Tarnished Teapot’s hooves cut divots in the ground as he charged along at breakneck speeds. He ran alongside the river for a ways, three mares held in his magic, and then made a turn for the switchback leading up the side of the ravine with no signs of slowing. His hooves made a thunderous rumble that echoed through the valley and his speed was something that had to be witnessed to be believed.

A confused and terrified owl, up past his bedtime, shat himself as Tarnish went streaking by, then shook his wing at the derby racer wannabe that had disrupted the morning. He let out a disgruntled hoot, fluffed out his feathers, and tried to settle down after being startled.

A lone deciduous tree, its leaves ablaze with all of the colours of autumn was stripped bare as Tarnish blew by, and its leaves were snatched up in a whirlwind. Left naked, and maybe just a little bit ashamed, the tree let out a faint arboreal sigh that could have only been heard by Fluttershy, had she been present.

He lept over a log, skidded on some gravel, refound his footing, and then ran flat out up the switchback, heading for the camp at the top of the ridge. His long legs afforded him a unique advantage, Tarnish was a natural born sprinter. He took a shortcut up the switchback, leaping from ledge to ledge, and Octavia let out a petite scream of terror as Tarnish did his best impression of being a mountain goat, his hooves finding purchase upon ledges that were a few scant inches wide.

Reaching the camp, Tarnish stumbled to a halt and dropped his mares…

“You silly sot, I almost soiled myself… again!” Barrel heaving, Octavia sat sprawled in the grass, trying to catch her breath and recover her dignity. Letting out a loud gasp, Octavia fell over onto her back in the grass and then lay there panting, with all four of her legs splayed around her.

Her whole body shaking, Vinyl Scratch clutched her sides as though she was giving herself a hug. It wasn’t obvious right away that she was laughing, but she was. She trembled with silent hysteria and she too, fell over into grass beside Octavia, her barrel hitching as she made wheezing sounds deep within her throat.

Maud sat where she had been dumped, blinking, her body unmoving.

Tarnish took a moment to recover, then he began rolling in the greenery, kicking his legs up into the air, scratching his sweaty, quivering back, rubbing his croup against the ground, and he tried to work out the adrenaline coursing through his veins by cooling himself down in the damp grass. He snorted, he kicked, and he chuffed. His blood still singing from his fear response, he let out a bellowing whinny that echoed down into the valley.

All of the kicking, flopping, and flailing about had an effect upon Tarnish—he farted—and in his still heightened state of panic, it was the final straw for his nerves. He spooked, his primitive inner equine manifested as he let out a shrill wicker, sprang up to his hooves, and then took off on another breakneck run while he whinnied in terror during his crepitatious departure.

Shaking her head, Maud watched him go as Octavia shrieked with laughter.

Octavia and Vinyl were unable to look Tarnish in the eye as they sat around the campfire, having a bit of a snack and some tea. Looking at Tarnish, even glancing in his general direction, was enough to reduce both mares into a tittering, giggling mess. Tarnish did his best to look dignified, but a smirk could be seen upon his face. The whole thing was hilarious, really, and it was even funnier trying to pretend that it hadn’t happened.

“Do you think it was the cave itself or something that dwells within?” Maud asked.

Vinyl shrugged and then stuffed a whole cookie into her mouth, causing crumbs to go spilling down her barrel. The cookie was a little dry, a little crumbly, and no longer ‘fresh.’ Beside her, Octavia sniffed her tea and her ears twitched as she recalled her terror.

“For all we know, it might’ve been a mutant underground squirrel with a jacked up fear aura.” Tarnish’s eyes narrowed and he looked at the mares around him. “I’m not giving up. I’m going into the eastern entrance as soon as I finish here. If I run into scary terror, it might be an indicator that it is the cave itself.”

“Well, you can’t go in there alone.” Octavia’s voice quavered with fear as she spoke, but her eyes were resolute. “Vinyl, are you up for another attempt? What about you, Maud? So long as we have Tarnish as our escape option, I think we’ll be fine.”

Chewing her cookie, Vinyl nodded.

“Yeah, but who wants to walk behind him?” Maud asked as she pointed her hoof at Tarnish. “It’d be like walking in a wind tunnel, spelunking behind him.”

“Hey!” Tarnish’s cheeks darkened as he heard Octavia let out a demure giggle. “I was having a horse moment, okay? We’ve all had those.” His face turned a darker shade of brown and his ears quivered as he withheld his laughter, doing his best to look dignified. “I will not be ashamed of my horsiness. I will not be horse-shamed.”

Choking, Vinyl scratch shot tea and cookie crumbs out of her nose, spraying them all over Octavia. The laughing, coughing unicorn almost dropped her teacup as she horked and sputtered, struggling to breathe as her mirth overcame her.

“Funny, I can’t recall laughing quite this much,” Octavia said as she wiped her face with her foreleg and ignored Vinyl’s coughing. “Or being this terrified, for that matter. Or being in battle. Overall, this excursion is having a profound effect upon my creativity.”

“Well then, let’s try this again,” Maud said in a flat voice, devoid of any enthusiasm.

“Bladders empty?” Maud asked, displaying her dry, flat humour. She looked at her companions and then peered into the eastern entrance of the cave. The last time they had tried to go in this way, there had been tentacles. Lots of tentacles. Maud liked rocks, not tentacles. Rocks were hard, firm, and familiar. Tentacles were squishy and did unpleasant things to available organic orifices, if the opportunity presented itself. Maud had looked into some of Pinkie Pie’s comic books and she had witnessed Tarnish’s tentacle grape out in the wilds.

Saying nothing, Octavia marched up to the cave entrance, her saddlebags bouncing only a little against her sides. Watching her, Tarnish knew that a better placement and a tighter cinch strap would fix the bouncing and would keep her sides from being slapped sore. He had learned this lesson himself after having his sides almost beaten chapped and bloody.

Eyes narrowed, the grey earth pony mare peered in, trying to pierce the darkness. The darkness just a few yards ahead had to be magical in nature, as all visibility just came to an abrupt and sudden stop. The hairs along Octavia’s spine stood up and her tail twitched around her hind legs.

“Fronk it, I’m going in,” Tarnish announced, “it’s like swimming in cold water. It’s better to toss yourself in and get it over with. We all know it is going to be scary, so screw this cave, screw the fear it generates, and screw whatever greeting party it has ready for us.” Holding up his shield, Tarnish marched forwards with a grim look of determination upon his face.

Vinyl, looking apprehensive, fell into position beside Tarnish, her hooves clopping against the rocks. She summoned up a few floating neon orbs of light and then set them to orbit above her head. She let out a sigh of relief when Octavia fell into step behind her.

Maud, the last to get moving, took her place beside Octavia and behind Tarnish.

They passed through the veil of darkness and the sunlight vanished behind them. All they had now was Vinyl’s lighted orbs, which created a sphere of light around them. Overhead, sleepy bats roosted, but these weren’t regular bats, oh no. These were mutant bats, distorted, and twisted by whatever malevolent magic lurked within this horrid place.

Looking up, Tarnish saw that some of the bats could no longer fly—their membranes had vanished, leaving them with long, twisted arms and elongated, creepy fingers that ended in terrible hooked claws. He shivered, thinking about nightmarish pegasi with the same condition, wings gone, leaving behind freaky mutant arms growing from their backs and long, knobby knuckled fingers. Now, like Octavia, the hair along his spine was standing up after he had successfully creeped himself out.

“Oh, getting rabies would be dreadful,” Octavia murmured in a low voice.

Already, Tarnish could feel the fear, but he couldn’t tell if it was his own fear, or some outside influence. His mouth alternated between dry and wet, it would go dry and then his salivary glands would squirt out some much need spit to moisten his tongue.

Some guano rained down and Octavia let out a muffled squeal through tight-pressed lips. Maud shrugged it off, Vinyl looked disgusted, and Tarnish just ignored it. He had suffered far worse, like getting a faceful of gunk from Trixie’s infected leg. What was a little guano?

Something scurried in front of Tarnish, it looked like a mouse or a rat, but it had dozens of legs and a very long, thin body. A mousipede? It had pale white eyes, no doubt sightless, and its whiskers were extra long. It scuttled along the river’s edge, trying to find food. Tarnish watched it explore as he moved forwards, and then the mousipede crawled into the eye socket of a skull.

A pony’s skull.

Coming to a halt, Tarnish lowered his head to examine the bleached and yellowed skull. The lower jaw was missing and part of the back of the skull had been broken off, perhaps so the brain could be slurped out. There was a long fractured crack that arced down like a lightning bolt from the eye socket the mousipede had crawled into.

There was a blinding flash as Vinyl took a picture. Overhead, the mutant bats stirred, some of them made strange noises, but they remained where they were. Lifting his head, Tarnish shivered. Some idiot wanted to use this place as a toxic waste dump. The animals in here were already mutated beyond belief, and Tarnish wanted to know why. What had caused this place to be the way that it was?

Dumping toxic waste in here would make it a breeding ground for terrifying, dangerous monsters. It was just asking for trouble. Sure, toxic waste had to go somewhere, alchemical runoff had to be disposed of somehow, but not here. He scowled. What did one do with alchemical waste and toxic materials? Tarnish didn’t see a good way of disposing of it at all. No matter what one did with it, it remained a problem for the land and the animals.

Abandoning alchemy and chemistry didn’t seem like a realistic outcome either.

Thoughtful, he pushed ahead with Vinyl beside him. It was cold in here, and he could feel it seeping into his bones. Magical cold? Perhaps. It might go along with the fear. The floor was slick with slime and muck. This end of the cave, where the river exited, it was a whole lot nastier. Tarnish supposed that the big monsters in the middle of the cave pooped a whole lot, and that poop had to go somewhere.

Something with three glowing eyes sitting on a stone in the middle of the river blinked, then dove off of the stone, into the murky water, and disappeared with a plop and splash. Tarnish peered ahead, trying to pierce the darkness, and he fought back against his rising panic. The cloying smell of rot and decay filled his nostrils. The terror was almost overwhelming.

“I can’t do this anymore,” Octavia said in a whimpering whisper. “It almost feels like I can’t breathe, I’m so scared.”

Tarnish came to a halt and squinted into the darkness ahead. He could keep going, but for how long? Turning his head, he looked at the mares around him. Octavia was indeed, having trouble breathing. Vinyl was shivering, so much so that Tarnish was shocked that he didn’t hear her teeth chattering. And Maud, well, Maud was just sort of standing there, pressing up against Octavia, either because she too, was afraid, or she was trying to comfort her friend.

With a squeak, Octavia began hyperventilating, and would have tumbled down, had Maud not caught her. Tarnish thought of the magic dust bomb. It had affected him in a most terrible sort of way, but Octavia, Vinyl, and Maud had all resisted it somehow. In the back of his mind, he gained some understanding of tolerance and weakness. Each of them could only tolerate so much of something, each of them had a weakness. Using his telekinesis, Tarnish scooped up Octavia, lifted her up into the air, and then placed her upon his back. He could be strong for her, as she had been strong for him. Right away, she wrapped her forelegs around his neck, her hind legs gripped his middle, and he could feel her quaking against his spine as she struggled to slow her breathing.

“Let’s go,” Tarnish said as he turned around. “If we’re going to understand this place, we’ll have to do it from the outside somehow.” He felt Octavia’s forelegs around his neck tighten and each one of her panicked breaths was a pained squeak.

“Let’s head back to camp so Octavia can recover.” Maud gave Vinyl a nudge, as Vinyl seemed to have some trouble moving. “This is an awful place… perhaps only Pinkie Pie can make it through here without feeling the fear.”

Heart heavy with disappointment, Tarnish headed for the exit, his ears drooping down.

Author's Notes: