle course. “Then he just comes by and stares at us. Honestly, he was worse than Miles High.”

“Maybe he’s into that sort of thing.” Frost Aura grinned as he looped around a target only to destroy it from the other side. “Either that or he’s a bit of a voyeur.”

“Gaahh!” Serenity Dreams cringed at that causing her to miss the target she had been aiming for. “He better not be.”

Frost Aura chuckled. “Did you leave a sign on the door?”

“No.”

“Then how could he have known you two were in there?” Frost Aura’s amusement only continued to grow while Serenity Dreams continued to get more frustrated.

“Who cares how, it was embarrassing! Violet I would have been fine with-”

“What do you want me to do about it?”

“Something! Or at least let me kick his flank.”

“No.”

“Why not!?” Serenity Dreams nearly screamed. “First he says her name, then he walks in on me preening myself yesterday, and now this!”

“All I can do is make sure anything you don’t want him to see you doing, keep it in your room. You missed three by the way.” He added at the end as they landed on some clouds having finished the course.

“But he’ll- wait what, I missed three?” The sudden change in conversation caused Serenity Dreams to blink and Frost Aura pointed to the targets she missed. “Oh buck you!” She then dove off the cloud before shadow hopping out of sight.

Serenity Dreams emerged from the shadows of the hallway long enough to tackle Fainthoof and then shadow hopped both of them outside using the shadow of a cloud to emerge in the air before releasing Fainthoof.

Fainthoof fell several feet before he managed to regain control and glared at Serenity Dreams once he made it back up to her eye level. “What the hay was that for?”

“You’ve done too many perverted things to me. So I’m going to kill you and I won’t have to worry about you ever again.” Serenity Dreams growled before flying towards him. Fainthoof dodged and went to slash at her with his tail, only for it to brush against her.

With a growl of his own, Fainthoof used the pendant’s shadow power to shatter Celestia’s magic surrounding him revealing his true form, including the dragon wings and scimitar tipped tail, to Serenity Dreams.

“Impressive.” Serenity Dreams commented with a grin before she changed into her bat pony form as well. “About time you showed it to me.”
Fainthoof felt the shadows surround him as well as the desire to use them to their fullest extent, much like when he had actually turned Shadowbolt. “Prepare to die.” He growled and then flew fast enough to tackle Serenity Dreams before she could react. For most of the fight, Fainthoof held the upper hoof with Serenity Dreams managing to get a few good attacks but most of hers didn’t do much except to annoy him.

Panting heavily, Serenity Dreams flew towards Fainthoof but feinted on the direction she was going to fly towards before she grabbed his neck and swung herself onto his back. Using her wings to pin his to his side, she locked her hooves around him and quickly sunk her fangs into his neck while letting them both descend into a free fall.

Fainthoof gasped as he felt Serenity Dream’s fangs pierce his neck as they started to fall while he also tried to flap his wings with no luck. Looking up towards the ground, he saw that it was getting closer with each passing second and knew there wasn’t a lot of time left but with he also felt a warm fuzzy feeling that made his head swim and difficult to concentrate. Taking a risk, he slashed Serenity Dream’s back with his tail and felt her fangs jerk away from his neck.

From the moment the alicorn’s blood touched her lips, Serenity Dreams knew she found the best tasting blood ever. The magic from all three races made for an exceptionally sweet taste that she was going to find addicting far too quickly and for the first time in her life, she didn’t care if her signature attack would kill her as long as she could die with that taste on her lips. She felt something slice into her back not too far from where her wing met her back and she pulled her head back as she screamed in pain. She felt the scimitar blade pull out and figured he was going to strike again so she shadow hopped away off him.

Fainthoof spread his wings to regain control and stop his descent before he dove into the shadows of a cloud to find Serenity Dreams in case she attempted to escape and pulled her from the shadows. Dragging her down through the sky, he waited until they were a tree length away from the ground before he spun the two of them around a couple of times and then released her so she plummeted faster towards the ground.

Serenity Dreams groaned as she laid in the two foot crater she made with the impact on the ground, the impact having knocked the wind from her. She tried to move but every part of her was sore and when she tried to flap her wings, a sharp pain flared through her body causing her to cry out as she watched Fainthoof ascending. I’m really going to die. Why didn’t I wait until night time? She thought as she could only stare up hopelessly as Fainthoof made an arc in the sky and rocket towards her.

Mile High intercepted Fainthoof’s attack, making sure to grab a hold of him while he continued to fly them away from the broken bat pony for several hundred feet before diving the two of them into an ice cold lake.

Fainthoof surfaced with a gasp and he looked around trying to figure out where he was. “What happened?” He saw some bubbles on the surface when Mile High broke though half a second later and he looked at Fainthoof with a smile.

“That was close. Another second and we’d been down a member.” Mile High said as he casually swam to the chore before laying on his back and spreading his wings to their full extend to let them dry.

“What happened?” Fainthoof repeated with a pant as he laid beside Mile High, suddenly finding himself too exhausted to move much further and was thankful that the stallion wasn’t coming onto him. He remembered breaking Celestia’s spell and the rush of the long since buried shadow powers but the next thing he knew he was in the lake.

“I woke you up.” Frost Aura said as he calmly landed above Fainthoof’s head. “I figured you still had your darker part buried away from back when you were a Shadowbolt, so I made a few… arrangements. Though I must say, you exceeded my expectations.” Frost Aura grinned. “See the two of you back at the mansion.” He told them before flying away.

“Don’t even think about it.” Fainthoof said coldly as he noticed Mile High starting to inch closer while he tried to figure out what Frost Aura meant.

Neon Echo waited until Mile High and Fainthoof were almost out of sight before she landed close to Serenity Dream and galloped to her side with a first aid kit. “How are you?” She asked after dropping the kit onto the ground.

“Like shit.” Serenity Dream breathed and shivered from the sweat that had formed during the fight that was starting to cool her body off as her blood continued to pool around her. “I want to see the moonlight again.” She looked up through blurry vision at the blue sky and scowled. “Guess that’s not happening.”

“Not if I can help it.” Shadow said as she appeared from Neon Echo’s shadow, causing the other to shiver. “You girls saved my life, it’s only fair I return the favor. What do I have to do?”

“She needs blood and we have to stop the bleeding.” Neon Echo said as she and Shadow moved closer to Serenity Dreams.

“Alright, she can have mine.”

Neon Echo put a hoof onto Shadow’s shoulder. “Shadow, you should know that at this point she might not be able to stop taking your blood.”
Shadow looked down at Serenity Dreams, sure they had their difference but she couldn’t deny that she owed her life to the mare on the ground. “I trust you to stop her if that’s the case.” Shadow smiled and laid on top of Serenity Dreams, then rolled them over so she was under the bat pony. “Bite me.” She whispered and moved her head to the side while guiding Serenity Dream’s head towards her exposed neck. She felt Serenity Dreams quickly bite her and a small moan escaped from Shadow.

Neon Echo did her best to clean the stab wound, then sat down to watch the two trying to block out the small moans coming from Shadow.

Author's Notes:

Disclaimer: I don't own My Little Pony, Hasbro does.
However, I'm pleased to say I do own Blue Jay, Paige, Harmonious Flash, Kitsune/Feral Lupus, Lyla Firecracker, Minako, and Shadow.

Also, the Shadowbolts named here are mine as well.
Fainthoof is used with permission from Damien, a good friend of mine.

As always, constructive criticism is welcome. It'll help me to improve my writing and seeing what people liked.