Theme Song: A World Without Danger

14: Betrayal

Deep in the Ice Sector of Lyoko, the red electricity of XANA traveled through the wires to a hidden tower. This one XANA decided to save for this particular operation. Once XANA's energy reached the tower, it activated turning red.

The time is now! While she's not looking, begin!

XANA's order was received. A black mist came out of a computer inside a military base and went into one of the soldiers guarding the door, turning him into a specter. The man walked forward into the lab and puled out his gun, shooting at the scientist and other soldiers killing them.

“Johnson! What are you- AUGH!!!” the commanding officer screamed as his friend shot him in the head. Once everyone was dead, Johnson walked over to the door and locked it.

He then walked over to the control panel and pulled in the information of a military satellite.

Good. Switch control to the tower, and send all the information to me. We'll use this tower to control it.

Johnson nodded, and placed his hand on the computer screen. He screamed as dark red electricity engulfed him, killing him. With that job done, XANA connected himself to the satellite's main control room. Now all he had to do was wait. Once Twilight's computer was done running maintenance, the super scan would alert her of the tower's location.

He'd strike then.

Twilight hated having to do this, but every computer needed maintenance. That included really powerful computers like hers and the super computer. It wouldn't need this again for another twenty years according to Eos, but Twilight still felt uncomfortable doing this.

She also hated knowing what it meant for Fluttershy.

“Are you sure she'll be okay?” Twilight said to Eos on her phone. Fluttershy was lying on her bed sleeping soundly.

“The computer isn't off, it's just on stand-by,” Eos said, “As Fluttershy is a part of the main programming of the super computer, she needed to be put to sleep as well. Don't worry, once the maintenance is done, she'll turn back on.”

“What about XANA?” Twilight asked, “Is he turned off?”

“That… I don't know...” Eos said reluctantly, “As the computer didn't turn off XANA might still be active. It is true that this is risky, but it can't be avoided. You've taken precautions, correct?”

“I have,” Twilight said, “My vice-principal is using her day off to watch the computer while its working, and we decided to take turns cutting classes to watch Fluttershy in shifts.”

“Good,” Eos said, going silent for a bit, “Twilight, how are you holding up?”

“Um… good I guess,” Twilight said, “Now that I told Dash about my feelings, I feel a little calmer, but knowing that XANA could be doing something right now...”

“It's going to be okay,” Eos said, “The maintenance will only last for a few hours. We'll run a check of the super computer once it's finished working,” Eos sighed in aggravation, “Looks like someone needs me. Will you be okay Twilight?”

“My shift is about to end anyway,” Twilight said, “I'll be in class for the rest of the day.”

“Alright. Take care sweetheart,” Eos said.

“You too,” Twilight said, “I'm… really happy that we're friends Eos.”

“Me too,” with that, Eos and Twilight hung up. Twilight didn't know when Eos started becoming so maternal toward her, but it felt nice. Twilight had always had a bit of a strained relationship with her biological mother, which was why she clung to Vice-Principal Luna and Principal Celestia so much. Now she had Eos, someone that she could share her true fears with.

Though sometimes Twilight felt like she knew Eos from somewhere. She always used a voice synthesizer, but there was something in her tone that was really familiar, especially when she got motherly.

Just who was Eos?

A knock on the door got Twilight's attention. The person knocked twice, three times, and then once. Twilight breathed out in relief.

“Come in,” Twilight said. The door opened and Rarity walked in.

“My turn,” Rarity said. Twilight was a little taken aback by Rarity's appearance, which had changed one day out of nowhere. She had begun wearing a different white blouse that was lower cut, a shorter skirt, and fishnet stocking with her usual high heeled boots. She also wore darker lipstick and darker blue eye shadow. It was a more sexy and gothic look for Rarity, and she looked nice, but it was still shocking.

Thankfully she was still herself for the most part.

“Thanks Rarity,” Twilight said, “Are you sure you don't mind taking such an early shift?”

“Twilight, darling, only class I need to worry about is English,” Rarity said, “Also, I skip classes a lot these days, so nothing new.”

“Well, okay,” Twilight said a little uncertain. Rarity rolled her eyes and walked over to Twilight putting her arms around her.

“Seriously Twilight, I'll be fine. Go to class, alright?” Rarity said with a smile.

“R-right, got it,” Twilight said with a more forced smile. She hugged Rarity, took one last look at Fluttershy, and then left the room, thinking about how angelic and pure she looked sleeping.

She was thinking about Rarity as she walked to her next class. She had heard that Rarity had started cutting classes. Never too many, but enough where her friends noticed. She insisted that she was fine, but something felt off about it. The change was just so weird, almost like she was-

“Oof!” Twilight bumped into to someone, who caught her before she fell.

“Well, this is a nice surprise,” a voice she didn't recognize said, “I was wondering when I'd bump into you again.”

Twilight looked at who caught her. She was a girl who looked about Rarity's age with really long red and yellow hair. She wore a leather jacket, a red blouse that accentuated her bust line, black leather pants and boots, and earrings shaped like little suns. For make-up she wore red lipstick and mascara, but that was it.

Holy hell this girl was hot.

“Um…” Twilight gulped, “W-what to you mean by again?”

“Don't you remember?” the older girl said with a sweet yet dangerous smile, “A few weeks ago I almost ran you over on my bike.”

Twilight thought about it, remembering instantly a time when she almost got run over by someone on a motorcycle. They were dressed like this girl. Was this who bumped into her?

“You were the one on the motorcycle?” Twilight asked standing up and backing away from the girl.

She actually smells really nice...

“Glad you remembered,” the girl said holding her hand out, “I'm Sunset Shimmer. I transferred here just today.”

“Nice to meet you, Sunset Shimmer,” Twilight said shaking her hand, “I'm Twilight Sparkle.”

“So you're the famous Twilight Sparkle I've heard so much about,” Sunset said.

“Um… famous? Not sure I follow,” Twilight said.

“Well, I had heard that in this school is a genius who pretty much aces all of her tests with minimal to no effort,” Sunset explained, “I didn't know that she was so cute though.”

Twilight blushed giggling, “Oh stop...” she said.

“Nope, I'm serious,” Sunset continued, “You're probably the cutest girl I've seen here.”

“You're… bi, aren't you?” Twilight asked, her heart racing a bit.

“Based on how you're reacting, you're probably bi too,” Sunset smirked, “Cause I'm clearly flirting with you.”

Twilight began playing with her hair, “Clearly you are,” she said, giggling again. This was the first time anyone had flirted with her like this. Fluttershy was more direct with-

Holy shit Fluttershy.

“Ahh… I'm about to be late for class,” Twilight said, “I should probably get going.”

She was about to push pass Sunset, but said girl took her hand, walked behind her, and wrapped an arm around her.

“What's your next class?” Sunset asked, getting really close to Twilight's ear, “Maybe it's on the way to mine.”

Goodness this girl… Not that Twilight didn't enjoy the attention, but now that she had remembered she had a girlfriend, Sunset Shimmer's advances were making her a little uncomfortable.

“W-world History...” Twilight stuttered, praying that she had a different class.

“Well what do you know,” Sunset said, “That happens to be my next class, but I didn't know where it was. Just my luck running into you, eh?”

“Yeah… that sure was lucky,” Twilight said, her heart racing as Sunset's hand moved down Twilight's side.

“So, lead the way, Twilight,” Sunset said with a smirk, the kind that said “I won”. Twilight couldn't escape it, but she did make sure to walk fast.

She also wanted to make sure no one that knew she and Fluttershy were dating would see Sunset all over her like this.

In Fluttershy's room, Rarity was listening to her mp3 player on a low volume, just in case anyone came to the room. She needed to make sure she could hear their special knock.

Though, as she kept an eye on the clock the entire time, she knew when to expect Applejack. She wasn't due for another half an hour.

Rarity looked at Fluttershy, who looked like she was asleep right now. It was sort of odd, she seemed so human that it was easy to forget that she was actually a computer program. She looked so peaceful. Rarity wondered if she was dreaming at all, or if she were aware of the world around her at all.

She was so beautiful, and naturally so. Fluttershy didn't wear a bunch of make up like Rarity did. At least not as harsh of shades. She didn't need to. She had natural beauty. Everyone just loved Fluttershy, with her soft, dainty voice, her long flowing pink hair, and her natural talent in everything. There wasn't a thing this girl wasn't good at. Well, she wasn't the most athletic person in the world, but neither was Rarity.

And she got so much attention from everyone. Yeah, so did Rarity, but it was different with Fluttershy. All anyone wanted from Rarity was to bang her, and she knew it. Fluttershy had an entire fan club practically, with boys and girls flocking around her wanting to get to know her. Rarity remembered a time when that was her. When everyone wanted to know the sexy Russian. Now, she was being forgotten, pushed to the side.

All because of this oblivious little cunt!

Rarity was practically seething now. She wanted her place in the school back. She wanted everyone to remember who the queen bee of the school was. She wanted Fluttershy to disappear.

She got on top of Fluttershy, straddling the sleeping princess. She didn't even stir. She couldn't tell that Rarity was even on top of her, could she?

“You have no idea what I'm about to do, do you?” Rarity asked with a sinister smirk, “No one is here to save you this time, "Your Highness". There's just you, and me,” Rarity put her hands around Fluttershy's neck, “but soon it's going to be just me.”

I'll help any way that I can. Just think of me as older sister.

Rares, what are ya doin?!

Saving Fluttershy!

Suddenly, right as she was about to apply pressure to Fluttershy's neck, she began remembering what she did for Fluttershy. She was the whole reason Fluttershy was still alive. Fluttershy really looked up to Rarity, and yet here she was about to kill her.

“Chto ya delayu*…?” Rarity said trembling, her eyes wide as the realization of what she was about to do hit her, “CHTO YA DELAYU?!!!” she screamed jumping off the bed and backing away from Fluttershy. She couldn't hold her tears back. The fact that she even thought such horrible things about Fluttershy, and even was about too…

Suddenly, she felt a sharp pain in her head which brought her to her knees. She had been getting headaches a lot these days, but for some reason this one was really intense. It only lasted a second, but when it died down, Rarity didn't get right up. Instead she just sobbed, wishing that someone would-

There was a knock on the door. Two, three, then one. Rarity pulled herself together immediately checking her make up.

“C-come in,” Rarity said. The door opened and Applejack walked in. When she saw how tense Rarity seemed she looked worried.

“Rares, ya alright?”

“Dah,” Rarity lied, “Just… dealing with anxiety attack is all.”

Applejack nodded walking in, sitting down next to Fluttershy, “She really looks sleep, don't she?”

“D-dah...” Rarity said looking away in shame.

“Shame she gotta go ta sleep while the computer does its work,” Applejack said, “Ah jus' hope once we get that data from Sector 5 she won't have ta deal with this stuff no more.”

“Me… too…” Rarity said somberly.

“Rares, are ya sure ya alright?” Applejack walked over to Rarity placing her arms around her, “Ya seem down,” she looked closely in her eyes, “Were you… cryin earlier?”

“AJ, I...” she started, but then caught herself, “Like I said, it's just anxiety. I had minor panic attack, nothing more.”

“Had ta be pretty serious if you were cryin,” Applejack pressed, “Anythin ya wanna talk about?”

“Nyet,” Rarity said shaking her head, “Right now, I need to get to class. I'll… see you when school lets out.”

Rarity kissed Applejack and then hurried out of the room. Once the door was closed, she went down the hall, fell to the floor, and broke down. She had just done something she could never forgive. She had tried to kill Fluttershy. What made it worse, she wasn't being possessed or anything. She knew it, she herself had just tried to kill Fluttershy.

Just like XANA said, she almost betrayed the team.

Classes went on without too much of a hitch. Twilight had run into Sunset Shimmer a few more times during class, and she was clearly still flirting with her. Rarity for some reason was avoiding everyone. After Applejack and Dash switched places, she tracked Rarity down, but she still hadn't spoken to her about what had her so upset.

It was lunch now, and everyone was gathering in Fluttershy's room to eat. Normally this wouldn't be allowed, but Celestia had surprisingly given them special permission as long as they were clean.

Everyone was sitting in a circle in the middle of the room eating, well almost everyone. Rarity was sitting off by herself, and she had been really silent.

“This feels weird,” Pinkie Pie sighed.

“What feels weird?” Applejack asked.

“Not having Fluttershy here,” Pinkie Pie said, “I mean, yeah she's right over there, but with her being asleep…”

Twilight sighed, “I know what you mean. It's sort of unnerving knowing that she's basically turned off,” Twilight turned to Fluttershy, “I hope she'll be okay when she wakes up.”

“Hey, did you try kissing her?” Dash asked jokingly, “I read in a book that's a good way to wake up sleeping princesses.”

“Ha ha, very funny,” Twilight said rolling her eyes, “Eos said that she wouldn't wake up until the computer finished running maintenance.”

“Why does it even need this anyway?” Pinkie Pie asked, “I want Fluttershy back.”

“It may be a super computer, but its still a computer,” Dash said, “It just needs to update.”

“Well, it needs to hurry up,” Pinkie Pie pouted, “It's keeping me from playing with my friend.”

“Rarity, are you okay over there?” Twilight asked, catching the Russian's attention.

“Oh, uh… dah...” Rarity nodded, putting her focus back on her food. Twilight really wanted to ask her what was wrong, but so far everyone had tried at different times. If she had said no to all of them, Twilight didn't have much of a chance.

Rarity finished her homemade lunch and stood up, “I finished lunch. Going back to class.”

As she left the room, Applejack finished her lunch and stood up.

“Hey, could y'all take my tray with ya to the cafeteria?” Applejack asked leaving the room. Twilight, Pinkie Pie, and Dash all frowned watching them leave.

“Hey...” Pinkie Pie started, “Does anyone notice how weird Rarity is being lately?”

“Like how she's suddenly started dressing like a total skank?” Dash asked.

“Rainbow Dash, that's not nice,” Twilight scolded.

“Come on, I know I'm not the only one thinking it,” Dash said. Both Pinkie Pie and Twilight thought about what Dash said.

“Well, I will admit her skirt has gotten really short,” Twilight said, "And she's wearing darker make-up."

“Yeah, and she's been sort of irritable lately,” Pinkie Pie said, “I mean, like more than usual.”

“And she's been way more open with her relationship with Applejack,” Dash added, “I'm happy and all for them, but it's like they're always sucking face.”

“Guys, do you think this has something to do with what XANA's uploading into her?” Twilight asked.

“I don't see how,” Dash said, “Apart from making her more open with her relationship, fussy, and dress sluttier, I don't see what XANA gets from this.”

“What if this is just the beginning though?” Pinkie Pie asked, “The scyphozoa hasn't finished its upload yet, has it?”

Twilight shook her head, “Last time it got to almost eighty percent though.”

“What do you think will happen if it gets to one hundred percent?” Pinkie Pie asked.

“That is scary to think about,” Twilight said, “After class, I'll call Eos and ask her what she thinks.”

“Does she know that Rarity is being hunted by the scyphozoa?” Dash asked.

“She does,” Twilight said, “She doesn't really speak on it, but I get the feeling she knows what it's doing to her.”

“Twilight, I'm worried about Rarity,” Pinkie Pie said, “I get a feeling that XANA is doing something really bad to her.”

“If he is, then we'll take him out,” Dash said seriously, “XANA's already on my shit list as it is. Mess with another of my friends and I'm killing him personally.”

“Rares! Rares, wait up!” Applejack called out running after her girlfriend. When she caught up with her, she grabbed her hand and turned her around.

“What?!” Rarity asked.

“Rares, talk ta me,” Applejack said caressing her face, “Ya know Ah don't like it when ya do this.”

“Do what?” Rarity asked folding her arms looking away.

“Clam up like this,” Applejack said.

“I'm going to be late,” Rarity said softly. She tried to push past Applejack, but she held her arms next to her stopping her.

“We can be late fer class,” Applejack said, “This is more important. Tell me what's wrong. Ah ain't leavin ya until ya do.”

“Applejack...” Rarity said, fighting back tears. Eventually she broke down burying her face in her hands, “I'm horrible! Just like XANA said, I betrayed team!”

“Rarity...” Applejack said putting her arms around Rarity, “What 're ya talkin about?”

I don't know what came over me!” Rarity sobbed, “I… I can't say it!”

“Rares-”

“Please don't make me say it!” Rarity begged, “You'll hate me!”

“No I won't,” Applejack said.

“YES YOU WILL!!!” Rarity screamed, making Applejack step back a bit in shock, “You'll hate me, and break up with me, and tell me to leave team, and-”

“Rarity, calm down!” Applejack said, “Ah promise, Ah won't hate ya, but ya need ta tell me what the hell's goin on with ya! Seriously, Ah'm worried about ya Rares. Please, jus tell me. What did ya do?”

“I… I…” Rarity fell to her knees breaking down, “I TRIED TO KILL FLUTTERSHY!!!”

Applejack was speechless. Did Rarity just say… what she thought she said?

“Rarity...” Applejack said.

“I don't know why I did it!” Rarity sobbed, “Something weird just came over me… and before I knew it, I had my hands around her neck! Go on, kick me off team! Tell me that you hate me!”

Applejack knelt down in front of Rarity and embraced her tightly.

“Why don't we skip the rest of class,” Applejack said, “Go to our special spot. Ya look like ya need it.”

“You… still trust me?” Rarity asked.

“Damn right Ah trust ya,” Applejack said looking into her girlfriend's eyes, “We'll figure this out, alright?”

Rarity thought for a second, and then nodded. Applejack helped Rarity up and led her out of the school building to their special place.

She'd have to spend her days off here more often. The factory was a pretty nice place to be alone, and the chair was actually really comfortable to sit in. Before she felt really tense being here, but now Luna had gained a sense of comfort being in the computer room.

Currently she was sitting in the chair. She was supposed to be keeping an eye on the super computer, which she was, but currently she was paying more attention to Persona Q. She had just found the secret boss, and she was trying her hardest to beat it.

“Come on...” Luna said, “Work damn it…”

She was so into her game that she didn't notice when the computer finished maintenance. She did notice when the super scan went off though.

TOWER ACTIVATED

LOCATION: ICE SECTOR

13 LAT, 32 LONG

Realizing that something more important than her game came up, Luna pulled up the phone app on the super computer to call Fluttershy's cellphone.

Pinkie Pie was playing Mega Man on her 3DS when she heard Fluttershy stir. Pinkie Pie closed her game and looked at the bed as Fluttershy stretched.

“Good morning, Pinkie Pie,” Fluttershy said sweetly, “Did I miss anything?”

“Fluttershy!” Pinkie Pie said running to Fluttershy embracing her, “You woke up! I was about to try kissing you if you didn't wake up!”

“Um… thanks?” Fluttershy said/asked. Her cellphone rang as she hugged Pinkie Pie, “Um, hello?” she asked, answering it.

“Good, you're awake,” Luna said, “The super scan just found a tower activated in the Ice Sector.”

“Thank you,” Fluttershy said, “I'll find the others and get them to the factory.”

Fluttershy hung up and turned to Pinkie Pie.

“Go time?” Pinkie Pie asked.

“Yes, XANA activated a tower. We need to act fast.”

“I'll call the others while we head to the factory,” Pinkie Pie said. Fluttershy nodded and followed Pinkie Pie out of the room to the factory using the secret passage.

Twilight's phone rang while she was on her way to her next class. Since she was outside, she felt no problem answering it.

“Hello?” Twilight asked.

“Twilight, Fluttershy's awake!” Pinkie Pie said, oddly sounding a little worried.

“That's great!” Twilight said.

“But there's a problem! The super scan went off when the computer finished! Lulu says there's an activated tower in the Ice Sector!”

“Call the others and head to the factory!” Twilight ordered, “I'll meet you there!”

“Alright, we'll see if we can figure out what the tower is doing while you're on your way!”

Pinkie Pie hung up, and Twilight began making her way back to her room to drop off her books. Right in front of the dorms though, she noticed a light above her. It only took a second for Twilight to realize that it was getting bigger. She ran away just in time as a large energy beam shot down from the sky in front of her, the impact knocking her to the ground.

Everyone who was outside screamed as Twilight lied on the ground trembling. Her cellphone buzzed with a text message. When she read it, her face went pale.

Did you like my gift, Twilight?

“XANA...” Twilight said fearfully.

I'd start running if I were you.

She looked up again and saw another beam already shooting down at her. This time she screamed and ran away into the gym right as the beam hit the ground, leaving a crater behind it. When she inside and closed the door, her cellphone buzzed again.

“Leave me alone!” Twilight begged before reading the text.

Oh you thought I cared about collateral damage? Silly girl, when will you learn?

Twilight was horrified by what XANA could mean, but got her answer as that same beam shot through the ceiling into the gym, knocking Twilight back.

She lied on the floor for a second as her phone buzzed.

I will destroy that entire building, Twilight. Hell, I'll level the whole school if I have to. Today I'm going to kill you Twilight.

Twilight forced herself to her feet and ran out of the gym just as XANA shot through the building again, almost destroying it. This was what she was afraid of. XANA was willing to go to these lengths to take her life. She now understood completely why Eos had just turned the computer off.

XANA was absolutely ruthless.

As Twilight ran, she bumped into someone. She looked and saw Celestia holding her.

“Principal Celestia!” Twilight cried.

“Twilight, are you okay?!” Celestia asked.

“The laser, it's after-” Twilight looked up and saw another beam coming down over them, “LOOK OUT!!!”

Twilight pushed Celestia out of the way just in time as the beam hit the ground. Celestia looked at the resulting crater in horror.

“My God…” she said, turning to Twilight as she trembled, crying, “Twilight...”

“H-Help me...” Twilight begged, “Please help me…”

Twilight looked into Celestia's eyes pleadingly. A look of understanding came over the principal, as she helped her up.

“I'll protect you,” Celestia said embracing Twilight, “Everything is going to be okay now, sweetheart. I'm here for you.”

What? Sweetheart? That's what… Eos always called her. Was she…?

Celestia looked up and immediately dragged Twilight away as another beam shot down at them. As she ran, she pulled out her cellphone.

“Luna, where are you at the moment?!” Celestia asked frantically.

“I'm at the workshop with the girls,” Luna said walking off a bit from everyone, “Why?”

“Twilight is in danger! You need to come quickly and help me evacuate the school!”

“What?! Tia, what's going on?!” Luna asked frantically.

“Just come quickly!” Celestia said hanging up. Luna looked at her phone confused as Fluttershy gasped.

“Everyone, I know what XANA's doing!” she cried. Everyone gathered around the computer, which showed a news report.

“It would seem that a military satellite has gone haywire, and is currently firing some sort of laser in the California area of Canterlot. Oddly, the satellite seems to be targeting Canterlot High Boarding School only.”

“That's what Celestia meant!” Luna said, “That laser must be firing at Twilight!”

“Damn it!” Applejack swore, “Lulu, get ta the school! Protect Twilight no matter what!”

Luna nodded and ran to the elevator going up.

“Now, in the meantime, we need ta track down that tower,” Applejack continued.

“The super scan gave me the coordinates,” Fluttershy said, “But for some reason I can't see the tower.”

“What does that mean?” Rainbow Dash asked.

“Maybe this is one of XANA's personal towers,” Rarity suggested, still keeping her distance from the group, “He's hiding its signal from us so we can't get to it.”

“That's not good,” Applejack said, “If Twilight were here, she'd be able ta pinpoint exactly where it is,” Applejack's cellphone buzzed, showing Luna's picture, “What's up Lulu?”

“Problem,” Luna said, “XANA used his laser to fire at the bridge, destroying it. We're trapped here.”

“Goddamn it!” Applejack swore, “Alright, head back ta the computer room,” after hanging up, Applejack turned to the group, “Well, we're sunk. XANA destroyed the bridge.”

“That means we can't get out of here!” Pinkie Pie cried.

“That's not the reason why XANA did this,” Fluttershy said turning to everyone, “He did this so Twilight can't get in.”

“He's not going to fire on factory,” Rarity reasoned, “That would kill him too, so he wants to keep Twilight from getting to one place where she'd be safe.”

“This also means we can't get ta Lyoko,” Applejack said.

“I could set up a timed transfer from here,” Fluttershy said, “But Return to the Past can't be activated automatically unless Twilight does it. I do know how to use it, but...”

“You're needed in Lyoko,” Luna said reentering the computer room, “And none of us know how actually activate Code: Earth.”

“So what do we do?” Rarity asked, “Fluttershy can't stay out here to use super computer, and none of us know how to navigate it.”

“I can do it.”

Everyone turned to Rainbow Dash of all people in shock.

“Ah'm sorry, what?” Applejack asked.

“Yeah, I've been learning how it works,” Dash said pulling out the instruction manual from her backpack, “I'm nowhere near as fast as Twilight or Fluttershy, but I at least know how to transfer into Lyoko and use Return to the Past.”

“Dashie, are you sure?” Pinkie Pie asked, “I watched Twilight work on this thing before. This is a lot to keep track of.”

“I'll be fine,” Dash said, “Besides, it's not like we have another choice here.”

Applejack thought about this hard. They were taking a huge risk. If Rainbow Dash messed up even a little, they were all screwed. Still, she raised a valid point. They did need someone out here navigating, and Fluttershy couldn't be the one. Also, Luna didn't know the first thing about the computer apart from what the arrows and numbers meant (their positions and hit points respectively).

When Applejack met eyes with Dash, she saw certainty. She knew she could do this.

“Alright,” Applejack said, “Dash, yer on navigation taday. The rest of us are goin inta Lyoko. Let's move!”

Applejack, Pinkie Pie, and Fluttershy ran to the elevator. Rarity took a deep breath and walked in after them, standing in a corner in the elevator with her arms folded. Once they gave Dash the text letting them know they were ready, she sat down in Twilight's chair and took a deep breath.

“Moment of truth time,” Dash said, “Beginning transfer!

“Transfer Applejack!” Dash said, closing the scanner when she entered.

“Transfer Rarity!” Dash said, now closing her scanner as she had entered.

“Transfer Pinkie Pie!” Dash continued, closing her scanner when she entered it.

“Transfer Fluttershy!” Dash said, closing her scanner when she was inside. Once that was done, Dash began looking around trying to remember what she was supposed to do next.

“Got it. Now I pull up everyone's avatars and begin scanning them, connecting them to their hosts,” Dash said to herself, “Scanner Applejack!” Dash said, connecting Applejack to her sheriff avatar.

“Scanner Rarity!” Dash said, connecting Rarity to her knight avatar.

“Scanner Pinkie Pie!” Dash said, connecting Pinkie Pie to her neko avatar.

“Scanner Fluttershy!” Dash said, connecting Fluttershy to her true princess form, “Now that that's all done… everything checks out… I know where I'm sending them… so…” she closed her eyes nervously and held her finger over the enter key, “Virtualization!”

She pressed the enter key, and everyone vanished from their scanners.

In the Ice Sector, Applejack, Rarity, Pinkie Pie, and Fluttershy all rendered in the air and were dropped perfectly. Everyone looked themselves over, and breathed out in relief.

“We all got here in one piece,” Applejack said, “Good job Dash.”

“YES!!!” Dash cheered throwing her hands in the air. Luna released a breath she didn't even know she was holding, “Alright, I'm going to see if I can find that tower. Be careful though, I'm seeing a few monsters coming your way. I think there are bloks… and a few krabs.”

“Got it,” Rarity said, “Thanks Dash. We'll take it from here.”

“Sheesh,” Dash said, “This is how Twilight sees things? This is crazy.”

“You're doing fine,” Luna said, “Just stay calm, okay?”

“Yeah, got it,” Dash said, carefully getting to work. Like she said, she was nowhere near as fast as Twilight, but she was good enough for now.

“Damn it!” Celestia said after getting a text message, “Lulu can't get to us!”

“Dash, what's the situation?” Twilight asked Dash on her phone.

“The bridge to the factory is out,” Dash said, “I managed to get everyone onto Lyoko.”

“That's… really impressive, Dash,” Twilight said, truly impressed, “But with the bridge out, I can't get to the factory. You'll have to-” Twilight screamed as Celestia pushed her away just in time as another beam came down.

“Twilight! Are you okay?!” Dash asked frantically.

“Yes, I'm fine,” Twilight said, “But XANA is relentless. I have to get away from the school. Can you use Return to the Past?”

“Yeah, I can do that,” Dash said.

“You'll need to,” Twilight said, “The school has taken too much damage. Start setting it up now so you won't have to worry about it later.”

“Got it,” Dash said, “Lulu's still with me. Should I let her watch the computer so I can get into Lyoko?”

“Only if too many of the others get devirtualized,” Twilight said, “Only transfer in as an absolute last resort. Dash, thanks for doing this.”

“Aw, no need to thank me for being awesome,” Dash said.

She and Twilight hung up, and Twilight turned to Celestia, “I need to leave this school. Check to make sure no one is hurt or dead.”

“I don't like you being alone,” Celestia said, “If anything happened to you I'd-”

Twilight took Celestia's hand and squeezed it.

“I appreciate everything you've done for me, but now I have to protect you,” Twilight said, “Please protect the school.”

Celestia looked so uncertain, but she nodded, “I hate this, but I understand. Be careful, Twilight,” Celestia pulled Twilight into another embrace, “Don't you dare die on me.”

“I-I won't…” Twilight said, not sure why her heart was racing so much being held by the older woman. All of a sudden, she felt like she was in the arms of a dear friend, one who was terrified for her. Sure, she always thought of Celestia as a friend, but she was always closer to Luna as she and her dad… well…

Both Luna and Twilight would have rather not talked about it…

Twilight heard something above them, and pushed Celestia away from her falling back, another beam falling in between them.

“Twilight, go!” Celestia cried. Twilight nodded and ran off, unaware of the look of shame on Celestia's face, “Forgive me, Twilight… you're in danger right now because of my cowardice…”

In the Ice Sector, three bloks moved into position and began firing at the group. Rarity blocked the attacks with her sword while Applejack fired at them with her shotgun. She managed to kill one, but one blok got a lucky hit on Applejack knocking her back.

Applejack: 70 HP

“Applejack!” Rarity cried out. She rolled out of the way of a blok's attack, accidentally ending up right next to Fluttershy.

“Rarity, please help me,” Fluttershy requested. Rarity looked at Fluttershy and paled a bit, remembering what she had done earlier.

“H-help you?” Rarity asked.

“I have a theory of where the tower is,” Fluttershy said, “I've been to this part of the Ice Sector before, and I think I know why Dash can't track it down. I need someone to defend me though, and you're the best choice.”

“Fluttershy, I...” Rarity ran in front of Fluttershy blocking an attack from a krab. She then charged up her sword and shot her shock wave at the krab slicing it in half, “Ugh, fine. I'll protect you. Lead way.”

“Fluttershy nodded nervously and ran off, Rarity right behind her blocking incoming attacks. Applejack saw them run off and got concerned.

“Pinkie Pie, go after them!” Applejack ordered.

“If I do that you'll be by yourself!” Pinkie Pie said before using her Homing Attack on the blok in front of her.

“These are monster's Ah'm good at fightin!” Applejack said, “Ah'll be fine, but ya need ta be there jus in case the scyphozoa comes! We can't let that thing finish uploadin whatever that virus is ta Rarity!”

Pinkie Pie nodded and ran after Fluttershy and Rarity on all fours.

“Dash, do ya know how ta call the Tera-Bikes?” Applejack asked.

“That's a new program, so not off hand,” Dash admitted, “But if you give me a minute I might be able to figure it out. I saw Twilight do it once.”

“Will that be enough?” Applejack asked firing at a blok, killing it.

“When you have a photographic memory like me, yes,” Dash said.

“Well then,” Applejack said, “When ya remember how she did it, send mine. Ah'm gonna need it.”

“You got it, Leader!” Dash said.

“You have a photographic memory?” Luna asked Rainbow Dash as she slowly typed on the computer.

“Yep, its how I can slack off in school and still pass. I could get As easily if I wanted to,” Dash admitted.

“Then… why not get As?” Luna asked, raising an eyebrow. Dash closed her eyes looking serious.

“Because there's no goddamn reason to, that's why,” she said harshly, “Not like my Dad's going to have anything nice to say. I'm a failure anyway, so passing now isn't going to do me any good.”

“Rainbow Dash…” Luna said somberly. She had heard that her relationship with her father was rocky, and that she didn't have a nurturing figure in her life. Seeing the effects of it were hard. Luna wondered if all that bragging Dash did was genuine pride, or more of a defense as no one else ever lifted her up.

These kids really have it tough, Luna thought.

Twilight ran as fast as she could away from the beams, but she was getting tired. She was also having a lot more close calls. She was almost at the entrance of the school, but her chest was hurting from all the running. Her phone buzzed.

Looking a little tired there, Twilight Sparkle. Me? Oh, I'm fine. In fact, I can do this all day.

She looked up as another beam came down from the sky. She didn't have time, nor the energy. She was going to die now. XANA won…

Right as she closed her eyes in sadness giving up, someone ran over to her and shoved her aside just in time. Twilight was so shocked that it took a second for her to realize that it was Sunset Shimmer.

“What the hell is the matter with you?!” Sunset fussed, “Are you trying to get yourself killed?!”

“After… me...” Twilight panted, “Can't… run… anymore...”

“It's after you?” Sunset asked frowning. When she saw another beam coming down, she rolled to the side carrying Twilight with her out of the way. Now with Twilight over her, she could fell her trembling, as well as her tears hitting her chest.

“Hey… it's going to be okay,” Sunset Shimmer said.

“No it's not!” Twilight sobbed, “XANA won't stop…! Not until… I'm dead!”

“I don't know who the hell XANA is, but I'm not letting that happen,” Sunset said standing up. She took Twilight's hand and guided her to her black motorcycle. Sunset picked up a spare white helmet and threw it to Twilight.

“Put it on,” Sunset ordered, putting on her black and orange helmet. Once Twilight had her helmet on, she sat behind Sunset Shimmer as she started up her motorcycle. Twilight looked up and saw another beam coming down.

“Sunset Shimmer! It's coming!” Twilight said. When it looked like Twilight was about to run off, Sunset managed to start up her bike and grabbed Twilight's hand.

“Don't you dare run away,” Sunset ordered turning to Twilight, “I'm going to protect you, Twilight. I promise.”

Twilight couldn't help herself. Sunset Shimmer looked so cool right now, almost like a super hero. Sunset took off right as the beam hit the ground, driving away from the school into town. Twilight found herself wrapping her arms around Sunset's waist, both to not fall off, but also out of gratitude. Sunset patted Twilight's hands with one of her own, and then put all of her focus on driving out of Canterlot.

Twilight had no idea where they were going, but wherever it was, somehow she knew she'd be safe.

“It's in here,” Fluttershy said, pointing to the end of a large lake of water. She had led Rarity to an ice cave deep in the Ice Sector, a place that the computer had a harder time detecting.

At the other side was the activated tower.

“Then let's hurry this up,” Rarity said. Fluttershy turned to Rarity with a worried expression.

“Rarity, are you mad at me?” Fluttershy asked.

“Why would I be mad?” Rarity asked, genuinely confused.

“Well, you've been avoiding me ever since I woke up,” Fluttershy said, “And I see the way you keep looking at me. Even now I feel like you don't really want to be near me right now. Did I do something to make you hate me?”

“Oh Fluttershy...” Rarity said, realizing what she was doing. She walked over to Fluttershy and hugged her, “Not at all. I'm sorry, I didn't mean to hurt your feelings. I'm not mad at you.”

“That's good,” Fluttershy said, “But, then what's wrong?”

Rarity was about to tell Fluttershy, but an odd, aquatic sounding growl caught her attention. Rarity slowly turned around and saw the last thing she and Fluttershy wanted to see floating over to them.

The scyphozoa.

“This was trap!” Rarity said, “This was why XANA used this tower!”

Right as Fluttershy and Rarity were about to run away, something fired at them hitting Fluttershy in the back and knocking her far away into the water.

Fluttershy: 50 HP

“Fluttershy!” Rarity cried out. Immediately she was wrapped up in the scyphozoa's tentacles, the creature now flanked by three tarantulas. Rarity screamed as the jellyfish shaped monster turned her around and placed its two glowing tentacles around Rarity's head.

Installation: 72%

Installation: 79%

Pinkie Pie ran in, stopping when she saw the scene before her.

“Rarity!” Pinkie Pie cried out. She looked in the water and saw Fluttershy floating to the top and trying to swim back to surface, “Fluttershy, are you okay?!”

“I was hit by a tarantula!” Fluttershy said, “I'll be fine, but Rarity is in danger!”

“Get to the tower! I'll save Rarity!” Pinkie Pie said rolling into a ball. She charged over to the scyphozoa, but was whacked away by what appeared to be a krab's leg.

Pinkie Pie: 70 HP

Pinkie Pie forced herself to her knees and saw two krabs walking over to her. They charged up their lasers and started firing at Pinkie Pie, who ran on all fours out of the way of their attacks.

All the while, Fluttershy tried to swim to the tower, but the tarantulas were firing at her, keeping her from getting too close. Sadly, this meant no one could do anything about the scyphozoa, as it continued its upload.

Installation: 84%

Installation: 91%

“Damn it! This level's too hard!” Pinkie Pie fussed, “I don't think we grinded enough for this!”

As Fluttershy was in immediate danger, Pinkie Pie used her Homing Attack instantly killing two of the tarantulas. When she landed, the third tarantula fired two shots right at her stomach.

Pinkie Pie: 0 HP

“NO!!!!” Fluttershy screamed as Pinkie Pie devirtualized. She then looked in horror as the monsters all turned to the scyphozoa.

Installation: 95%

Installation: 100%

Pinkie Pie's scanner opened up, and she immediately ran to the elevator going to the computer room. When she got upstairs, she saw Rainbow Dash typing furiously on the computer, Luna looking really tense.

“Dashie! Rarity is in trouble!” Pinkie Pie cried.

“I know!” Dash said, “The scyphozoa just finished installing whatever it was trying to install into Rarity!”

“Do we know what its supposed to do?!” Luna asked.

“I'm getting a bunch of weird numbers, but I don't know what any of them mean!” Dash said, “Damn it! Now I really wish Twilight were here!”

“Dash! How's that Tera-Bike comin along?!” Applejack asked from inside Lyoko.

“I got the program. Sending it to you now!”

Applejack's red and black Tera-Bike appeared right next to the southern girl. She slammed the acceleration on her bike and drove off toward the direction everyone ran in, stopping when she made it into the cave.

She saw the scyphozoa floating away, Rarity lying on the ground and surrounded by monsters that oddly weren't attacking her. Applejack got off her bike and ran forward.

“Rares! Are ya alright?” Applejack asked, “Rares!”

She stopped as Rarity slowly stood up. Both Applejack and Fluttershy stood there holding their breath, unsure of what would happen. She seemed okay for the most part, but something wasn't right.

Why weren't the monsters attacking her?

“R-Rarity?” Fluttershy asked. At the sound of her voice, Rarity flinched slightly, and turned to look at Fluttershy, glaring at her, “Rarity, what are you-” she gasped and ran out of the way as Rarity shot her shock wave at Fluttershy.

“Rares! What are ya doin?!” Applejack asked running up to Rarity. She was stopped by a krabs shot at her feet, and Rarity turned to Applejack glaring at her now. It was then that Applejack saw it.

XANA's symbol in her eyes.

“R-Rares…?” Applejack asked stepping back. Rarity turned her nose up to Applejack turning to the krab.

“You deal with Fluttershy,” Rarity said, “Applejack is all mine.”

The krab nodded and turned to Fluttershy. The second krab and tarantula also turned to Fluttershy, and they all began firing at Fluttershy, who had to duck into the water to avoid being hit.

Applejack fired at one of the krabs, but Rarity got in her way and blocked the attack. Rarity then sauntered over to Applejack.

“Rares, what's goin on with ya?!” Applejack asked.

“This!” Rarity shouted firing a shock wave at Applejack. She blocked with her shotgun, but was still pushed back and knocked to the ground.

Applejack: 45 HP

“Rares!” Applejack said, shocked and hurt. She couldn't believe it. Rarity was attacking her!

“What's wrong, Applejack?” Rarity asked tauntingly, “We fight all time. How is this any different?”

“Rares, yer not thinkin straight!” Applejack said, “XANA did somethin to ya!”

“You mean my master?” Rarity asked, “All he did was help me put things into perspective.”

“Put things… inta perspective?” Applejack asked.

“Master helped me realize who I should have been giving my power to,” Rarity said, sending another shock wave at Applejack who rolled away, “Soon, all of you shall join my master, future God of human race!”

“That shakes it!” Dash said setting up the stalled transfer, “I'm going in there! Lulu, take over for me!”

“Got it,” Luna said sitting down in the chair.

“When the tower deactivates, push the enter key to activate Return to the Past!” Dash said as the elevator closed. Once she made it to the scanner room, she ran right into the scanner. It closed and got to work scanning her, and sending her into Lyoko.

She rendered and landed right outside the cave Applejack was in. Dash used her super sprint to run into the cave, first jumping over Rarity and Applejack's fight and throwing her kunai at the krabs' heads killing them. She landed behind the tarantula as it turned around, and made two clones of herself to confuse it.

The tarantula fired at the Dash in the middle, killing that clone. The real Dash and the remaining clone both threw their kunai at the monsters head killing it. The clone vanished and Dash turned back to where Rarity was wildly slashing at Applejack.

“Fluttershy, go!” Dash said, “Deactivate that tower NOW!”

“R-right!” Fluttershy said, swimming as fast as she could to the tower. Once she made it to dry land, she wasted no time running into the tower phasing right into it.

Twilight and Sunset Shimmer were now literally riding in the outskirts of the city. The beams seemed to have slowed down, which actually worried Twilight a bit. XANA wasn't the type to just give up.

“You're thinking the same as me, aren't you?” Sunset Shimmer asked, “Why did they stop?”

“I'm worried about my friends,” Twilight said, “We need to-”

A beam surprised them landing right in front of them. The motorcycle swerved out of the way, and both Twilight and Sunset fell off the bike onto the ground.

“Sunset Shimmer!” Twilight called out running to the aid of the fallen teen. When she confirmed that she was still alive, she moved Sunset out of the way as another beam fired down on her.

Fluttershy was floating up to the higher platform of the tower. She elegantly landed and walked over to the control panel, where she got to work breaking its security.

Outside the tower, Rarity did a spinning slash knocking both Rainbow Dash and Applejack back.

Applejack: 10 HP

Rainbow Dash: 55 HP

As Dash stood up, she was hit by a shock wave that sliced through her.

Rainbow Dash: 0 HP

“Dash!” Applejack cried out watching her friend be devirtualized. She then looked up as Rarity stood over her with a sinister smile.

“Game over,” Rarity said, raising her sword.

“RARES NO!!!!!!” Applejack screamed in horror.

Once the touch screen appeared, Fluttershy placed her hand on it.

Outside, another beam fired down on top of Twilight, but it stopped in mid air, as if time itself had stopped. She breathed out in relief and fell to her knees.

“Fluttershy, thank you...” Twilight said hugging herself. Sunset may have been her hero, but Twlight knew that Fluttershy was truly her guardian angel.

“Tower deactivated,” Fluttershy said looking into the abyss. There was a white flash, and a white light shined out of the tower engulfing everything.

In the real world, Luna pushed the enter key, “Return to the past, now!” she called out. Everything and everyone who was still alive was returned to where they were just twenty four hours ago.

For Twilight, that meant appearing in Fluttershy's room, where before she was preparing for the super computer's maintenance. Thankfully this time they didn't need to worry about that. Realizing that they were alone for now, Twilight decided to take full advantage of this time.

Which was why this time it was Fluttershy who was pinned to the bed while Twilight lied down on top kissing her.

“Twilight, I'm not used to you initiating,” Fluttershy said with a smile once their lips parted.

“I didn't get to see you all day today,” Twilight said, “I'm making up for lost time.”

Right when she closed in for another kiss, they were interrupted by two knocks, then three, then one. Twilight sighed and went over to the door, opening it.

“Twilight, darling!” Rarity cried out hugging Twilight tightly.

“R-Rarity! This is a surprise,” Twilight said.

“I was so worried after Return to Past activated! Once I came to my senses I got scared that lasers got you!”

“Came to your senses…?” Twilight asked, now a little worried.

“The scyphozoa… it finished uploading that data into Rarity,” Fluttershy said walking over to them, “She… XANA...”

“I don't really remember what happened,” Rarity said, “But I feel fine now,” Rarity smiled at Twilight warmly, “Whatever it was, I think Return to Past may have fixed it.”

“Well… okay,” Twilight said frowning, “But you'll let us know if anything comes up?”

“Dah, dah,” Rarity said nodding, “Well, I need to get to class. Uvidimsya~!”

Rarity sauntered off, leaving both Twilight and Fluttershy unnerved. Something about Rarity just didn't seem right. For one thing, would Return to the Past remove the virus? That didn't seem right...

Applejack was running frantically around the school searching for Rarity. She had called Dash and Pinkie Pie, and they were also searching for Rarity. They needed to make sure that she was okay, and that she was herself again.

Applejack saw Rarity walking down the hall to her homeroom.

“Rares!” Applejack called out running to her. Rarity turned to Applejack looking, well… like herself.”

“Applejack,” Rarity said, sounding relieved, “Are you okay?”

Applejack smiled in relief, “Yeah, Ah'm fine. Especially now that Ah see yer okay. XANA took control of ya and made ya attack us.”

Rarity gasped placing her hands over her mouth, “Oh Applejack, I'm sorry! I… I didn't hurt you or anyone… did I?”

“Naw, everything's fine,” Applejack said, “Ah'm jus' glad Return ta the Past did it.”

Rarity nodded walking toward Applejack, backing her into a wall.

“Um… Rares?” Applejack asked, “Are ya-”

“You'll always protect me… right Applejack?” Rarity asked, whispering into Applejack's ear.

“Course Ah will,” Applejack said. Rarity then kissed her neck, a motion that really hit Applejack. She wasn't used to her being so affectionate out in the open, but it felt- “Ouch!”

Applejack felt a sharp pain in her neck. Rarity smiled at Applejack lovingly as the latter held her hand to her neck, which was actually bleeding.

“I'll see you later, AJ,” Rarity said. She sauntered to her class, hiding her sinister smirk from Applejack who was really confused by the Russian girl's actions. Dash and Pinkie Pie ran over to her.

“Find her?” Dash asked.

“Yeah, Ah found her,” Applejack said, “But Ah don't know is she's herself again or not.”

Dear Eos,

That last attack was by far the worst XANA attack ever. It's a good thing the computer won't have to do that again for another twenty years, because we can't afford to give XANA that opening again.

However, something really disturbing happened during the attack. The scyphozoa finished uploading that weird virus into Rarity. She seems okay now, but there's something sort of off about her.

Eos, we're running out of time, and I don't know how much more of this I can take. We need to get that data from Sector 5 so we can shut down the computer soon. XANA is getting more and more ruthless.

Please help me Eos. Please.

Sincerely,
Twilight Sparkle

Ending Theme: Can't Fight the Moonlight

Author's Notes:

*What am I doing...?

---

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