Author's Notes:

To create a more coherent timeline and general order of events, we will not be presenting every episode in the order in which it was aired. It makes no sense for halloween to follow winter, no matter what airdates may say to the contrary

Apple Bloom backed away from the open brown door that currently looked in on Scootaloo riding a giant mixer in a canyon filled with whipped cream. “Scootaloo and Sweetie Belle are having nightmares about their cutie marks too?”

“It’s been a busy night for us all, but I think it’s time to bring it to a close.” Luna smiled down at the filly before lighting her horn up and causing two other doors to appear, one of which was clearly the entrance to the CMC tree-clubhouse. The other door was flat and plain, with a chain and padlock made of purple energy. “Hmmm, seems I might need to step in and help Alex after I’m done with you girls. My assistant must be in over her horn if she’s still not done yet.”

“Huh? Whaddya mean by that, Princess?”

“Nevermind, Apple Bloom. Let’s get you and your friends together here so you can tell them what you figured out.” Luna ushered her young subject towards the clubhouse door with a gentle nudge of her hoof.

“But, what about Alex? Can’t we help with his nightmares?” Apple Bloom asked, glancing at the other door.

“That would be unwise. Alex’s nightmares are troubling even for me, and his last few have been related to medical concerns that we ponies simply do not need to deal with and he considers to be of utmost privacy.”

Apple Bloom’s mouth shaped into an ‘o’. “Is that ‘cause he’s really a colt?”

“That’s a part of it, and the fact that his body isn’t is another part. I can’t say any more without feeling like I’m betraying an unspoken trust, so you’ll have to simply ask him for yourself sometime. Maybe try becoming his friend more than you have so far?”

“An’ give Diamond Tiara a chance to make fun of five ponies at once?”

“Why not see it as a chance for five ponies to stand up to a bully together instead?”

“Say...that does sound better…” Apple Bloom and Luna both walked through the door to the clubhouse, and neither of them were present as the chains and lock on the door to Alex’s mind faded from purple to black.

“Your mom’s bedridden, again. That makes you the woman of the house, so go make something for us to eat you little shit.” His father didn’t even wait two minutes after Alex got home to start being abusive while he lounged on the couch watching some random news program. “Why not put on something nice too? You look like a damn boy in those clothes.”

“I’ll wear whatever I like,” Alex replied, adjusting his backpack. Not waiting for a response, he made his way upstairs. Pausing at the first door in the hall, he peeked his head in. “I’m home, Mom.”

She raised her head slowly and groaned. “Oh, hey Alex. I’m so sorry, it’s been another day from hell for me. How was school today? Learn anything fun, dear?” His mother’s hair had a slick, oily look to it and the pillow under her head was visibly soaked with sweat.

Stepping into the room, Alex knelt by the side of her bed. “Just some biology stuff, few physics laws.” Easing her back down, he grabbed her water bottle and stepped into the bathroom to refill it. “Do you need anything?”

“Some chicken ramen would be nice. I don’t really think I could keep anything else down, and I think your father might...nevermind, I’m just being paranoid, honey.” She smiled and did her best to lift herself up off the bed and hold out her arm for a hug.

Placing her water bottle back onto the nightstand, Alex slid in for a loose hug. “Chicken ramen it is. You just relax, okay?”

“Alright. You be careful with your father, okay? I know he’s been drinking today, and I can barely move right now. I’ve got the portable phone here in case I hear anything.” She lowered herself back down onto the bed and sighed. “I worry about you and him. He’s been getting strange ever since we had you.”

“I’ll be fine, I promise,” Alex assured, tucking her back in. “Just lay back and relax. I’ll bring your ramen up in a few minutes.” He kissed her head, then dropped his bag off in his room before going down into the kitchen.

His father had either gotten up at some point to grab a liquor bottle, or it had been hidden from view when Alex first walked in, because he was taking a long drink straight from it as Alex came back downstairs. “Hey, you were up there that long and couldn’t even put on that dress your mother bought you? You some kinda dyke, girl?”

“Getting mom something to eat is more important than putting a dress on.” Walking past him, Alex turned on the stove. “If it’s that important to you, you put it on.”

A set of heavy footfalls was followed by a harsh grip on his shoulder and being shoved against the counter. “You just talk back to me? I need to remind you the difference between men and girls, why girls need to respect their fathers?” Alex could smell the whiskey on his father’s breath now, and a chill ran down his spine as he was pinned in place. “Or was that your idea of begging for a real lesson on being a girl?”

Alex shivered, a dagger of fear wedging into his heart. “I have to make her something to eat.” Reaching back he grasped whatever he could reach.

“She can wait. You gave her eggs earlier, and I haven’t heard you say yes or no yet.” He leered down at Alex, and reached up to clumsily, drunkenly grope Alex’s breast for a moment. “You’re gonna be a big girl soon, aren’t you? Your mom keeps getting sick like this and I might just see how big a girl you are.”

“Excuse me, sir, do you have any grey poupon?” An oddly-familiar voice spoke up suddenly from behind Alex’s father before an eagle talon holding a jar of the mustard suddenly burst through the man’s shirt. “Nevermind, looks like I found some.” The clutching hand pulled back, and the man let out a choked, wet sound as the hand and jar seemed stuck on one side with someone else on the other. “Hmmmm, I seem to be stuck. Would you unhand my son’s breast before I decide to rip your lungs out through your testicles so I can get my hand back?”

“D-Discord?” Alex stuttured, too terrified to move. His mind reeled, full of disgust, revolution, and confusion. The beginnings of a headache throbbed through his brain as he stared at the impossibility that was Discord.

“Sorry for disrupting what I’m sure was an absolutely wonderful family reunion, Alex,” Discord dropped the mustard jar and pulled his hand back before snapping and forcing the dream construct of Alex’s father into a set of stocks with a ball-gag. “But this was something even I could feel was causing you pain. I can see why you stick with the term ‘Mom’s boyfriend’ when referring to me without using my name. I’m not sure I want to be compared to someone that you could imagine acting like this.”

Moving without thought, Alex latched onto Discord. Burying his head into Discord’s chest, his shoulders sagged as he started to sob. His legs wobbled like jell-o and he was barely aware of Discord’s paw on his back to hold him up.

Discord sighed and gently hefted Alex up while starting to walk around the house, ignoring the muffled cries of the struggling figment of imagination in the corner. “So, this is where you lived at one point? How boring and angular.” With another quick snap, a few sweet notes started humming in Fluttershy’s voice for Alex.

Almost like a lullaby to a baby, the soothing notes seemed to ease Alex’s mind. “It was home...” Alex muttered, wrapping his arms around Discord’s neck.

Discord continued walking around, one hand gently stroking through Alex’s hair and almost seeming to massage his scalp at the same time. “Memories are hard to let go of, Alex, I understand that much better than most. I do think it might be time to let go of some of them, though...and maybe see about preserving the ones you actually want to keep around?”

“No.” Alex shook his head vigorously. “They’re mine. All of them.” It didn’t matter how much those memories hurt. Losing just one of them would be to lose part of himself. And he had very little of himself left, in his eyes.

“Alex, even I know it’s bad to hold on to this much pain.” Discord’s voice shifted slightly for a moment as they walked into his mother’s bedroom. “As much as I agree with you not wanting to forget what made you who you are; wouldn’t it be nice to remember your mother before her body started falling apart?” Another stroke through Alex’s hair left a strand of inky blackness hanging in front of his eyes before it shifted aside.

Alex stared at the form of his mother, feeling tears running down his face. “I was too young, all those memories are gone. Poof. It’d be nothing but a dream.”

“But we’re in a dream right now, kiddo. Let’s just do a little basic maintenance here for example. First we dry off all her sweat, then we get her hair neatly brushed.” The bedridden figure changed subtly as Discord mentioned the changes, returning a little vigor to the sickly woman. “Hmmm, not sure just how much weight she’s lost, but look how much better she seems already just from effectively making her able to shower.”

“Y-yeah... she does look better,” Alex agreed, absentmindedly scratching at his head as the strand of darkness wriggled into his body.

“So, was this a genetic disease? I mean, if it was you certainly won the lottery by being altered. That’s one rather bright spot in this whole mess I’d say.” Another stroke through Alex’s hair, another dark strand peeled away from Discord’s hand to weave into the lengthening mass as his short hair seemed to slowly grow to match his mother’s style. “I’m pretty sure I could make a picture for you, tug on a few memories too old for you to see clearly and allow you to have a picture of her by your bed…you wouldn’t have to worry about eventually forgetting everything other than that she was sick.”

Alex choked back his emotions, looking up at Discord face with watery eyes. “Y-you can do that? I-I don’t want to forget.”

“Alex, my powers may be based on chaos, but I can do just about anything I want. When I was finally able to stretch for the first time in centuries I made the sun and moon dance in the sky. I’m pretty sure I can do something as simple as making an image from the ghost of a memory.” Discord looked down with a smile and winked, closing one brilliant blue, catlike eye.

Tightening his grip on Discord, Alex nuzzled into his chest fur again. The muffled repetition of ‘thank you’ could be heard.

“All you have to do is open up and let me in, dear boy.” Discord’s voice gained an odd feminine echo for a moment. “I’ve always been an attentive parent when I’m not encased in stone.”

After a moment, Alex gave a nod and the soft reply of “Okay.”

“Thank you, so much.” ‘Discord’ melted away into a nebulous purple cloud as the last tendril of blackness left him with one more stroke, this one actually wriggling into Alex’s ear rather than rooting itself in with his hair. A dull thudding sound began a few moments later as the cloud formed a vaguely filly-like shape and began shaking its head.

“Tantabus?” Alex questioned, his mind chugging like it was stuck in molasses. “What?”

The cloudy filly jumped and tried to tackle Alex, her head angling for the ear the dark tendril was vanishing into as the pounding began to increase in intensity. “No, no no. Not supposed to leave me. Out of him.” The ghostly filly’s voice was weak, barely louder than Fluttershy at her calmest.

“What are you talking about?” Alex leaned on the bed, a hand on his head. His head felt like it was being split open. Some detached part of himself brought up the image of Athena bursting out of Zeus’s head. He stamped it down, the pain taking most of his focus.

The pounding grew louder until the bedroom door finally flew off its hinges and Luna walked in to find Tantabus weakly nuzzling Alex’s head as he clutched it. Her eyes opened wide as she noted Alex’s slightly longer, wispier hair and she strode forward carefully. “Alex...are you alright?”

“My head...” he whimpered, dropping into a kneeling position. The pain drilled deep down, a feeling of a something wriggling through his body spreading over him.

“I couldn’t stop her, momma. I tried to keep her down but his nightmare was so strong.” Tantabus bit at Alex’s hair and tried to pull on the darker, longer strands. “She got out, and she asked him to let her in, he said yes. We were pretending to be Discord to comfort him…”

Tantabus’ voice was still quite faint to Alex, but Luna seemed to be able to hear her clearly enough as she quickly lifted Alex off the floor. “Alex...what hurts the most right now?”

“Her last shard slipped in through his ear, the rest dug into his mane. I can smell her all over him, momma.”

“Who... did what?” Alex questioned, barely having the energy to look up at them.

“Nightmare Moon.” The two answered in unison, and Luna sighed softly as the magic field holding Alex up began to constrict and slide through his skin. The feeling was weird, like reaching through oil to get to water except the oil was moving through his body instead of coating his skin. “Just tell me if it starts to hurt. I’m going to try and remove her.”

He’s mine. We bargained. Mine! The voice echoed inside of Alex’s head, and his clothes altered themselves into some kind of frilly black nightgown with a crescent moon over his heart.

As Luna’s magic worked into his body, a horrendous tugging began to pull at his mind. “S-stop!!” he shouted, gripping his head tighter. As Luna tugged, the body of Alex’s mother began to flicker and distort, and the phantom woman began to utter the most pained shriek imaginable.

“Well fuck me like a two-bit brothel whore.” Luna released the tightening magic, but didn’t drop Alex. “Nightmare, that’s beneath even you… Let go of that memory and get out of the colt.”

Mine.

‘You’re lifeless shards of a memory, and you hold another memory hostage. All you’ll do is make this poor colt more vulnerable to dark dreams than he already was. What do you hope to get out of all this?”

Body. Little filly will want children eventually.

“I’m sorry momma...I gave her the idea. I was envious of the ponies we help being able to stop dreaming.”

“You’d prefer being stuck in a colt’s mind with the vague hope that he will eventually decide that he wants to bear a child? Get out of there, now, or I’ll find out how to dig you out of that memory and I’ll dissolve you utterly.”

‘Maybe I should make him forget her looking even this good? Leave him with her skin yellow and papery?’ Alex felt a sickening tug and the figure on the bed shifted, becoming jaundiced and seemingly aging decades in mere seconds. His mind felt stretched taut, like a rubber band, and mirrors appeared around him to reflect the distorted image of his mother for him to see.

“Stop!” Alex begged, covering his face. “Stop! Please!!” he begged, unable to hold back his sobs. “Please...” The image shifted back, as did the tension in his mind, and then shifted back a little further as old memories were dredged up, and she regained a little more vitality for a moment.

“Alex, wake up. She’ll have no power while you’re awake.” Luna’s horn glowed again, and a moment later there was a sensation like his entire body had been doused in cold water as the sleep-disruption spell hit him.

A shrill scream tore out of Alex’s throat as he bolted upright. His breath came in jagged gasps, hair plastered to his face. Once again, his bed had been soaked with sweat.

A soft pop heralded Discord appearing above Alex and drifting down slowly with his eyes closed. “Alright, alright, you’re awake now. Do you need a hug or would you prefer I get your mother this time? She had a late night with some fruit bats the Apples wanted to use, so…”

“Dream horse!” Grabbing Discord’s head, Alex pressed his face against Discord’s. “Dream horse in my head!”

Discord blinked slowly, his yellow and red eyes swirling for just a moment as he settled down next to Alex and wrapped an arm around his shoulders. “Well, yes, that’s Luna’s duty. She guards ponies and others from having dreams that are too bad and could potentially cause significant psychological injury.” His other hand came in and he gently booped Alex’s nose with his lion’s paw. “You’ve been keeping her busy lately.”

“No! In my head!” Alex insisted, shaking his head. “Nightmare. Tricked me...” he shook, finding his eyes wet again. “Thought she was you...”

“She used me to get to you? I didn’t know you trusted me that much yet, Alex.” Discord tightened his grip and shook his head slowly while bringing his lion paw up to the top of Alex’s head. “So, what did she try promising you using me?”

“Make a picture of my mom, when she wasn’t sick,” Alex spoke softly, leaning on Discord. “So I wouldn’t forget.”

“Well, I can’t see how hard that would be. May I try? It will at least help me see how badly your memory’s gone and gotten screwed up by her.”

It took a few moments before Alex spoke again. “O-okay...”

A strange sensation flooded Alex’s mind for a few seconds as the draconequus hummed in thought. A few flat images floated out into the room, memories of photographs he’d seen of his mother over the years. “Should be easy to cobble something together out of these, I think...ouch. No, nope. I’m not touching your actual memory. You don’t need to see that right now…” A cursor appeared and created a box around the photos seemingly floating in the room, and a second set appeared before the originals zoomed back into Alex’s head as Discord removed his hand.

“W-what did she do?” Alex asked, grabbing Discord’s goatee. “What did she do!?” he demanded, rage bubbling over all his other emotions. “You tell me right now!”

“Don’t think about your mother.” Discord hummed softly as he worked, collecting the images he’d copied together and seeming to be sorting through them for the best image of the woman’s face. “Just don’t think of her for a minute, then tell me what you saw. I know reverse psychology is a little underhanded, but so is everything that’s happening to you lately.”

Alex tried thinking of his mother, and for a moment he could recall her at her least-sick stage he could remember, but her hair was darker than it had ever appeared before, being outright black instead of the lighter brunette she’d always had, and her eyes appeared blue with catlike slits instead of hazel. A whimper escaped his lips. “S-she changed the memory...”

“And in a few days you won’t even remember that that looks wrong without a little of my help. It wouldn’t surprise me if she started doing more than that to get you under her power.” A few more photos appeared in front of Alex, and a wave of Discord’s hand wiped away a few wispy black smears. “There we go, a few pictures of her holding you as a baby. I think those will go together with the others I found just fine.”

“C-can you stop her?” Alex asked, his eyes locking on the photos. “Please, don’t let her poke around in my head.”

“There’s nothing I can do at the moment to contain her in your head, Alex. If I tried locking her away entirely you wouldn’t even be able to think of your human mother at all anymore. You’d only remember your father. Memories are tricky things when dealing with things you want to remember and taking out things you don’t without damaging them. If she were just trying to replace your mother that’d be simple.”

“S-so there's nothing you can do?” Fear gripped Alex, digging its nails into his spine. “She can just mess with my memories, make me forget or remember whatever she wants me to remember?”

“Not quite. I’ve managed to put in a couple safeguards to keep her from outright rewriting your mind. She won’t be able to make you forget you were born as a male, or grew up as a male on Earth, or that you’re human and not a misshapen pony. Try to remember that nothing in your dreams is real, because she’ll probably try to undermine you via persuasion. I’ll try to get together with Luna later so we can work on a more comprehensive set of mental safeguards for you.”

Alex nodded again, hugging onto Discord as tightly as his arms allowed. “You’re a good dad...” he muttered into Discord’s neck, taking comfort in the draconequus’ presence.

“Hey, none of that mushy stuff. I can practically feel ovaries forming from how much estrogen I’m surrounded by lately.” A glossy photo slipped between Alex’s head and Discord’s neck as the chaos entity joked around and fiddled with the other images. “I’m leaving that one out of the collected idea I had. It seems a little too personal to have it on display for anyone in the room to see, but it’s an important one.”

Pulling back from Discord, Alex gingerly lifted up the photo and took in the image. The picture showed his mother in an open hospital gown, smiling down at the baby she was breastfeeding for the first time. She looked slightly worn out, but was easily more healthy than he could currently recall ever seeing her.

“I made them indestructible,” Discord explained, dabbing at Alex’s eyes with a tissue. “Nothing anyone does will ever take your memories of these away from you.” Leaning down, he nuzzled the top of Alex’s head. “Now dry those tears, alright? I was able to get to these before she did.”

Clutching the photo close to his chest, Alex sniffled quietly. He spoke softly, almost as if he wasn’t talking at all. “Why couldn’t it have been you, instead? Why’d it have to be him?”

“Because then you’d be as crazy as Screwball. I do almost wish she’d had a normal pony for a mother, and I’m looking for a way to prevent that kind of insanity with Fluttershy.” Discord was quite frank in his response even as the other copied photographs were collected into a small book with a crystal on the front. “One photo album with life-size illusion display crystal sound good?”

“Okay.” Alex nodded, wiping at his face. “That sounds great.”

“Good, good, now let’s get you all dried off and everything cleaned, and you can see about getting another hour of sleep or so.” Discord didn’t wait, and snapped his fingers to get rid of the excess moisture in Alex’s clothes, pillow, and sheets in an instant. “If you want, I can make a few edits to the album later to include some memories you want to preserve from your new family, alright?”

“Okay.” Getting back into a comfortable position, Alex took a deep calming breath. “Thanks, Discord. I mean that.”

Hovering over Alex’s bed, Discord tucked the young man in; purposefully doing it physically. “There’s nothing to thank me for, Alex. It’s what family does.” Leaning down, he planted a kiss on Alex’s forehead. “It’s hard I know. It’s hard to talk about these things with ponies. I’m here to listen, if you decide to confide in me. I won’t judge you, Pinkie Promise. Now get some restful sleep.”

Floating over to Alex’s door, Discord paused for a moment and spoke again. “I wish I could have been there for you, Alex. But we’re a family now, and we’ll always be family.”

Alex felt himself drifting back to sleep quite quickly, and he clutched that one special photo of his mother close to his chest as if trying to embed it into his heart.

“Dress up as each other? It’d be a family costume, not scary at all, but family.” Screwball suggested while sketching a picture of Discord with her colors, Alex wearing a Discord costume, and her wearing a coat like Alex has.

“I think we can do something that’s scary and family,” Alex insisted, watching her draw. “I know a few things we could try.”

“I know I have the figure for it, Alex, but I am not dressing up as Morticia Addams.” Discord insisted quickly, and smiled as an expensive smoking jacket and a moustache appeared on him. “I could try Gomez, though.”

“We don’t have enough people for that,” Alex dismissed, waving him off. “No, it’s gotta be something we can do with just three people.”

“Oh, oh, we could go as the three evil fish sisters Starswirl banished long ago. Family and scary.”

“Hey, one of those ‘evil fish’ is a friend of mine.”

“Wait, they came back?”

“Screwball, you’ve met Sonata, remember? She came in to get a drink and talk to Fluttershy after teaching Alex how to fully control the water magic she gave him last week.” Discord reminded her, and she looked confused for a few seconds.

“Oh, so that’s why she smelled fishy. I thought she was just a beach pony.”

“That’s it!” Alex snapped his fingers, grinning like a shark. “Bioshock! It’s perfect! Discord can be Subject Delta, Screwball can be a Big Sister and I can be... Eleanor, I guess.”

“We could make you Andrew Ryan if you wanted to have a male costume, Alex. Maybe post-clubbing to retain the scariness?” Discord chimed in quickly.

Screwball stared at Alex for a minute, almost appearing to be looking into his mind as her sketching pencil moved quickly. “Big daddy...big sister...little sister...mother is missing a costume, and daddy won’t like changing shape….wait, no, mother is the big daddy...bulky. Big sister is lanky, hard to walk with big needle weapon.”

“I mean, it’s only a few hours, right? I can do a dress for that long,” Alex dismissed. “Plus, I think that’s creepier than a dude with a golf club sticking out of his head.” Sipping at his drink, Alex found himself trying to decide what dress to wear. “Yeesh, dive headfirst into the estrogen river indeed.”

“We’re going to need a little extra chaos magic to get things looking just right, like glowing eyes and the creepy reverb voice. I think we can even get some strawberry jam into one of those weird syringe bottle things for you, Alex.”

“Old metal helmets easy to find. Can send sketch to Rarity with measurements based on Alex? Make perfect dress costume.”

“That’s most likely for the best,” Discord agreed. “I can work some glamour spells into the fabric. That poor mare would lose her mind if we made her intentionally ruin a dress.”

“The. Worst. Possible. Thing,” Fluttershy stated dramatically as she brought over a plate of oatmeal cookies. She giggled softly. “It’s nice to see you three working together on something you all want to enjoy... oh my, Screwball, you’re good at that. Where’d you get the idea for how those things should look?” She’d stopped on her way back to the kitchen to look at the sketch Screwball was making, and the other mare simply shrugged in response.

“Why wouldn’t I enjoy a night out with my girls?” Discord questioned, putting his arms around Alex and Screwball. “Always room for one more, Fluttershy. You can make me carry all the candy while you three giggle about who has the best costume.”

“Oh, oh no I’m not...I don’t go out on Nightmare Night.” Fluttershy quickly stepped back and fluffed her wings a bit before turning to head back to the kitchen. “I-I don’t like being scared.”

“It’s okay daddy, no spooky for you!” Screwball assures, putting a ‘no spookies, no candy’ sign up on above the front door. “There! No spoops now!”

Discord snickered and slowly tugged the sketches away from Screwball after she’d stopped drawing for a full minute, then handed them over to Alex. It was as if she’d pulled the concept art for the characters directly out of Alex’s mind and flawlessly put them down on paper. “I think I could manage to get this done with just the right ideas behind them. Illusions only so there’s no risk of changing your body by accident, Alex. Leave the shapeshifting to the entities without a truly constant shape to begin with.”

Alex gave a thumbs up, helping himself to some cookies. “I’ve had enough shapeshifting in my life, thank you very much.”

Screwball lifted a hoof and pushed forward, causing Alex to feel the gentlest of pressure in a few spots. “Shape’s not done shifting yet. Little brother’s still growing.”

Discord pushed Screwball’s hoof down, then poked her between the eyes. “Screwy, no touching without permission includes phantom touching. If Alex can feel it and didn’t say it was okay, you don’t do it unless it’s a hug because he needs one.” Discord took a moment to scribble names over the costume designs, followed by a list of extremely detailed measurements for how big each of them should be made based on how tall Alex was right now. The paper was then folded up and tucked into an envelope with Rarity’s name on it and sent away with a snap. “That should reach her just in time for her to flip out about how we gave her no time to get them perfect.”

“You know, that was only really for when I was still freaking out,” Alex said, giggling a little at the thought of a panicking Rarity. “I don’t mind it so much now.”

“I daresay my boy, there are a few places she might forget aren’t good to touch in general.”

“I know not to touch family sex-stuff, mom.” Screwball stuck her tongue out defiantly before giggling. “But, yeah, sorry for unneeded touching. I forget you’re not quite as cuddly sometimes.”

“Don’t worry so much,” Alex commented before pouncing on her. Getting a nice grip on Screwball, he used a hand to tickle her belly. “Just means I can get payback!”

She unleashed a shrieking giggle as the tickling began, and she was careful not to flail her hooves too much as she started twisting and trying to move away. “Ack. Alex, that’s daddy’s ticklespot.”

Discord chuckled and sat down on Fluttershy’s couch with a bucket of popcorn, watching the two have a bit of immature fun.

Standing in just his underwear, Alex gazed at his reflection in his mirror. In his hands he held up the costume Rarity had prepared for him. It wasn’t anything to look at, just a plain white gown with Rarity’s cutie mark sewn into the breast. A pair of shoes that looked more like thin slippers had come along with it.

“Alright, you’ve already worn a dress for a day. This is just a few hours, you can do this.” Taking a bracing breath, he began to worm his way into the dress. It slid on easily, and Alex couldn’t help but marvel at how nice the material felt against his skin. He took a few more minutes to make sure everything felt like it was straight and fit properly before pausing as he slipped on the shoes. A sensation of warmth had surrounded him and startled him. “Huh, she even thought about the weather and that it’d be colder for me. I’ll have to thank her for that little spell.”

A soft knock came from his bedroom door, sounding like wood on wood before Screwball’s muffled voice came through the door. “Aaaaalex, it’s night time. Time for CAAAANDY!”

“I’m coming, hold on.” Pulling his socks on, he stepped into the slippers and opened the door. “Alright, how do I look?” he asked, smiling down at her only to take a few steps back and look up at the helmet being worn by some gangly, not-quite human figure. “Okay, that’s creepy.”

Screwball reached up and lifted the helmet off of the neck of the costume. She smiled down at him for a moment before replacing the helmet. “Need to keep it on, mostly, or mom has to cast the spells again. Wanted to make sure things would be temporary. Daddy had to run out and grab something for funny-bunny, and mom wants us out before daddy gets home so we don’t scare her.”

“Right.” Alex nodded, moving out of the room and pulling the door shut. “Let’s go see how much candy we can grab, huh?” Walking downstairs, Alex called out. “Hey! We’re heading out now, if that’s okay with you, Shy.”

“Hold on just a minute there.” Discord’s voice was slightly distorted by the helmet, and came with a growl in the background as he stepped out from a far-too-small door under the stairs. “You still need your illusionary enhancements. We had to make sure the dress fit well before we could be sure the enchantments would fit over you without something going wrong.”

“Already told you daddy stepped out. Funny-bunny got mean with her about carrots.”

“Let’s see. Pale skin illusion, yellow eyes illusion, slight red tint to hair.” Discord pulled a small hand mirror out and held it in front of Alex’s face. “This should show you how you’ll look once I place those on you, any quick corrections you want?”

Alex shook his head, watching as it took effect. “I think that’s fine,” he said, his voice distorting. “Oooh~ Now that sounds right.” Reaching out, Alex grabbed Discord’s paw. “Come on, Mr.Bubbles let’s go see the angels~”

Discord chuckled as he allowed Alex to pull him along, and quickly brought his gloved talon over to hand him what looked like a perfect metal recreation of the odd syringe device used by little sisters, but was as light and warm as cardboard. Discord then pulled out a ridiculously large, and obviously fake, drill. “Come along, Screwball, we mustn’t leave our charge unattended.”

And so the trio left the cottage and began prowling the streets of Ponyville for candy opportunities. Screwball seemed to prefer moving around in a half-crouch and using the spike weapon on her arm as a crutch, which only aided in their disconcerting group appearance.

Discord let out a growl of displeasure as they came upon a group of colts and fillies tossing rolls of toilet paper into a tree next to Rarity’s home. He seemed a bit committed to the role, as he lowered his ‘drill’ down to point at a couple colts that bolted in their direction at the noise, and pulled Alex slightly behind him at the same time.

“Whoooa. Cool!” Snips stared in awe and playfully drew a rather tiny toy sword.

“Look, Mr. Bubbles, angels!” Alex played up his role, putting on his best awestruck face.

“Wow, that’s a really nice costume, Alex,” Snails said, looking between Alex and Discord. “I really like it.” The colt himself wore a greenish-yellow skull mask and a purple hood.

Screwball stepped forward and stood up slightly unsteadily to point her ‘skewer’ at the two colts. “You’re not looking to hurt my little sister, are you?”

Snips lowered his sword and backed away. “Uh, Snails, that doesn’t sound like Fluttershy...and she doesn’t normally come out.”

“D’aw, relax, Snips. Whoever it is must be okay if they’re with Alex.” Snails stood his ground and looked up at Screwball’s helmet before shaking his head. “I think Alex is awesome. Him and Snails are the only two ponies at school that have never said anything mean to me and meant it.”

“He’s a nice one.” Alex stepped closer and put a hand on Snails’s head. “Do you wanna go with Mr. Bubbles and I? We’re looking to get all the candy.”

“Sounds fun to me. Come on, Snips, let’s go with them and get a bunch!”

“Er-uh, fine, but no stabbing. Or drilling.”

“An easy promise to keep.” Alex pat the smaller colt’s head and pointed further into town. “Onwards, to Candy Island!”

All-in-all, they were out for a couple hours before a lack of space in bags forced a quick retreat to various homes for a resupply, but Discord, Alex, and Screwball ended up sending Snips and Snails on their way as they saw Fluttershy in a black dress and strange ears talking with the animals. “Something wrong, dear? You’re in costume...as a vampire bat-pony…”

Fluttershy jumped and spun around with a blush on her face. “O-oh, Discord. I didn’t expect you to be back anytime soon. I was just, um, uh…”

“You alright, Shy?” Alex asked, setting down his prop. “I thought you didn’t do Nightmare Night?” he questioned, putting his hands on his hips. “Are you holding out on us? Cause, we’re trying to do a family night here.”

“I never have before. I always thought it was just for scares, and I didn’t like being scared. Pinkie finally ended up explaining to me that some ponies like being scared, and that it was fun to scare other ponies. I wanted to give it a try, but my first idea wasn’t very scary for anyone but me I guess.”

Alex grinned, pulling Fluttershy into a hug. “I know how to be scary, Fluttershy. You came to the right human! How about some dancing skeletons? Masked killer with a chainsaw? Killer rabbit’s always a good one.”

Angel punched Alex’s ankle before hopping up on top of Fluttershy’s head and flaring out his cape. In addition to his normal buck teeth he had a pair of bunny-sized vampire fangs.

“Hmmm, I can think of a few things we can do, Alex, if you wouldn’t mind acting as a patsy. Where were the others going, Fluttershy?”

“T-the Apple family corn maze. What are you thinking, Discord?”

“Well, my dear. You wanted animals involved, and I happen to be practiced at changing animal bodies and making things a little freakish. Alex, how would you feel about dragging out the others’ trip through the maze, only to get kidnapped by one of us to help shake them up? We’d be doing it by surprise.”

Alex grinned, giving a thumbs up. “Groovy.”

“Great. Hurry along on your way while Screwy, your mother, and I talk things out.” Discord winked and turned to huddle up with Fluttershy and a Screwball who had half-crawled out of her costume by this point, and the sight of her returning to normal pony proportions was disturbing in itself. “So I’m thinking giant spiders-”

“Hey, you girls got room for one more?” Alex called, jogging over to Twilight and her friends. “Screwball and Discord called it quits for the night; but I’m burning the midnight oil!” he beamed, enjoying the odd looks he got from his voice and appearance.

Twilight actually stepped a little further away than the others for a moment; their combat training had recently taken the next step with illusions of the various pureblood heartless, and their yellow eyes were fresh in her mind. “A-are you okay, Alex? I don’t think, I... oh, okay, chaos energy. Discord enhanced your costume, didn’t he?”

“I certainly hope so. All that grime shouldn’t have even stuck to the dress I made.”

“I’m fine, just a little winded from running, and yeah, he layered a bunch of illusions on me. Look, you got room for one more or what? I haven’t had time to go through a corn maze in years and I want to see how this one stacks up to what I’ve seen back home.”

“We got the best corn maze in the whole country!” Applejack beamed, looking rather adorable in her lion costume. “Course we got room fer one more, little filly.”

“Yeah, and we’ll make sure nothing gets too scary,” Dash added, the helmet of her space suit costume adding a distortion to her voice. “Just stay close, kid.”

Alex rolled his eyes at the assertion that any of this might be ‘too scary’ for him considering the crazy shit he’s woken up from, but smiled and walked forward quickly. “Well come on then, let’s go see what’s in store for us in there. You’ll be able to show us all the scares, right Applejack?”

“Oh, uh, sure. Ah just hope ya ain’t the kind of filly that faints when ya get scared enough.”

Dash elbowed AJ with a laugh. “Well, she is Fluttershy’s kid. It wouldn’t surprise me if that rubbed off on her.”

“‘He’, girls,” Twilight reminded, her voice insistent. “Alex is a he.”

“In a dress like that? I’d say he’s flying the fem flag tonight, Twilight.” Pinkie giggled as she rolled around the group in a slow backwards circle on her skates. “Nothing wrong with that, though I’d say white’s a bit plain.”

“Excuse me, Pinkie Pie?”

“No offense, Rarity.”

“Ugh, can we just get going already? I wanna see if your family can scare me this year, AJ!”

The corn maze was, all things considered, relatively tame by hardened human standards. Alex actually found it difficult to act scared other than the few times a prop ended up right in his face after he turned a corner, or when something fell down out of the sky on an invisible line. The mares around him, and Spike, were giving a few shouts of fear followed quickly by laughter quite a bit more often than he was.

“Geez, I didn’t think it’d be this scary,” Alex commented, shifting his gaze from left to right. “Are we almost at the end? I dunno how much more I can take.” He paused and scratched the back of his head while also taking a look up. ‘Come on guys, they’re almost done with the m-SHIT!’ Alex’s train of thought derailed quickly, and his heart leapt up into his throat as the ground slipped out from under his feet and something grabbed at his legs from underneath him with a loud hiss. “Ahhhhh! Getitoff! Getitoff!” He couldn’t stop himself from trying to grab at the edge of the hole he’d fallen into.

“Play it up brother-sister.” Screwball whispered up to him while pulling down hard at his legs with something that felt hard and alien. “Lotsa surprises for them below. Get them to grab on.”

“H-help! It’s got me!!” Alex shrieked, his voice causing his entourage to cringe from the volume. “Don’t let it get me!”

Rainbow Dash was the first one to move and clamp her hooves around one of Alex’s wrists, which felt a little odd to Alex as they slipped a little before feeling like they actually stuck to his skin. “Come on, we gotta get him out of the hole!”

Pinkie and Applejack moved in quickly to grab at Alex’s other hand while Twilight rolled her eyes and started to pull on Alex by his waist with a bit of her magic. “Girls, stop panicking. We can get him out easily if we just calm dow-ow!” Her horn burned briefly as Screwball pulled Alex again, and shifted her grip up to cut through the aura around his waist. Rainbow Dash was pulled halfway into the hole, and Pinkie and AJ let go to avoid having all three of their heads knock together or get completely stuck in the ground. Instead they grabbed at Rainbow’s rear legs.

“Whoa nelly, this ain’t mah family’s doin’, Twi!” Applejack actually started to feel slightly scared as she pulled on Rainbow’s leg to no effect. “Don’t worry, sugarcube! We’ll get ya out of there!”

“I got Dashie’s booties!” Pinkie declared, her hooves grabbing onto one of Dash’s legs. “I’ll never let go!” She dug her back legs into the dirt, doing her best to pull her friend back out of the hole.

“Whatever’s down in there, it can disrupt my magic.” Twilight moved in and did her best to brace AJ and Pinkie as well, only to have all of them immediately get dragged a little closer to the edge of the hole as Alex and Rainbow were dragged further in. Another shriek came from below, followed by an alarmed shout from Rainbow.

“Buck, no! You give her back you monster! Him, him, give him back, Augh!” Rainbow Dash began wriggling and kicking. “Lemme go! I gotta fly down and rescue Alex!”

“Consarnit, Dash! Why’d ya let Alex go?!” Applejack huffed, keeping her grip on Dash’s other leg. “Ya had one job!”

“Yeah, well whatever it is that has her was able to pull on her stronger than my hooves could keep a grip. Come on, let me go so we can go after it...or do you want to be the one to tell Fluttershy we lost her colt to a monster?!”

“We have to rescue the poor dear!” Rarity agreed, bringing a foreleg to her head and swaying on her hooves. “Who knows what that foul beast has in store for Alex!”

“Rarity’s right, and when Rarity wants to jump into a filthy hole in the ground it must be serious!” Pinkie gasped and released Rainbow’s leg. “Maybe it’s another Diamond Dog attack and this time Rarity gets to be the one to do the rescuing!”

With only one rear leg being held onto and braced against moving, Rainbow Dash struggled and tried to pull herself deeper immediately. “Come on, we don’t have any time! That thing could already be eating him!”

“Ain’t no monster eatin’ a foal on my farm!” Adjusting her costume, Applejack pushed Dash into the hole and followed her down into the dark depths. Pinkie jumped in immediately behind Applejack, and Twilight and Rarity both jumped in soon after.

Spike stammered for another few seconds, then sighed and dove into the hole as well. “The one night I leave the scroll and ink behind; we need to send an alert to the princesses…”

The group landed in a heap together at the bottom, with Spike bouncing down and landing right on top of Rainbow’s head. He quickly gave his own a shake to clear the bright spots in his vision while the five mares managed to untangle themselves from each other and look around. A shifting of rocks and a loud hiss came from the tunnel in front of them, followed by a deep roar, and a high-pitched scream of fright.

“Come on!” Dash charged down the tunnel. “They should still be close!” Moving her head back, Spike slid off her helmet and onto her back. The tunnel took them past what appeared to be a number of pony and other animal skeletons, some hanging from huge webs while others were scattered on the cave floor. Rainbow Dash quickly skidded to a stop as they turned a corner and she came face-to-helmet with a pony-sized bundle of spider webbing dangling from a stalactite.

“Applejack, how...how long has it been since your family checked under the orchard?” Pinkie sounded unsettled as she looked around, her ears twitching left and right for any hint of sound other than the group.

“Ain’t no spiders in the orchard,” Applejack responded in a harsh whisper. “Especially not ones that eat ponies. And iffin’ some did move in, they’ll get mah horseshoe to the flank. Twi, get yer fancy spells ready.”

Stones clattered to the floor from above, a number of them barely missing Applejack’s head as they fell. Moments later another web-encrusted body dropped down and began swinging only a few feet above the ground. Black hair hanging down from a pale-skinned face, and the blank, staring yellow eyes alone would have confirmed that this was Alex to the mares. His expression was frozen in horror, and a small trail of blood was leaking from a deep cut along his nose.

More rocks fell from above, and a strange, four-legged, grey and purple insect-like monstrosity dropped to the ground with a sickening crunch. It appeared to be dead for a few seconds before its head snapped up and a mouth full of jagged fangs opened up to release a threatening hiss.

The group let out a collective shriek, both at Alex’s terrible fate and the monster in front of them. Spike himself pushed his way to the front, attempting and failing to breathe a gout of fire at the beast. A wheeze huffed from his lungs, a puff of black smoke wafting past his lips. “Come on, Spike, be brave and glorious!”

“Glory later, live now!” Twilight screamed at Spike while her magic quickly cut Alex free and cradled his body. “Let’s get out of here!” She wasted no time in running away from the huge creature in front of them, leading the way back to where they’d arrived while securing Alex on her back.

Rarity shrieked as the monster swiped at her tail, having been the last to turn and run. “No! Stay away from my costume, you brute!”

The huge monster simply roared again in response, its teeth snapping shut barely an inch behind Rarity’s fish fin as it hit a spot in the tunnel that was just barely too small for it to fit through. It began to smash and scrape at the tunnel with its clawed forelegs to try and widen it.

“Keep going!” Twilight shouted, using her horn to light the way. “Applejack! Can you tell where we are under the farm?!”

“Ah don’t know! What, ya think Ah got farm sense er somethin’?!”

Before anypony could respond to Applejack or Twilight the group came to a fork in the caves, with one tunnel being smaller than the other. For a few seconds there was no way to know which path was better to take until heavy, wet steps began to come from the larger tunnel on the right. These were followed by the sounds of labored breathing and low growls.

“More monsters? Twilight, please tell me you know a way to get us to safety.” Spike wheezed as he stretched the neck of his costume out briefly, then climbed up on Twilight’s back to try pulling some of the webbing away from Alex. “H-hey, he’s breathing. He’s still alive at least.”

“Naia...” Alex groaned, shifting ever so slightly.

“Okay, we just have to stay calm.” Twilight turned to the left tunnel, ignoring the approaching sounds. “We’re going to have to go down the smaller tunnel. Pinkie, you go first.”

“P-pinkie sense...right, it’s going a l-little haywire at the moment, but I’ll try.” Pinkie started leading the way down the smaller path slowly and cautiously, but the entire group sped up quickly as the monster from the other tunnel emerged from the darkness. It also towered over the ponies, easily three or four times as large and covered in shimmering, wet scales and algae. It took a few swipes at Applejack and Rainbow Dash as they stayed slightly behind the group to guard the rear, since they were also the fastest and most likely to get away from the claws or any other attacks in time.

“You have fish-monsters!?” Dash asked, giving Applejack a glare. “What, are you guys like, secretly monster ranchers!?”

“These must be varmints from th’ Everfree. Ah ain’t never seen the like before in my life.” Applejack bucked back hard, her hooves connecting solidly with one of the creature’s arms as it swiped again and causing it to unleash a truly terrifying roar of pain. It quickly stopped and clutched at the bucked arm before turning around and skulking back down the tunnel. “That’ll teach ya!”

The two of them hurried up and finally caught up with the group right before they burst out from underground, only to find themselves on top of a small cliff just inside the edge of the Everfree Forest. Rainbow moved over to Twilight’s side and started trying to take Alex off her back. “Come on, I’ll take him from here and get him to the hospital. I can fly faster tha-” Rainbow ducked suddenly as a set of four dark-yellow hooves clattered off of her helmet.

The other mares all gasped and shrank back as the swooping figure flew away just as quickly as it had swooped in at them, with the five of them circling up around Twilight, Spike, and Alex. “Thisisbad. Thisisbadthisisbadthisisbad.” Pinkie whimpered.

Diving again, the figure snatched Alex off Twilight’s back. Floating up into the moonlight, she laughed maniacally. “Oooh, I see you brought me a snack. How thoughtful. Maybe I won’t feast on all of you.” Opening her mouth wide to expose a sharp pair of fangs, she bit down on Alex’s neck.

“NO!” The five mares screamed in chorus, with Rainbow Dash even falling off her hooves in shock as they lost Alex once again.

“Alex?” Spike was shocked as well, and he stood up on Twilight’s back to shake a fist up at the hovering creature. “You give him back or else!”

The mare ignored them, red liquid staining the webbing around Alex’s neck. It didn’t take long for it to start to drip down on the group. Rarity fainted almost immediately as the first few warm drops landed on her muzzle, and she was quickly picked up by Twilight as the rest of them backed away from the mouth of the cave and ended up moving towards the edge of the cliff.

“Mmm~ Young blood, my favorite~” Pulling a red-splattered muzzle back, the mare licked her lips. She hovered for a moment, looking down at the gathered ponies. Her hover faltered for just a moment as she took in the trembling forms and terrified faces. A beat passed before she flew back down at a slower pace and winked. “Gotcha.”

“Wait a… FLUTTERSHY?!” Spike gasped as the change in voice registered quickly for the young drake.

“Yer kiddin’.” Applejack stared at Fluttershy as the altered pegasus stepped into the clear moonlight and carefully placed Alex on the ground. “How did you…”

“My dear Applejack, it’s quite simple. She’s got friends on the other side.” Discord stepped out of the mouth of the cave wearing an outfit that resembled a black tuxedo with a thin top hat, and a much smaller version of the spider-like monster from earlier walked beside him as it slowly reverted in form to a purple mare. “And the family that scares together….hmm, well I can’t think of a rhyme for that but you get my point.”

“We got you so good!” Screwball giggled, sticking her tongue out at the group. Walking up into the sky next to Fluttershy, she poked at Alex’s belly. “Mister Sister, the scaring is over.”

Alex groaned softly as he easily broke free of the webbing when it shifted back into so much toilet paper. He was able to easily catch himself as the drop was only a couple feet at that point. “Whew. Do you girls have any idea how hard it was not to laugh?” He wiped away the fake blood at his neck that had leaked through the wrappings.

Fluttershy giggled as she landed next to Alex and gave him a quick hug with one batlike wing. “Thank you for agreeing to help, Alex. I think maybe next year we can go out as a whole family. Together, like we should be.”

Kneeling down, Alex wrapped his arms around her neck. “I would love to do that.” He rested his head on top of hers. “I really would...huh. You must have pinched harder than I thought. My neck still hurts.”

Discord frowned and quickly snapped his fingers, only for nothing to happen. “Oh dear. Fluttershy, you didn’t actually bite him by accident, did you?”

Screwball popped up between Alex and Fluttershy, squeezing through the tight space like she was a balloon full of air before lifting Alex’s chin and looking close at his throat. “Oh, mommy, dad was bad.”

Fluttershy stepped back, her eyes wide. “O-oh my! I-I didn’t hurt Alex, did I?”

Discord slipped over quickly with a small jar in one hand, the contents of which were quickly applied to Alex’s neck to cleanse and seal the small punctures. “I’m less concerned about Alex than I am about you at the moment. It’s not like I made you a full infectious undead after all, but if you didn’t change back you must have actually drank some of his blood. I’m going to have to work on that, but I may not be able to reverse this now without help from someone I don’t want to know about my new family.”

“Auntie would just laugh…”

“Yes, that too.”

Any further discussion was brought to a halt as a chorus of screams sounded from somewhat deeper into the Everfree Forest, followed by the sound of multiple small bodies crashing through the underbrush.

“That sounded like it came from the statue meadow!” Twilight gasped.

Summoning Aubade into his hand, Alex rushed over to the cliff. “Get me down there, Twilight,” he all but ordered, not bothering to look back at her.

Twilight didn’t wait for anyone to object before she pulled Alex up just slightly off the ground with her magic. She flew off the cliff while holding him aloft alongside her, and Sign of Innocence appeared on her other side in another magical grip. “Sounded like some of the fillies and colts from town to me.”

“Why would they be in the forest Shy has repeatedly told me not to go into?” Alex questioned, feeling his anxiety grow. “Thrill seeking?”

“Nightmare Night tradition. Fillies and colts from town are escorted into the forest by an adult to leave a small portion of their candy at a statue of Nightmare Moon as an ‘offering’ that gets collected by one of the adults at the end of the night to take to any foals in the hospital who were too sick to go out.” Twilight landed quickly, but safely, in the forest, and brought Alex down to the ground at her side before heading further in with a bit of caution. “I don’t know what happened that would have the children panicking without us hearing anything from the adults, though.”

A shape flitted between the trees before bursting out and swiping at Twilight’s side. Falling back on what training he had picked up from Luna, Alex thrust Aubade forward, dispelling the Neo-Shadow in a burst of dark particles.

“That’s probably why,” Alex concluded, Aubade suddenly feeling heavy in his hands. “Come on!” Running past Twilight, he headed deeper into the forest.

Twilight quickly overtook him and led the charge deeper in, curving a little further to the left than Alex’s initial route would have taken him. “This way. You were going to run right past the meadow.”

Alex altered his path, keeping his eyes locked onto her keyblade. “Just get us there!”

With Twilight’s guidance, the two of them arrived at the meadow in less than a minute. With two keyblades held at the ready, the two of them burst through the underbrush and began cutting into a small swarm of shadows and neoshadows. “Ugh! Where could all of these have come from?”

“Doesn’t matter, just hit them!” Alex commanded, stabbing through a shadow. Taking a breath, he went through the quick steps of magic calling Sonata had taught him. Streams of water coiled around him before shooting forward as a glob and splashing into a Neo-Shadow.

“I fear that I am in a pickle. The bites of these beasts do not tickle!” A mare’s voice came from the other side of the statue of Nightmare moon, and a few brief flashes of light illuminated the writhing mass of blackness the meadow had become, as well as a larger dark mound at the base of the statue. “Have the young ones gone away? Twilight Sparkle, help, I pray.”

“Zecora, we’re here!” Twilight slashed with renewed vigor upon learning that there was a friend in need of saving in the immediate area, and Sign glowed softly as some of her magic began to strengthen the keyblade. “Focus, create a flat plane, a part of a shield, sharp…”

Switching Aubade to the Sarah-themed keyblade, which had dubbed itself Evolution’s Edge, Alex began cutting a swath towards Zecora. This keyblade was almost grotesquely organic-looking, and glowed with purple highlights in many places. The guard was made of malformed, draconic wings and the shaft looked like it was made of multiple bones folded together, with the teeth of the key looking like a motley assortment of alien talons and fangs.

“Well isn’t this a surprise,” a new voice spoke, nearly freezing Alex in place. “The little puppet and the littlest princess trying to be heroes. I wasn’t planning on bothering with you yet but, these things are out of my hands.”

A dark figure took shape on top of the statue, arms crossed casually. A familiar suit of black with red highlights formed, the chest and hands covered in red. Tattered cloth hung from the waist and a black-glassed helmet stared down at them.

“I don’t know who you are, but that’s my friend over there. Don’t get in my way.” Twilight nearly growled as her keyblade began to glow brighter, then a small plane extended from it as her augmentation spell completed and a blade made of her magic allowed her to hit slightly further than she could reach normally. This was a basic combat spell Shining Armor had taught her in their training, and it seemed quite effective against the shadow fodder.

“Now see, I wish I could but, I have a deadline and the boss gets really pissy when I don’t deliver my quota.” Extending his arm, a keyblade formed. Leaping off the statue, he landed behind Zecora and pierced her back with the tip of his blade.

Zecora froze mid-swing as her entire body turned numb. Her mouth moved silently as if trying to vocalize one last thing. At the same time, the pile of darkness at the base of the statue collapsed and seemed to dissolve while more shadows rushed Twilight to keep her away from this new evil entity. All that remained on the ground by the statue were a bunch of mummy wrappings.

“You asshole!” Alex seethed, batting away a trio of Shadows. His grip on Evolution’s Edge tightened and his legs moved him forward of their own accord. The keyblade shifted in his hands, mass altered and expanded, twisting and turning until it had become something else. Gripping the new weapon in both hands, Alex brandished a fiendish-looking scythe. The shaft appeared to be a bunch of bones stuck together end-to-end, topped with an open-mouthed skull. The blade was formed by a skeletal batlike ‘wing’ that extended from the back of the skull, and the blade itself was made of some kind of purple energy.

“That’s new.” Pulling his keyblade out of Zecora’s fading body, the figure easily knocked Alex’s scythe to the side. “Neat trick, little girl.” Thrusting a hand out, he blasted an orb of purple fire into Alex’s chest. The force of the spell sent Alex tumbling into the dark swarm, dark flames licking at his dress.

“You monster!” Twilight shouted in anger as she continued to hack through the swarm of shadows and neoshadows that continued to attack her. She spared a moment to lift Sign skyward and call down a bolt of lightning next to her, scattering more than a few of them. “How dare you do this to innocents?”

Regarding her for a moment, the figure dismissed his keyblade. “We all do what we have to, Twilight.” Turning away from her, he conjured a portal not unlike the ones Xemnas used. “You two place nice with the shadows, alright?” With another step, he was gone.

Alex pushed himself to his knees, wincing as a few shadows slashed at his back. “This... did not go well at all...” Calling upon his magic again, he used another cast of water to clear the Shadows around him.

Twilight quickly resumed fighting as well, calling down more lightning wordlessly as she moved to close the distance between herself and Alex. The two of them fought back to back, each one guarding the other’s blind spot and bringing their magic to bear for maximum effect. Each time Alex shot out water; lightning came down in the same area moments later to shock either the same heartless or those around it that had been caught in the spray.

What felt like hours later to everyone involved, Alex and Twilight staggered out of the forest and into the waiting hooves of the townsponies who had set up a perimeter around the Everfree to pick up any foals that might still be trying to find their way out. Canteens filled with warm cider were given to the two of them as they finally felt able to relax for the most part.

“We... know Zecora... didn’t make it.” Twilight panted, her barrel heaving as she struggled to recover. “Are any foals... still missing?”

“The only fillies we aren’t sure about are Diamond Tiara and Silver Spoon, but it’s likely they were already home for the night. Nopony’s answered the door at either house so far.” Spike responded while scribbling on a scroll. “That leaves...Big Mac as the only other missing pony.”

Applejack pushed her way to the front of the group, her face contorted in horror. “What happened to mah brother?” Reaching out, she grabbed Alex by the collar and pulled them both into a halfway point. “What the buck did you bring here!?”

“What was his costume? We only saw Zecora, but there was an empty costume left behind after a bunch of shadows finished off whoever was with her. Looked like mummy wrappings.” Alex struggled to remain calm, which wasn’t easy with a pony this strong right up in his face.

Heaving Alex to the ground, Applejack choked by a sob. “Ya brought all this nonsense to Ponyville! Y-y’all might as well have done it yerself!”

“Applejack, these monsters existed well before Alex got here. Celestia and Luna fought them around the time of Unificati-”

Applejack threw a hoof out, knocking Twilight onto her side. “None of this would have happened if she never came here!” Striding over to Apple Bloom, she hefted the confused filly onto her back. “Ya ain’t welcome around us, Alex. Iffin’ Ah see you round’ Bloom, Ah’ll buck your teeth out.”

Twilight sighed sadly, but only looked over at Spike. “I’m going to need you to get that package that arrived earlier for Alex, Spike. I have a bad feeling we’re all going to need to know what’s in it as soon as possible.”

Spike frowned up at her, his spines wilting. “Alright, Twilight.”

Alex remained on his back, staring up at the night sky. His first actual bout of combat and he failed to save anyone. Squeezing his eyes shut he tried and failed to shut out the hysterical laughter that echoed through the back of his mind. He barely even reacted as two strong hands lifted him off the ground, other than to curl up in them.