"Mmmrrmm mwaaa this is great viddles Princess, totally makes up for those featherheads of yours. Not to mention the excellent medical care and..." Our 'guest' Sludge Barrel stuffed his face across from Jade, giving the patient alicorn effusive praise while I scowled at him at her side.

Despite hearing Jade give a "tsk!" at Val slapping the balding stallion upside the back of his head, I secretly cheered the stern griffon. Jade had been angry enough to go along with us as far as ponynapping the thief and bringing him back to the Redheart Academy with us, but her kindness won out in actually giving him medical treatment after seeing how poor his health was.

Not that I didn't feel bad at all on seeing some of his lumps, cuts and disturbing growths mostly covered by his ratty wasteland clothing, wondering just where he ran into the kind of taint and radiation Jade informed me must be the cause. It was just that Sludge was not a very likable stallion... a fact Val illustrated yet again by slipping her deft claws in his patched flannel shirt and pulling out a hooffull of silverware from this very cafeteria, vials of Med-X and magical bandages from the exam room Jade had treated him in, and an assortment of junk that was not nailed down and therefore free game for his admittedly impressive swiping.

"Aw just lemme beat it outta him boss! At least tie him back up, he's gonna keep right on robbin' ya blind at this rate!" Val sneered at the flinching yellow earth pony, throwing her claws up at Jade and I across the table.

Jade didn't look very happy at the assortment of loot Sludge had managed to make off with so far, but still stuck her nose up with a huff, closing her eyes and shutting out Val's argument in a cutely stubborn expression. "We are not raiders, so we will not resort to torture Valkyrie, thank you very much."

"Maybe we could just do a liiiiittle torture hon? Psychological maybe, like water torture?"

"We will not Fast..." Jade arched an eyebrow down at me pouting, returning her attention to Sludge with a kindly hoof laid on his. "Now then Mr. Barrel, I would appreciate it if you could refrain from any further thievery hmm? We would greatly appreciate your help and are willing to reciprocate if you would cooperate?"

"Re-sip-crate? You mean pay? Why didn't ya say so Princess! Course I'm willin' to lend a helping hoof to a gentle beauty like yourself, for a few caps of course... Anything to keep these two thugs here off my back." Sludge squinted as he figured out the potential for profit, putting on a wide, gap-toothed grin and shaking Jade's hoof manically.

Giving an unsteady smile in return, Jade slowly pulled her foreleg free and whinnied. "They are not thugs, this is my husband Fast and my dear friend Valkyrie, they will behave themselves I assure you. Now, about this Dr. Vigil they seem to think you can help us find, are you able to do so?"

Sludge's conpony's smile faltered at the name of the Institute researcher I wanted to find, leaning away from the smiling alicorn and crossing his forelegs over his chest. "Dunno who you're talkin' about. Ain't no Institute docs around here."

"Again... we never said anything about the Institute, you seem to know a lot for not knowing anything buddy. Start talking... now."

Jade frowned at the Shroud's voice coming out of my mouth in a growl at the end, curling a wing around me and continuing to the cringing buck. "It is vital we find this pony you profess not to know sir. I understand he may have sworn you to secrecy, but we wish him no harm, merely to talk to him if that is possible. Please?"

Looking up to the pleading tone and sparkling eyes of the blue beauty, I wasn't surprised to see Sludge's resolve crack. Jade could make any buck melt if she really tried, without even knowing she was doing it. His eyes still flicked between Val and I nervously, shuffling in his seat and testing his boundaries until he heard the click of Val's pistol behind him and froze. Left with no way out, he slumped and grumbled petulantly.

"Even if I did know, I sure wouldn't lead these two there your highness. Couple of regular hardcases you've got. If it weren't for all your hospitality, I'd be sure to raise a racket when I go back to U.P., I'm a..." Sludge returning to his big talk and lies was an old refrain at this point, allowing me to finish his sentence with a sneer.

"Very important pony... yeah, we heard. Somehow I have a hard time believing you there pal. If you wanna take your case to the eggheads in charge back there, you're welcome to it. We'll take you with us even, I'm sure the guards will be very interested in all the goodies we found in your packs."

Always looking for the best in others and overflowing with empathy, Jade tilted her head and nickered, hushing me with a feather and trying a different approach with the stubborn stallion. "I am very disappointed that you seem to have stolen from the apothecary in University Point Mr. Barrel, but I am willing to forgive your crimes in exchange for your assistance. Though I do not understand why you did so at all. University Point seems to be a thriving and fair settlement, surely you could find some kind of honest work?"

Turning away from that innocent gaze that could make a buck feel breezie sized, Sludge muttered back under his breath, the slight pain in his words the first bit of honesty I actually believed was genuine from him. "U.P.'s great alright, if you're a smarty pants anyway... Not so easy for us regular folks though Princess. 'Sides, I didn't take that stuff for myself, I took it for... n-nevermind."

Remembering the rogue Institute scientist we were after came from Dr. Dala's Biosciences, all the beakers, vials and rare potion ingredients we caught him with suddenly made sense. "You got it for Dr. Vigil! That's how you knew what to get! Oh I knew that stuff was way too advanced for you! Start talking Sludge!"

Sludge Barrel cringed at me leaning up on the table on my forehooves with a crazed gleam in my eye, all that stood between me and a link to the Institute was this miserable pony in front of me. If Jade wasn't here, I'd happily go along with Val's plan and start hurting him.

"Fast... calm down. I apologize Mr. Barrel, my husband is most anxious to find this scientist as you can clearly see. I am also sorry to hear things in University Point are difficult for those less inclined to intellectual pursuits, though I would appreciate hearing more on the subject since we are considering them as an ally. For now however, we must remain focused on Dr. Vigil. His assistant, a Miss Byte, sent us here and we desperately need to contact him."

At the name of Dr. Vigil's synth assistant Sludge paused, giving Jade and me a dubious look. "A-Alright... maybe you know him and maybe I do too. Let's talk about a reward first though, things are awful tough ya know Princess. I'm just scraping by and maybe I can't sell out one source of income without having an another in return. Hippo-thetically speakin' and all..."

Hearing him mangle more of the equine language as he hemmed and hawed made me want to tear my mane out in frustration, an impulse only mastered on spotting Swan squeezing her way into the cafeteria carefully. She was small enough to fit in the building and didn't seem to have any major hangups about remaining so lately, but still big enough she got her rump stuck in the narrow door and her horn kept ripping loose tiles and wiring from the decaying ceilings.

Seeing her beaming when she spotted us and pulling herself free with a grunt, I gave a grin to Sludge and waved her over, letting her come tromping up behind the stubborn buck. "Hypothetically speaking... We're willing to deal Sludge. But if you don't start talking straight with us, my friend will probably be very annoyed with you. Isn't that right Swan?"

Sludge craned his neck back at my nod, leaning further and further back in his seat to take in the big mare blinking down at him curiously. Watching all the color drain from his face was immensely satisfying at Swan's deep rumble of an answer, not particularly knowing what she walked in on, but always willing to cut straight to violence. "Right! Lying is bad little pony, tell my sister the boring things she wants to know, or I'll smash you..."

"S-S-Sweet Celestia! Alright, alright! I'll talk! I know him ok!" Sludge panicked when Swan pressed her large hoof down on his greasy blue combover, inexorably crunching him down in his seat in an effective demonstration of just what 'smash' meant in this instance.

Jade didn't like her sister grinning at the prospect of crushing Sludge's head like a walnut, but sighed and only waved her away gently, again placing a calming hoof on Sludge's own shaking one and radiating that regal bearing that made her a Princess. "My sister will not hurt you Mr. Barrel, forgive my husband for taking advantage of her enthusiasm when it comes to senseless violence... As he said however, we are willing to pay for your assistance,. You can trust we will do so based on the quality of your information, so let us hear it so we may do so quickly."

Sludge focused on Jade, darting his eyes nervously up to the looming purple alicorn leaning directly over his head menacingly, then to Val polishing her claws and me fidgeting impatiently. "Ok, I know this Vigil guy, he sends me out to get stuff for him and I bring it back, then he gives me all this fancy gear and food in return. He talked about that Byte gal, so... so I guess you're alright. But he don't want company, if I sell him out, I lose my meal ticket. H-How bout I take a message to him for ya? See if he wants to talk to you folks or not?"

"Blue don't even think about it... The second you let this slippery fuck off his leash, he'll run off with whatever he can grab and it'll take forever to track his ass down again, even with me an' yer little class of mini-mercs on the case." Val groaned at Jade's happy look, hooking her claw over her shoulder to the benches of young griffons enjoying their meal nearly as much as Sludge had.

I was glad Glitter was happy sitting over there with her new friends, wiping the scowl off my face when I saw her waving with a wide, innocent smile. She wasn't very interested in the boring, grownup conversation anyway, so we had been able to manage this little interrogation without her seeing me struggling to keep 'Be Dark...' in check. With the sky outside growing dark and Sludge finally fessing up, that was getting to be a battle I was worried about losing, grateful to my little filly who could help me and the voices of the Ministry Mares shove it back with just a smile.

"Take us to him. Wherever he's hiding out, take us there. If he gets mad, we'll make sure you're taken care of, you'll get your reward either way, but I need to talk to him, directly."

Sludge squinted and hedged, finally taking another big bite of insta-oats and mumbling to us. "Ok, but only you and the Princess, nobody else."

Val's feathers puffed up at the slimy stallion's demand, vetoing it nearly as fast as Witchy galloping across the cafeteria with a squeak, her fluffy ears trained on the conversation from a considerable distance. The two of them shouted over each other, surrounding the surprised buck at the instant refusal from the two guards.

"Nuh-uh, no way boss! Greasy fuck will slip away, or lead ya inta some kinda trap or somethin'! Just let big stuff sit on him till he talks dammit!" Val sneered first, pulling Swan down by her pink neckerchief to help back up her threat.

"Y-Your highness, I must object! Thine safety is paramount, thou cannot go with this suspicious thief alone!" Witchy joined her a beat later, charging to Jade's side and leaning over the table at the cringing Sludge.

Gulping nervously, Sludge tried to answer their threats and refusal in a rush, anything to get the manically grinning Swan overhead to stop wiggling her rump in anticipation. "I-It's not safe for anycreature else! U-Unless you've got a ghoul or two running around, only these two can make it! Er... I g-guess the big filly behind me could too..."

"Oh? I assume you mean it is somewhere contaminated? Hmm... that would explain how you have come to be in such poor health... Valkyrie, Witching, it is alright, I am sure between my sister and Fast we will be fine. However, I question if it is it safe for you Mr. Barrel? I have administered what treatment I can and my Followers have purged the taint from your system, but you should limit your exposure greatly..." Jade figured out his rushed explanation first, worried even for her larcenous patient and hushing our protective friends.

Just the care and concern evident in her voice looked to shame Sludge, smoothing the blue strands of his thin mane nervously and nodding meekly. "I'll be fine Princess, I know those ruins like the back of my hoof. Just can't be babysittin' anybody that can't stand up to the gunk between here and there. Umm... you and yer sis and buck there are able to just wade on through toxic crud and stuff, right?"

"We are immune to many of worst magical waste left in the ruins Mr. Barrel, thank you for your concern. I assure you and our overprotective friends we will be fine, so there is no issue with you taking us there and introducing us. Yes?" Jade smiled and closed her eyes, shutting out the frustrated squawks and chirps of Val and Witchy with the immutable expression.

"Alright then Sludge, let's go pay the doctor a visit..."

Despite Jade's assurances, Val and Witchy followed us all the way to the ruins Sludge led us to, all of us landing on a hill overlooking the valley of crumbling industrial ruins glowing in the early evening gloom. It looked to be some kind of old industrial park built in a small bay on the river surrounding the ruins of Trotson to the north, isolated by geography and by the obvious toxic obstacle course keeping wastelanders away.

Val joined me in fluttering up to an old billboard overlooking the place, gulping with me as text flashed in my eyes; Discovered Location: Hippocratic Industries Labs, then summing up my feelings succinctly. "Well fuck..."

Following the broken road leading to the crumbling toll booth at the entrance, I looked over the rusty chain link fencing and warren of industrial and office buildings beyond, spotting rusty water tanks and tumble down, criss-crossing pipes strung everywhere, connecting many of them. It all followed a basic cross shape of half sunken roadways branching from the main route in, the most intact set of buildings forming an L shape and taking up three quarters of the rectangular plot, connected by crumbling and half exposed elevated walkways.

looking over to the rising hills defining the bowl shaped depression, I could see train tracks winding around it all to the west, ending at a ruined station where a lot of pipes terminated to load ancient tanker cars rusting on the tracks.

There was a large, oddly ridged dome of a building near broken greenhouses by the shore, connected to the rest of the buildings by a long, windowed hallway, running between a factory complex to the west and the fancier looking lab buildings to the east. The huge factory complex took up nearly the entire northwest section the submerged roads defined. It was a broken and twisted wreck of toppled smokestacks, bent catwalks, rusting tanker wagons and shattered buildings.

Northeast was dominated by the leaning old water tower, the cheery yellow paint faded and flaking away, leaving only the 'HIPPO' part of what I presumed once read; 'Hippocratic Industries' as my pip-buck still identified it. That must be how it got the local name 'Hippo Ruins' as I heard the elderly potion brewer in University Point refer to the place. She might be off on the name, but her description of 'taint pit' was dead on. Beneath the rusty landmark were sturdy, windowless buildings, festooned with ancient tanks sporting faded warning labels and rusty pipes following the hallway leading to the factory, so I presumed they were labs of some kind.

Closest to our perch to the southeast of the complex was the obvious entry area, a large parking lot full of rainbow colored sludge and brackish water, making all the rusting carriages look like ugly brown islands. Beyond this was a large and inviting enough looking office building, the arched entrance framed by the faded and tattered billboard cutouts of what looked like two pale yellow unicorn stallions, their forelegs raised together above the glass double doors.

Illuminating it all was the sickly rainbow glow of taint and the brighter green glow of radiation, making my pip-buck tick lazily even at this distance. Ribbons of gunk drizzled from rusting discharge pipes directly into the river, dripping from multiple buildings and pooling in lake like puddles in the low valley. Tumbling down from the hill perched train station were numerous yellow barrels, radioactive waste apparently on its way to be shipped somewhere else, now just adding to the environmental hazards of the place for non-mutated visitors.

There were low concrete structures crumbling away at the shore that seemed to act as a kind of levee, preventing the sluggishly flowing river from washing it all away and built for some purpose I couldn't guess at. Each rectangular enclosure had a few odd trees, some still clinging to the last of their odd blue leaves and all surrounded by floating blue flowers they apparently dropped to the water.

Surprisingly there were a lot of very similar, twisted, ugly trees and clumps of mutated vegetation growing in the marsh trying to swallow it up. Not that I took that as a good sign as far as the toxicity of the place was concerned. Just taking it all in, I had reservations about allowing Jade down there, let alone the loyal and unmutated griffon at my side or the thestral sticking close to Jade below. Sludge had been right... there was no way I'd let Val or Witchy either one risk themselves down there...

Still... the blinking arrow on the compass in my vision left little choice. I tapped absently at my pip-buck to look over the weird 'mission' it insistently kept pointing out;

Mission: Dangerous Minds

Objective----
---Travel to University Point
---Locate Dr. Vigil

"Wooooo.... that place looks nice! It's all tingly! Let's go Fast, I wanna smash things and find this silly doctor you want to find, then we can celebrate and play!" Swan hooking her forelegs over the top of the leaning billboard and struggling to clamber up with us finally interrupted my brooding, turning to the cheery filly and planting a quick kiss on her nose as I shook it off.

Opting to glide back before Swan knocked down the ancient advertisement giving warning creaks and groans, we rejoined Jade, Witchy and our reluctant guide Sludge, coming in at the end of Jade gently letting her royal guard down. "...may be right dear, Fast, my sister and I are in no danger down there, but it is very hazardous for you. You and Valkyrie should remain here and... ah, keep watch over our retreat, hmm?"

I had to stifle a laugh watching Witching Hour both melt at Jade consoling her with a feather to the cheek, then shake herself off with a blush and stamp her hooves, trying valiantly to be a good royal guard for a Princess who didn't seem to realize how far a little attention went. Seeing the relationship between the two of them always made me smile, both at Jade's oblivious nature and Witchy's equally clear adoration.

"N-No! I mean... I advise against it Princess, most strongly! It seems very dangerous and this ...Sludge pony is untrustworthy, beneath your standing to follow into peril!" Witchy stammered and pointed an accusing hoof at Sludge, giving a little whinny of indignation.

I wasn't sure if Witchy's barn door actually swung Jade's way, but I wondered sometimes. Not that I was bothered if it did, considering how open our relation ship was out of necessity on my end, turnabout was fair play and we both loved Witchy. I had to guess a good part of it was simply being attention starved for so long though. She lit up and sparkled like a diamond at any affection, either from me or Jade. A fact that lascivious mutter in my head focused on intently, watching her pretty purple mane swish as she shook her head, thinking about the feel on my tongue of the sharp little fangs gleaming in the moonlight as she yelped.

'MINE...'

Shut up... Behave dammit. I thunked my head and sighed, flinching at Jade's appraising blue eyes flicking my way questioningly at the gesture. A glance up to the starry sky and back again showed she was keeping an eye on me and concerned too, but Val joining the running argument took her attention as we joined her.

"Batty's right Blue! It ain't that bad anyhoo, just freakin' magic us all better if we do end up slimed or whatever! Ain't leavin' you two ta go wanderin' on in ta that pit." Val screeched and threw a tantrum, making Jade hide a soft smile behind her hoof when Val's concern not just for me as her boss, but for the kind alicorn too slipped out.

"Both of you just relax, we'll have Swan with us too and she'll just get stronger down there, while you guys could get seriously sick. Other than all the gunk it's not that dangerous, right Sludge..."

Everyone turning to the nervous stallion at once made him flinch, looking up in thought and waggling a hoof. "Ehhhhhh.... I ain't never had no problems..."

"There, see? If it makes you feel better, you can fly overhead and keep an eye out, and Witchy can set up here with that rifle of hers and you can both cover us. Ok? We'll be fine, just in and..."

Before I could finish, Val clamped my muzzle shut and cringed, grumbling in my face. "STOP! Don't say it, don't even think that boss! Every damn time you say that, shit goes ta hell in a hoofbasket. Just get goin' and quit temptin' Discord!"

"If we're goin' let's go already, I'm a busy buck you know." Sludge's muffled voice decided for us, looking to the stallion already wearing a battered old blue respirator and fighting into a thick pair of blue galoshes that matched his mane and tail.

Neither Val nor Witchy looked very happy watching us trot down the road after him, but his minimal precautions looked to make it sting a little less. It wasn't like we had gasmasks, radiation or hazmat suits, or even the protective boots that looked like the barest protection against the swamp of gunk down there. Unlike Jade, I wasn't worried about Sludge's health at all and was fine with him acting as our tour guide, but only the mutated members of our little group were going and that was that.

"Really, those two are nearly as bad as you are concerning me Fast. Mr. Barrel here regularly goes here, I am sure it is perfectly safe, especially with my brave knight and terrifying sister. Besides, I never get to go on these interesting expeditions with you anymore dear. I quite enjoy taking a break from being a Princess..." Jade broke the silence once we left them behind, cantering along happily as if she was on a pleasant date.

"I'm glad I'm not one sister, it looks reeeeeeally boring... you never get to smash anything, not that you like that anyway, but all the talking and telling ponies what to do.... Bleh!" Swan shuddered behind us, tromping down the road and keeping a close eye out for anything to obliterate.

Not that there appeared to be anything other than the ugly trees nearby, E.F.S. was totally clear and it was very quiet, only the lapping sound of the river filling the void. It was actually kind of creepy, especially the way those twisted trees seemed to have anguished faces in the shadows of their craggy bark, all leaning away from the toxic pit, like even the plants were trying to get away from it.

Shivering as we passed yet another example that's branches and knotholes made it look like a screaming pony, I replied to the big filly prancing along. "You two have very different talents though Swan. You're great at going to dangerous places like this, while Jade is..."

I stopped short at Jade turning to squint at me, purring in a dangerous voice. "I am what Fast? A dainty waif to be protected and coddled?"

"N-No! Er... sorta...? I mean, look, it's not that I don't want to spend time with you and do stuff together, we all just want to protect you because we love you. I just want you to keep in mind this is dangerous, even if it doesn't seem like it. Ok?"

She gave a prim huff and stuck her nose up in response, lengthening her stride to catch up to Sludge as we reached the broken toll booth at the rusty, fallen down gates and turning the conversation to our guide with a pout. "Mr. Barrel regularly ventures here and he does not strike me as nearly the combatant you two are. No offense sir, but we shall be fine, shall we not?"

"S-Sure thing Princess, been comin' here for years. Just gotta know where ta go and where not ta. Nopony ever comes here, so lots of fancy doo-dads and such those eggheads in U.P. love." I didn't like how Sludge's eyes shifted anxiously all around the ruins, kept from really focusing on his nervous expression as he hopped to broken chunks of asphalt and rusting carriages, staying above water as we crossed into the toxic marsh.

I paused at the toll booth before following him, gently shoving aside the pile of bones slumped in a ruined chair and looking over the rotting log book near the gate controls. A weathered flier had survived, taped up on the glass near the remains of the roof. It showed a heavy set stallion in a black and white photo, his bushy, braided beard and mane as distinctive as the funny hat and tribal looking necklace he wore.

I had to squint to puzzle out the stark words on the poster, figuring out it was some kind of un-wanted poster. 'Do not allow on premises! Known protestor and agitator 'Cattail' is under restraining order and pending litigation with Hippocratic Industries. We don't have his precious 'family heirlooms' at this facility. Refer to courts or C.I.A.T., summon security and Trotson P.D. if he refuses to leave peacefully.'

The Institute... This was one of those outside contractors of theirs then, a place where they had others test out their insane ideas, keeping their hooves clean and maintaining plausible deniability. Great... anywhere the Institute had meddled tended to be dangerous even two centuries later, putting me more on edge as I left the toll booth behind.

My hooves squelched where the road and been covered, my pip-buck and the others' all chattering rapidly as soon as we waded in. Not that I needed the device to let me know just how radioactive it all was, I could feel it tingling in my hooves and charging me with power, glancing over to see the pleased smiles and nickering of Jade and Swan feeling it too.

For them it was nothing but pleasant, but I grudgingly flapped out of the muck and followed Sludge's course with wing assisted leaps, both staying on his bedraggled tail and making sure I didn't absorb too much. That growling mutter in my head got worse the more radiation I took in. With Jade here, I wanted to remain as clear headed as possible.

Cantering happily along in the glowing goop, Jade stayed close to Sludge's course too. I was willing to bet she was fretting over our normal guide and ready to catch him in her magic should he happen to slip, but she covered by continuing to speak with the slimy buck and ignored me worrying over her in turn. "You were saying things were not so easy for ponies like yourself at University Point, is it really so bad it requires you to venture into such an environment Mr. Barrel? Surely you could find some other way to get by in such a prosperous town?"

"Like stealing..."

"Fast!" Jade gasped at my grumble, returning to Sludge flinching at the honest answer I was pretty sure he wouldn't have given. "Excuse my husband please. Though I do not care for your actions either, I understand if you had no option. I am merely curious why. As I said, we are new to University Point and wish to know about it from a local perspective, before speaking with their Board of Education about any alliance. I value your honest opinion."

I couldn't see him smile under that ugly painted mask, but Sludge's eyes softened as he jumped to a bit of road and sidewalk rising out of the water. "Welp, it ain't all sunshine and rainbows, no matter what it looks like ta visitors. Sure it's great for smart ponies with somethin' ta offer or those with plenty of caps, but for us locals that are just regular folks, it's expensive. They treat ya like dirt if ya ain't some kinda wizard too, Even the other earth ponies do it if ya ain't a great farmer, which I aint."

"Hmm... I had noticed a bit of elitism, but hoped it was only harmless pride. Have you considered going elsewhere? We know of many wonderful settlements you would do well at I am sure." Jade answered curiously, always willing to see the best in both the apparently not so wonderiffic University Point, and in the lighthooved Sludge Barrel.

Once he finished crossing over another ribbon of slime atop a bent lightpost forming a bridge, Sludge pointed to his orange barrel of a cutie mark with a sigh in answer. "I'm good at gettin' inta toxic hellholes like this Princess, there's plenty of spots to use my talent down here and it's the only home I know. There's lots of places ta salvage fancy tech from that lots of ponies 'round here will buy, not just University Point. The Arcano-Cats are good buyers for any kind of power armor junk, Dreadnot will buy all kinds of weird parts too, plus they pay through the nose for anything having to do with Princess Luna. Plus there's stuff like the robot races at Easy Filly Downs to make a few caps, and the U.P. farm over at the Warhorse Homestead usually has work if money gets tight. Things could be better, but they could be worse too."

At that he quieted sullenly and pressed on, climbing up the fallen wall of a brick office of some kind, over to the adjacent building leaning against it. His silence gave me time to look around as I flapped outside the windows and followed his course closely, idly noting the rapid flashes of 'Map Updated' his quick summation of the area prompted. The swirling colors and green glow was even creepier down here in it than it was looking in from the hill I glanced back at, spotting Witchy perched on the abandoned billboard for 'Meadowbrook Medicines' I could read from this side.

Having toxic sludge as a special talent seemed like a horrible cutie mark to me, but I had to admit Sludge was good at navigating the stuff. His knobby kneed legs were sure and steady as a mountain goat as he hopped and crawled along, walking down a fallen pipe from the building he exited like a tightrope, then jumping down to a series of battered metal desks and rubble from the long gone upper floors.

Staying in the air and swooping around a bit further as he navigated the dangerous obstacle course, I peered around the ruins cautiously. There were more of those creepy trees growing out of the slime, along with blue lillypads floating right in the goop, obviously mutated to survive not only toxic ponds and puddles, but the chilly weather given they still had the bulbs of large blue, orange spotted flowers.

Sludge eyed these floating by his perch warily, calling back to us with a terse; "Mind the flowers..." and conflicted frown to Swan tromping around nearby and the rest of us.

At least Swan was enjoying herself, splashing and prancing around everywhere giddily, absorbing rads like mad and not concerned at staining her alicorn angel outfit with her sister nearby to clean it. Jade wasn't quite so obvious in her enjoyment, but that sleepy smile didn't leave her face and I could see she looked almost imperceptibly taller next to Sludge. A glance at my own rad meter made me concerned on spotting the needle inching up past yellow, even not wading into it, I was taking in plenty too. It might not be deadly to us like it was to Sludge, even with all the Rad-X and Rad-Away Jade insisted on giving him, but staying too long would start presenting other problems.

A sudden 'POOF!' noise and Swan's gasp made me spin on her with my weapons drawn, The Terrible Shotgun and Deliverer finding no target other than the big mare in the skimpy outfit sneezing in an orange cloud of dust, apparently from one of the floating flowers she had disturbed in her puddle jumping. Seeing her safe, I tried to slow my pounding heart down, realizing how off and spooky the place felt at hearing the quiet broken.

Sludge flinched at the noise too, sighing at the sniffling filly with a pensive look and muttering under his breath, my sharp ears flicking to pick up the whisper of, "Told you to mind the flowers..."

"C-Careful Swan, are you alright?"

"Bluh... I'm fibe, stupid flowers... I dob't like dem, dese are as bad as dat gas stuff sister made wib da fairies... Dob't worry so much Fast." Swan sniffled and wiped her nose on her foreleg, a little snot really not making much of an impact when it was already covered in sludge.

"That's what he does sister, always worrying over us. You should get used to it since I imagine we are both in the same condition by now, Fast is even worse than poor Witchy when it comes to being overprotective of us." Jade smirked and joined Sludge as he made it to a rather large bit of road rising above the water level towards the hills and train station to the west, rolling her eyes at me snorting defensively.

"Well excuse me, but Jade's right, you're probably pregnant by now too Swan, and I get twitchy about the mothers of my foals wandering around in...."

"W-What?! Pregnant!? The Princess... both of these mares are? Out! Back out, changed my mind, he ain't here so let's just go. I w-was lyin'! Yeah, ol' Sludge is always lyin', so just forget the whole thing!" Sludge yelped and turned right around, galloping for his circuitous path back and stopped short when I slammed to the ground in front of him.

"WHAT!? What do you mean lying!? You said you'd take us to Dr. Vigil, why the fuck did you bring us here if he's not hiding somewhere in all this crap!?"

"K-Keep yer voice down! I... I just figured I could slip away, like yer thug of a griffon said. Y-Yeah, that's it. Playing you fer chumps, so how 'bout we just get goin' and..." Sludge hissed and glanced to the skies nervously, trying to shove past me and getting an angry hoof jabbed at his chest in return.

That lying snake in the grass... that weaselly, rotten ...betrayer... My fangs extended as the spike of pain between my eyes flared to life with the growl of 'Be Dark...' surging forth, mostly ignored to glare at Sludge with my glowing eyes reflected in his as I stamped and shouted. "Chumps!? Oh I'll show you just what a thug Val can be you bastard! Thine lies and conniving will be revisted on you as pain thou cannot imagine! I will personally..."

"Q-Quiet! W-Whatever you say buddy, just keep it down! We gotta get these mares outta here before..." Sludge whimpered and kept looking up, trailing off as his eyes shrank to pinpricks and a low buzz filled the air. "Shit... RUN!"

I blinked and shook off the furious roar in my head aching to start hurting Sludge, following his fearful gaze up as he shrank away and noticing the bluish glow just starting to penetrate the pervasive green. Looking past the broken smokestacks of the factory complex, I gaped at a glowing blue cloud of buzzing... things... swarming out of the weird ridged dome building behind it, finally figuring out what it reminded me of under all the bulbous muck. A beehive...

The hairs of my coat stood on end as the undulating swarm approached, sparking with bolts of lightning zapping out at the bent lightposts and metal carriages beneath them. Trying to focus on them individually was hard even with my enhanced vision through the glowing field of magic surrounding them, but I could make out a few quick flashes of giant blue and yellow bees zooming right at us. Very angry looking bees... and big... were there no normal sized insects left anywhere for Celestia's sake!?

Finally pulling away from the hypnotizing sight of approaching death, I found Sludge had disappeared, a glimpse of his retreating flanks charging up the street right beneath the swarm, but they ignored him entirely, focusing solely on us. Of course the string of purple arrows detonating in bright flashes on impacting the swarm probably had something to do with that...

"Yay! Something to smash! I love smooshing bugs!" Swan kept right on slinging more spells at the swarm, sending scorched carcasses raining down, but not making any real dent in their numbers.

Looking between her and Jade staring up at the wall of red on E.F.S. in horror, I spotted Jade's hoof reflexively go to her stomach and panicked. She immediately brought up her glowing blue shield and retreated to my side, but a powerful crack of lightning impacting her sister's matching purple bubble dimmed and cracked Swan's shield with one retaliatory strike. If they could do that to the overcharged alicorn's defenses, Jade's wouldn't hold up half as long...

They were fast too... arrowing right at us in a cloud that blotted out the sky, they'd overtake us before we even made it to the gates... Looking around in terror, I gulped realizing how exposed we were, the broken buildings nearby wouldn't provide enough shelter to hide... Wait, 'Awareness!' the funny building at the entrance with the two unicorns framing the doors. It was fancy and held up better than anything else, still intact enough to hunker down in and hope the bee's nest we had stirred up would settle back down again.

"JADE! RUN! THAT WAY!" I flew over and crouched protectively in front of her, pointing a shaking wing back to the strange building and heartened to see her zoom that way instantly.

She looked back worriedly as she passed Swan still slinging spells with reckless, overcharged abandon, but her first priority was the foal she carried now, looking ahead to the thankfully heavy looking doors already being wrenched open in her pale blue magic. With her covering our panicked retreat, I backed up towards Swan and unleashed the strongest blast of lightning magic I could muster, filling the sky with crackling death to focus them on us.

My mouth dried up when the swarm simply flew straight through the blast, the writhing cloud of sparking magic around them just absorbed the electricity and fired it right back, forcing me to dive behind Swan's shield and gulp when more cracks appeared as she rode out the onslaught.

Even after it passed, her normally bright violet shield was dim and pale. Sweat stood out on her coat and she actually backed away at my urging, still launching offensive blasts of magic, but ones that seemed progressively weaker as we fell back toward Jade waiting at the open doors.

I loaded the Terrible Shotgun with a drum of buckshot and blasted the swarm indiscriminately, waving Swan on after getting a good look at her tail right at the top of the doorway. She'd have to crawl to slip in, meaning she'd just have to put up with being guarded instead of being the guard for once, I wasn't letting her go last...

The carriages and lightposts in the adjacent parking lot sparked with electricity at the swarm's approach, the lightning in the air now making my mane and tail frizz. Before the first tentacle of the cloud could reach us however, it was blown to flaming tinders by a series of thumps from far overhead and an angry screech. Val...

She was far above us and making a high speed bombing run with her grenade machinegun, saving our flanks but also making herself a target, and too far away to make it through the swarm before they crashed on the sturdy building like a wave. Not that that would stop her from trying to protect me...

Waving my forelegs to the sky frantically and hoping she'd take the implied order, I screamed in the Shroud's voice and hoped Witchy could hear the booming roar over the buzz drowning out everything. "WITCHY! WE'RE HIDING SOMEWHERE SAFE! DON'T TRY TO COME! GET VAL AND BACK OFF!!!"

I paused on the threshold to the building and Blue Moon clicked out from under my wing, sparking with a crackling field of magic as I floated out half a dozen grenades around my head and let them cook down. Val was still too close and another wavering tendril of the swarm was stretching out towards her, I had to get their attention again and hope she'd actually back off.

Entering S.A.T.S gave me too many targets to count, each individual insect highlighted by the targeting spell reading; 'Killer Flash Bee' and offering a disturbing closer look at the warped and mutated things. I settled for one near the heart of the swarm and rapidly clicked through menus, activating the S.A.T.S. Overcharge System and accepting the shot.

When the blinding pillar of light lanced out, the grenades were flung right behind it, resulting in a dazzling lightshow that incinerated a large swath of the horrific insects. They quickly surged forward to fill the big hole in their ranks when Blue Moon clicked back at my side, but were at least now totally ignoring the frustrated griffon, who I was glad to see was looking back towards the batpony streaking her way and giving squeaky screams.

I really hoped Val would listen and get away while she could, left with no choice but to trust the two of them and dive into the gloomy building, slamming the doors shut behind me and frantically looking around for anything to block them. Swan and Jade both joined in grabbing every desk, chair, sofa, table, trashcan and convenient vending machine with me, all of it swirling in a multicolored flurry of magic and slamming against the barrier, just ahead of the droning buzz making it all shudder.

We stood before them together anxiously, looking up to the vaulted ceiling and the dust shaking down on our heads. After a few tense minutes, the terrible noise lowered to a low buzz and the shaking stopped, letting us all breathe a sigh of relief and look to each other, making sure we were all safe for the moment with shaky, nervous laughter masking the adrenaline and fear.

"Visitors! How wonderful, it's been ages! New applicants I presume? Did you hear the spritebot announcement, or our ad in the Trotson Fluglehorn? Ah, no matter, where are my manners! Welcome to the Hippocratic Industries..." A staticky, feminine voice behind us made us all spin together, the click of weaponry and low hum of spells sounding out in the direction of the battered robobrain pausing in the practiced speech.

"Labs... Now, now, no reason to be rude. I realize the Administration Center isn't in the best condition at the moment, but we're still quite capable of receiving applicants." The silvery robot waggled its weird flexible forelegs in a very realistic huff, making us all groan at the addled machine still acting as if its function still meant anything.

Before we could do much more than assure ourselves the mark on Eyes Forward Sparkle matching it was green and therefore non-hostile, Swan swayed and moaned softly. "S-Sister... I don't feel so good, I think I need to... s-sit... doooown..."

I had just a moment to take in how sweaty she still was, seeing how pale her lavender coat was and gasping at the orange spots it now sported. Then she wobbled and crashed to the floor, thankfully missing me in the process, but not by much.

"SWAN!"

Dragging an oversized mare across the tiled floors was no easy feat, even with earth pony strength and Jade's help, but we had managed to get Swan away from the doors just in case. Now Jade tended to her weakened sister anxiously in a cluttered break room of some kind, leaving me to do what little I could in grabbing anything to make her more comfortable, then just watching from the doorway with a worried frown.

More orange spots kept popping up under the tattered curtains draped over her as a blanket, lit by Jade's blazing horn having no effect at all so far. She was sweaty and her big blue-violet eyes fluttered in and out of wakefulness, sometimes lucid and sometimes not...

"I want vanilla cake sister... we should get some when we're done sledding, it's super yummy..." In this case it was not so much, Swan whined up to her sister and licked her lips, thinking of yak made desserts of her old life before Unity apparently.

"That sounds lovely sister, we will be sure to have some as soon as you are well again. For now you need your rest Swan, sleep and feel better..." Jade stroked her flushed cheek and battled to not let her reassuring voice waver, looking over to me desperately when Swan's eyes shut and her breathing slowed. "I... I do not know Fast, I have never encountered this disease or poison before, n-nothing I do seems to be helping. Even the radiation is not healing her! Though it is only making it more difficult to move her for treatment back with the other Followers. N-Not that we even can with those horrible insects outside! I... I do not know what to do! B-But we must... must..."

Rushing over to hug Jade as she started sobbing at least hid my own tears, looking over her tightly curled wings to her sister taking shallow breaths and mumbling in her sleep. She was right, we had to figure something out quick, but we were trapped in here. At least we were safe from the swarm still buzzing outside, but we couldn't just wait it out with Swan in danger. The trickle of rads wasn't helping her, but she was still absorbing them and taking up more of the room, eventually we wouldn't be able to get her out period.

I had hoped sitting right on a source of ambient radiation would fix her, then I pinned everything on it supplying Jade with enough power to cast any spell she needed to, but all it was really doing was making things more difficult and me more restless and aggressive. I wanted to fling myself at the pests outside and slaughter them all, cut a bloody swath through them and get us out of this mess. Not to mention hunt down Sludge and gut him slowly, but even the furious mutter of 'Be Dark...' was forced to admit how unlikely any of that was.

"Oh my, this filly seems to have been contaminated by sample SF-302, how unfortunate. Must have wandered into a restricted area and been a little careless..." The voice of the wandering robobrain interrupted our teary embrace, both of us spinning on it watching from the door in a rush.

"Y-You know what this is!?" Jade nearly bowled the sturdy robot over, reaching her first and screaming at the crystalline dome of its head.

I managed to get there just after her, stretching up to join her right in the thing's odd face. "How do we fix it!? Tell us, NOW!"

At least the thing was programmed well, approximating an overwhelmed pony dealing with two frantic guests calmly, though I could do without that artificial giggle to its voice. "Of course sir, no reason to get pushy, you won't make a good impression here like that. Accidental exposure is an unfortunate hazard to working at this installation, but we do our best to safeguard the health and safety of our employees. Treatment for the condition is a proprietary and top secret blend of all natural ingredients, provided at a minimal fee deducted from your paycheck should you pass the application process. Would you two care to apply now?"

"WHERE IS IT!?!"

My breath puffed from my nostrils and fogged the dome of the stupid robot along with the spittle from roaring at it. It was still infuriatingly calm, lowering its voice to an offended grumble and pointing a claw down the hall behind it. "The administration center has a first aid station on hoof to deal with an workplace accidents sir, Ministry of Peace approved and accredited I assure..."

As soon as it gave a direction, I scrambled over the disturbing brain in a jar on top and ran down the hall, glancing back to see Jade plow right through it hot on my hooves. We blurred by empty offices, store rooms and conference rooms, pausing only to impatiently knock grime from a half fallen emergency evacuation map at the nearest intersection and locate the pink butterfly and cross symbol.

I could hear the robobrain chattering somewhere behind us, but ignored it to buck open the door before Jade reached it and she simply ran through it like she had the robot itself. The familiar groans and shuffling of a pair of feral ghouls slowly waking up in the ransacked room was instantly drowned out by the roar of the Terrible Shotgun, splattering both of the annoying undead before they managed to stand or Jade got here.

Between the two of us, we tore the cluttered room apart in a flurry of telekinesis, ripping half hanging doors from the cabinets and tossing anything unhelpful aside. Then we were down to kicking and shoving at the piles of junk on the floor, rooting around desperately for anything, only belatedly realizing I at least had no real idea what it would look like.

Jade had a better idea at least, but that wasn't a good thing judging by her sharp intake of breath and shuddering cry, floating up a half broken, golden bottle and peering closely at the faded label. "S-SF-302 Anti-Toxin... Expiration... Oh no... no..."

"Oh my, janitorial seems to have really fallen down on the job lately. Ah well, one more position to apply for! Would you two care to take the..." The robobrain caught up, still prattling on about the meaningless application that it was so fixated on and pushing me over the edge at the way Jade flinched and scowled at it.

If it had blood pumping in that metal body to supply the brain bubbling away, I probably would have tried sinking my fangs in its silver hide when I tackled it. Instead I slammed it to the wall with a hard flap of my wings, rolling out to the hall with it and wrestling to ram my pip-buck's patch cable into the corroded port, raving as I finally managed it.

"SHUT THE FUCK UP ABOUT YOUR STUPID JOBS! You are going to start answering questions you useless piece of junk, right... NOW!"

Hacking the disturbing robot with the biological central processor was harder than a simple Ponitron or terminal, made more difficult by trying to do so with the tempting fury of 'Be Dark...' pounding in my head instead of rational, useful thought. After using up a couple of attempts I managed to get control over myself however, or maybe that voice voluntarily backed off for all I knew. All that was important was the hum of the robobrain rebooting in a much more cooperative state of mind.

"Rebooting in safe mode, recognizing new parameters... please stand by... Orders?" Some of the personality to its voice was decidedly muted when it started back up, but that was fine with me considering how oblivious and cheery it had sounded so far.

"CURE! NOW!"

"Clarify instructions... 'Cure' is not a valid command for this unit, do you wish for emergency medical services?" Jade's hoof to my back stopped me from ripping the rusty fire extinguisher from the wall and smashing that brain to paste just in time, calming me and wiping her eyes in determination as she took over.

"My sister has been exposed to this SF-302 thing of yours we require another source for this anti-toxin immediately! A-And all information about the disease and treatment you possess!" Jade was a lot more clearheaded than I was, holding the broken bottle up to the single blue eye of the machine and taking slow breaths with obvious effort.

"Processing request.... SF-302 is a pollen born pathogen from a species of lily pad found in the <redacted> swamps. Early symptoms of infection include; weakness, confusion, delirium, orange discoloration to the coat in a distinctive pattern, spontaneous expelling of bubbles through coughs, electrified sneezes, and the growth of vegetative matter from the body. This leads into the terminal final stage, when the patient is transformed into a tree to further spread the toxin. Infection is communicable and airborne once patient has reached the bubble stage."

"There is only one known treatment, a proprietary concoction produced by Hippocratic Industries, Trotson branch. Primary ingredient and recipe are <redacted>, derived from ancient notations of <redacted>. Supplies of anti-venom in case of workplace accidents are located in the labs sector, located 217 meters north of present location. Fastest route from here would be the covered walkway just down the hall" I was glad to hear the robobrain finally start giving concise answers without all the artificial personality bullshit at least, though what it had to say didn't make me feel much better.

I felt myself slump as my mouth dried up, darting my eyes up to the moldy ceiling panels and the low buzz still out there. 217 meters may as well be on the moon... Even if an unbroken and still good bottle could be found where the now obedient robot proclaimed. So we were back to waiting when we couldn't afford to...

Actually it was worse now that we knew just what was waiting for Swan as the seconds slipped by. A tree... it would turn Swan into a tree... Suddenly all those spooky and twisted plants outside made more sense and I shivered, holding my head in my hooves in fear. I had even thought to myself how they all looked like even the trees were trying to escape this place, now I realized that was probably literally true.

The shuffle and tinkle of Jade returning to more carefully looking through the trash of the first aid station made me look up, watching her furrow her brow and put her own fears aside visibly as she spoke my own thoughts aloud. "No wonder this cursed place was regarded as so dangerous. We may assume most of those who attempted to scavenge here and survived the other hazards fell victim to the disease and joined the disturbing forest outside trying to flee. Mr. Barrel's respirator must protect him from that particular danger, so we should attempt to find some option ourselves and hope it protects us from contracting it via exposure to Swan.."

"Sludge... When I find him I'm going to skin him alive..."

She paused with a disapproving look at my growl as I trudged over to join her, still not sure how to help but perfectly willing to focus on hurting the bastard that led us here, despite Jade's thoughts to the contrary. "Fast, that is not helpful. Focusing on Mr. Barrel will not help my sister, nor get us out of here any sooner. Assigning blame and vowing revenge before we know the full story is unjust. He..."

"He KNEW! If he took precautions then he knew Jade! He knew about the flowers, he knew about the bees, he led us into a death trap! I know you care about everypony and want to see the best in them, but that son of a bitch doesn't deserve it!! He deserves to die and I'm going to kill him for this!"

She stopped and eyed me worriedly at the outburst, leaning over to sigh and touch my shaking shoulder. "Do not think I am not angry as well Fast... But he was under duress and afraid. He was captured and beaten, whether I healed his injuries or not, that is a fact. He brought us here willingly enough, but may have thought he had no choice by the way you, Valkyrie and my sister threatened him. He is not a strong or brave pony, so trickery is the only way he could resist. He did seem to change his mind and try to turn back."

"After he found out you and Swan are..."

Before I could finish and really get raving, she shushed me with a wing and continued in a soft, calming voice. "Regardless, anger and frustration does not help us, we must think calmly and rationally. I do not care for your aggression and distaste regarding Mr. Barrel either Fast. You are not so hateful, hearing you speak so makes me worry for you Fast. Kindness is not just for those we like, we must be better and show kindness to those we dislike as well, for they need it most."

"If you insist on focusing on him however, let us do so logically. He brought us here knowing about the dangers of this place, the most obvious of which we are immune to. That leaves the less obvious, the flowers which he knew to avoid, though he did caution us against vaguely... and the mutated insects. Traditonal bees are normally inactive at night, so we did not notice until they became alerted to us intruding in their territory... But they would seem a threat to him as well and difficult to use as cover for his escape." Jade finished by tapping her chin in thought, calmly going over what she knew and puzzling out our situation rationally.

"He ran right at them and they... ignored him... Why would they do that actually? They seemed pretty pissed at anything that moved." Calming down was hard, even with her soft voice in my ear working through the problem critically, but she had managed to make me actually try thinking instead of giving in to petulant mutter of violence in my head.

"Yes... Yes they did. Given Mr. Barrel's boasting of coming here often, we must assume he has run into them before, but has some means of staying safe. Scent? No... I have read bees have an excellent sense of smell and communicate information that way, but it seems unlikely given his unwashed state... Hmmm... that leaves sight... Ah!" Jade's unfocused blue eyes suddenly blazed to life with inspiration, hurriedly rooting through the few medical supplies she found before running off without explanation.

"H-Hey, wait up Jade! What is it!?" I charged after her, absently noting the hacked robobrain following sedately along.

"I have a theory! We need supplies to test it however and must see to Swan, but with luck we may be able to mimic Mr. Barrel and move freely! Y-You may not like it very much however..." That was as much of an answer as I got, squinting at her breathless reply over her shoulder as she ran on.

Well... she had more of a plan that I did anyway. How bad could it be compared to stewing here and doing nothing?

"NO! No way, forget it! You're not doing this Jade!"

Calmly ignoring my tantrum, Jade continued grinding bright yellow tablets of Buck in her pestle and dumping the powder into a thick goop she had been concocting in a rusty bucket we found, working by the light of our pip-bucks and the warm fire we had built in a trash can for the sleeping Swan nearby.

"I believe this will work Fast, we must try at least. If it fails, I shall render myself invisible and retreat immediately. I am fairly certain of my theory however." Jade floated the tattered mop we acquired in the same janitor's closet as the bucket she dunked it in, mixing her goop and raising it to peer and closely. "Hmm... a bit lighter I think. More plaster..."

She had explained enough to somewhat convince the impartial part of me, but every other voice in my head and my own heart screamed against it. She was not using that makeshift paint on herself... I touched her hoof stomping down on more bits of crumbling plaster she had bucked from the walls and stopped her with a snort, shaking my head fiercely.

"Absolutely not! It's too risky, if you can cobble together yellow, you can make some blue and let me do it instead!"

Jade gave me an exasperated, loving look, then kept right on grinding the plaster to powder under her hoof and dumping it in the bucket, nodding to her sister sadly. "I do not have the ingredients to produce blue Fast, I am already reluctant using up what stock of valuable medicines I do have to make this much. Perhaps if you had devoted more study to Miss Saddle's color changing spell she was so kind to teach you, we could use that. With what we have and the urgency involved, I am doing this dear. Now, you can help me or not. What will it be? My sister does not have time to waste arguing about it..."

Following her worried gaze, I spotted the bubbles lazily floating up and popping with Swan's soft snores and gulped. She had me... but this plan of hers was insane. Even watching her strip out of her dirty lab coat wasn't enough to distract me, turning my nose up as she waggled the dripping mop in front of me expectantly and wiggled her rump.

"Please Fast... This is not something even my brave knight can solve by flinging yourself into danger blindly. Allow me to take the risk for once. Please help me..." Jade's round, pleading eyes wore my resolve down. I couldn't deny her, but this idea of hers...

"A-Alright, you win... But I'm sticking right with you, the second anything looks wrong, you back off and let me take the heat, got it? Now... how do you want me to do this?"

She gave a shaky whinny in victory, flaring her wings up to put her bare sides on display and giving over the dripping mop as she relayed her instructions. "Stripes, wide stripes just like them. If Mr. Barrel can wander about freely, I am quite certain it is due to his coloration. We wish to mimic those insects as well as we can. I will accept your conditions, but do not kill any more of them unless you absolutely have to Fast, bees release an attack signal pheromone when they sting or are carelessly killed, you will only stir them up more. Understand?"

I bit my lip and did as told reluctantly, painting wide yellow stripes on her bare blue hide. She had a point, Sludge was a yellow coated pony with a blue mane and tail, if the killer flash bees really did ignore him due to his similar colors, then this would probably work... probably. If genetic happenstance was the secret to Sludge's ability to salvage this hellhole, Jade was halfway to copying him already. The slowly applied yellow goop staining her silky blue fur just brought her the rest of the way.

Once I finished her flanks, she buckled her yellow medical box saddlebags back, at least her Followers marked packs blended in. Beyond that all she wore was her tiara, sparkling in the dim light as she turned to have me do the other side. While I worked my way forward and down her long legs, she dipped her forehooves in the bucket and smudged the makeshift warpaint on her face, then lowered her wings and let me dye alternating pinions in more stripes, finally finishing up and looking her over anxiously.

"Well? Do I look like a bee?" She giggled nervously, getting a pout in return as I tossed the mop in the nearly empty bucket.

"A queen bee maybe. A-Alright, let's try this insanity and hope it works. Hey robot, you stay here and guard my friend, take care of her and we'll be right back with medicine."

I hated leaving Swan alone in the break room, but at least she had the hacked robobrain to watch over her. I couldn't leave Jade to try this alone, and she was already planning on not only making it outside, but finding the cure and making it back safely. I couldn't really shoot down her wild optimism either, but everything about this plan seemed pretty unlikely to me.

With Swan as comfortable and safe as we could make her, the two of us went down the twisting halls and upstairs, finding the heavy doors leading out to the exposed walkway connecting these offices to the labs. Fluttering up to peek out the cloudy windows, I could see the swarm in the air outside, along with plenty of the oversized bugs crawling around on the crumbling walkway. Jade pushed the doors gently open before either of us could lose our nerve, cautiously walking a few steps out with me right on her tail, looking up to the rising buzz of the glowing cloud of bees.

My weapons clicked ready when the swarm dove down and the closest bees buzzed and chittered warningly, but Jade's raised wings blocked off any shot and she held her ground, both of us shivering relief when the tendril of the swarm paused on getting close, then just hung there in the air. Apparently Jade was right... they didn't know what to make of the big blue alicorn wearing yellow stripes like themselves.

I could do without her testing her limits in the face of all those angry bugs though, Jade swayed to the left and so did they, she pranced right and again the part of the swarm investigating matched her. She gave a proud snort and moved forward, making the bugs crawling in front of her take flight and back off to give her room, then entering in some bizarre, prancing dance in front of them, kicking her legs out and trotting in circles.

"J-Jade... what the hell are you doing?"

"Dancing, bees communicate through dance Fast, I am trying to convey how non-hostile I am through motion..." She whispered back and kept right on, shooing me back with her tail to the shadows of the doorway and keeping the focus on herself.

"It looks like you're communicating an epileptic seizure..."

The nearest bees looked as confused as I was, watching her hop and canter around like a madpony. Eventually they seemed to give a collective shrug and rejoined the rest of the swarm circling above the ruins, lighting the night sky up in that oppressive blue and gold cloud flickering with electricity.

I released the breath I hadn't realized I was holding when she waved me out behind her with a smirk, raising a striped wing for me to hide under and moving slowly down the ruined walkway as she whispered. "There, you see? Now we may make our way to these labs unmolested, provided you do not draw attention to us again dear."

"I promise not to blast anything so long as they're behaving and leaving you alone... That doesn't mean there aren't other threats to worry about, there were a bunch of ghouls inside, and there's always those damn flowers. How'd you know so much about bees anyway hon?" I grumbled while we walked side by side, cautiously making our way to the rusty doors leading to the labs ahead of us.

Jade made slow, winding progress around the piles of fallen roofing and wide holes in the walkway floor, answering proudly. "I told you Fast, books often have the answers to any problem. Honey is an antiseptic, as well as being quite useful in a number of potions. I learned about bees during my studies with the Followers, though I would not have guessed the information would come in quite so useful. It only goes to show how vital learning is, hmm?"

"Ok, ok, I admit you were right, thinking turned out better than shooting in this case. I won't gripe so much about studying my spell books if you quit gloating. Provided we all get out of this mess."

"We will. I am quite certain of it. Also, I am not gloating..." Jade huffed unconvincingly, wearing a soft smirk as we kept up our slow progress.

The occasional killer flash bee buzzing by or landing on the skeletal covered walkway made me nervous, cringing beneath Jade's wing and slinking along unnoticed. They really did ignore her though, just like Sludge, letting me get a better look at the things to distract myself from thinking of the bastard hiding somewhere out here.

They were about Glitter's size, each sporting a jagged singer as long as my fetlock that looked extraordinarily painful. While I watched, one of the twisted bugs flitted over to a nearby lily pad floating below us, setting off the cloud of orange dust Jade pranced away from even at this distance, but not seeming any worse for wear because of it. Maybe they were immune? Whatever the case, it collected bright yellow pollen from the crimson stamens of the opened flower, then buzzed back to the northwest, rising over the smokestacks of the looming factory connected to the labs by another walkway to our left.

When we made it to the terminal locked lab doors, I pulled up my map and checked for Val and Witchy with a guilty start before starting on hacking it. I was so focused on our nerve wracking journey so far and Swan waiting for us, I hadn't made sure they were ok. On finding their locator tags hiding near the entrance still, I breathed a relived sigh and leaned out from Jade's protective cover, speaking as loud as I dared in that direction.

"Witchy... if you two can hear us, we're ok. We can't leave yet though, so just stay hidden, we'll get outta here as soon as we can."

Blinking down at me, Jade smiled and raised her head, talking in a louder voice than I braved. "Ah, yes. Do not worry Witching dear, Fast and I are safe... mostly. We have had a bit of a mishap and must help my sister. Please tell Valkyrie not to do anything rash in our absence."

I could swear I heard an angry squawk that way when I succeeded in cracking the door lock, even though my hearing couldn't quite match our batpony friend's and make out any words. The general tone was clear enough, Val was going to be furious if we did get back to them, but at least they were both safe. From what I noticed of the swarm circling above us, they were focused on defending their territory, which seemed to only extend as far as the ruins.

If the flowers were the bee's food, they must stick around for them and not spread all over the Commonwealth. It still left the question of why either of them were here though, something I was puzzling over as Jade ushered us through the heavy doors creaking open and into the dusty labs.

"Which way first Fast? I see no obvious signs such as 'cure found here' to go by. Is your pip-buck telling you things again?" Jade stopped and whispered down hopefully, taking in the silent halls and labs with me.

I did wish the arrow in my vision marking just the strange behavior she was asking about was a little clearer, it only led us this far and left the rest to us, blinking maddeningly;

Mission: Dangerous Minds

Objective----
---Find SF-302 Anti-Toxin
---Locate Dr. Vigil

"We'll just have to take it one room at a time hon, let's see what we see."

Hippocratic Labs Report #20 - Project SF-228

"Latest version has finally produced the disease vector we hoped for in early stage victims. However, the time between first visual symptoms and the communicable stage is still too long. Stuff won't do us much good if the stripes infected are easy enough to spot and quarantine before they can spread it. Looking for a higher transmission rate still.

Hippocratic Labs Report #41 - Project SF-264

"Test results are promising with the latest batch, time between incubation and airborne transmission drastically reduced. Still a wide margin where coat discoloration is apparent yet victim is not communicable however. "

Hippocratic Labs Report #65 Project SF-302

"Think we've taken the project as far as we're likely to get so this is the final report for the foreseeable future. Anti-toxin remains effective with latest batch, victims are incapacitated within minutes of infection, communicable within an hour. Recommending we move up to real world test conditions, preferably somewhere isolated and under the radar on the war front.

Building this whole facility in Trotson just because of the proximity to the Hayseed Swamps was a big expense. We're on track now and making progress, but unless Princess Luna actually dissolves the Celestial Conventions, we'll never turn a real profit here and all this research has been for nothing. I hope our colleagues at C.I.A.T. aren't just pulling our legs.

As an aside, legal really needs to get on the ball in regards to that Cattail character pestering us. The old buck managed to corner a dozen employees on their way in our out over the last week. It's not our fault he lost his family's precious land to the bank. Hippocratic Industries has a lot of departments, foreclosures and asset seizures don't have anything to do with this one. We've tried explaining any historical items he's so fixated on would have either been auctioned off or donated to our partners at C.I.A.T. for study, but he won't believe his ancestors diaries and whatever mask he keeps harping about aren't here. We've put security on the lookout for him, but he's a determined old bastard.

Hippocatic Labs Report #Fuckitwe'redead

Stripes finally did it, right as we were finally ready to return the favor of that fucking pink cloud of theirs. Radio said they used it again in Canterlot before it died, guessing we have some idea how the nobles there feel right now. Balefire missiles struck to the southwest, lit the whole sky up and knocked over the tanker we were loading up with the latest batch.

Shit works, gotta give it that... Not exactly the real world test we were planning, but the shit definitely works. Those that made it away from the dispersal point started breaking out and keeling over within five minutes. Those of us inside or close by had a chance to take the anti-toxin, for all the good it'll do us. If the rads and spills out there don't cook us, the remaining gas and initial wave of infected will get us instead.

Celestia forgive us, she made those rules for a reason...

"Anything?" Jade peered over the terminal I was reading with a frown, watching hopefully as I disconnected my pip-buck and nodded to the door back out from the lab we had finished investigating.

Stepping over the lab coat wearing zombies we had to deal with exploring so far, I looked around until I spotted a dirty sign for the stairs down to the first floor and turned that way. We had methodically explored the labs on the second floor we had entered on, but every blue and yellow medical box printed with a cartoon bee and mounted beneath the traditional pink and yellow MoP boxes had turned up empty.

By the dusty and broken glass bottles found within or nearby in the skeletal hooves of the researchers here, they were definitely where the emergency supplies of anti-toxin were kept, easy to spot and reach, spread throughout the labs. However the final message I read on the terminal made me despair for actually finding an intact bottle. When the balefire missiles fell they had gotten a taste of their own medicine, the toxic spill had resulted in the survivors using up every bottle of anti-toxin in sight...

Mulling things over in my head, I answered Jade absently as I pushed away from the desk the dirty terminal rested on. "A bunch of medical gobbledy-gook you'll probably understand. Downstairs is always where they hide the really nasty shit though hon, the lower the better... Hey Jade, do you know what the 'Celestial Conventions' are?"

She tilted her head curiously at my question, answering in a matter of fact tone. "It is from the war Fast. They were agreed upon rules concerning warfare between nations, covering a great number of things. Treatment of prisoners, terms of engagement, prohibitions against biological weapons, that kind of thing. Why?"

Another trio of zombie ponies charging out of a lab room connected to this one interrupted my reply, trying to keep myself between them and Jade and forced to stick with noiseless weapons like Deliverer and Best Served to handle them. I took a few bites and ended up tackling one trying to go after her, rolling through the door it came from with it snarling at me, then flinching at the roar of a turret we had wandered into range of.

The automated gun mounted to the ceiling chewed the zombie above me to pieces trying to hit me, making me scramble to activate S.A.T.S. and use a full clip of 10mm rounds to silence it as quickly as possible. In the ringing silence that followed, the buzz of the bees outside ratcheted up again.

"Dammit... Those things are never going to calm down as long as we're making so much noise. Let's get away from this area at least, in case they find a way in somehow."

Wincing my way up and limping back from the few rounds that had managed to penetrate the zombie, I only got a couple steps before Jade picked me up in her magic and dragged me back. She trotted quickly back to the terminal, fretting over my wounds despite my protests.

"Jade, I'm fine... there's still radiation to absorb even in here, we can't waste time..."

"Hush! As I have repeatedly tried to tell you, radiation is not a miracle cure for everything. My sister's condition should reinforce that idea if nothing else does." Jade held back the worry in her voice and focused on healing me, digging slivers of the bullets out of my flank.

"I'm worried about her too Jade. We'll save her. At least that stuff I read made it sound like it took awhile before reaching the... t-terminal stage..."

She flinched at the words, looking away to the flickering terminal and moving her lips as she read, finally managing a reply when her horn extinguished. "It is not healthy for a mare in her condition to contract magical ailments of any kind Fast. Especially not this.... this awful business they were brewing up here! I see now why you asked, they were obviously engaged in forbidden research, trying to weaponize this toxin of theirs!"

In a hurry or not, I could take a minute to nuzzle the teary eyed physician. "They made a cure too, its gotta be somewhere in here and we're going to find it Jade. Come on, you're always the optimist, right?"

She shuddered around me and burrowed into my mane in response, her voice thick and hurt. "Not always, no Fast. Do not think you are the only one to struggle with dark thoughts dear. Sometimes... sometimes I am thankful your world ended the way it did, before they found even more horrible ways to destroy themselves, like this. Sometimes I still think of my mother's vision for the wasteland and wonder if she may have been right."

It was rare to hear any real anger creep into Jade's voice, but learning these labs were dedicated to using disease as a weapon had done it. No wonder when she was so devoted to being a doctor, to fighting sickness and pain wherever she saw it. Like there wasn't enough misery in the world, we had insisted on inventing new kinds at a manic pace.

"You don't really mean that though, you care about everycreature Jade. Even stupid and mean prewar ponies like me that blew the world up. I'm not super psyched we fucked it all up either, but if we hadn't you wouldn't have been born. That's worth it to me. These ponies deserved what happened to them anyway."

Jade managed a weak, blushing smile at me essentially saying I'd happily trade the world I knew for her. It looked to make her feel a little better, though she gave a worried frown and nuzzled my cheek at the way my voice hardened at the end. "Thank you Fast... Though I do not think you are so cold or cruel either, so I do not like hearing you speak as if you are. That is not my sweet and kind special somepony speaking, that is the angry voice you are so concerned about."

"Maybe... alright, yeah, it is... It's loud and pissed alright, but Swan... that jerk Sludge... this place and what they were doing... It's all fucked up Jade! It's all wrong and terrible, so it puts me a foul mood and I'm glad they're dead. I want Sludge dead and Swan safe. I want everybody that is stupid enough to do this kinda stuff all over again dead too. The Institute, the Gunners, raiders and every twisted, selfish asshole out there in the world. They should all just die..."

The hateful mutter between my eyes that she was worried about grumbled and fumed as I spoke, wanting something to take all my aggression out on and stymied by both the lack of valid targets and Jade's tender affection. Nuzzling her back and sighing wearily, most of that frustration fizzled away under Jade's touch and kind words in my ear.

"I know Fast, but that is the corrupting influence of the wasteland itself, not who I know you to be. You see things like this bother me as well so I hope you do not feel so alone, but it is when I feel that way that I endeavor to be a better pony, rather than succumb to those negative thoughts. You believe in me and wish me to remain positive, yes? Then you can believe in yourself as well. These ponies and their crimes are long past, we must focus on the present and making the future better." Jade finished on a crushing hug, tilting my muzzle up for a kiss that did quiet the sullen brooding of 'Be Dark...'.

Shuffling under her expectant blue eyes, I nodded and scratched my mane sheepishly, glad she was always there to keep an eye on me and pull me back from growing to gloomy or angry. "Sorry Jade, you're right, I'll try to be more positive. It's just easy to get stuck thinking about the past trotting around in its grave like this. I mean, it is pretty screwed up that we not only had rules for something like war, but that we were cheating... like it was some really fucked up game... But most ponies weren't... aren't... like the ones here, ones like... Oh you bastard!!"

On taking in the faint scent my nostrils kept flaring at, I pulled away and charged off down the halls, following my nose to the distinctive and easily tracked stench of just the kind of asshole I was talking about. Eyes Forward Sparkle lit up with a green dash just as I skidded around a turn in the halls, all of Jade's soothing blown away on spotting Sludge's blue tail disappearing into another lab room.

Pouring on the speed, I ignored Jade's hoofsteps running behind me, bouncing off the doorframe to find the bastard trying to hide behind complicated chemistry equipment. His panicked face was distorted by the dirty and broken beakers, trying to keep the obstacle between us while he jabbered at me charging right at him.

"W-Whoa, whoa! Easy! I got..." Whatever excuse or lie Sludge had this time, I wasn't interested. A wing assisted leap sent me smashing right through the ancient glassware, pouncing on the greasy buck with Best Served already in my mouth.

I was going to enjoy this... It was his fault Swan was sick, he betrayed us, lied and ran... A silvery flash of starmetal sliced his ear facing me off, just the start of the pain he had waiting my hooves were adding to. The way he screamed and struggled was just feeding that howl for blood in my head, making me more determined to stomp everywhere he was trying to cover up, bucking him in the gut with the sounds of more glass breaking under him.

"FAST! STOP!" Jade's breathless shout made me pause, but I didn't move from where I had him pinned, snarling back without looking away.

"It's his fault! This is a self centered, weaselly bastard that deserves what he gets Jade! He's no better than the ponies that worked here! He used that disease as a weapon, just like them!!"

Coming closer and speaking in a soft voice, Jade shook her head sadly and touched my shoulder. "Which is why we must not be that way. You speak about me being kind or an optimist as if it were easy Fast, I assure you it is not. It takes effort to be better, but it is usually worth it. Now, let him go..."

"But..."

Before Jade inevitably wore down even the petulant mutter in my head, Sludge gasped and coughed, sending a hoof to his bleeding ear and whining. "Kaff! C-Came back dammit! Brought... oh dammit! No!"

I grudgingly let the bastard go, curious why he was patting at his tattered jacket and the damp spot there so frantically. The stain wasn't red or anything, I barely got started on him, why was he... When he fished out the broken bottom half of a golden bottle, my heart sank and I cringed away from the stallion carefully preserving what few drops were left.

The cure... he brought a bottle of the anti-toxin, and I had smashed it...

During the trip to wherever Sludge was leading us now, I stayed in the back with my head hung in shame, letting Jade speak with Sludge while she carefully mended his ear. While a good part of me was still angry with him, the more he talked, the worse I felt about everything. Even without losing control completely, the anger that clouded my thoughts ended up costing us.

At least Jade kept peeking back at me trudging along at her tail, giving worried glances as she tried to be supportive. "I am very glad you have returned Mr. Barrel, as well as thankful you tried to retrieve a cure for my sister. I would be remiss in not pointing out the anti-toxin would be unnecessary had you been a little more clear in your warnings about this place...."

Sludge kept flicking his reattached ear and darting hurt looks my way, answering in an indignant whinny. "I told you it was dangerous, I told you to mind the flowers, I told you I didn't wanna come, didn't I? I didn't mean for anypony to get sick from that stuff, I just wanted ta slip off when the bees woke up. Y-You never told me you and the purple one were pregnant! Would'a never agreed if I knew! I might be a thief and a conpony, but I ain't no psycho raider or nothin'."

"Where did you find the anti-toxin Mr. Barrel? We have searched everywhere, but only found empty, expired or ruined samples." Jade replied curiously, very interested where the slippery buck managed to come up with what we had been unsuccessfully looking for.

He gave me another squinty stare before answering, making me fall back another step sullenly. "Most of it's gone and the stuff that's not goes bad easy, this is from the doc downstairs. He found the recipe wanderin' around here and can make it, I just go fetch the stuff he needs for that and all his other experimentin'."

"Wait... So he... he really is here? Dr. Vigil? You weren't lying?"

Sneering over his shoulder, Sludge flicked his ear again in answer. "I don't lie about everything, I just embellish a little. Wasn't gonna lead you right to him without at least askin' him first, but you did drag that much outta me. Yer just lucky the doc wants to see you after all, gimme the potion you smashed and sent me back up even with the bees actin' all nutty. Then it didn't take long ta hear the turrets and track ya down. Gotta make the whole damn trip again now, thanks to you."

"If you were looking for us, why'd you run then?" I grumbled back, still a little defensive .

In answer, he spun fully and pointed at his ear, poking my chest with his other foreleg angrily. "Gee, I wonder why!? I came back 'cause the Princess there was nice, but you'd run too seein' some crazy pony with glowing red eyes chargin' at you! You didn't even lemme get a word out!"

"I... y-you're right. I'm sorry Sludge, I shouldn't have let my temper get the best of me. I apologize, honestly..."

Kneeling in front of the conniving buck was hard, even with the cheering agreement from the Ministry Mares whispering as I forced myself down and Jade's approving smile beaming down at me. Actually it hurt like hell, the lone, dark voice of dissent throwing up all the valid reasons to still be pissed at him, but Jade was right. Anger and violence had not helped us at all, had actually made things worse... Being a better pony took effort.

"Y-Yeah well... you should be. Guess I'll accept your apology anyway, not often I get big damn heroes and important ponies kneeling they're sorry and all. Kinda like it. Plus, I did sorta hope it would'a been you what got sick or hurt, for the bounty and all... So I guess we're even Mr. Shoud." Sludge actually looked uncomfortable, like he didn't know how to take remorse or contrition, eventually waving me back up and scratching his thin blue mane.

"It's just Fast. So, where exactly is Dr. Vigil hiding?"

I was still a little skeptical of Sludge, especially when he wandered past more labs we had only given a cursory search. A healthy dose of shame helped keep my mouth shut however, willing to give him the benefit of the doubt and see why he took a circuitous route that avoided any more feral ghouls. We wound up in a wide set of halls connecting the labs to the manufacturing wing and the bee keeping section, by the corroded signs we passed.

There were large gaps missing in the walls and ceiling on our way to the intersection ahead, preventing any more questions in the face of more bees flitting by. The straight hall from the labs behind us led directly towards the half destroyed doors to the factory area ahead, letting me get a sense of the vast, dark space full of machinery in there. Halfway between the two the hall branched north and south, a peek to the north and the beekeeping area made me gulp at all the vicious looking bees guarding the empty doorway, taking in the yellow, waxy additions to the entrance to the bee's domain.

Moving slowly and deliberately, Sludge held a hoof up to his lips and turned south thankfully, down a short segment of hall that terminated at a dead end cluttered with metal crates and junk. Our guide wove his way through the obstacles silently, stopping at the blank wall and pulling down a rusty fire extinguisher with a click, resulting in the wall sliding up with a grind of gears and revealing a secret freight elevator.

All the junk cut off line of sight to the bees behind us, but I heard their buzz grow louder in response to the disturbance and boarded the hidden elevator with Jade quickly, relieved when it started trundling down. It went down quite a ways, below the waters of the river outside and opening to hardened hallways that reminded me of a Stable.

The rooms we passed were in better condition, though the things they were hiding down here weren't improving my or Jade's opinion of Hippocratic Industries. One half open security door labeled 'Test Subject Storage' opened on a gloomy space of steel prison bars full of dusty skeletons, ponies or zebras, I couldn't tell which. Did it even matter? Neither would surprise me at this point...

What they were keeping prisoners for was abundantly clear by the clinical euphemism for the prisoners as test subjects. Just in case it wasn't, another large room labeled 'Observation' cleared it up. A space nearly as big as the prison, but filled with small chambers with large windows, each showing a twisted tree withering away behind the glass.

Jade's quiet grumble of, "Madness..." summed it all up pretty well. They tested their disease out down here, on living victims.

When the whir and click of a pair of turrets locking on to us sounded out after making a final turn towards the most impressive labs so far, I shoved between Jade and the automated death, raising my weapons in a rush, but held back from blasting them by Sludge's upheld hoof. On a closer look, they were both represented by green dashes on E.F.S., though the way they tracked the earth pony speaking up quickly was nervewracking.

"Easy there Doc! Brought em down here, just like you wanted! We er... sorta need another dose of that cure stuff too, but here we are." Sludge cantered forward and waved to the barrels following his movement, looking back with a nervous grin when the heavy doors beneath them buzzed and clicked. "Told ya he don't exactly like company. Now just don't freak out, the doc ain't as easy on the eyes as ol' Sludge and he's sensitive about it sometimes."

We followed our guide curiously at that, marching under the turrets returning to their ceaseless roving and shoving open the squealing doors. The large lab beyond was cluttered with junk, a forest of beakers, tubes, bunsen burners, bubbling cauldrons, rainbow colored steam and vibrantly colored potions dripping and coursing their way through it all. A cursory look around the forest of chemistry equipment showed it all shared space with more personal furnishings, a ratty mattress in the corner, a battered hooflocker, several flickering terminals networked together before a creaking office chair holding the pony working at them.

Only his long, twisted horn was visible over the high back of the chair, glowing a dim silver to tap away at the keyboard telekinetically. When the chair gave a squeaky spin at Sludge's cough, I reflexively tensed and had to master the urge to start shooting, usually the proper response when faced with one of the Institute's mutant alicorns.

Usually the dull witted Institute creations didn't start talking however, which made it easier not to blast it. Instead I gaped along with Jade, taking in the warped product of the Institute's Biosciences division, listening to its slightly slurred voice. "About time... Finally, the only success. Sludge here says you're looking for me, consider the feeling mutual Subject 111-3-42."

"D-Doctor Silent Vigil I presume?" Jade shook off the surprise over the pony we were looking for first, eying him suspiciously as he heaved himself out of his battered chair.

The undersized wings poking out from his dirty, high collared Institute lab coat lifted him out of his chair, letting me get a look at how the once shiny and new clothing was ripped and torn around his large frame. Dr. Vigil wore a cracked pair of glasses over his red eyes that seemed unnecessary, bent and twisted to perch at the end of his muzzle.

His silver coat was bulging with sinewy muscle where not covered by his rags, a blurry cutie mark not quite covered wasn't as warped and illegible as others I had seen, while his long horn rose from his bedraggled white mane. Like other examples of the Institute's mutant creations, he wasn't quite as tall as Jade, though he still towered over me when he trotted over and started poking and prodding at my wings.

"Astounding... Proportionate and healthy, from batch #42104 no less... I have quite a few questions, have you noticed any side effects from the I.M.P. 2.0 since your ascendance Subject 111-3-42? It's been some time now, no continuing mutations or..." Dr. Vigil launched directly into an unwelcome impromptu medical exam, pausing in annoyance when I pulled away and stamped my hoof angrily.

"Don't call me that! We're not here to compare notes dammit, we need more of that anti-toxin you gave Sludge. Right. Now..."

Jade's light hoof took over before my impatience and temper got away from me again, bowing her head to the mutated Institute arcane scientist and asking nicely. "Please Dr. Vigil, forgive my Fast, but my sister is very ill and we are desperate. We have come far to find you thanks to your former assistant Miss Byte. I would be happy to discuss Fast's medical history later, but we must have the anti-toxin immediately."

Vigil huffed and tromped through his array of lab equipment, turning spiggots and pouring foul smelling potions into a bubbling cauldron in answer. "Yes, I saw. Relax, your friend still has a few hours or so before she's in any real danger. Unfortunately, a proper dosage for your sizable companion upstairs required everything I had on hoof here. I've been brewing more that's nearly ready, just a few finishing touches and final ingredients."

Wondering how he was so well informed was short lived, Dr. Vigil floated a vial of green liquid over and dumped it in the cauldron, the container bobbing past a bank of cobbled together monitors apparently taken from elsewhere in the facility. I caught flickering images of the complex on the screens, the slime coated ruins outside, dusty halls, labs, industrial brewing equipment, conveyor belts, several images of the bees and their hive somewhere, and finally Swan herself and her robobrain attendant.

Just the peek I got before the camera changed on that monitor was enough to make me even more frantic, regardless of Dr. Vigil's unconcerned estimate of her well being. A few leaf bearing twigs had already sprouted from Swan's flowing mane... "Fine! Whatever you want, you got it, I'll play twenty questions with you once our friend is safe! Just hurry!"

I saw Jade's eyes widen on spotting her sister in the monitors too, but she held her composure much better than I did, speaking calmly to the mutant scientist. "What is required Dr. Vigil? Perhaps I could assist you? I am worried for my sister and have never run into this kind of sickness before, you are welcome to my supplies if it will speed things along."

The mutated scientist gave a crooked smile at my panicky agreement and Jade's offer of help, warming to the fellow doctor while ignoring my fuming. "I doubt it dear, all locally sourced ingredients so to speak. They didn't keep those vicious little bugs here just for pollination you know. Fascinating research actually, Flash Bees have a natural immunity to Swamp Fever you see. They produced both the toxin and the cure here, based on archaeological data from Mage Meadowbrook of all ponies. Looked it all up before I settled on this ruin to hide and continue my research."

While the name didn't mean anything to me, Jade gave a surprised gasp and joined Dr. Vigil, peering at the moldy old book he waved at as he kept mixing his concoction. "Mage Meadowbrook!? Really? That is amazing doctor, and a great relief for my sister. May I ask what your own focus is here? Most of this equipment seems unrelated to the potion detailed here, is it safe to assume it has something to do with your.... condition?"

Dr. Vigil looked down at himself with a tired sigh in answer, shrugging back to her ruefully. "My condition... that's a nice way of putting it Princess. Yes, I'm trying to find a cure to being a mutated freak."

"I apologize, but you are not what we expected to find doctor. Miss Byte made no mention of your nature when she pointed my Fast in your direction. Do you think you will be able to undo the effects of the Institute's I.M.P.? How did you become exposed for that matter?" Jade scanned through the various arcane formulas scrawled on an ancient whiteboard hung crookedly on the wall, unable to ignore the medical research even while Swan weighed on both our minds.

I wasn't nearly as interested, though Vigil's groan of an answer did catch my attention. "Byte huh? Poor dear... I hope she's alright. As for your question, I took it myself. I'd be lying if I said I didn't hope it would work out as well as it did for your buck there, but I wasn't counting on it. Though I am glad the alterations I made to the latest batch at least preserved my intelligence, so far... Mainly it was the only way I thought I might get the others to acknowledge what we were doing was wrong, put a stop to the experiments. Too many of my colleagues were just fine ponynapping and dosing 'savage wastelanders' up here, they were at least a little more squeamish when one of their own started mutating where they could see it."

"You took it yourself? Intentionally?! Why? What made you have a change of heart and sympathize with all us savages?"

Remembering all the misery I suffered through under the effects of the Institute's I.M.P., I could hardly fathom taking their poison on purpose, especially when success was so unlikely. What little I had heard or guessed about the living ponies collaborating with the Institute didn't make them seem all that sympathetic to their victims. Hearing the vehemence in Dr. Vigil's voice at the question was surprising.

"They weren't even trying to fix it anymore! Dr. Dala had some kind of breakdown after finally achieving success with you, then Vega started meddling in our department and demanding more of the flawed potion. He wanted to make more failures like me! It's one thing to make sacrifices to advance arcane science, but it's quite another to just turn ponies into monsters for the hell of it!" Vigil shouted and his coarse voice lowered to a guttural snarl, sounding more like one of the throngs of less intelligent mutants the Institute had been churning out.

Jade touched a wing to his shaking shoulders, calming the irate stallion with kindness. "So you attempted to force your fellows to reconsider their actions by subjecting yourself to the cruelty they visited on others? That is... very noble of you doctor."

Vigil slumped under her touch, measuring out more ingredients to his cauldron morosely. "Hardly... Call it atonement, it's definitely incentive to find a cure for everypony they've already used the potion on. When I decided on leaving, I may have assumed I'd need every advantage to escape the Institute too. We're not all that well informed about what things are like on the surface, so I thought to improve my odds. We were told everywhere up here was a toxic hell-pit like these ruins. At least it has helped me hide where they can't find me. The bees and toxin up there are an effective defense against any model synth we produce, even Coursers. Though I would have been lost without my assistant Sludge."

There was a clatter of noise from Sludge Barrel at his name, making me glance at the buck guiltily stuffing a pile of rather fresh looking narcotics into his pockets with a gap toothed grin. "Of course doc! It's like a mutually beneficial deal. Speakin' of, these are all to go out right?"

Jade frowned at the drugs Dr. Vigil waved off to Sludge, forcing the fellow doctor to elaborate. "All yours Sludge. I know how it looks Princess, but I need equipment and ingredients. Sludge informs me ponies up here take this stuff anyway, at least what they get from me is pure and marginally safe. We need the funds. Did you manage to find anything on the last list Sludge?"

"If it's the stuff we caught him with, then no. He's pocketing the caps and stealing the stuff you sent him for. I get you might not have a lot of options, but why would you trust this...." I wanted to say 'asshole', but Jade's prim cough and raised eyebrow forced me to try being a little more diplomatic, settling for; "...this kind of pony..."

Sludge still gave a wounded snort, shuffling nervously at Dr. Vigil's curious look to his larcenous assistant as he answered. "Oh? Well, I don't ask many questions about how he gets what I need. It became quickly apparent I needed a proxy and Mr. Barrel was the only pony to brave these ruins. He's trustworthy enough, and a better risk than most. I know he's not a synth for one thing."

"You can tell?"

"No.... But we don't make synths with charisma scores that low, so he must be a real pony. I haven't felt overly at risk he would tell others about me either. Sludge seems to be a prolific liar, so I assumed nopony would believe him even if he did let things slip. So far things have gone well thanks to his help, it's a little anxiety producing hiding out right under Klein's nose here, but it's the last place they'd look."

"I was pleasantly surprised when Sludge brought you here however, the chance to study whatever unknown variable allowed you to successfully ascend will be invaluable to my research. You say my Byte told you where to find me? I'm curious what would have prompted her to tell you, my former assistant was a good deal more loyal and true than her replacement. Is she... is she safe?" Dr. Vigil kept stirring and tinkering with the cauldron of anti-toxin for Swan, helping me keep thin control over my impatience to help the sick mare I saw flash by on the monitors again.

Jade whinnied at the off-hoofed insult that made Sludge slump a bit, determined to see the best in even the worst of ponies and coming to his defense. "Mr. Barrel was very reluctant to tell us anything about you doctor, do not overlook his own loyalty in pining for your synth friend. I did not meet her, but my Fast tells me she was safe and very concerned for you however."

"She went to find the Railroad, like you told her to. Byte didn't give you up easy either, only once she decided to trust me after nearly getting killed by the Courser chasing her. We got this off of it, Byte told me where to look for you because she said you might be able to break the encryption? I need a way to get to the Institute..."

Floating out the Courser's sleek black Institute version of a pip-buck, I clenched my jaw watching Dr. Vigil take it in his own silvery magic, tapping the blue screen awake and humming over the piece of arcano-tech thoughtfully. "Huh... You took down a Courser? Impressive... I believe I can get it unlocked since you somehow managed to prevent it from wiping itself, it will take time however. As for a way to get in to the Institute... hmm... you'd need to build a teleporter."

I facehoofed at the advice with a growl, that had been the basic answer I had gotten from anypony who knew just enough about the Institute to give it. "Sure, just build my own freaking teleporter... no problem! There's seriously no other way in or out!?"

Dr. Vigil nodded at my exasperated outburst, trotting over to his junkyard terminal array and plugging the recessed patch cable from the Institute pip-buck in, idly tapping at the keyboard as a wall of text filled several monitors. "That's the only way. It's not as bad as all that though Mr. Times. A functioning teleporter is the door, but it's no good without a key, which you already have right here. The arcane relay system isn't exactly my area of focus, but I believe I can give you a rough diagram and shopping list to cobble one together. I'd be happy to help, in exchange for some assistance in return..."

Ugh... there it was, I knew there'd be some kind of payment or request somewhere, I could practically feel my own pip-buck listening attentively for the opportunity to update its bizarre 'missions'. At least in this case, I had a good idea what would motivate the rogue Institute scientist and agreed with a sigh.

"Yeah, yeah, you wanna study me... Alright, just tell me how to get to them and you can poke and prod all you want... After Swan is safe!"

While the resigned offer did make Dr. Vigil perk up and start unobtrusively floating needles and specimen jars over, he shook his head and asked for more, though the request did make me feel better about his chances for helping. "That too, but what I want is in the Institute. I was working on my I.M.P. cure on my off time, even though the research was discontinued. I had to leave it behind when I fled, but my notes and prototype potion will greatly improve my odds of finishing here. If I help you get in, you go get it back for me. Deal?"

Mission Updated: Dangerous Minds

Objective----
---Locate Dr. Vigil
---Build a Teleporter
---Retrieve Dr. Vigil's Research

The beep and flash of text in my vision made me groan, but I met Dr. Vigil's outstretched foreleg in a firm hoofshake instantly. He had to get me in to get what he wanted, meaning there was a real chance he could do it. Building a teleporter from scratch was pretty damn daunting, but I had been salvaging parts from every Institute relay I had found, plus we had a lot of help and resources to lean on now. It might take time, but I was going to find them and make them pay.

"Deal. Now, is that stuff done yet so we can help Swan already?"

A sprinkle of dried leaves in the pot made it change colors to a dull orange with a poof of smoke, which Vigil ladled into a thankfully sturdy looking metal thermos this time. My hopes that I could simply run the potion directly to Swan and make her all better were short lived however, Vigil floated a bucket over to Sludge still stuffing his pockets in the corner, clearing his throat to get his attention as he answered jovially enough. "Almost, just need the secret ingredient. Honey! If you'd be so kind Sludge."

Honey... from the swarm of pissed off killer flash bees... of course.

On the plus side, it was easier to get around the Hippocratic Labs complex from Dr. Vigil's hidey hole than it had been so far. The rogue scientist had taken advantage of his mutated nature and his preserved intelligence, mapping out the secret labs still mostly keeping the river overhead out, providing us an underground route not only to the dangerous killer flash bee hive, but a safer way back in to his lair for when we returned, via a hidden entrance near the waterfront.

Seeing how we would need to visit Dr. Vigil periodically while we were in the area as he worked on decrypting the Institute pip-buck and made his shopping list of rare tech to build a teleporter, I was glad for that much at least. Though our current objective was making me plenty nervous, peeking out at the crumbling, beehive shaped dome swarming with the deadly pests from the nearest ponyhole cover with Jade and Sludge.

"Nuh-uh, no way Jade. Just let Sludge go get it and come back, there's no reason for you to go in there too..."

I grumbled and checked my weapons anxiously, hoping to convince the big blue alicorn peering over my head with interest. According to Dr. Vigil, flash bees were raised here to both cultivate the toxic lily pads floating out from their retaining ponds built on the nearby shore, and to provide the cure for the sickness they caused. Originally the bee keeping area was a cheery yellow concrete structure shaped like one of their hives, built with numerous exits high up the ridged walls for the bees to fly in and out of, and full of the rotting white boxes for them to build their hives in.

The few remaining examples of these pony made hives showed how easy collecting a little honey back then had been, each was composed of wide, removable cross sections that came out for easy access. That was when the flash bees were the size of normal insects however, with their mutated descendants the size of pony foals nowadays, they had turned the entire enclosure into one giant hive, ceaselessly marching in and out of the half broken dome and clearly still looking for intruders.

The bees had built their mottled yellow hive inside the dome, hanging from what remained of the roof and spanning several wide gaps. What we could see of the inside was lit by the bluish gold glow of the swarm, a warren of ruined architecture and insect secretions. At least there were a few visible pools of thick amber honey dripping down in easy reach, but it was still way too dangerous looking just marching right on in.

"He's right Princess, I handle getting this stuff for the doc all the time. No reason to put yourself at risk when you've got ol' Sludge here, this kinda thing is all I'm good at anyway." As much as I still disliked him, I felt a rush of gratitude for Sludge trying to keep Jade away too.

Unfortunately his self deprecating assurance only made her more determined. Jade didn't like how I, Val, Witchy, Dr. Vigil, and even Sludge himself discounted the thieving conpony as not good for much, giving me a pointed look as she shook her head and lightly touched his shoulder. "Nonsense. I am interested in learning about these bees and their medicinal honey Mr. Barrel. I could ask for no better expert on them to educate me. We shall go acquire the honey my sister needs together, according to Dr. Vigil, once I mix the proper amount into the potion, Fast may immediately take it to Swan via the tunnels, while we calmly take our leave. They disregard those who blend in as we do, do they not?"

Sludge shrugged to my glowering pout, scratching his greasy blue mane helplessly in the face of the implacable Princess. "Er... if you say so. I mean they leave me alone, yeah... so I guess you'll be fine. Dunno what you wanna learn about em though, they're big, pissed off bugs that attack pretty much everything that don't look like them. Look here Mr. Fast, there's a big ol' drain further down this tunnel, pops right out in the middle of em, so you can keep an eye on her and grab the stuff when we're done, ok? I umm... I promise ta watch out for the Princess if she insists on doin' this, but I feel better if you're close by too."

I didn't expect much out of a promise from the casual liar, though hearing him give it unprompted and the nervous, hopeful look he gave me did improve my opinion of him a bit. I had the feeling that was Jade's point too, kindness wasn't just for ponies I liked, it was for everycreature. Jade's concerns over my mental state had focused on how I treated Sludge, her silent expectation I should be better clearly communicated in her loving look, just waiting for me to open my mouth to complain again patiently.

She could find better teaching moments than putting her faith in the buck who had already run off on us once, but I couldn't disappoint her. The soft whisper of 'Be Kind...' on her side was busily pushing back against the petulant whine of 'Be Dark...' on mine. The side those sparkling blue eyes blinking down at me fell on always won however.

"A-Alright, alright... I'll be right underhoof and waiting, just don't get too distracted or wrapped up studying the killer bugs. I'm... I'm trusting you to watch out for her Sludge. I'm sorry I haven't up to now, and for how I've treated you... just live up to my wife's faith in ponies here and I'm happy to admit I was wrong. Ok?"

Sludge actually looked confused at my grudging apology, cocking his ears dubiously until he saw what prompted it. Practically choking on the words was worth it for Jade to give a happy whinny and peck me on the cheek proudly, she was eager to overlook the sour look on my face and my grumpy mutters as she clambered up to the street. So long as she got her way, Jade was pleased and willing to ignore anything that undermined her optimism. Though learning even she had to work at that positive outlook helped a little.

I could do without Sludge's sly nicker when he followed her, smirking back down to me staying hidden in the sewer. "Nothing to worry about, I'll take good care of the Princess young buck. Wouldn't want anything to happen to the mare holding your leash."

With Jade out of earshot, I felt my eyes shift to glowing dots in the dark when I growled back, glad to see his good humor dry up a little. "No... you don't."

I watched the two of them trot right towards the hive side by side, moving slow and veering away from the killer flash bees buzzing nearby to investigate. Biting my lip with my heart pounding in my chest, I held my breath when they reached the main entrance to the crumbling bee keeping building. There were larger than average bees keeping guard there, buzzing and poking at them with chitinous legs and antenna. They seemed to make more of a production over Jade, but eventually let them pass into the gloomy hive and out of my view.

As soon as I lost sight of them, I abandoned my hiding place and splashed down the dark tunnel leading under the hive, mentally cursing this whole situation and Sludge if he wasn't right about other exits ahead. I passed several storm drains drizzling rainbow colored goop into the water I was slogging through, taking that as a good sign and following the two green dashes nearly lost in the forest of red on E.F.S..

The hive was built on a slight hill, letting me trudge out of the water as I neared where Jade and Sludge had to be overhead. A rusty ladder ahead led up to a grated exit, giving me a view into the flash bee hive when I scrambled up and pressed my face against the bars.

Just seeing Jade surrounded by the buzzing horde of deadly bees sent a chill down my spine, they were absolutely everywhere... The remaining stone walls were covered and patched by waxy, roughly hexagonal building blocks of the insect's own creation. The yellow walls and pillars of the hive led up to the main structure far above, a warped and irregular shaped glob that made me wonder if the mutations the bees had gone through had effected their building ability as well.

I was relieved to see lazy ribbons and drips of their precious honey pooling in various spots in easy reach however. Sludge led the way with his dented bucket in his mouth, casually prancing over to the nearest puddle and dipping the container in the thick goop. Jade followed right along, looking everywhere with that fascinated expression on her face and noticing me under her hooves as she floated out the thermos containing Swan's unfinished cure.

She looked like she was having way too much fun... Jade unscrewed the thermos and measured out a healthy dollop of honey in her magic, adding it to the potion and giving it a vigorous shake as she watched the bees still buzzing around her with interest.

She had that curious, clinical tone to her voice as she whispered down to me absently, craning her neck back to take in the busy hive and swarm of vicious workers. "This is amazing Fast, being inside a beehive! I can't imagine many ponies have ever had the opportunity to observe the inner workings of a hive so close! Ah! You can see larva nearly ready to hatch over there!"

Following her pointing wing indicating the squirming shadows contained in some of the misshapen hexagonal chambers on one wall, I hissed impatiently, not nearly as enthused as she was. "That's great and all hon, but maybe study the secret lives of killer bees some other time? You're attracting kind of a crowd..."

Jade blinked curiously at my anxious whine, looking around herself at all the huge bees landing around her and watching the blue and yellow striped alicorn closely. They weren't acting aggressive thank the goddesses, but they were forming a growing circle that followed Jade wherever she went. Her cute snorting as she performed her seizure-esque dance of little kicks again and got them to shift back and forth following her would be more adorable under less insane circumstances.

Even Sludge was on my side, mumbling around his full bucket and inching his way back towards the exit nervously. "Er... he's right Princess, they don't usually act like this... Maybe we ought'a get while the gettin's good?"

"Oh poo... very well, let us bring this to my sister and..." Jade pouted at the two of us, sighing as she moved to join Sludge, but interrupted by a rising buzz from overhead.

A large swarm boiled out of the main hive clinging to the domed roof, dozens of slightly larger blue and yellow bees joining the throng that surrounded Jade and Sludge. The biggest new bee was at the heart of this cluster, zipping through the air with a protective entourage and diving directly at Jade, slamming to the ground with an angry buzz.

The crowd it brought with it joined the other flash bees, now a droning ring of onlookers covering every surface and clearly focused on Jade and this strange looking newcomer. It was a good deal larger than any other bee we had seen so far, even the burly guards outside. While most killer flash bees were about the size of a pony foal, this one was bigger than a full grown adult, though still smaller than Jade tilting her head at it in confusion.

There was a ruff of pale yellow fur around its neck, dusted with pollen and changing its outline. It also had a pointed growth on its head that its antenna sprouted from, a familiar shape that matched the tiara sparkling in Jade's cloudy mane. My lame joke when Jade asked if she made a convincing bee came back to me as Jade confirmed it, speaking in a wary whisper and backing away from the angry looking bee. "T-The Queen... Oh dear, this may be a problem Fast, I believe the Queen bee has confused me with a challenger for her throne..."

The huge queen chittered and buzzed at Jade backing away from her, anger and hostility pretty clear in the insect noises it was making. At least all the other bees weren't attacking, but they had the distinct look of a crowd gathered to watch a fight... The wide ring they formed around the two royal contenders shifted and widened around them as they moved, the queen acting more and more aggressive, while Jade kept her head low and meekly backed off.

When the queen darted forward, my heart lurched in my chest, wanting to move to defend her and kept apart by the steel bars between us. Sludge Barrel actually moved before I could fling myself at the barrier trying anyway, putting himself between them with a panicked look on his sweaty face like he couldn't believe what he was doing either.

Unfortunately his sudden finding of a spine wasn't enough, the queen swatted him aside with her sharp looking legs, sending him sailing into the throng of bees in the audience that buzzed and shifted around him, swallowing him up and keeping him back.

"Mr. Barrel! A-Are you alright!?" Jade wailed at the groaning stallion, dodging back from another probing swat from the queen and looking to Sludge anxiously.

"Ow... Y-Yeah Princess, I'm ok, just a scratch..." Sludge tried to get to his hooves and push his way back to the edge of the crowd, wiping at the shallow gash above his eye already bleeding profusely.

Unfortunately I wasn't the only one to pick up the coppery scent of blood in the air, the bright red dribbling down half his face was ruining Sludge's disguise too. The bees were easily fooled so long as they saw blue and yellow that matched themselves, but that brilliant splash of crimson stuck out like a sore hoof. Several nearby drones keeping him back were poking and investigating him closely now, making his attempt at gallantry short lived when he flinched and backed away.

My forelegs were already hooked through the bars and the Last Minute was whining by my head, drawing a bead on the queen and ready to blow that chitinous crown off its head. Jade's ears flicked at the noise however, glancing my way as she pranced back from another rage inducing attack. "Fast! Do not! I have read of this, she will wish to fight and drive me away. Generally rival queens are allowed to flee, but if you kill her you will create more problems!"

"If it attacks you I'm killing it! Just get out of there Jade!"

Even while flapping back from increasingly dangerous attacks from the queen, Jade kept her calm. She rolled away from the first real jab the Queen tried with her dangerous looking stinger, ending up closer to the grate keeping us apart. Moving swiftly, she tightened the cap on the dented silver thermos in her magic before sending it rolling my way, then flapped up and darted away.

"If the queen dies, they will expect me to take her place and make our escape more difficult. Not to mention when I do not fill her role, several more queens will hatch and mature, they will fight for dominance until one is left, but the losers will each take a portion of the swarm and attempt to form their own colonies elsewhere! If their only food source is here it will at least be a temporary problem, but if they can survive and spread... Help Mr. Barrel escape and take the cure to my sister Fast! I will be fine!" Jade's ability to breathlessly recall all the things she had read about bees while being actively attacked by one the size of a pony was impressive, but she couldn't be serious. Like I could just leave her while that thing was attacking her!

'Let me...'

Shut up! Not now... think! I snatched up the thermos of Swan's cure, smashing it horizontally against the bars in a rush until I managed to slow down and spin it to get it through. I gnashed my fangs watching the fight take to the air, Jade flew gracefully in the confined dome, dodging and parrying the queen's stinger with her horn. I glanced at Sludge absently, noting the suspicious crowd of bees not watching the struggle for supremacy above. He was limping slightly and trying to wipe away the blood flowing from his face, only spreading the red to his foreleg as he backed away nervously.

Jade might want me to help him, but she was more important. I had to think of something to help her, distract the bees and let her escape. If I started shooting and made myself a target that might do it, but I had to get the anti-toxin to Swan too. Using the tunnels and my lightning walking spell would be fastest, well... teleporting would be fastest, but there was no way I could do it now. Leaving Jade behind was the last thing I wanted, and the only times I had succeeded with the spell had been when I really wanted to go anywhere else.

There had to be something I could do, anything to get the focus off of Jade and her duel with the queen, let her escape safely. Come on! Think dammit!

'Hurt the betrayer...'

What? The silent 10mm pistol Deliver floated up in my unsteady magic at the foreign thought, slowly aiming at Sludge starting to panic and attract more attention. The shadowy rumble of 'Be Dark...' strained and fought for control over the weapon, lowering the barrel to his knobby knees.

If I shot him... popped him in the knee like that part of me wanted... He'd scream and howl, there'd be more blood and the bees would focus on the intruder... Jade wouldn't like it, but she and Swan were who I cared about, not the lying, thieving, conniving buck in there with her. Sacrificing Sludge was worth it to protect a Princess...

'Let me...'

Deliverer waggled and shook in my telekinesis, the weapon and the target becoming my whole world. Just pull the trigger... shoot the bastard and protect Jade. Who cares about Sludge? He didn't matter at all, the world would be better off without ponies like him anyway...

'Kill him... Protect Princess... Now... NOW!'

The tempting murmur in my head fought with the rising song of the Ministry Mares, the raspy note of 'Be Awesome!' taking the lead as I struggled for control. It was wrong... not just because Jade wouldn't like it, but because it was wrong period. I couldn't sacrifice another pony's life, I'd be no better than a raider, a monster...

"Kindness is not just for those we like, we must be better and show kindness to those we dislike as well, for they need it most."

'Kill... Kill... Kill...'

With my eyes clenched shut and a roar of effort, I fired half a dozen rounds from Deliverer. I was worried when I cracked my eyes open again, letting out a shaky sigh of relief to find a surprised looking Sludge surrounded by dead killer flash bees. I wasn't a monster...

I did have to move fast though, the alarm was already being raised with the mysteriously dead bees alerting the others. I still felt weird actively talking to the petulant whine of 'Be Dark...' pouting over losing this disagreement, but I had no time for it to start acting weird again.

"I'm not killing him to save Jade, but I am saving her dammit, and I need your help! NOW!"

I could tell that hateful voice was frustrated, but it rose up with the shout of 'Be Strong!' when my horn lit up with a layer of overglow and I grabbed the rusty bars of the grate overhead. Black lightning flickered around me as I grunted and strained, unleashing an explosive wave of telekinetic force that ripped the grate and surrounding earth and stone up and out.

Wasting no time, I shot out of the smoking hole with a black contrail behind me, diving at the crowd with the Terrible Shotgun barking at my side. S.A.T.S. helped blast every bee still surrounding Sludge, clearing a space for me to come skidding in for a landing in front of him and shove Swan's precious cure in his shaking hooves.

"GO! Back down the tunnels, take that to Swan! I'll help Jade!"

The rumbling snarl of 'Be Dark...' and my extended fangs slurred my words a bit, but Sludge took the offered thermos with an unsure look, flinching when I slashed out with Best Served at a pair of bees quickest to recover. "Er... y-you sure? I mean I..."

"I'm trusting you Sludge! PLEASE! Take it to Swan, run!!" Flaring my wings and stomping got Sludge to his hooves in a hurry, galloping for the ragged hole to the tunnels I left behind.

Vengeance joined the Terrible Shotgun in my magic, floating near my head and spinning rapidly to blow apart the increasingly agitated bees diving at me. I definitely had their attention now, though just to make sure and clear his path, I lobbed a string of grenades out in two lines to his sides, clearing a lane for the hobbling stallion to charge down as the hive was engulfed in flames.

Trusting Sludge was hard, even with 'Be Kind...' and 'Be Unwavering!' singing their approval. Those warm voices and Jade were right however, I had to give him a chance, believe even Sludge could be a good pony if given the opportunity. He had tried to protect Jade after all, even though he was clearly terrified. Asking him to run away was much more in his skill set, I had to believe he'd get that cure to Swan, to have a little faith...

With him doing what he was best at and scampering down the tunnels, I went with my own strengths and took to the air, diving, dodging, shooting and slashing anything nearby. I found Jade looping and spinning far above me, still trying to retreat and concede victory to the angry queen bee buzzing after her.

Even flying for all I was worth with my arcane skills and the whoop of 'Be Awesome!' augmenting my aerial skills, several bees found exposed flesh and stung as I plowed through them. Each one died on leaving their jagged stinger jabbed into my hide, but the painful red welts rising up at each puncture were slowing me down. I was glad my Shrouded Stallion armor was tough enough to keep them from hitting anywhere vital, but couldn't afford to keep taking more stings.

Looping through the room with them hot on my tail, I barreled through the flames left by the series of grenades covering Sludge's escape, singing my feathers, but glad to see the killer flash bees that followed had their own delicate wings burnt off completely. I also spotted quite a few bees near the smoking fires, not joining the chase, but clinging to the walls and blurring their wings, creating a droning noise and a cool breeze.

When I noticed all the waxy structures nearby starting to droop and melt, I figured out what they were up to. They were using their wings as a kind of air conditioning, trying to keep the melting wax cool and deprive the fire of oxygen. The pests were good with the bolts of lightning they kept flinging my way, but weak against fire...

Dodging my way through the rotting remains of the old beehive boxes, I swapped my pistol for the 40mm grenade launcher 'Thump-Thump', leaving a flickering trail of electricity in my wake as I ran and lobbed more explosives around the hive indiscriminately. The more of the bees that were busy trying to keep their hive from melting around them, the less there were to chase after me or block Jade's slow retreat.

I ran up the curved walls towards her, forced to repeatedly reload the simple tube grenade launcher while dodging more blasts of lightning from the swarm behind filling the half ruined dome. All the explosions were causing plenty of chaos, but the swarm was unending, boiling out of the main hive above and every waxy nook and cranny.

Fire... I racked my brain for every spell and cantrip Jade had drilled into me, I had to know some kind of flame spell, think! Jade was managing to lead the queen towards one of the wide gaps in the ceiling, but I had to keep more of the swarm busy before I could follow. Come on, there had to be something from all Jade's spellbooks rattling around in my head! Just make fire stupid!

'Let me...'

Firing a few grenades directly into the main hive on the ceiling set the whole warped thing aflame, which got more flash bees off my tail. It also pissed off my pursuers enough to launch a huge bolt of lightning at me however, forcing me to answer with the spell I was much more comfortable with.

The stream of electricity from surging up from my horn met the crackling blast the glowing swarm sent down, the two streams dancing in the air between us, locked in a back and forth struggle for supremacy. All the radiation I had been absorbing in this toxic pit flowed into my magic, pushing the growing ball of power back and forth in an arcane tug of war.

More of the swarm joined the glowing throng overhead, adding their power to the stream and slowly overtaking my efforts. With a scream of effort, I poured on the magic, pushing the focal point back to the center of the space between us before it exploded in a bright flash.

There were quite a few scorched and dazed bees when I cleared the spots from my eyes, but my horn was singed and I swayed on my hooves. I couldn't compete head to head with lightning magic like that again, but I was coming up empty on flame spells. The best I could usually do was light a candle, maybe make a sputtering fireball with a spell I had been practicing with little success, but the amount of firepower needed to deal with all this?

Jade's pained yell overhead focused my thoughts instantly, rocketing up towards her holding her stomach with her forelegs protectively and wincing from a bloody gash down her flank. Her red blood staining her blue and yellow coat, dripping down towards my horrified face zooming up to her as she made for the open skies outside. Red... red... Jade's blood... red... I saw red...

'LET ME OUT!'

"Fine..."

I heard the clink of chains echo in my head as I abandoned my thin control, willing to rely on that dark voice with no Sludge here to sacrifice. There were only bees for it to take its fury out on and Jade to protect, I gambled on it behaving itself and let it go.

With a hard flap, I paused in midair, confused by the shadowy instinct guiding my actions as the black lighting surging around me flickered. A swirl of arcane symbols and dark blue magic coalesced at my horn, forming a stream of roaring flames that spun around me in a rushing current. I could almost see the spell at work, the complicated formulae and runes flashing in my mind while the now spherical wall of flames grew brighter, pulsing around me and keeping the frustrated swarm back.

There was a strange sensation of tightening, an internal clench that brought the bright flames closer. The strange fire shield was constricting around me, focusing on my horn where a flare of magic was becoming blinding. When I didn't think I could take it anymore, the feeling of smashing the business end of an artillery shell with a hammer came from my horn, a sharp, direct surge of magic that made the tightly controlled ball of flames explode outward.

I was moving before the explosive wall of fire even reached the bees, flying directly through the swarm getting roasted ahead of my path. I could feel my aching fangs digging into the hilt of Best Served as I soared forward, slashing and spinning in the air in a graceful, high speed dash that made 'Be Awesome!' whoop and cheer. A quick glance behind me showed large swaths of the hive burning merrily, the waxworks melting and drooping down the walls.

Between the large chunk of the swarm that just got burnt to a crisp trying to block me and the rest landing and blurring their wings desperately to fight the flames, I burst through the remaining swarm still determined to attack and out to the night sky. I rocketed up after Jade as soon as I spotted her, still engaged in a retreating dance with the angry queen.

I streaked through the air like a comet, more guttering flames starting to spin and grow around me, spitting off bright orange fireballs at any clusters of bees moving to block me. A glance at my rainbow coded radiation gauge gave a visible cue for the steady drain on my mana I could feel, the needle dipping down with each fireball arcing out, with spooky accuracy considering I wasn't using S.A.T.S. for any of them. However I was able to use this spell, I wouldn't be able to do so much longer.

Jade and the queen bee were still far ahead of me, diving towards the leaning smokestacks of the production area of the facility, but the roar in my head had locked on to the queen that dared to hurt Jade. I was going to kill that fucking thing and be done with it, make it pay for the fatal mistake of harming my Princess...

While letting my shadowy schizophrenic companion off the chain drastically improved my magic, flying and even subconscious grace and skill with the starmetal blade in my teeth, it didn't seem to do well using guns. I kept thinking of bringing out my gauss rifle and blowing a satisfyingly large hole through the queen's bloated abdomen, but the battle crazed voice in charge at the moment merely flew on, picking up speed and launching gouts of flame at the enemy that exploded in the ruins below when it darted aside.

"Foul beast! Thine punishment is nigh! Any that dare attack MY Princess shall suffer her WRATH!" The Shroud's voice roared out of my mouth, catching Jade's attention along with the queen still darting after her when the nearest smokestack exploded beneath them in a fireball.

Everything was tinted red and the queen filled my vision, growing larger as I dove at it with murder in mind. I was so focused on destroying the threat, I didn't notice Jade swooping past her until she barreled into my path, tackling me in midair and wrapping her legs around me.

"Fast stop! You must not! C-Come back to me!" Jade's pained cry made me realize the flames still flickering around me were scorching her, singing the blue fur of her breast tightly pressed against my face.

Instantly, the fire disappeared, the howl for blood in my head went with them, silenced by the clear sound of a stasis pod lid slamming down and chains tightening around it. I blinked and sputtered in her grip, smelling her burnt fur with a wave of shame and looking around when she gave a hard flap and dodged the queen looking to continue.

Far below us, the bee keeping building was burning, sending a plume of black smoke into the skies around us. Other isolated spots were also engulfed in multicolored flames, the toxic sludge covering the place burning and adding acrid, rainbow colored smoke to the haze. Chunks of the facility fell with resounding crashes, contributing concrete dust to the choking cloud.

At least half the swarm was preoccupied trying to fight the flames, while the rest circled us restlessly. They weren't allowed to interfere in a contest between queens apparently, with Jade holding me so tightly, they couldn't reach me. Though her iron grip also slowed her down, dodging and keeping her head low over mine as she continued her retreat.

"J-Jade! Lemme go! I'm... I'm ok! It's safe to let me go, just let me kill the stupid bug! Put up your shield and get away!"

Jade's breath puffed in my ear when she whispered back, darting back with me still struggling against her bare chest. "No. If you are not with me, they will attack. If I use my shield, they will realize I am a pony and attack. I do not wish to kill the queen, it will cause problems for everycreature in the area, as well as Dr. Vigil and Mr. Barrel. You will stay with me and we will concede defeat if they will still allow it, now hush and remain still..."

She kept her head low and kept backing away, slowly hovering over the entrance to the Hippo Ruins. Her hold loosened a bit since I stopped trying to pull away, though spotting Val and Witchy charging our way over her shoulder just agitated the swarm more. When I nodded their way anxiously, Jade adjusted course, putting herself between our loyal guards and flaring her wings for them to stop.

Her regal goddess voice boomed out as they approached, waving them to her side while keeping her eyes on the queen still circling her. "DO NOT ATTACK! Come close to me and continue backing away! Do not leave my side! A rival queen may take some of the hive with her to form a new colony, let us hope they consider you my retainers!"

"Are ya outta yer friggin mind Blue!? Lemme torch the fuckers and let's get the hell outta here! I get you bein' nice ta pretty much anycreature what talks and thinks, but these little bastards are just mindless pests!" Val squawked angrily, but did as told and took up a guard close by Jade's left wing, leaving Witchy to take a similar position on her right and slowly follow her calm retreat.

"They are living creatures, our actions here affect more than just them as well. We will leave, calmly and quietly... just do not attack them Valkyrie." Jade's voice was even and firm, taking command with ease.

I thought she may actually pull it off, we were actually pulling away from the killer flash bee's territory. They were slower to follow and remaining behind their queen, the swarm still crackled with lightning, but weren't launching any more bolts at us. Val and Witchy looked to like Jade's plan about as much as I did, but stuck close and followed her lead silently.

The queen's dark eyes looked back to her burning kingdom and narrowed, focusing on me still held in Jade's grip. When it darted forward and below us in a blinding, zig-zagging course, it was with surprising speed and ferocity. The bright mote of 'Awareness!" gave a shrill cry and let me follow her course, her long, jagged stinger leading the charge and aimed directly at Jade's belly...

'Be Strong!' lent its aid to the frantic roar of 'Be Dark...' as I flapped and strained in Jade's grip, wrapping my legs around her barrel and lurching in the air. Protecting her was one of the few things that shadowy Shroud and the other voices in my head agreed upon completely, lending their strength without hesitation or schizophrenic quibbling. I managed to spin the big alicorn away from the queen's flight, pushing my way between her and the attack, shielding her stomach and the foal inside with my body protectively. I barely felt the stinger puncturing beneath my wings, tightening my desperate hold against the wave of cold that made my head swim.

"FAST! NO!!" Jade's high pitched scream made it through the growing pain clutching my heart and fogging my head.

I looked up weakly, spotting her eyes shrunk to hard blue dots and how pale her face looked. My legs went numb and my hold loosened, sliding away from her stricken face until she hugged me fiercely and snarled at the queen. Jade's kind eyes turned dragonish, glowing blue and blazing at the queen as her horn flared to life.

A thin, curved sword materialized above her head, an elegant and deadly looking magical weapon I had never seen her use before. The long blade flashed out at the queen, moving with practiced grace and neatly slicing the end of the queen's stinger off in one deft strike.

"He is mine... you will not harm him nor anyone else. Leave us be or suffer the consequences..." Jade growled at the queen dodging back from her glowing blue blade warily, curling its blunted stinger against itself.

The two royal combatants might not speak the same language, but I had the feeling the queen understood anyway. In the contest between a queen and a princess, my Princess made it clear how far she'd go if pushed. The queen was able to instinctually understand Jade's protective stance and the low growl I could feel reverberating in her chest.

A deep rumble in the ground below broke the tense standoff, everyone looking down to the office entrance to the complex and the shaking coming from that direction. There was a bright explosion of violet magic, then an oversized purple alicorn plowed through the plume of dust from the destroyed ceiling, a bright purple cannonball that streaked straight up.

Swan's loud battle whoop nearly drowned out the frightened squall of the passenger clinging to her back. Sludge was half buried in her flowing pink mane and had his eyes clenched shut, yammering in terror at the rocketing flight. "S-Slow down! Stop you crazy mare! Somepony get me off'a this filly!!!"

The storm of magical arrows Swan launched at the swarm exploded as she joined us, looking perfectly healthy and raring to go. Her giddy expression faded to a worried frown on spotting how her sister clutched me, veering our way over Sludge's yelps and worriedly nudging my dangling hindlegs dripping blood to the ground below.

"Sister! Fast is injured, we must take him back to the Followers at Redheart! Quickly!!" Jade's bright cry was clearly audible, though the other's voices were fading to a worried murmur speaking over each other.

Darkness was creeping in at the edges of my vision, making it more difficult to focus on the argument going on around me. I saw Val and Swan glaring at the swarm, clearly wanting to continue the fight and wipe them out. They were opposed by Jade's firm voice overhead and Witchy's high pitched squeak at her side, the alicorn's healing magic and her thestral guard's shaking hooves already trying to staunch the flow of blood from the large hole in my chest with magical bandages.

Swan's angrily slitted eyes swung away from the buzzing swarm and softened at me slurring weakly, deciding the big filly even though I wasn't able to make any kind of sense. The croak of "Go...baby....bee bad, owwww...." made Swan give a determined nod and mumble something to her sister, then the brightening glow from her horn surrounded all of us. Everything went a blinding violet-white and my ears popped, the strain of teleporting was too much to hold on to consciousness.

Knowing Swan would take us somewhere safe, that she and Jade weren't in danger, that our foals weren't in danger, filled me with relief as I let go and blacked out. Wherever we went, I was sure it wasn't full of deadly bees and toxic flowers, which was good enough for me.

I'd just take a little nap...

New Perk Added!----------------------

Pest Control Pony------------
---You've got a lot of practice exterminating mutated pests! You now do an additional 50% damage against any mutated insect, including; Radroaches, Bloatsprites, Breezidores, Killer Flash Bees and even Changelings!