The Prince of Ponyville

by Kavonde

First published

Prince Blueblood starts into his new life in Ponyville.

Following the events of "The Strange Destiny of Prince Blueblood," our semi-hero's life has been flipped and turned upside down. Despite his attempts to start over fresh, however, his past—both recent and distant—keeps coming back to haunt him and the ponies he cares about.

The Prince Gets a Job

Cheerilee opened her eyes three minutes before her alarm went off. This wasn't all that unusual; she was halfway through the school year, and by this point the routine had sunk into her bones. Nevertheless, she groaned and settled more comfortably beneath her sheets, using the extra time to review her schedule for the day.

Let's see. Today was Tuesday. She had school, of course, followed by a conference with Filthy Rich–again–about Diamond Tiara's behavior. Then, she'd grade papers, update her lesson plans, meet Macintosh for dinner, and drag him over to Sugarcube Corner to hear Lyra's new set. Another straightforward day in Ponyville.

As the alarm began to ring–and was immediately silenced by a swift and well-practiced strike of her hoof–Cheerilee couldn't shake the nagging feeling that she was forgetting something important. It wasn't the permission slips for her field trip to Zecora's hut; those were copied and ready to be sent home. It wasn't the electric bill, she'd payed that last week. As she pushed herself out of bed and ran a hoof through the candy-colored tangle lumped atop her head, she tried to think through her pre-coffee haze. What could it be?

She opened her bedroom door and saw a large, white unicorn with a golden mane sprawled across her sofa, snoring loudly. Oh, right. My boarder.

She grumbled something indistinct and headed for the bathroom. The sound of the door shutting behind her was enough to stir Prince Blueblood from his stupor.

The disgraced royal's eyes creaked open slowly. His neck was stiff. His left shoulder was numb and tingled with sharp, stabbing pains. He was lying awkwardly on a magenta couch that, while comfortable, was far too small too accommodate him. Light, filtered through the green curtains on the kitchen windows, splayed on the wall above him. Bookcases crammed with papers, binders, toys, models, lab equipment, art supplies, and a slightly dented old warhammer lined the walls; above them were more shelves filled with even more random clutter.

Day nine of being a worthless freloader, he thought to himself. He sighed, managed to disentangle himself from the sofa, and walked stiffly into the kitchen.

Since arriving in Ponyville, Blueblood had, through trial and error, finally managed to master three recipes: toast, ramen, and cereal. Armed with these newfound culinary skills, he used his magic to open Cheerilee's cupboards and produce two empty bowls while simultaneously slicing a few pieces of bread. While he worked, he switched on the teacher's love-worn old radio, and was greeted by the full-throated wailing of some diamond dog musician or another. He still couldn't differentiate between Rover James Dio or Megabark, but he had to admit, the primal power and soaring instrumentals of the genre certainly spoke to something in his soul.

It was a hay of a lot better than "Pachabull Canon in D," anyway.

As he finished buttering the toast and adding milk to the cereal bowls, Cheerilee emerged from her bathroom with a towel around her mane. She offered the prince a somewhat groggy smile. "Morning, Blue. Hey, toast and cereal... again." She struggled to force some enthusiasm into her voice. "Great!"

"It's the least I can do to repay your hospitality, Miss Cheerilee," he replied with a slight bow.

She grimaced as she set about preparing a pot of coffee. "Yeah, um... about that... "

Blueblood's expression sank. "You're kicking me out, aren't you?"

"No, no! Well, not really. I mean, not yet. It's just, you know, it's been more than a week, and I'm just wondering how long you're planning to stay here. Um. Your Highness."

He shrugged sheepishly. "I've been trying to find employment, but nopony seems to trust me."

"You did sort of destroy the town with an army of the undead."

"Not all of it! And besides, as I keep explaining, I really wasn't controlling the army. I was just a figurehead."

She patted his shoulder. "I know that. But, well, it's going to take awhile for you to fix your reputation. Have you thought about asking Applejack for work?"

He snorted. "I'm fairly certain she'd hate me even if I hadn't gotten the town burned down. I did insult her food at the Gala."

"I'm sure Macintosh would put in a good word for you."

"I'm sure he would," Blueblood conceded. "But... I just hate to rely so much on the charity of the tiny hoofful of ponies in Equestria who can actually stand me."

Cheerilee quirked an eyebrow. "So instead, you're just going to keep crashing on my couch?"

The prince considered that. "... So, I'll head down to Sweet Apple Acres today and inquire about any openings."

She chuckled and gave him a sisterly hug. "Good luck, Blue. It's not that I mind having you here, but... "

"I understand. You'd like your privacy back."

She grinned. "And I'd really like my neighbors to stop gossiping about the cute stallion I've been shacking up with."

Blueblood sputtered and tried to cover his blush by cramming a piece of toast into his mouth. Cheerilee just smiled and sipped her coffee.

Sweet Apple Acres sprawled across the hills and valleys southwest of town. Its borders were marked by a wooden picket fence that stretched off to the horizon, only interrupted by a well-traveled path that passed under an archway sign that bore the farm's name. Ahead lay a large red barn with a pink roof, surrounded by smaller structures of a similar aesthetic.

Bright, overdone, and tacky. How Blueblood missed the stately spires of Canterlot.

A friendly face stood outside the barn. Macintosh–he preferred "Mac," but didn't have the heart to correct Cheerilee–towered over a pile of freshly-cut logs, a wood chopping axe clutched tightly in his mouth. The big, red stallion grinned and raised his head as he noticed Blueblood's approach. The prince smiled back and shook the farmer's hoof.

"Is your sister in?"

Mac nodded and arched a quizzical eyebrow.

"I... was wondering if you might put in a good word for me. I think it's high time I found some honest work."

The farmer grinned around the axe handle and gave Blueblood a hoofs-up. He gestured towards the barn, and the prince thanked him with a smile.

Blueblood had always found it rather odd that the Apple family's barn was essentially an overgrown extension of their home. Most farms he'd seen as he'd flown over the countryside en route to some event or another had rather strictly delineated houses from holding pens. Then again, most farms didn't have such an eclectic mix of crops; the Apples grew their namesake, of course, but also corn, carrots, grapes, and a variety of livestock. It seemed odd to him, but whatever the farmers were doing was working for them. From what he'd been told, they'd been a cornerstone of Ponyville since before it existed.

The barn's wide doors were open, and inside stood a dozen or so cows in heated negotiations with an orange filly wearing a Stetson hat.

"Y'all can't be serious," Applejack told them. "We're already payin' ya a sight more'n any other farm around here!"

"Yah," said the herd's spokescattle, "but that was before we realized how dangerous it is in Ponyville, don'cha know."

"Sweet Apple Acres barely got touched by the durned skeletons!"

"Yah, this time. But there's more nasty things out there, dear. We want hazard pay."

"Fer standin' around inside a nice, warm barn?!"

"We can always find a farm closer to Canterlot, don'cha know."

Applejack pushed her hat down over her face and grumbled something unladylike. "But Ponyville needs yer milk!"

"Well then, dear, you'd better pay us a fair wage, eh?"

The farmer was almost shaking with frustrated rage, but somehow, she managed to tip her hat and force a toothy, somewhat unsettling grin. "I'll look at the farm's budget an' see what I can do."

"Thank ya, dear. So glad ya could be reasonable, don'cha know."

If looks could kill, half the herd would have been struck dead.

Blueblood stepped back around the corner as Applejack stomped out of the barn. She kicked the doors shut behind her with an emphatic bang and marched straight towards her brother. "Mac, can you believe them greedy little milk-bottles?! I oughtta just start bustin' every one of their heads until they stop bein' so buckin' obstinate! Town's still rebuildin', ponies are still hurt or missin', an' they're askin' fer a buckin' raise!"

Macintosh nodded a mild agreement.

"I swear, if anypony else comes by here askin' me to open the purse strings today, I'm gonna put a hoof through their Celestia-durned skull!"

Mac's eyes widened. He glanced at Blueblood. The prince grimaced and looked for an escape.

Applejack noticed her brother's expression and whipped around in time to see Blueblood trying to cower behind an apple wagon half his size. He froze, and then offered a nervous grin and a wave.

"An' what in the hay are you doin' here?!" the farmer demanded.

"Um," the prince said nervously, stepping back out from his hiding spot. "I... was actually here to inquire about potential employment opportunities."

"The who the what now?"

Big Mac put his axe down gently. "He's askin' fer a job, sis."

"Oh, fan-buckin'-tastic!" Applejack shouted in exasperation. "On toppa everythin' else, now we got the biggest buck-up in Equestria beggin' us fer a hoofout!"

"No, not a hoofout," Blueblood said earnestly. "Honest work. Whatever you need me for."

The farmer regarded him skeptically. "An' what, pray tell, d'yall know about farmin'?"

"Next to nothing," the prince admitted.

"Uh-huh. An' what kinda things 'round here are ya good at?"

"I... " He looked around nervously. "I'm... fairly proficient with telekinesis. I could help with the harvest."

"Harvest season ain't fer another month. An' we don't use magic nohow unless we're desperate."

"Perhaps I could... chop wood?"

Applejack shot her brother a glance. He obligingly stepped back from the wood pile. "Okay. Show me whatcha got."

Blueblood approached the chopping block with trepidation. His horn glowed turquoise as he levitated the axe into the air and placed an unbroken log on the stump. He carefully examined the setup to make sure the angles were right, wiped a bead of sweat from his brow, and then closed his eyes and swung the axe down with all of his strength.

"Well, I'll be."

He opened his eyes. The axe was sticking out of the unbroken log. It had only wedged itself in a few inches.

"That was the worst wood choppin' I ever seen," Applejack continued.

Blueblood's shoulders slumped, and he bowed his head in defeat. "Thank you for your time, miss. I'll be going."

Morosely, he started the long walk back to Cheerilee's place. Behind him, Big Mac gave his sister a disapproving look. She glared back at him with all she had, but his expression never budged. After a long moment, the staring contest ended with the mare's surrender. She sighed and started after the prince. "Wait, hold up."

He paused and looked back at her. "Yes?"

"Look... " she began, searching for words. "Maybe y'all ain't much of a farmer, yet, but... well, I'm willin' to give ya a chance ta learn. You get back here tomorrow mornin' an hour afore dawn, y'hear? We'll see about puttin' ya to work."

He turned to her with a disbelieving expression that gradually morphed into a beaming smile. "Thank you! I promise you, I won't disappoint you. Well, I mean, I will try not to. I mean, clearly, I haven't yet developed a skillset for the job, but I will certainly-"

Applejack chuckled despite herself. "Jus' get outta here. Remember, hour before dawn. See ya then."

Blueblood's grin nearly split his face as he cantered up the road back to town.

"I got a job!"

Cheerilee looked up in surprise. Blueblood was standing in the doorway, his smile so wide and infectious that she couldn't help matching it. "That's great, Blue!"

"Yeah, good for you!" said Scootaloo.

"I knew you could do it!" said Sweetie Belle.

"Way ta go, Blueblood!" said Apple Bloom.

The rest of the foals in the classroom broke into cheers of encouragement. Blueblood's grin turned a little embarrassed, and after a moment he waved and ducked back outside.

"That is a weird stallion," Apple Bloom observed.

The hoofful of bits Blueblood had brought with him from Canterlot jingled as they floated through the air behind him. The prince's enthusiasm had carried him back into town and towards Sugarcube Corner. He hardly noticed the looks he received from the townsfolk; he was just ecstatic to finally be able to contribute something worthwhile to the world. As he approached the gaudily-decorated hall of confectioneries, he spotted two familiar pegasi having lunch outside, and went to greet them.

"Cloud Kicker!" he called, waving a hoof. "Blossomforth!"

The lavender mare looked up. "Hey, Blueblood! What's happening?"

"I got a job!" the prince beamed.

The pegasi looked at eachother, and then back to him. "... Woo?" offered Blossomforth.

"No, you don't understand," Blueblood grinned. "I've never had a job before! I'm now a productive member of society!"

"Congratulations, Bluedude," Cloud Kicker laughed. "Welcome to the rat race."

The prince grimaced. "Are there going to be rats? I hate rats."

Blossomforth let her pink- and green-striped bangs fall over her eyes as she facehoofed.

"Not a literal metaphor, Blue," her companion smirked. "Wanna join us for lunch? I was tryin' to put the moves on Blossom, maybe you can wingcolt for me."

The prince smiled. "I'd love to, ladies. Let me just go place my order, and I'll return shortly."

His head held high and a spring in his step, Blueblood marched towards the bakery's doors. He pushed them open, took a deep breath full of baked goodness, and suddenly found himself eye-to-deep blue eye with an unfortunately familiar white unicorn.

"You!" Rarity snapped.

Blueblood felt his good mood slipping away. "Yes, hello, excuse me, I'm just trying to get lunch... "

"Oh, I thought the noble Prince of Equestria didn't eat commoner food."

He felt his teeth grinding as he struggled to maintain a smile. "Things change. Could you let me pass, please?"

Rarity didn't budge. "Oh, 'please?' You know that word, do you? Here I thought you'd never heard it before."

Blueblood's patience snapped. "Will you just leave me alone?! I'm so sorry I hurt your feelings, you prissy little crown-chaser! Maybe if you'd acted like the so-called Element of Generosity and not like a gold-digging harlot... "

"Excuse me?!" Rarity snarled back. "Perhaps if you had acted like a prince instead of a spoiled little twit-"

"Oh, I'm sorry, did I not fit your idiotic little fantasy of what a prince was supposed to be?! It's not even a real title!"

"You're an ignorant, imbecilic-"

"You stuck-up, status-chasing-"

"-good-for-nothing, pretty-boy-"

"-primping, preening, egotistical-"

"You burned down my boutique!" Rarity shrieked.

Blueblood froze. He became aware that everypony in the building was staring at him, and none of their expressions were friendly.

"Wait," said a large, dark green stallion with a hacksaw on his flank, "you're that Blueblood guy?"

A crowd begin to form. Blueblood looked around nervously, seeing nothing in their faces but hostile intent.

"You wrecked my house!" shouted one pony.

"You burned my fields!" called another.

"Look, I'm really sorry, but I wasn't actually in control-"

"My brother died fighting those things!"

"So did my little sister!"

Blueblood winced. "I am honestly, truly, profoundly sorry for your losses. Believe me, I-"

"And you came back here?!" demanded the green stallion. "After what you did?!"

"I... "

"We oughtta run you outta town!"

"To hay with that," growled another one, "we oughtta kick his flank so hard his cutie mark ends up on his nose!"

Blueblood gulped. The crowd started to close in.

"Now, wait just a minute!" a feminine voiced demanded, stomping a hoof. All eyes turned to Rarity, who stood between the prince and the mob. "Understand that I am not saying the good prince here could not use some sense knocked into his head, but he wasn't fully responsible for the army that attacked our home. Whatever flaws he might have–and I believe there are many–he is no savage warlord. I doubt he even knows how to swing a sword."

A dozen sets of eyes glared at Blueblood. He held his breath, and Rarity held her steady glare. Finally, with a ripple of discontented grumbling, the angry ponies turned away.

"Thanks," Blueblood sighed.

"Do. Not. Thank me," she hissed. "I didn't do it for you. I simply wasn't going to stand by while a mob tore a single helpless pony apart."

"How generous of you," he deadpanned. She rolled her eyes and brushed past him to leave the building.

Blueblood stared after her, and then looked around the shop. Though conversation had resumed, everypony was still staring at him with anger in their eyes. He glanced at the front counter, where a familiar pink pony in an apron and chef's hat was glaring daggers at him. He managed a weak approximation of a smile, then turned and left.

"Hey, Bluedude!" Cloud Kicker called as he passed. "You okay? We heard some shouting in there."

"I survived," he responded halfheartedly.

"Aren't you gettin' lunch?"

"I... lost my appetite."

"Oh, huh. That's what Rarity said when she left this for ya."

She pushed forward a small cupcake. It had purple frosting and was topped by a single, perfect blueberry. He stared at it in confusion. "She... left that for me?"

Cloud Kicker nodded enthusiastically, and followed it with a conspiratorial leer. "I think you've got a shot, Blue."

Blueblood's face crinkled in a mixture of confusion, revulsion, and terror. "I... think I'll just interpret this as a peace offering."

Blossomforth grinned. Cloud Kicker laughed and pushed out a chair. "Come on, Bluedude. Have a seat. Let's celebrate your integration into Ponyville society."

He glanced towards the bakery's windows, and met the gaze of the green hacksaw pony. The other stallion's eyes narrowed, and Blueblood could almost hear the threat. I am going to make you pay.

"Huzzah," he sighed.

The Prince Gets Worked

Cheerilee stared at her alarm clock in confusion. Three in the morning? Why did I set it for three in the bucking morning?

Grumbling, she smacked the off button and set the clock for her usual time. Then she rolled over and tried to find a sleepable position. Her eyes drifted shut. Why did I set the alarm for...

She sat up straight with a jolt. Brushing her unruly mane out of her eyes, she staggered over to the bedroom door and leaned her head out. "Blue!"

The stallion's rumbling snores were her only reply.

"Blue!" she hissed again. When that didn't do anything, she fumbled her way across the dark room and poked him in the flank. "Blue, it's time to wake up!"

He murmured something and rolled over as much as the couch would let him.

"Blue! Your job! Wake up!"

He smacked his lips and snored.

Cheerilee glared down at her house guest, considering her options. After a moment, she went to the kitchen, filled a mug with cold water, and marched grimly back to the sleeping prince. She gave him another moment to wake up on his own–he didn't–and then dumped the contents into his face.

"Agh! Wha?! Gah!" he sputtered, trying to shake the water out of his eyes and ending up sprawled on the ground. He spotted four magenta hooves in front of him, and glared up at their owner. "Why?!"


He blinked. "Oh, horseapples!"

In a flash, Blueblood was in the bathroom, and moments later the rumbling of her water heater told her that the shower was running. Cheerilee sipped what was left of the water in her mug, then dragged herself back into bed. Things to do, she thought as her head hit the pillows, buy Blueblood his own alarm clock.

Blueblood arrived at Sweet Apple Acres an hour later, freshly groomed, stuffed with cereal, and powered by a half-pot of coffee that had tasted just fine once he'd added enough cream. Applejack and Big Mac were waiting for him outside the barn, the former surrounded by buckets and the latter pulling a cart full of tools. He offered the prince a friendly smile, though his sister just looked mildly annoyed.

"Yer late," she told him as he neared.

"I am?" Blueblood looked around. "But the newspaper said that dawn would be at 5:00 AM, and you said to be here an hour before that!"

"It's 4:02."

The prince worked his mouth soundlessly. "But, but it took me two minutes to cross your property!"

"Well, I reckon y'all shoulda considered that when ya woke up today."

Blueblood swallowed a panicked outburst and bowed his head. "Sorry, miss. It won't happen again."

She stared at him... and then, finally, relented with a roll of her eyes. "C'mon. Yer milkin' cattle."

Applejack picked up a few of the buckets and pushed open the barn doors; Blueblood levitated the rest and followed her in. Unlike yesterday, the cattle were all contained in their corrals. The farmer pony set the buckets down next to a large barrel and a stool. "Okay, now pay attention. I'll do the first couple, then you take over."

"Yes, ma'am."

The farmer went to the first of the cattle pens and opened it. "Mornin', Bellinda. Ya ready?"

"Oh, is it that time already, dear? Yah, I suppose I'll go first."

Applejack returned, followed by a large, white cow that looked largely identical to every other cow Blueblood had ever seen. She hunkered down on the stool, placed a bucket in front of her, and then... began stroking the bovine's udders.

Blueblood stared in abject horror as the bucket began to fill with milk. "So, Daisy Bell still stirrin' up sentiments?"

"You know her, dear," the cow replied conversationally. "Such a worrywart, don'cha know. I know you and your brother wouldn't let anything happen to us here."

"Darn tootin'. Ya'll are like family, in a way. An' we Apples look out fer our own."

"Yah... although, dear, you and your brother were gone for that dreadful incident with the skeletons. It was just poor old Granny Smith to protect us, don'cha know. We did get a bit worried."

"Aw, hay, Princess Celestia summoned me an' my friends to the castle, sugarcube. An' Big Mac sure didn't expect to get caught by no dead ponies."

"I know, dear. I'm just explaining the sentiments, eh?"

The pony finally stopped her work, grabbed the filled bucket's handle, and upended it into the barrel. She turned to Blueblood. "D'ya see how I did... "

The prince was still staring at her, his jaw slack.

Applejack covered her eyes with her hat. "Y'all ain't never seen a cow milked before?"

"I... just... I had heard of it, but..."

"Ooh!" giggled Bellinda. "He's blushing, eh! What a cute stallion, Applejack. Why didn't you let him milk me?"

Blueblood was pretty sure his entire coat was turning red.

"Aw, hush, Bellinda. Go get Jessie for me, will ya?"

"Of course, dear. Bye, handsome!"

Applejack threw a hoof over the stunned prince's shoulder and guided him out of the barn. The cool morning air almost steamed when it hit his burning cheeks. The farmer looked at him levelly. "You okay?"

"I, uh... I... "

She sighed. "How 'bout ya go help Mac in the zap apple orchard."

Blueblood nodded dimly and turned away.

He found Macintosh a few minutes later. The stallion was clutching a jagged saw blade attached to a long pole, and was using it to saw at the end of a tree branch. He nodded at Blueblood as he approached.

Blueblood waved, still blushing furiously, and stood silently by while his friend worked. After a minute or sawing, the branch came free and tumbled to the ground. Mac put the polesaw down and grinned at his new employee. "Told her that was a bad idea."

"How do you do that?" he whimpered.

"Ya get used to it. They jus' like teasin' us colts. Here, grab a saw."

Blueblood levitated another polesaw out of Macintosh's cart and leaned it against his shoulder. "So... what are we doing?"

"Trimmin' branches. Zap apples don't grow in the same spot twice, so we gotta cut the trees back so they can get fresh growth before bloomin' season."

"How do I tell where to cut?"

"Look fer the little stubs. That means a fruitin' branch. Jus' cut those off."

The prince nodded and set to work. Though using the saw was awkward at first, he gradually fell into a rhythm as he worked his way through the orchard. Above, Celestia's light rose into the sky, and Blueblood found himself smiling at the simple pleasure of doing manual labor in the cool, clear morning light. He hardly noticed when Macintosh approached him. "Lunch time."

Blueblood blinked. The sun was almost directly overhead. How had that happened? He grinned. "That sounds fantastic."

Together, the farmer and the prince walked back to the barn. There, a tiny, shriveled old mare was banging a hoof against a metal triangle and shouting. "Lunch time! Come an' get it!"

She paused when she noticed Blueblood, and regarded him critically. "An' who's this?"

"Blueblood, Granny," Mac offered, hunkering down next to the old picnic table. "He's a friend."

"Blueblood, eh? Sounds like a poncey name if ya ask me. He looks like a ponce, too."

"Hush, Granny. He's alright."

"I'll take your word for it," she said doubtfully. "Okay, young feller, take a seat. You eat corn?"

Blueblood nodded. "Frankly, my lady, I'm hungry enough to eat broccoli."

"We ain't got none of them fancy Canterlot vegetables here, boy."

"Trust me, ma'am, corn is quite satisfactory."

"Talks like a ponce, too," Granny Smith grumbled as she turned away.

Applejack approached a minute later, accompanied by a floating ledger wrapped in a magenta glow. The levitation was provided by a purple-hued unicorn, with whom the farmer was having some sort of serious discussion.

"I jus' don't see how we can make the numbers work, Twi," Applejack told her. "We jus' ain't bringin' in enough bits."

Twilight Sparkle chewed her lip. "Well, maybe I could ask Princess Celestia to... "

The farmer held up a hoof. "Uh-uh. No way, nohow. We don't need charity, Twi. We'll figure somethin' out."

"Applejack, you know Princess Celestia would be happy to... " She paused. "Blueblood?"

He waved. "Miss Sparkle, good to see you."

"What are you doing here?"

Applejack sighed. "He's our new hire."

Twilight's eyes went wide. "But you said you couldn't... "

Applejack shushed her. "So, big bro, how'd he do out there?"

"Jus' fine," Mac answered. "Good worker."

"Glad to hear it," she said, though Blueblood detected a bit of skepticism. "Sorry about the milkin' thing. Guess I thoughtcha'd be more, ah, comfortable aroun' that kinda stuff."

Blueblood felt a blush creeping back into his cheeks. "Well, it was just, you know, a bit sudden... "

Twilight looked between Applejack and the blushing unicorn. After a moment, she cleared her throat. "Actually, Blueblood, I sort of needed to talk to you."

"About what?"

"Princess Celestia wrote me and said that she didn't get to speak to you before you left. She wanted me to ask you what happened, exactly."

Blueblood frowned. "It's sort of a long story, Miss Sparkle."

"You could stop by my library later, if you want. That way Spike can transcribe everything, and you can get back to... um, whatever you do."

"That would be fine, thank you."

Granny Smith returned with a platter full of steamed corn husks. She sets them down in front of the clustered ponies; immediately, hooves and magic were popping the cobs into hungry mouths.

"Well, at least ya eat like a normal feller," she observed, giving Blueblood a slight grin.

It was late afternoon by the time Blueblood and Macintosh were done trimming the zap apple orchard. The prince was sweaty, tired, and smiling with the satisfaction of a job well done. Applejack met him at the gate with a small pouch full of bits, looked him dead in the eye, and told him to be on time tomorrow. He grinned and assured her he would.

He made his way into town, keeping an eye out for the few friendly faces he knew. He spotted the Cutie Mark Crusaders no doubt getting themselves into trouble, but they didn't notice him and he didn't particularly feel like becoming a criminal accessory.

He stopped abruptly when he came upon city hall and saw a group of large, familiar-looking stallions packing up their tools. The building itself was covered with fresh paint, and scaffolding rose around the areas that had suffered damage during the attack. A green stallion with a hacksaw on his flank seemed to be acting forecolt; he was watching the other workers with a serious expression. Blueblood gulped and ducked down a side street before anypony saw him.

He waited there awhile as the cluster of contractors passed by, laughing and grumbling to eachother on their ways home. When they were finally out of earshot, Blueblood stepped back into the open and continued on his way.

His route took him through one of the more damaged parts of town. Here, homes had been burned to the ground, windows had been shattered, shops had been ransacked–he was actually pretty certain that the mindless skeletons hadn't done the looting, but he doubted anypony would believe him–and lives had generally been destroyed. The street was empty and silent, save for the creaking of a charred door as it swung gently back and forth in the breeze.

Ahead stood what had once been one of the great hidden jewels of Equestria's haute couture. The Carousel Boutique was little more than a husk, now, with acrid smoke still rising from somewhere inside. The clothing shoppe's fabrics had proven extremely flammable, as had the exotic dyes that had once been used to color them. There was nothing left to salvage here. Even the things that hadn't charred away would be forever stained by the burning chemicals.

Rarity's furious eyes flashed through his memory. "You burned down my boutique!"

He sighed. He hadn't done it personally, of course. And he couldn't have stopped the skeletons if he had wanted to. He hadn't even known the building was hers,; it was just another gaudy, tacky offense against architecture that Azure's army had brought to ruin. It was only later that he'd discovered that he'd helped destroy not just her livelihood but her home.

Regardless of his intentions, he was responsible. For her boutique. For Ponyville. For all the lives that had been lost.

A quiet sob caught his attention. Curious, he stepped forward into the rubble, his nose crinkling at the smell. To his surprise, a white unicorn with an indigo mane sat in the midst of the ruin, staring down at something charred and blackened in her hooves. Blueblood grimaced and backed away silently. No reason to make her day worse.

His heart was heavy by the time he reached the massive, magically-shaped tree that served as Ponyville's library. It was, alone among the town's other abominations, an exquisite piece of architecture. Patient unicorns and earth ponies had spent decades cultivating the structure just so, hollowing it out without doing any harm, and generally doing what they could to create one of the most unique buildings in Equestria. A few blackened branches showed that it hadn't escaped the battle untouched, but it was otherwise healthy and intact. At least his idiocy hadn't destroyed everything.

He knocked on the front door. A minute later, a young, purple-and-green dragon opened it and looked up at him skeptically. "Well, well. Prince Blueblood."

He frowned. "Do I know you?"

"No, but I know you." He huffed. "What do you want?"

Blueblood's frown deepened. "Is Miss Sparkle here? She asked to speak with me."

"Maybe. What's it to you?"

"Spike!" snapped an annoyed voice. "He's here for a reason, just let him in."

"Fine," the dragon groused as he stepped aside.

Blueblood hadn't seen the inside of the library before. He was nearly dazzled by the sheer amount of knowledge stored here, set neatly into bookshelves carved into the very heart of the great tree. He had spent a great deal of time in Canterlot Castle's library as a colt, but while it was undeniably more extensive, it lacked the cozy charm and natural elegance of this place. The prince suddenly wanted nothing more than to find a comfortable chair near a fire and crack open a good book.

Distracted by his thoughts, he didn't notice that Twilight had joined him until she stepped in front of him with an eyebrow raised. "Erm, sorry. Rather a nice library you've got here."

The purple unicorn tilted her head at the surprising compliment. "... Thanks?"

"Yes, well. So, ah, the... interview?"

She kept staring at him as if he were about to sponteanously transform into a giant slug. He tried a disarming grin, but it didn't seem to have much effect. Finally, after a long and uncomfortable silence, she frowned and turned to her assistant. "Spike, take a letter. Princess Celestia wants me to interview the prince about his role in everything."

"You mean, besides burning down Rarity's shop?"

She shot him a look, and he quieted to an indecipherable grumble.

Blueblood sighed and looked longingly towards the door. "Very well, Miss Sparkle. Where shall we begin?"

"How about when you met Zecora?"

By the time the prince was done telling the story of his strange destiny, the sun had dipped below the horizon. He told Twilight everything he could: his conversation with the rhyming zebra, his decision to go on her vision quest, his discovery of Castle Arctus, meeting Azure Throne... As he spoke, he noticed the unicorn give her assistant pointed looks, and he'd scribble something down on a second scroll. By the end, the little dragon's hand was cramped and nearly pulsed with agony, and he'd filled multiple scrolls, as well as the list of notes Twilight had directed him to make.

"That's all very... interesting," Twilight said as she used her magic to roll the scrolls shut and seal them. "I didn't realize you went through so much."

Blueblood shrugged. "I didn't, really. Not compared to the ponies who suffered for my mistakes."

She looked at him speculatively. "... You really mean that, don't you?"

"Of course I do."

"Sorry, I just meant... well, from what Rarity and Shining Armor told me about you... "

His eyes narrowed at that name. "You know Shining Armor, do you?"

"Well, yeah, he's my brother."

He frowned. "You know, I never put that together. I knew he had a sister, but I assumed she'd be, well, more like him."

Twilight quirked an eyebrow. "What's that supposed to mean?"

"Er, well..." Blueblood gave the door another desperate glance. "I really should be going. Work tomorrow, dark and early."

"Okay, then," she said, passing the scrolls over Spike. To Blueblood's immense surprise, rather than addressing the scrolls and mailing them off, the little dragon simply inhaled a deep breath and then belched a stream of green fire over them, burning them swiftly to ash.

"W-what are you doing?!" the prince demanded. "I just spent hours telling you what happened!"

Spike put his claws on his hips and stared at him. Twilight just laughed. "Spike can send messages directly to Princess Celestia like that. It's one of his weird dragon powers."

He looked offended. "Hey, whaddya mean 'weird?'"

"Oh, I... see," Blueblood said reluctantly. "That actually seems rather useful. Might I utilize his services sometime?"

"Hello, I'm right here."

Twilight ignored him. "I guess that'd be okay. Just stop by if you want to send a letter, I'll make sure Princess Celestia gets it."

Spike crossed his arms. "Oh, great, now I'm a mailpony."

"My thanks, Miss Sparkle." Struck by a sudden compulsion towards courtesy, Blueblood offered her a polite bow. When he looked up, he caught her staring at him with an unreadable expression. Well, that's an improvement from disdain and hostility. "Good night, miss, sir dragon."

"Whatever," Spike grumbled. Twilight just offered him a small nod.

The moon was high in the sky as Blueblood plodded home. Well, not to home, he knew. Cheerilee's tiny cottage with its too-small couch was hardly his permanent residence. But the list of places he felt truly welcomed–however grudgingly–was a rather short one, and so it was close enough for his purposes.

He reflected over the story he'd told Twilight Sparkle. It seemed strange that the events were less than a month in the past. In fact, it had been only thirteen days ago that Cadance had asked Blueblood to leave Canterlot. Ten days since he arrived at Ponyville, metaphorical hat in hoof, begging one of his few friends in this world for a place to sleep.

And yet, for all that he missed the regal beauty of Canterlot, the company of his beloved aunt, and the ease of his life of luxury... somehow, Ponyville was already beginning to seem like where he belonged. He had a job, here. He had ponies who liked and cared about him. He was, for the first time, building his own life instead of leeching off others. (Except for Cheerilee, he supposed, but he had already vowed to repay her kindness however he could.) Sure, he hadn't escaped his past. The mistakes he had made haunted him whenever he saw the damage the town had undergone, or whenever he thought about the anger and pain in a certain white unicorn's eyes. But at some point, without realizing it, he had begun to believe that he could truly change his life around. Here, perhaps, he would finally figure out who he was meant to be.

A heavy, blunt object smashed into the back of his head.

Stars spun through his vision as a group of stallions, their features indistinct in the dark, crowded around him. The club descended again, striking him on the side of the jaw; blood immediately began to fill his mouth. He felt something hard and jagged pressed against his tongue and spat it out. A tooth. He stared at it in shock.

And then hooves and other, more painful things began striking him from every angle, accompanied by snarled curses and grunts of effort. Terrified, disoriented, Blueblood could do nothing but curl himself into a ball and whimper. Auntie Celestia, please, don't let me die like this...

Somepony called his name. Abruptly, the mob disappeared, galloping into the night. Blueblood couldn't even raise his head to stare after them. He just lay there, sobbing, hurting more than he ever had in his life.

Hooves shook him roughly. He looked up to see two green eyes staring at him in concern. "Cheerilee... ?"

Dizziness swept over him, and he felt himself drifting away. His head rolled back, and he felt warm, sticky wetness spreading around him. Distantly, he heard Cheerilee screaming for help. The edges of his vision began to darken.

The last thing he saw was a broken alarm clock lying on the cobblestones a few feet away.

The Prince Gets Patched Up

"Right now, we think he's going to make a full recovery, ma'am, but it'll take some time. He's got a lot of internal bleeding, a slight fracture in his left foreleg, a severe concussion, and we're concerned that there may be some brain damage as a result. We've stabilized him, but... frankly, I've never seen a pony take a worse beating."

Cheerilee nodded numbly. Beside her, she could feel the anger rising off of Macintosh. He hadn't said a word since he'd arrived at the hospital, hadn't even outwardly shown his emotions, but the minute he'd seen his friend lying on that cot, bandaged nearly hoof-to-snout and breathing raggedly... She'd never seen her coltfriend so furious. Truth be told, it was a relief. His anger let her keep a handle on her own emotions. He was literally pissed enough for the both of them.

"Thank you, doctor. Can we go in?"

"He's still in critical condition, miss. Family only."

Cheerilee gave him a level look. He nodded and stepped out of her way.

Blueblood was in terrible shape. Large swaths of his alabaster coat were stained a deep red. Both of his eyes were heavily swollen, his jaw had been wrapped tightly shut to reduce swelling, and a fresh ice pack had been taped to his forehead. A cast had been plastered into place around his injured leg, and the bandages over the dozen or so cuts that had been sewn shut were soaked with bright streams of blood. His breath came in shallow gasps, as if the simple act of taking in air was an immense effort.

Cheerilee ran a hoof through the bit of mane the prince still had exposed. "Oh, Blue... "

She and Macintosh stood by his bed for awhile, looking down at their injured friend with a mixture of silent sympathy and quiet rage. Finally, Mac let out a breath that flared his nostrils and walked out of the room. Cheerilee watched him with concern.

"What happened, Blue?" she asked quietly, stroking his hoof with her own. "Why did they do this to you?"

That was a stupid question, though. She knew why. It had really only been a matter of time.

Honestly, when Blue had first arrived at her door, she'd been tempted to slam it in his face. Since returning to Ponyville, she'd seen nothing but devastation. Lives had been shattered. Ponies she'd known for years had been cut down. Several students in her classroom had lost older brothers or sisters, or were desperately awaiting word about them. And everypony knew who was responsible: the wicked prince, jealous of his sister Cadance, who had sought to overthrow Celestia and who had, somehow, escaped punishment for his crimes.

She'd known better, logically. She'd been among those who'd been freed in exchange for Blueblood's cooperation with the undead army's dark master. But seeing all the pain and suffering that had come from the prince's actions... it was hard not to hate him.

But she'd seen the sorrow in his eyes. The hurt. She'd seen how desperate he was for just a simple act of kindness and generosity. And so she'd invited him in, let him sleep on her couch... And as she'd gotten to know him, with his dry sense of humor and his eagerness to repay her hospitality however he could, she'd even started to enjoy his company. In a way, he was like one of her students: naive, helpless, and in need of her guidance and protection. The teacher in her wanted to help him him grow and bloom into the pony she knew he could be.

But in the back of her mind, she'd known this was inevitable.

Outside, she heard the low rumble of Macintosh's voice. Curious, she walked to the doorway and peeked out. The red stallion was speaking with quiet urgency to a familiar, purple-hued unicorn. "Twilight?"

She glanced at Cheerilee and offered a weak smile. "You look like hay."

Cheerilee grinned. "So do you."

The unicorn glanced up at her unruly mane and blew an annoyed breath at it. "Big Mac was just telling me what happened. I came as soon as I heard... "

"Uh, why?"

Twilight blinked. "Well, you know, an assault on royalty in the middle of Ponyville is kind of something I should be looking into."

Cheerilee gave her a skeptical look. Twilight flushed a little and scraped a hoof across the floor. "Okay, fine. He was on his way back from the library when he was attacked, okay? If I hadn't dragged him there for Princess Celestia's interview, he wouldn't have been walking around town at night and maybe this wouldn't have happened. I felt bad."

The teacher's expression didn't waver, and Twilight's cheeks began to turn a deep shade of magenta. She ducked her head and tried to find something interesting to look at. Cheerilee finally relented with a grin. "I'm sure he'll appreciate the concern."

Macintosh looked between the girls. He didn't seem to be sharing in the humor. "I'm goin' out."

"For what?" asked Cheerilee.

"Jus' goin' out," he repeated. "I'll be back."

He marched out the hospital doors without another word. Cheerilee and Twilight watched him with concern. "Is he okay?" the unicorn asked.

"He doesn't like seeing ponies he cares about getting hurt. I just hope he doesn't get into trouble."

Twilight's eyebrow arched quizzically. "He and Blueblood are friends?"

Cheerilee nodded. "Macintosh says he thought he was a good pony from the first time they met. And then when we were captured by those skeletons... "

"Yeah, Blueblood told me about that."

She sounded thoughtful, and Cheerilee gave her a considering look. "He's really a sweetheart, you know. Just a big softy. Very bright, too, and well-read. I'm pretty sure I even heard him quoting Wiggle Spear in the shower one morning."

Twilight listened quietly for a moment, and then her eyes widened. "Are you trying to set me up with him?!"

Her friend just grinned mischievously. "Just making conversation, Twi."

The unicorn's cheeks turned an even darker shade of purple. "Cheeri, it's not that he's not, um, attractive, in a way, but, you know, he's not really my type, and my brother really hates him, and Rarity would never forgive me for dating him, and I don't really know him that well and what if he wants to move back to Canterlot some day and he called Pinkie Pie an 'annoying twit,' which, well, I guess she kinda is sometimes but that was still really mean and... "

Cheerilee's grin widened. "Sounds like you've put some thought into this."

"J-just shut up!"

The teacher put a hoof on her friend's shoulder. "I'm just teasing you, Twilight. I know you two wouldn't be a good match. I mean, why would you ever want to be with an intelligent, sensitive stallion with a similar sense of humor and a shared love of literature? That's ridiculous."

Twilight sighed, cheeks still burning. "I'm going home now."

"I'll be sure to tell Blue you stopped by."

"You are worse than Princess Celestia sometimes."

Cheerilee laughed as Twilight hustled out of the hospital. She was still smiling as she walked back into Blueblood's room, and found the prince staring groggily forward. His eyes snapped to her as she approached. "Cheerilee?"

He was barely able to move his mouth with the bandages, but she recognized her name. She put a hoof on his. "Hi, Blue. How do you feel?"

He mumbled something incoherent. The last bit seemed to be a question, though.

"You... were attacked, Blue. We don't know who did it, or how many there were." She sighed. "You're hurt very badly."

He fell silent. Cheerilee looked at him and saw that his eyes were still open, but unfocused and staring at the corner of the bed.

"I'm so sorry, Blue. Maybe you shouldn't have come to Ponyville. After everything that happened, there's... just a lot of hostility."

He looked back at her, and she was surprised to see steel in his gaze. He shook his head slightly, wincing at the pain it caused.

He said something, but it was muddled and indistinct. She frowned and leaned forward, and he repeated the word.


Applejack stopped by the next morning. She made small talk about the coming harvest, the ongoing repairs in town, the cows and their demands for a raise (this was punctuated by an impressive array of applications for the word "buck"), and the weather for the coming week. She assured him that he'd be welcome back at the farm as soon as he was able, and that Granny Smith had even ordered some broccoli for him. (He groaned.)

Cloud Kicker and Blossomforth were his next visitors. They'd brought him a cupcake, apparently not realizing that he couldn't eat anything that couldn't be sucked through a straw, and Blossom had brought a bouquet of flowers as well. In the most words he'd ever heard the white pegasus speak at one time, she explained that she'd grown them herself, that they represented a wish for him to get well soon, that their aroma would help him heal faster, and that he shouldn't eat them because they tasted pretty terrible. Cloud Kicker followed this up with a suggestion that they all bang, which sent Blossom scurrying out of the room with scarlet cheeks.

Later in the afternoon, the Cutie Mark Crusaders arrived with a bouquet of their own, although this one seemed to mostly consist of any pretty flowers or weeds they'd spotted on the way there. They had regaled him with their recent activities as Cutie Mark Crusader Crime Scene Investigators, saying that they had definitely determined that Blueblood was attacked by more than one pony and that a two-by-four had been used in the assault. (They had the broken remains to prove it.)

They were finally shooed away when Cheerilee and Big Mac arrived, bearing gifts of their own. Cheerilee was carrying a slightly dented alarm clock, while Macintosh was shouldering a small keg of hard cider. He'd tapped it and passed out drinks–Cheerilee had given him a somewhat put-off look–and the prince enjoyed the twin sensations of drinking liquor through a straw and mixing alcohol and painkillers. He drifted off to sleep soon after.

He awoke, to his surprise, to a pair of deep blue eyes framed by an indigo mane. He blinked in confusion and opened his mouth, dimly realizing that the bandages around his jaw must have been removed in the night. "Rarity?"

She frowned at him. "Ah, awake at last."

He grunted and tried to push himself into a more respectable sitting position. "What brings you here?"

"Merely assessing the damage. I've been told you'll recover fully."


He looked at her skeptically. She stared back at him with a neutral expression. "Yes, well, I should be going... "

"I'm sorry about your boutique."

She stopped and looked back at him. "What?"

"I'm sorry about your boutique," he repeated. "I'm sorry about everything that happened because of my stupidity, but I'm particularly sorry about what I did to you. First the gala, then... this. I'm not the least bit surprised that you hate me."

She paused. "I don't hate you."

"You don't?"

She shook her head. "I think you're a self-absorbed, shallow, snobbish imbecile, but I don't hate you."

Blueblood let out a genuine laugh. "Well, that's settled, then."

Despite herself, Rarity grinned. "I should think so."

"You know, for what it's worth, I think you're an appearance-obsessed vanity queen who only aspires to beauty so that she can marry rich and spend the rest of her life stuffing her face with cake and donuts."

Rarity froze. "What."

"Erm..." He tugged at the collar of his hospital gown. "But I don't... hate... you... ?"

She stared at him. He offered her a feeble smile. And then, to his immense relief, her stony expression began to crack; she started snickering quietly at first, and then had to cover her mouth to contain the rather unladylike chortles that threatened to escape. "You truly are an idiot," she finally managed.

He shrugged. "I've come to accept that."

She smiled and walked to the door. "Get well soon, Your Highness."

Blueblood lay back against the bed, chuckling to himself. He remained that way for the next several hours, dozing lightly through the rest of the morning, until lunch arrived along with his next visitor.

"Miss Sparkle!" he called. "A pleasure to see you."

Twilight smiled awkwardly at him. He noticed that her horn was glowing, and a moment later, a stack of old tomes floated into the room behind her. "Um, hello, Prince Blueblood. I hope you don't mind, but I had some questions after our interview and I was hoping you could help me answer them."

"Of course. How can I help you?"

Four leather-bound books with ancient, crumbling pages floated over to him. "Well, I've been trying to learn more about Azure Throne and Tyranny. Pre-Equestrian records are pretty spotty, and the only thing I could really find about unicorn kingdoms in the Greatspire Mountains is that one existed."

"I don't know how much help I can be; I never really sat down for a heart-to-heart with Azure. Or what I thought was Azure."

She nodded. "I know, but I was hoping that maybe a second pair of eyes might, um, maybe find something I missed?"

Blueblood looked as her quizzically. Was she... blushing? "Uh, Miss Sparkle, are you okay?"

"Yes!" she shouted. "Totally fine. All I am doing is indulging in intellectual curiosity and scholarly research."

"I see."

"Yes. Um. Anyway, these are the only books I could find with any mention of the Greatspire Mountains. But I did have another idea, so I went ahead and visited the Canterlot Archives for a spell I saw there once in the Starswirl the Bearded Wing."

"Do tell."

"It's sort of a time travel spell, but not really. Basically, if you cast it on a pony, you can go back and watch events in his ancestors' lives all the way back to the beginning of ponykind! It's how Starswirl became such a famous sage and historian; he could see pretty much the whole history of the world, once he mastered it."

Blueblood frowned. "I see what you're proposing. There's one problem, though, Miss Sparkle. I'm not sure I'm actually related to Azure."

She nodded. "I know, but you're still descended from some kind of unicorn royalty, right? So even if we don't learn about him, maybe we can find something else interesting."

"I suppose. But are you sure you could even cast the spell?"

"Starswirl wrote that it was one of the most difficult and taxing spells he ever learned, so it'll definitely take some practice... but I think I can do it."

He rubbed a hoof under his chin, wincing at bit a the pain it caused. "Why are you so interested in this, Miss Sparkle?"

Her blush returned, though she was obviously trying to ignore it. "I'm just... I'm worried that there's a lot of stuff about the world that we don't know about. I mean, nopony had even heard of Tyranny before. Who knows what other ancient, evil bad guys might be out there, right? Besides, I want to know why Princess Celestia and Princess Luna decided to bind Tyranny to Arctus Castle. There had be a reason."

He shrugged. "I just assumed that it was isolated enough that nopony would remember it."

"Maybe, but I think there's more to it than that. So, will you help me?"

"Certainly, though we should probably wait until I'm out of the hospital... "

She blinked and seemed to notice for the first time that Blueblood was hooked up to a variety of medical equipment. "Oh, right, I guess that would be a good idea. Okay, then."

She moved towards the door, but stopped, her cheeks darkening again. "Um, I heard that you like to read, so I also brought you this."

A book floated over to him. Blueblood took it gingerly and inspected the cover. "Equestrinox? I've heard of this. The children's fantasy series?"

Twilight's eye twitched. "It's... not really a children's series."

"But look at the cover: 'Winner of the Foals' Choice Award.' 'Recommended for Beginning to Intermediate Readers.'"

Her eye twitched again. "Well, don't let that fool you, it's actually really good. I read those books all the time as a foal."

"Well, yes, I rather think that's the point."

He glanced up at Twilight and saw that her face had twisted into an expression of barely-constrained fury. "I... guess I'll just take that back, then!"

Blueblood gulped and reflexively hugged the book to him as she began trying to levitate it out of his grasp. "I apologize, I didn't mean to offend you... "

"Offend?" she asked, a wild reasonableness to her voice. "Why, I'm not offended. I just don't want to bore you with a little foal's book, Your Highness."

The prince held onto the book for dear life as he began to rise into the air. "No, look, I'll read it! I'm sure it's excellent! Fun for children, fun for adults, right?"

"Oh, no, I'm sure you'd much rather read something more mature! Maybe I should bring you a copy of War and Leaves? Ooh, how about Ponies and Prejudice?"

"No, no, I'm quite alright-"

"Let go of that book!" she snarled, nearly pulling Blueblood off of his bed.

"I want to read it!"

"Give it back!"

"You let me borrow it!"

"You don't want it, so give it back!"

"I do want it! This is my book now, and I am going to read it!"

Somepony cleared her throat. They turned to find a plump nurse with a candy-striped mane, a cup of pills carried in her mouth. She glared at them and tapped her hoof. Twilight laughed weakly and lowered the book (and the prince attached to it) back to the cot. She gave the nurse a nervous smile, looked over her shoulder at Blueblood, and then bolted for the exit without another word.

The prince watched her go, not quite sure what to make of the incident. As the nurse went about preparing his medicine, he shrugged, opened the book, and began reading.

This actually isn't bad, he thought an hour or so later.

The Prince Gets to Party

Blueblood wasn't sure who had come up with the idea of wheelchairs. After all, Equestria didn't really have any famous torturers in its history.

Sitting in the damned thing was bad enough. It forced him to bend at a strange angle and, given his size, put far too much pressure on the part of his spine just below his shoulders. The lack of a backrest meant that he had to either hold his head up straight or let it hang off the back of the chair until his neck cramped. And something about the sensation of rolling around, suspended in the air with no actual contact with the ground, made him feel disoriented, nauseous, and generally out-of-sorts.

So, while he was excited to be released from the hospital, he was less than thrilled about the required means of conveyance.

"Please just let me walk," he whined to the short, plump, candy-maned nurse.

"Sorry, love," she replied with a shake of her head. "Hospital policy."

He grumbled something ungentlemanly about hospital policies and potential receptacles in which to store them.

Cheerilee, Cloud Kicker, and Blossomforth were standing outside Ponyville General's front entrance, chatting amongst themselves. Well, that was inaccurate; Cloud Kicker was chatting, Cheerilee was listening with an amused smirk, and Blossomforth was trying very hard to pretend that she didn't know either of them and couldn't hear what they were talking about. She was the first one to notice Blueblood's approach, and shushed her friends.

"Ladies!" Blueblood said with a smile as he was pushed out the hospital's doors. The moment he crossed the threshold, he put his hooves down to stop the chair and, with a groan of mixed pain and relief, pushed himself out of it. He ignored the nurse's disapproving frown.

Cheerilee smiled and hugged him gingerly. "Free at last, huh?"

He nodded. "And not a moment too soon. I was out of books to read."

"How do you feel?"

"Awful, but alive." He winced as he took a step forward, and frowned at his injured leg. "And this still isn't healed yet."

"Hairline fractures," Cloud Kicker observed. "Nasty stuff."

"Tell me about it."

"Well, the first time I ever had one, I was down in Las Pegasus, and I kinda got to drinking with a pack of Chippenhoof dancers, which led to... "

Blossomforth facehoofed. Cloud Kicker grinned at her. "Well, anyway, hairline fracture in my rear left leg. But totally worth it."

The four ponies began walking towards town, slowing their pace to let the injured prince keep up.

"Actually, Bluedude, that might be a career idea for you, if farming doesn't work out."

"What? Becoming a Chippenhoof?"

Cloud Kicker nodded. "Sure, yeah. You've got the right build for it. You'd need to do some toning up, you know, work the abs a bit, but I'm sure Blossom can help you with that."

The white pegasus squeaked.

"I mean, look at her! All svelte and sleek and sexy. I don't know how she does it. I mean, she never bangs anypony, at least that she tells me. That's the best way I know to work the stomach muscles."

Blueblood realized a moment later that he was staring at Blossomforth's body and quickly averted his eyes. Cloud Kicker shot him a wide, knowing grin. "See what I'm talkin' about? Totally smoking, right?"

"So, Twilight let you borrow the rest of the books in that series?" Cheerilee asked pointedly.

The prince nodded. "Oh, yes, even after I accidentally insulted them. They were rather good. It was very kind of her."

Cloud Kicker arched an eyebrow at Cheerilee, then leaned in closer to Blueblood. "You know, Blossom's kind of a closet nerd, herself."

"I'm right here," the pegasus in question muttered.

"Well, I certainly encourage everypony to embrace their interests," Cheerilee said. "Although there's something to be said for wearing them on your sleeve for everypony to see."

"Sure," Cloud Kicker countered, "but some ponies just get way too obsessed with their hobbies. You don't wanna be with a pony who's gonna forget things all the time 'cause she's too wrapped up in something dorky."

"I don't know, anypony with that kind of dedication obviously has a lot of passion to share."

"Sure, but then, the minute you become less interesting than her latest experiment or whatever, that passion's all directed somewhere else."

"Well, with the right stallion, I think she could be drawn out of her shell."

"I think you'd just be setting that stallion up for heartbreak. He'd be better off dating a sweet, relatively normal girl."

Blueblood and Blossomforth looked at eachother. In silent agreement, they slowed down to let Cloud Kicker and Cheerilee get ahead of them.

"Sorry," Blossom said after a moment.

"As am I," the prince sighed. "It's nice to have friends who care about your love life, but... "

"Sometimes it'd be nicer if they'd just shut up."

They grinned at eachother. You know, she is rather pretty, Blueblood thought. Delicate features, and those light blue eyes, like the sky on a summer day...

He abruptly realized that several seconds had passed, and he was still staring at her. She was starting to blush. He looked away quickly, turning a bit red himself, and cleared his throat. "Listen, ah, this might be a bit awkward given the circumstances, but, um, would you like to have dinner sometime?"

"Like... a date?"

"Well... yes, you know, getting to know eachother, preferably without Cloud Kicker providing colorful anecdotes about her... adventures. We haven't really ever gotten to speak."

She rolled her eyes and smiled. "She does kinda take center stage when she's around. I mean, I'm not the most talkative filly, but around her sometimes I might as well be mute."

Blueblood grinned back at her. "So... dinner?"

She laughed. "Sure, why not?"


Ahead, Cheerilee and Cloud Kicker paused in their rather indirect argument to glance back at their friends. Seeing their embarrassed yet cheerful expressions, the two mares stopped and looked at eachother. Cloud Kicker stuck out her tongue. Cheerilee scowled at her in reply.

"Cheerilee!" Pinkie Pie cried happily. "I haven't seen you in forever! Ooh, and Cloud Kicker? Since when do you girls hang out? Where's Blossomforth? Oh, she's over there! Hi, Blossomforth! Who's your new-"

She deflated so abruptly that Blueblood swore he was suddenly looking at a different pony. "Uh, hello, Miss Pie."

"Ohh, if it isn't Prince Meanypants!" The pink pony gave as close an approximation of a snarl as she could manage. "I see you're out of the hospital! I mean, I'm glad you're okay, I don't like anypony getting hurt, but you're still a big, stupid jerky-faced jerk, so yeah!"

Blueblood sighed. It was a little before the noontime rush, so Sugarcube Corner wasn't yet packed to capacity (and beyond), but there were still more than a few customers giving him that same hostile, mistrustful glare that had led to a confrontation the last time he was here. "Okay, look, if I apologize for calling you an annoying little twit, will you stop harassing me? I really don't need another beating."

Pinkie closed her eyes shook her head stubbornly. "Only if you apologize to Rarity first!"

"I already did."

She opened one eye. "Really?"

"Yes, at the hospital, several days ago."

She looked at him skeptically. "You swear?"

"I swear."

"Cross your heart, hope to fly, stick a cupcake in your eye?"

"... Why would I stick a cupcake... ?"

Cheerilee put a hoof on his foreleg and shook her head. "Just roll with it."

Blueblood quirked an eyebrow at her, sighed, and turned back to the pink little madmare. "Cross my heart, hope to fly, stick a cupcake, or another pastry of your choosing, in my eye."

Pinkie looked at him for a long moment, frowning intensely. Then, abruptly, she transformed once again into her ebullient normal self. "Okay!"


"Okay!" she repeated. "What can I get for you?"

Cloud Kicker pushed herself to the front. "We need a cake, Pinkie. Gotta celebrate Bluedude getting out of the hospital."

"Celebrate? Celebrate! You're right! We totally need to celebrate!"

Blueblood grimaced. "Please, this doesn't need to be an event. I'd just like to spend some time with my friends... "

"Hey," Pinkie snapped, looking insulted. "I'm your friend!"

"What? Since when?"

"Duh! I forgave you, so now we're friends!"

"... I'm fairly certain that you're missing a step there somewhere."

She frowned at him. "So you don't want to be my friend?"

"I, no, yes, wait, I would certainly like to be your friend, but-"

He was suddenly bowled over as Pinkie dove over the counter and wrapped him in a hug. "Yay! I'm friends with Prince Blueblood! This calls for a party!"

"Leg! Stitches! Hurting still! Let go!"

She recoiled with a look of intense concern. "Oh, I'm sorry! I get carried away sometimes."

Blueblood gave her a level look. "You don't say."

She giggled. "You sound just like Twilight! Only, you know, different because you're a colt. Hey, what kinda cake do you want?"

"Surprise us," Cloud Kicker offered with a rather ominous grin.

"Ooh, surprise you?! I can totally surprise you! I'll make the most surprisingly surprising surprise cake that anypony has ever been surprisingly surprised by! Be right back!"

Blueblood had never seen an earth pony move so quickly. One moment, she was standing over him; the next, she was banging around in the kitchen. He decided to blame the painkillers.

Blossomforth helped him to his hooves, and the four ponies found themselves a booth near one of the shop's windows. Outside, the rebuilding of Ponyville continued apace. From here, Blueblood could see that repairs on city hall had been finished, and the swarm of contractors had moved on to other parts of the town. No sign of life around the Carousel Boutique yet, he noted.

"Where's Rarity staying?" he asked aloud.

Blossomforth gave him an odd look. Cheerilee just smiled. "I think she's been staying with Fluttershy, Blue. Why?"

He shrugged. "It seems like they were more worried about fixing the town hall than with rebuilding ponies' homes."

Cloud Kicker shrugged. "That's government for ya. Um... no offense."

"None taken. Though that seems out of character for Auntie Celestia."

Cheerilee joined him in gazing out the window. "Well, she probably doesn't know. Like you told my class, most of the day-to-day governing in Equestria is done by the bureaus."

Blueblood frowned. "Or on a more local level. Which reminds me, do any of you know a large, green earth pony stallion with a hacksaw as his cutie mark?"

Blossomforth and Cheerilee shook their heads. Cloud Kicker nodded, but looked noncommittal. "I've seen him, but don't know him. Think he's from out of town. Seems to be in charge of one of the contracting companies."

"I think he was one of the ponies that attacked me."

The others gaped at him. "Why didn't you tell Twilight that?!" Cheerilee demanded.

"I couldn't really see anything in the dark, and I'm not about to make things worse for myself by throwing around baseless accusations. Besides," he sighed, "I deserved that beating."

"Blue... "

He shook his head. "I did. And frankly, I deserve worse. Cheeri, ponies died because of me. Half of Ponyville was burned down because of me. If it weren't for you, Macintosh, and Zecora, all of Equestria might have been lost... because of me. And what punishment did I receive? I was asked–asked–to leave Canterlot. A few cuts and bruises hardly touch the debt I owe."

To his surprise, Cloud Kicker rolled her eyes. "You are such a freaking downer, Bluedude."

Blossomforth put her hoof over his. "You helped save Equestria, too, you know. We were there."

Her companion nodded. "Dude, you trolled a draconequus. It was pretty awesome."

"And even if we hadn't shown up, you still managed to free Princess Celestia," Cheerilee added.

"Sure," Blueblood allowed, "but that... it still shouldn't have happened. Things shouldn't have gotten as far as they did."

Cheerilee added her hoof to the stack. "You made mistakes, Blue, but you're still a good pony."


"No maybe," the teacher insisted, looking him in the eye. "Whatever flaws you have, at the end of the day, you were willing to risk your life to protect others."

"Yeah!" added Cloud Kicker. "Like with that dragon!"

Cheerilee looked at her. "Dragon?"

"What, he didn't tell you about that?"

Blueblood reddened. "It wasn't that big of a deal... "

"Okay, so," Cloud Kicker began, ignoring him, "me and Fluttershy bust him out of this little cell in Shining Armor's camp. But then Fluttershy spots this skeleton dragon thing and totally freezes up. So I pick up her and Blueblood both, and the dragon sees us and comes right after us. But we're going too slow, see? Too much weight. So Bluedude tells me about this secret passage into Canterlot and makes me drop him. And then he turns around, and he freaking shouts puns at the dragon."

Cheerilee blinked. "He what?"

"You shoulda heard it! 'I've a bone to pick with you!' I almost dropped Fluttershy."

Blueblood covered his face. "You heard that?"

"I think half the army heard that. Good thing, too, 'cause I don't think Shining Armor would have thrown one of his shields over you if he hadn't."

Cheerilee was working hard to contain a fit of giggles. "I didn't know you had a punny sense of humer."

Blueblood groaned. "I used that one."


Pinkie Pie appeared next to the table so suddenly that Blueblood jumped and banged his rear knees. "You're cake-a is a-bakin'! Oh, and I went ahead and invited a few friends for your party."

He blinked. "What? We're having the party today?"

"Well, sure! That's why I'm a-baking the cake-a, silly!"

"Er. Honestly, I'm really not in a 'party' mood, Miss Pie... "

She gasped. "But you're out of the hospital! And also, I didn't throw you a party when you got into town because I thought you were a big jerk, so I've really gotta make up for it now!"

"I... understand, I suppose, but couldn't we maybe, you know, do it another day?"

"But then the super-surprisingly surprising cake I'm gonna surprise you with won't be surprisingly fresh!"

"I'll live! Please, just let me-"

The bell over the shop's door rang. A group of contractors, led by a familiar-looking green stallion, walked in. When they spotted Blueblood, grumbled threats and evil smirks spread through their ranks.

"That the guy who jumped you?" asked Cloud Kicker.

"I don't actually know if it was him... " Blueblood offered, but too late; Cloud Kicker was already storming over to the group.

"Hey!" she shouted, jabbing a hoof into the green stallion's chest. "You the one who hurt my friend?"

He scowled at her. "Who's yer friend, and who's askin'?"

"Him," she said, indicating Blueblood. He offered a weak grin and lowered his head. "And I'm Cloud Kicker. Maybe you've heard of me."

That caused a few snickers from the crowd. "Oh, I think I mighta heard of ya," their leader growled. "Word is, you'll spread your legs for anypony who-"

He never finished the sentence. Cloud Kicker's hoof smashed into his jaw, and he hit the ground, hard. The others stepped back in surprise.

"Now you know something else about me. You hurt my friends, and I will break your bucking face."

Blueblood and his companions stared in shock. The contractors bristled and began forming a semi-circle around the lone pegasus. She glared at them defiantly, not backing down an inch.

"I didn't touch that spoiled little traitor, you crazy broad," the green one growled. "And neither did my boys. Did ya?"

There were a few muttered replies and a collective shaking of heads.

"See? I want somepony hurt, I do it myself. And I don't go jumpin' ponies in the middle of the night. That ain't how you get respect in Detrot."

Cloud Kicker glared at him. "Then you'd better tell your little buddies here to back the buck off."

He stared back at her, then turned to his companions and nodded. Reluctantly, they stepped back from the confrontation. He looked back at Cloud Kicker with a scowl. "Yer lucky I don't hit dames, filly. Nopony's ever taken a cheap shot at Sawtooth and walked away after."

"You're lucky I don't beat the horseapples out of every misogynistic asshat that thinks I can't kick his flank because I'm a mare."

He snorted. The two regarded eachother silently for a moment, and then, to their gathered audience's surprise, broke into mutual grins. Cloud Kicker offered a hoof to Sawtooth, who used it to pull himself up. "You got balls, for a filly. Remind me of my wife."

"Yeah, well, she must be keeping yours in her purse."

He belted a laugh. "Alright, alright, lady, jeeze. Truce! Enough already."

Cloud Kicker regarded him skeptically. "So you didn't jump Blue?"

He shook his head and glanced at Pinkie. "Cross my heart, hope to fly, somethin' about cupcakes. Mighta kicked the crap outta him the next time I saw him, but he woulda seen it comin'."

She considered that for a second, then nodded. "Okay, fine. But you ever find out who did it, and you let me know."


Blueblood stared at Cloud Kicker in awe as she returned to her seat, grinning fiercely. "Um... thank you."

"No problem," she said airily. "Besides, I wanted to be the first one up there so Blossom wouldn't go into berserker mode."

He glanced at the white pegasus, who, to his surprise, was smiling broadly. "I get pissed sometimes," she shrugged.

"Okay, so, party later?" Pinkie Pie asked, leaning over the table.

Blueblood shrugged. "Fine, I suppose."

"Yay! Let me just get through the lunch rush–hee hee, that rhymed!–and we'll get this part-ay start-ayd!"

She disappeared in a flash, somehow springing up behind the counter again a moment later with her apron and hat back on. The prince watched her, then looked at his friends. "Run."

Blueblood sighed in annoyed contentment. The remains of his third slice of cake–some monstrous yet delicious amalgamation of three different kinds of breading, half a dozen flavors of icing, and a mind-boggling array of toppings ranging from fresh fruits to white chocolate-covered almonds–lay on the plate before him, next to a nearly-empty plastic cup. Blossomforth leaned against his shoulder, snoring gently. Party music with far too much bass thrummed steadily in the background, ever present yet somehow easily tuned out by those who didn't particularly care to hear it.

On the dance floor, Pinkie was still a ball of manic energy, swooping and jumping and spinning madly. Twilight Sparkle was still out there, too, dancing determinedly with a stallion who looked more than ready to lie down somewhere and sleep. Blueblood had been trying all night to ignore the pained glances the purple unicorn kept throwing his and Blossom's way. The rest of the Bearers had shown up as well, as had, it seemed, most of the town. Most ponies were content to leave Blueblood alone–he doubted they even realized the party was in his honor, which was well enough–and so he'd spent the evening talking and laughing with the small group of ponies he was most comfortable with.

Not a bad way to spend one's time, he supposed. All in all, it had been a pretty good evening, even if he would rather have been home.

He was distracted from his reverie when Cheerilee slid into the booth, a plastic cup hanging from her mouth. She gave the prince a cheerful grin. "Radical party, huh?"

Blueblood arched an eyebrow at her, and shot a pointed glance at her drink. "Don't you have school tomorrow?"

"Nope! It's Friday! Party on, dude!"

He laughed and shook his head. "Hey, where's Macintosh? I haven't seen him all night."

Cheerilee's expression abruptly went dark. He frowned at her in concern, putting a hoof over hers. "What's wrong?"

She sighed. "I... haven't really seen Macintosh in a few days."

"What? Why?"

"It's... kind of a bogus time for bummer relationship stories, Blue. We're just taking a break."

He looked at her skeptically, but let it the issue drop. "Where'd Cloud Kicker get to?"

That brought Cheerilee's smile back, at least somewhat. "Think she picked up a couple of those contractor stallions from Detrot. That girl is a freak."

Blueblood grinned and jostled his shoulder slightly, causing Blossomforth to mumble something in protest. "I think we'd best see about getting Blossom home, then. Do you know where she lives?"

"Sure, sure. Let's get some air."

It took some convincing and some cajoling, but the two of them finally got Blossomforth on her hooves. She tried to lean on Blueblood for support, but with his own injuries, they both just ended up leaning on Cheerilee from opposite sides. The inebriated teacher took it in good cheer, declaring the two of them to totally be her best friends, aside from Lyra and Ditzy, but they bailed early, so they totally could eat her socks. At some point, and at Cheerilee's insistence, the three of them broke into an enthusiastic rendition of Bon Poni's "Shot Through The Heart."

And then they came across a lavender pegasus with a yellow mane lying in a broken heap in the middle of the road.

There was a piece of paper next to her, stuck to the ground with her blood. It read, simply: "TRAITOR."

The Prince Gets a Clue

Blueblood was not intimately familiar with the concept of rage. He'd been angry before, certainly. He'd been frustrated, he'd felt slighted, he'd railed against perceived injustices. But rage, pure, righteous rage, had never really been part of his emotional makeup.

As he stared at his comatose friend, though, her wings splinted and bandaged, her skull wrapped in linen strips, her body covered with cuts and bruises she had received for no better reason than standing up for him...

He couldn't find words. He'd been distantly aware of Cheerilee and Blossomforth trying to guide him back to the waiting room, but he wouldn't budge. He just looked down at Cloud Kicker and boiled with a fury so all-consuming that his heart seemed ready to burst.

They hurt my friend. They hurt her to hurt me.

Cheerilee and Blossomforth brought her back to Ponyville General as quickly as they could. Blueblood, as helpless and useless as always, trotted behind them as quickly as his injuries would allow. By the time he got there, the doctors had stabilized Cloud Kicker and were wrapping her wings. She looked... ghastly. As long as he'd known her, she'd always been so full of life and mischievous energy. To see her like this...

This would not stand.

"Cheerilee, we came as soon as we could," said Twilight Sparkle. She was still wearing the simple, yellow party dress she loved so much, but looked a bit haggard and careworn. Beside her were Pinkie Pie and Rainbow Dash, the former looking downcast and worried and the latter looking ready to march to war against the whole changeling swarm if need be.

Cheerilee smiled sadly at her friend and motioned for her to have a seat. Beside her, Blossomforth was staring numbly at her own hooves, tears drying on her cheeks.

"What happened?" Twilight asked.

"We don't really know," the teacher sighed. "We just... found here there, a couple blocks from her house. And there was this... "

Twilight took the blood-stained piece of paper. "'Traitor?'"

Cheerilee nodded. "She left the party with a couple of Sawtooth's stallions. We figure it was them."

"Couldn't have been just two," Rainbow Dash snarled. "Not for Cloud Kicker."

"Maybe they caught her by surprise?" offered Twilight.

"Maybe, if the surprise was another dozen ponies."

Cheerilee smirked a bit at that, and Dash offered her a quick grin.

"Well, we need to get to the bottom of this," Twilight said with determination. "First Blueblood, and now anypony who's friends with him. This has to stop."

"Where is he, anyway?" asked Pinkie.

Cheerilee motioned towards the door. "He's in there with Cloud Kicker."

"Yeah, well, so am I," said Dash. She brushed past her companions and marched into the room.

"Twilight, earlier today, Blue said that he thought Sawtooth was one of the ponies who attacked him."

She quirked an eyebrow. "Why didn't he tell me that?"

"Some stupid 'woe is me' complex. But look, before the party, Cloud Kicker got into a little argument with Sawtooth."

"And by 'little argument' she means she punched him right in his face and knocked him flat," added Pinkie.

Cheerilee nodded. "So, we've got a motive."

"You're right," agreed Twilight. "I'll send a letter to Princess Celestia and get a few guards here. Then we'll go have a word with this stallion."

She turned to leave, but bit her lip and cast a look at Blossomforth. "Um, is Blueblood okay?"

"He's... " Cheerilee searched for an appropriate description. "He is very, very angry."

"Yeah. Just like Big Mac was, huh? No wonder they get along."

"Yeah... " She sighed. "I hope not just like 'Big Mac.'"

Twilight frowned. "Is everything okay with you two?"

Cheerilee waved her away. "Not important right now, Twi. Go send your letter. We need to bring these monsters to justice."

Rainbow Dash and Prince Blueblood stood side-by-side, looking down at their fallen friend.

The EKG monitor beeped steadily.

Neither had said a word to eachother since Dash entered the room. The silence was thick, but not uncomfortable. They each knew roughly what the other was thinking, after all.


"We've been friends since Flight Camp," Dash said aloud. "We went through a lot together. She's probably the second best flyer in Ponyville, after me. Good assistant manager, too."


"She... you know, if she'd met Twilight Sparkle first, I think she coulda ended up the Element of Loyalty. She's always stood up for her friends. We even got in a fight once over it."


"I'm glad she became your friend. Even if it led to this."


Slowly, Blueblood turned his head to regard her. Dash looked up at him.

"I didn't care when this happened to me," he said. "Not really. But to do this to her... "


Dash nodded and put a hoof on his foreleg.

"We find whoever did this, and I'll hold 'em down while you beat the horseapples out of 'em."

"Did you get a good look at your attackers?" Shining Armor asked.

The Captain of the Royal Guard, resplendent in his spiffy red uniform and breastplate, had arrived the following morning with a squadron of twenty of his comrades. The guards had quickly started rounding up suspects for questioning, turning the newly-repaired town hall into a makeshift barracks and holding pen. Sawtooth had been one of the first ponies hauled in, along with his crew; they hadn't been happy about it.

Now, Shining Armor, his sister Twilight Sparkle, a concerned Blossomforth, and a brooding Blueblood stood around Cloud Kicker's bed. She'd only regained consciousness an hour or so prior, and she probably shouldn't have been awake and answering questions, but she'd insisted on telling her story as soon as she could.

"Not really," she said. "It was dark, and I was kinda drunk. But I know the two stallions I was with had something to do with it. They bolted just before I got hit."

"Do you remember their names?" Armor pressed. "Descriptions?"

"I think one was called Board Walker, brown pegasus with a teal mane. Crossed wooden planks as his cutie mark. The other one was... Anchor Bolt, I think. Gray earth pony with a tan mane, and crossed screwdrivers."

Armor glanced at Twilight. She shook her head. "I don't know them."

The knight frowned and scribbled something down in his notebook. "But they weren't with the ones who attacked you?"

"Like, were they also there? I don't think so, but again, couldn't really see much."

"So it was totally dark," mused Twilight. "So you didn't see any glow from unicorn magic?"

Cloud Kicker shook her head weakly.

"That doesn't necessarily mean anything, sis," Armor told her. "A unicorn can hold a shovel in her mouth as well as anypony else."

"They didn't say anything?" Blueblood asked. Shining Armor shot him an annoyed look; he was supposed to be an observer, not an investigator. "Not to you, or to eachother?"

Cloud Kicker shook her head again. "Nah, they were pretty quiet, aside from breathing heavy."

Armor sighed. "This really isn't giving us anything we hadn't already guessed."

"Hey, I've got one thing that might help."

Everypony looked at her expectantly.

"I went down swinging. I know I bucked one of 'em and heard cartilage breaking. So keep an eye out for a pony with a broken snout."

Shining Armor frowned pensively. "None of the ponies we've brought in yet were injured."

"Well, maybe you just haven't caught him yet," offered Twilight.

"Maybe," he said thoughtfully. After a moment, he turned to Cloud Kicker. "Miss, I hope you feel better soon. I'm sorry this happened to you."

She grinned. "Hey, me too."

"C'mon, Twiley," the knight said as he moved to the door. "I need to put out word about the broken nose thing. Then, we can sit down for a talk with this Sawtooth character."

Blueblood moved to follow them.

"Uh, what are you doing?" asked Armor.

"I'm coming, too."

He arched an eyebrow. "No, you're not."

"I'm pretty sure I am."

"As Captain of the Royal Guard and chief investigator on this case, I'm saying you're not."

"As a Prince of Equestria, I say I am."

"I'm a prince, too, you know."

"So? That means we're of equal rank. I'm coming with."

"You two should just bang already!" laughed Cloud Kicker. She stopped abruptly and gave Blossomforth an apologetic look. "Er, sorry."

"What?" the white pegasus asked. "I'd watch."

Shining Armor sputtered and turned almost as red as his uniform; Blueblood just facehoofed and laughed.

"Welcome to Ponyville, BBBFF," Twilight said with a roll of her eyes. "Come on, you stubborn little foals. We've got things to do."

"I'm tellin' ya, I don't know anything."

Sawtooth glared at the three ponies sitting across the table from him. A pair of hoofcuffs kept his forelegs behind the back of his chair, an uncomfortable and emasculating position that was obviously grating on his nerves. At the other end of the table sat Shining Armor, flanked by Twilight and Blueblood. They stared impassively at him.

"You had an altercation with Cloud Kicker yesterday morning," Armor pointed out. "From what witnesses have reported, she embarrassed you pretty badly."

He shrugged as best he could. "Yeah, filly's got a good left cross. So what? We laughed about it after. I ain't gonna hold a grudge against a mare."

Twilight arched an eyebrow. "And why is that, exactly?"

The green stallion sighed. "It ain't nothin' like that, lady. Down here in Ponyville, you got, what, five fillies for every colt? Up in Detrot, other way around. So any punk who hits a dame ain't no better than a pile of horseapples. We take care of our ladies."

"And all of your employees feel that way?" Blueblood asked.

"Hey, they're all from Detrot, so they damn well better."

Shining Armor frowned. "Did all of your colts show up for work this morning?"

"Yeah, sure."

"Including... " He checked his notes. "Board Walker and Anchor Bolt?"

"Yeah. You rounded 'em up, too, ya know."

"So nopony called out sick?" Twilight asked. "Or showed up with injuries?"

"None of mine did, no. 'Course, you do realize that the Princess brought in contractors from all over, right? Ain't just us Detrotians. You got a few from Manehattan, a couple from Appleoosia, an' at least one group from Fillydelphia. Ask me, they're the ones ya should be talkin' to."

Blueblood leaned forward. "How well do you know Board Walker and Anchor Bolt?"

Sawtooth shrugged. "Eh, not that good, I guess. Only been on my crew for a few months."

"Are they from Detrot?"

"Anchor Bolt is, I think. Dunno about Board Walker."

Armor glanced at Blueblood. "What are you getting at?"

"Well, maybe we need to get some more background on those two. They might have friends from out of town who'd use them as bait for their ambushes."

"Sounds reasonable," agreed Sawtooth. Armor and Twilight shot him a glare. "What? I ain't allowed to contribute? This is affectin' my good name, ya know."

Shining Armor sighed and ran a hoof through his mane. "Yeah, okay. Thanks for your cooperation, Mr. Sawtooth."

The green stallion shrugged. "Yeah, no problem, can I get back to work now? We're tryin' to put ponies back in their homes, if ya didn't notice."

That sparked Blueblood's memory. "May I ask a somewhat unrelated question? Why were all of you focusing on the repairs to city hall first? It was damaged, yes, but surely it shouldn't have been a priority over rebuilding houses."

"I dunno," Sawtooth answered. "I wondered that myself, but orders is orders. They wanted town hall done first."

"Who's 'they?'"

He shrugged again. "I dunno. Some ponies from the Bureau of Infrastructure. Head of 'em was named... somethin' Ledger."

"Bank? Bank Ledger?"

"Think that's it, yeah."

Twilight glanced at Blueblood. "Do you know him?"

"I've met him. Typical bureaucrat, really. Perhaps I'll have a word with him when I can."

"So glad you're showing concern for the citizens of Ponyville now," Shining Armor noted darkly.

Twilight rolled her eyes and put a hoof on her brother's. "Shining... "

Blueblood sighed. "Mr. Sawtooth, I'm sure Shining Armor here would be happy to escort you back to your cell until you can be released."

"Yeah," the knight agreed. "I could suddenly use some fresh air."

Wordlessly, Armor unclasped the contractor's hoofcuffs and led him back to the holding cells. The door to the makeshift interrogation chamber–really just an appropriated conference room in city hall–slammed shut behind him.

Twilight and Blueblood watched them go. Then they looked at eachother. Then they looked away, desperate for something else to focus on.

The silence began to grow oppressive. Blueblood hummed "Shot Through The Heart" quietly to himself, drumming along with soft taps on the table. Twilight seemed to be looking for chemical formulas in the ceiling.

"So... " she finally said. "You and Blossomforth, huh?"

Blueblood shrugged. "Well, you know. We're... just getting to know eachother."

She quirked an eyebrow at the rafters. "She seemed to know you pretty well at the party."

"Well... we've been through a bit together. Reuniting the Elements of Harmony, facing Tyranny... "

Twilight made a thoughtful sound. "She is very pretty."


"Well, I'm glad for you," she said after a long moment. "I hope things work out."

"Well, you know, we haven't really... I mean, it's the very start of any sort of potential relationship. We're really more like friends at this point."

Twilight gave him a sidelong glance. "Just friends, huh?"

"Er, well... " Blueblood gave an embarrassed chuckle. "There's certainly potential there, but, you know, nothing concrete yet."

"Do you like her more than me?"

Blueblood looked at Twilight in surprise. Judging by her horrified expression and the fact that both hooves were clamped over her mouth, she was just as shocked as him.

By mutual consensus, they returned to staring silently at the walls.

"So... " said Blueblood after awhile. "Do you know what's going on with Cheerilee and Macintosh?"

Twilight shook her head. "I hope they're alright. They really seem to make eachother happy."

The prince grunted. "Come to think of it, they seemed a bit odd when they came to visit me after my attack."

"What do you mean?"

"Well, Macintosh brought a barrel of cider with him. Cheerilee didn't seem to approve. I thought it was because she didn't think it was appropriate to bring alcohol into a hospital, but... "

Twilight frowned. "Applejack hasn't said anything about that."


"Although... I suppose they are all under a lot of stress. I've never heard AJ swear so much."

Blueblood raised an eyebrow. "What do you mean?"

She flushed. "Well, she probably wouldn't want me telling anypony this, but... Sweet Apple Acres isn't doing well. Financially, I mean."


"They've been struggling for the last couple of years, with all the damage the farm's taken, and the Grand Galloping Gala not bringing in money like they'd hoped... "

Blueblood grimaced at the memory. "I need to apologize to her for that. I mean, it was a bit daft to try to sell food at a soiree with a free buffet, but... "

"Well, she didn't know," Twilight said defensively.

"I know, but I mean, common sense would dictate that the most exclusive and extravagant party in Equestria would at least have a few bloody hors d'oeuvres."

"Well, it's not like any of my friends had ever been there. Even Rarity didn't really know what to expect."

"Yes, I know. As if she would be the first pretty filly to throw herself at the handsome–and rich, of course–Prince Blueblood."

"Well, you didn't have to be such a jerk to her."

"Well, she didn't have to be such a doormat! The things she let me get away with... "

"She was just trying to be nice! She is the Element of Generosity, you know."

"No, she's the Bearer of the Element of Generosity. She hardly embodies the very idea of-"

"Rarity is the most generous pony I've ever met! She's always willing to give-"

"Oh, to her friends perhaps, but if she's so sweet and benevolent, why was she trying to get her hooks into a rich snob like-"

"Just because she has dreams and aspirations doesn't mean-"

"Dreams and aspirations of leaving this filthy little mudhole and all her so-called friends behind and-"

The door slammed open. Shining Armor, a brown pegasus with a teal mane in hoofcuffs behind him, walked silently into the room. He led the prisoner to the far end of the table and began cuffing him into the furthest chair.

Twilight and Blueblood looked at eachother for a moment and then pointedly turned away.

"I interrupting somethin'?" the captured contractor asked. "I can leave... "

"Shut up," Shining Armor sighed, reclaiming his seat between his sister and the prince. "So. Board Walker, huh?"

"That's me."

"You were one of the stallions who left the party last night with Cloud Kicker?"

"The crazy filly with the purple coat? Yeah. I was pretty drunk. Woulda never agreed to that kinda three-way otherwise."

"She says you and Anchor Bolt ran just before she was attacked. Why?"

He shrugged. "I dunno. We were drunk."

Armor gave him a skeptical look.

"What? I don't remember. Maybe we saw somethin' shiny."

"So you just happened to leave moments before the attack?"

"Sure, I guess."

Armor gave him a long stare. "Your boss tells us you're not from Detrot."

He shrugged.

"So how about you tell us where you are from?"

"All over."

"Wanna be a little more specific?"

"Not really."

Armor slammed his hooves on the table, making everypony jump in surprise. "Let me try that again. Tell us where you're from."

"Fillydelphia, okay? Jeeze."

"Fillydelphia, huh? I hear there's a few other contractors from Fillydelphia. Anypony you know?"

"I dunno. Maybe."

Armor leaned forward, glowering at the contractor. "Maybe you want to consider cooperating with this investigation, Board Walker. Two ponies have been hurt–badly–by an unknown group of stallions. You can be tied directly to the scene of the last assault. If we went to trial right now, you'd be decorating Celestia's sculpture garden inside a week. So how about you just spare me the crap and answer my bucking questions?"

Board Walker laughed nervously. "Sure, sure, whatever. Yeah, I know a couple of ponies from the Fillydelphia crew. We worked together on a couple projects a few years ago. Soon as I got the bits, though, I got the hell outta that rat's nest and went to Detrot."

"Hell?" Twilight asked.

He shrugged. "Yeah, like Tartarus but worse. Us Fillydelphia ponies say that a lot, 'cause Fillydelphia's about as close as you can get to the real thing."

"I need some names, Board Walker," Armor said levelly. "Who's here from Fillydelphia that you know?"

"Boulder, Hornet, a couple other pegasi I don't really know, my ol' buddy Broadway an' his crew... I dunno, about a dozen ponies."

"Do we have any of them locked up?"

"Not that I've seen."

Shining Armor frowned. "Well, that points in a new direction."

"Yeah, funny, ain't it? Can I go now?"

"Sure. As soon as you tell me how you knew to run just before the attack."

Board Walker gaped. "I already told ya! I was drunk!"

"Horsapples," Armor snarled. "You knew somepony was going to jump Cloud Kicker. Hay, you might've joined in! So you'd better tell us who, or you'll be joining your buddies in the Canterlot gardens."

"I swear, I don't know!"

The table glowed magenta and suddenly slammed against the wall, pinning Board Walker behind it. Twilight and Blueblood gasped. "Armor," he cried, "you don't need to-"

"Tell me!" the knight shouted, slamming a hoof into the wall beside the pegasus' face.

"I don't know!" the terrified contractor sobbed. "I don't know, alright?! Somepony just slipped me a few bits at the party an' told me to bail at Cherry Lane and Melon Road!"

Armor stepped back. The aura around the table faded, and it slid back, allowing Board Walker to breathe. Gasping, tears streaming down his face, the pony hardly responded as the guard captain pulled him out of his seat and dragged him to the door.

He found his path blocked by Twilight Sparkle, who stared at him with shock and anger. "Shining! What is wrong with you?!"

He paused. The furious expression on his face vanished, and he gave his sister a grin. "What? All those books you read, and you've never heard of the 'good guard, bad guard' routine?" He rolled his eyes. "C'mon, Twiley. Like I'd hurt some helpless pony."

Blueblood narrowed his eyes. An image flashed across his memory of an enraged unicorn beating him mercilessly while he lay there and did nothing to defend himself.

Shining Armor chuckled, patted his sister on the shoulder, and continued on with his prisoner in tow. Twilight stared after him, looking unconvinced.

"Come on, Miss Sparkle," Blueblood said quietly, stepping beside her. "I think we've learned all we can today."

The Prince Gets to Work

Sweet Apple Acres was quiet when Blueblood arrived. Not silent; there were plenty of birds singing in the trees, and he heard a distant old phonograph playing some soulful country music, but something about the atmosphere here just seemed... restful. Blueblood did his best to enjoy the peace and calm as he limped his way up to the barn.

Halfway there, he spotted Applejack. The farmer was napping under a tree, a piece of straw hanging out of her mouth and her old Stetson pulled low over her eyes. He tried to pass without disturbing her, but the sound of his hooves crunching on the dirt path was enough to disturb the stillness. She yawned, stretched, and pushed her hat up. "Prince Blueblood! How's that investigation goin'?"

He shook his head. "Not well. We discovered that a group of ponies from Fillydelphia were likely responsible, but they left town before we could apprehend them. Shining Armor has guards patrolling the streets at night and sent word to other cities to watch for them, but that's really all we can do."

She grunted. "Well, that's a shame. But what brings y'all here?"

"I was actually hoping to speak to you."

She arched an eyebrow. "What for?"

"Well, I've been gone for more than a week. I just wanted to check in. How's everything going?"

"Eh," she answered with a shrug. "Nothin' all that excitin'. Jus' relaxin' an' enjoyin' a nice, Sunday afternoon."

"Yes, it's a gorgeous day," Blueblood agreed. "But, I sort of meant, how are things going in general?"

The farmer looked around evasively at the question. "Nothin' excitin', like I said. When d'yall think yer comin' back ta work?"

"Well, the doctor said that my foreleg was healing well, but I'd need to take it easy awhile longer. So, a week or so?"

"Well, that's great," she smiled. "Lookin' forward to makin' ya milk the cows again."

Blueblood reddened and ran a hoof through his mane. "Wonderful. Although, I was actually hoping I might find another way to help out before then."

Applejack looked briefly panicked. He could almost hear the clicking of her mental abacus as she counted the bits she'd have to pay him. "Well, I dunno, maybe y'all oughtta make sure yer healthy... "

"No, no, this wouldn't be any real, physical effort. Perhaps I could help balance your accounts? I did well enough in math class."

"Balance mah... ?" She scowled. "Twilight toldja 'bout our money problems, didn't she."

He shrugged. "I want to help."

"We don't need no outside help."

"I'm not outside. I work for you."

She arched an eyebrow at him.

"I'm part of Sweet Apple Acres, however peripherally," he continued. "I have a vested interest in its continued solvency."

"... Y'all wanna speak Equestrian?"

"I want to keep this place running so I can keep my job."

She snorted. "Fair 'nuff. But I don't know how much help you'll be. Me an' Granny Smith been over those books all week, an' just can't figure out how ta meet Daisy Bell's demands without, well... " She sighed and cast a glance at the sprawling orchard fields. "Sellin' off part of our land."

"Would that really be so bad?"

"Darn tootin'!" she snapped. "Granny Smith an' her folks settled this here land! It's ours! An' besides, the less apples we got to sell, the less money we're bringin' in. It's like tearin' off part of yer own roof to fix a leak in a chicken coop. Fixes one problem, but makes a bigger one."

He nodded. "I understand. Well, can I take a look? It won't hurt for me to try."

"I s'pose not. But, uh... " She bit her lip and looked away nervously.

He held up a hoof. "Pro bono, of course."

"Pro whatsis?"

"For free."

She rolled her eyes. "Ya know, like I tell Twilight, I like learnin' new words an' all, but when it comes ta business, can y'all jus' speak plain?"

"Sorry," he said with a grin.

"I'll let it slide. Get on up to the house, then, Yer Highness. Granny Smith's up there. An' watch out fer Apple Bloom, she's about."

"Thanks, Miss Applejack."

She snorted, leaned back against her tree, and dropped her hat back over her eyes. "An' drop that 'Miss' horseapples. Jus' Applejack."

He turned to leave, then paused. "Er, one more question. Is Mac around?"

She peeked at him from under her Stetson's brim. "Think he's in one of the west orchards, yeah. You... wantin' to talk to him?"

He nodded.

"Well, good luck," she sighed. "I sure as hay can't."

"What's wrong with him?"

She waved him away. "Books first. Mah idiot brother can wait."

He nodded reluctantly and continued on up to the Apple family's strange barn/house amalgamation. As he rounded the top of the hill, a tiny, white blur flashed just in front of his nose and thunked off a tree a few seconds later. He blinked at it as it bounced back towards him and finally rolled to a stop next to his hooves. A... golf ball?

"Uh, fore!" shouted Apple Bloom a moment later. Blueblood looked towards the chicken coops and found the little filly standing next to a crate full of multicolored spheres, a golf club held loosely in her mouth.

He looked at her, then down at the ball, then back to her. "Cutie Mark Crusaders Professional Golfers?"

She shrugged and let the club drop. "Nah, jus' me today. Sweetie Belle's doin' somethin' with Rarity, an' Scootaloo's runnin' her Rainbow Dash fan club, so I borrowed this stuff from Mr. Geri an' thought I'd see if it'd get me mah cutie mark. No luck yet, though."

He frowned in consideration. "Honestly, I'm not sure what an apple-themed golf cutie mark would even look like."

"It don't necessarily gotta be an apple!" the filly huffed, stamping a hoof. "Could be anythin'!"

"But everypony else in your family seems to have an apple mark."

"Well, sure, but, um... " She dragged a hoof through the dirt. "I mean, it still don't necessarily mean... "

Blueblood approached the filly with a smile and pointed to his own cutie mark. "Do you see mine? The compass rose?"

"The compass what?"

"Have you ever looked at a map?" She nodded. "Well, on every map there's a little star showing the cardinal directions: North, South, East, West, Northwest, Southeast, you know."


"Well, this mark is actually extremely common in Canterlot. Even moreso than the hourglass. There are a few minor variations, but most of them are identical. And yet, they all mean different things to their bearers."

"Whaddya mean?"

"Well, to some ponies, this mark might mean that they're good at making maps. Another might be a great explorer, or be able to make wonderful compasses. So even though they may appear similar, they have unique meanings to the ponies that bear them."

Apple Bloom rubbed her chin. "So... yer sayin' that jus' 'cause I might get an apple-lookin' cutie mark, that don't mean I'll be stuck doin' somethin' appley?"

"Exactly," he grinned.

She considered that for a moment, then frowned. "But that don't help at all! Mah special talent could still be anything!"

"Well, yes."

"I'm so sick of this," she sighed. "I jus' wanna know what mah durn special talent is so I can get on with mah life!"

Blueblood put a sympathetic hoof on her shoulder. "Trust me, I understand."

"No ya don't!" she snapped. "Y'all got yer cutie mark! Ya know whatcher talent is!"

"No, I don't."


"I don't," he repeated, shaking his head. "I never really figured it out. It just... appeared one day. Zecora thought it meant that I was supposed to be a leader, but, well, that didn't exactly turn out for the best."

Apple Bloom gaped at him. "Y'all got yer cutie mark an' ya don't know what it means?!"

He nodded.

She stared at him for a moment. And then she screamed in wordless frustration. "So I might get a cutie mark an' still not know what mah special talent is?!"

He rubbed a hoof on the back of his neck. "Well, I mean, it's not exactly common... "

She screamed again and stormed off, cursing far more fluently than a foal her age should be able to.

He dragged a hoof across his face. You're going to be a wonderful father someday, Blueblood With a sigh, he turned to the house and knocked politely on the door.

"Hold yer apples!" cried Granny Smith from somewhere inside. This was followed by the clang of kitchenware being put down haphazardly, a muffled curse, and the sound of breaking glass. A moment later, the door opened to reveal the old pony's withered, green face. "Hey, the poncy feller! What brings you here?"

"Applejack wanted me to look over the farm's ledgers, ma'am. To see if I could squeeze a few bits out somewhere."

She grinned and stepped back, motioning for the prince to enter. "An' by that ya mean you figured out some way ta guilt trip her inta not bein' so thick-headed an' lettin' somepony else help. Good fer you! C'mon, I'll show ya to the office."

The little old mare led him through the house--it was cluttered and crowded with nearly a century's worth of odds and ends, making movement a bit difficult--and upstairs, to a small, cozy workspace dominated by an antique oaken desk and several shelves crammed with old ledgers. Three such journals were open and spread haphazardly across the desk; somepony had apparently given up and walked away in frustration without cleaning up after herself.

Blueblood squeezed around the side of the desk and took a seat. He closed the ledgers to examine their covers. "So... I see these are for the last two years, but what's this one?"

"Prices an' services," Granny Smith explained. "How much we charge fer things, exchange rates with other places, transportation costs, y'know."

He nodded. "Thank you, ma'am. I'll see what I can do."

"Of course, deary. Want somethin' ta drink?"

"That would be great."

"Okay, then." She grinned. "Ya want somethin' ta drink?"

"Uh... I think I should keep a clear head for this."

"Eh, yer loss," she said with a shrug. "Me, I always need a shot or two 'fore all them numbers start makin' any sense... "

She kept mumbling to herself as she left the room, shutting the door behind her. With a bemused grin and a shake of his head, Blueblood turned to the books.

Three hours later, Applejack entered the office to find him sweaty, splattered with ink, and staring at the ledgers with an aggrieved expression. She placed the glass of water she'd brought on the desk next to the two empty ones and smiled at him sympathetically. "Kind of a mess, huh?"

He sighed and looked up at her. "Everything adds up. I was really hoping I'd find some simple little error somewhere, and that just by fixing that I'd be able to help you."

"Shoot, I coulda toldja not to waste yer time," she said. "Big Mac checks over the books every month or so. He's good with numbers."

"Well, what that means is that, as far as I can tell, you've got two options."

"Do tell."

Blueblood used his magic to flip open the expense ledger. "Well, option one: if you were to stop investing in Applebloom's college fund... "

"Don't even finish that sentence," Applejack interrupted, narrowing her eyes. "What's option two?"

"You raise your prices."

"I don't see how that's gonna solve anything. Yer tearin' holes outta the roof to patch leaks again. We raise prices, an' ponies stop buyin' from us."

He shook his head and opened the pricing journal. "Look, you sell your zap apple jam to Rich's Barnyard Bargains at ten bits per jar."

"Sure," she agreed. "It's a fair price fer the work we do, an' that's been the deal as long as I've been alive."

"It's stupid," he said flatly. "You make a product that no one else in Equestria can. You could charge ten times that!"

"Yer crazy!" she shouted. "Nopony aroun' here's gonna pay that much!"

"Perhaps not, but I can guarantee that ponies in Canterlot or Manehattan will."

Applejack snorted. "We tried that, when I was a filly. Me an' mah folks went up to Manehattan with a stall. We weren't chargin' ten times the normal price, 'cause weren't outta our apple-buckin' minds, but we upped the price some to cover travellin' expenses. We ended up losin' our flanks on the trip; hardly anypony was interested."

Blueblood nodded. "Because you didn't advertise it."


"Look, I've hobnobbed with enough boring, rich ponies to know the basics of modern business. You can't just sell a product; you have to sell the product."

She rolled her eyes. "Ya wanna run that by again?"

"You need to make ponies want it," he said earnestly. "You need to make ponies aware of your product, and then you want to make them think they need it to survive."

"So, yer sayin' we should trick 'em."

Blueblood quirked his head. "Miss Applejack, is your zap apple jam a unique product?"


"Is it good?"

"Good? Hay, it's delicious."

"Can you imagine anypony in Equestria not liking it?"

She tapped a hoof against her chin. "Can't rightly say so."

"Then what's dishonest about telling ponies that?"

She frowned. "Well... I reckon maybe ya have a point. But how are we s'posed to get the word out?"

He grinned. "Rarity."


"Rarity," he repeated. "Last time I saw her in Canterlot, she was making quite a splash in high society. She somehow became friends with Fancy Pants-"

Applejack snorted. "Fancy Pants?"

Blueblood rolled his eyes. "Canterlot names for you. Anyway, I ran into her at two different events, and she really seemed to be becoming quite the popular pony among the city's elite. So, my suggestion is, the next time she goes to Canterlot, send a bottle of zap apple jam with her."

"An' that'll spread word?"

"Of course! You have absolutely no idea how shallow and sheep-like the nobles in that city are."

She shot him a skeptical look.

"What? I wasn't sheep-like. I was just an arrogant snob. Anyway, send a jar with her, have her casually mention how unique and wonderful it is, and I guarantee that you'll soon have more bits than you can reasonably spend."

She gave a thoughtful grunt. "An' what about Filthy Rich?"

"What about him?"

"His family an' ours built Ponyville on zap apple jam. Don't seem right to cut him loose like that."

"Miss Applejack... how much does Filthy charge for a jar at zap apple jam?"

She paused. "I don't rightly know."

"I don't either, but I guarantee he's making a profit on it."

"Well, sure, but that's just the nature of the thing... "

Blueblood smiled at her sympathetically. "I'm not saying that you need to stop selling your jam to him. Offer him a discount. But at the same time, you should explain to him, honestly, the situation here. Your farm is struggling. You need the money. If he won't meet you halfway, then how good a friend was he to your family at all?"

Applejack took off her hat and rubbed a hoof along the brim, frowning. "I dunno... "

"Look, I'm not an expert on business. I've just met a few ponies who are. But you need to bring in more money. This is the simplest way I can see."

"Well... "

He shrugged. "I can keep looking, though. Maybe there's another way."

Applejack shook her head. "Nah, yer right. We're gonna hafta put some real thought inta the actual pricin', but yeah, there ain't nothin' wrong with chargin' a bit more fer somethin' only we can do, I s'pose." She put a hoof on his shoulder. "Good work, Blueblood."

"Just glad I could help."

"Yeah, well. Ya wanna stay fer dinner? We're eatin' in a couple hours."

He shook his head. "No, thank you, I've got to get going. Is Macintosh still where he was?"

"Far as I know." She sighed. "Hope ya can get him to talk. Ain't never seen him so down in tha dumps."

A few minutes later, Blueblood was trotting as quickly as his leg would let him across the farm's western acreage. His eyes scanned for any sign of his friend, but it wasn't until he was out of the orchard proper and up to the very edge of the Everfree that he finally spotted him.

Big Macintosh lay sprawled against the base of a gnarled old oak tree, surrounded by cider barrels and empty bottles. He was snoring; the sound was so low that it made the ground around him vibrate. A long rivulet of drool was winding its way down his chest, stretching over fur that was stained almost brown by dirt and booze.

"Macintosh?" he asked. The big stallion made no sign of acknowledgement. Frowning, Blueblood walked up to him and used his magic to bring one of the empty bottles up to his eyes. "Apple whiskey?" he said in astonishment. "Entire bottles of apple whiskey? If you weren't snoring, I'd worry you were dead."

Mac smacked his lips and turned his head to the other direction, snapping the ever-growing strand of drool. Blueblood sighed and poked him, hard, in the ribs. "Macintosh!" When that didn't work, he jabbed him with his horn instead. "Macintosh!" This drew a discomforted grunt, but nothing else. Growing frustrated, Blueblood's eyes fell over a half-full bottle of whiskey, and he upended it over the sleeping stallion's face. Mac sputtered a bit and turned his head again. Blueblood frowned, looked at the bottle he was levitating over his friend... and then smashed it over his head.

Macintosh came out of his stupor with a surprised snort, too disoriented to know what to make of the sudden pain in his skull and the glass raining across his shoulders.

"Blue?" the big stallion asked, the white blur in front of him finally coming into focus.

"Hey, Mac."

"... Somethin' hit me?"

Blueblood shot the jagged neck of the bottle a guilty look and tossed it over his shoulder. "Not that I saw."

"... Why do I have glass in my mane?"

"You were very drunk."

He grunted. "Makes sense. What's up?"

"I was going to ask you the same question," Blueblood said with a frown. "Why are you out here drinking yourself into a coma? Why haven't you been speaking to Cheerilee?"

He rolled his eyes. "I don' wanna talk about that."


"I said I don't wanna talk about it. So either pour yerself a drink or get the hay outta here."

Blueblood glanced at the pile of bottles and kegs. "I don't think there are any drinks left to pour."

"Huh?" He blinked at the collection of empty containers. "Horseapples."

"Mac, I'm worried about you," Blueblood said, hunkering down to look into his friend's hazy, green eyes. "I admit, we haven't known eachother all that long, but this really doesn't seem like you. Why in Celestia's name are you doing this?"

He shrugged. "Ain't none of yer business, Blue."

"I work at the farm, and I'm boarding with Cheerilee. If it involves either of those things, it is very much my business."

"Fine," Macintosh growled. "You wanna know what the problem is?"


"You. Yer the problem. An' Cheerilee. I mean, ya, ya getcher flank kicked in a fight, an' I wanna go, 'hey, y'all hurt mah friend,' an' go pay 'em back for ya, but all I keep thinkin' about is how yer shackin' up with my marefriend, how she's so concerned an' scared aboutcha bein' in the hospital, an' I... had ta get outta there. So I go walkin' through town, an' I'm thinkin', I need to find the ponies responsible, get on tha trail. But all I can think of is you an' Cheerilee. An' what her neighbors are sayin'. An' I know, I mean, I know yer a good pony, I know Cheeri's a good pony, I know y'all wouldn't... "

"We wouldn't," Blueblood said levelly.

"But ya love her."

"Well... yes, but not romantically. She's... honestly, she's become my best friend."

He nodded. "An' I... I know that, up here," he tapped his head, "but in mah heart, I jus'... "

Blueblood sat down next to him, leaning against the tree. "So you felt guilty for feeling jealous."

"Eeyup. An' I couldn't stop thinkin' about it. So... " He gestored vaguely towards the bottles.

The prince nodded. They sat there together in silence for awhile, listening to the birds and watching the sun begin its trek to the far side of the horizon.

After awhile, to Mac's surprise, Blueblood started laughing. He turned to his friend ponderously, eyebrow raised.

"Sorry," he said. "It's just... here I am, comforting somepony else while they feel irrationally bad for themselves. Not two months ago, I walked into the Everfree Forest hoping to die. It's all just rather... ironic, really."

Mac smiled wanly. "I reckon ya know a pity party when ya see one."

"I am something of an expert on the subject," Blueblood agreed. "Come on, Macintosh. You need a shower and a hot meal. And then you need to stop being such an idiot and go apologize to Cheerilee."

"Eeyup," he agreed. He pushed himself away from the tree and to his hooves, joints popping and tendons stretching. He swayed, even just standing still, and Blueblood put a hoof on his shoulder to steady him. Mac turned to him with a small, tired grin. "Thanks, Blue."

The prince smiled. "You've done the same for me,"

"I have?"

Blueblood nodded. "You went looking for me when I disappeared. And then, when you were captured, you gave me a reason to stand up to Azure. I likely would have spent the rest of my life in that frozen little cell otherwise. I never would have released Cadance's power, and Equestria might have fallen under Tyranny's control."

Macintosh considered that. "Huh. Weird how history plays out sometimes."

The prince blinked. "I need to speak to Miss Sparkle."


"She has some sort of spell to peer into history, and she needed me for it. I completely forgot about it, with the attacks and the investigation."

"Reckon ya can be forgiven."

"Sure, of course, but... well, perhaps I can find her at her library." He turned to Macintosh and extended a hoof. "I'm glad you're up and about, and I hope your apology to Cheerilee goes well. Just, um... hang a horseshoe on the door if it goes really well, will you?"

Mac laughed and shook his friend's hoof. "Gotcha."

Grinning, Blueblood left Sweet Apple Acres and set a course for Golden Oaks Library.

The Prince Gets Grim

"You again?" Spike grumbled. The little dragon stood at the door of the Golden Oaks Library, glaring defiantly upward at a white unicorn stallion nearly twice his height. Above, songbirds sang and flitted about in the fading afternoon light.

"Sir dragon," Prince Blueblood said mildly. "Is Miss Sparkle available?"

"What's it to ya?"

"I just need to speak with her."

"Maybe she is, maybe she isn't."

Blueblood sighed and rubbed a hoof over his eyes. "Look, I never even met you before my last visit here. What did I do to make you hate me?"

Spike tapped his chin in theatrical thoughtfulness. "Well, let's see. You got some of my friends hurt or worse, you burned down part of my home town, you treated Rarity like a jerk and then destroyed the Carousel Boutique, and you've got Twilight acting all weird."

"... But nothing to you, specifically?"

The dragon scowled. "You hurt my friends, you hurt me."

Blueblood regarded him for a moment, then nodded solemnly. "I can respect that."

"You... can?"

"Of course. Trust me, I understand. I felt the same when Cloud Kicker was attacked."

Spike frowned. "Yeah... I guess she's your friend, huh?"


The prince and the dragon looked at eachother in silence for a long moment. "Okay," Spike said finally. "I'll go tell Twilight you're here. Oh, and by the way... "

Blueblood quirked an eyebrow. The dragon motioned for him to move closer, and he leaned up to whisper in the prince's ear.

"If you hurt her, I'll roast every last hair off your mane."

Grinning with fierce satisfaction, Spike turned and marched into the library, leaving Blueblood--more amused than intimidated--standing at the door. Several minutes passed before he heard hooves clomping down wooden stairs. Twilight Sparkle paused at the base of the steps to give him a quizzical look. "Um, why are you standing in the doorway?"

Blueblood looked down, then shrugged. "It seemed polite."

"It's a public library, Your Highness. You can come in."

Grinning sheepishly, he did so. "Er, Miss Sparkle, you really can drop the 'Your Highness' thing."

"Well, then you can drop the 'Miss Sparkle' thing."

Blueblood frowned. Twilight's expression was neutral, but her tone seemed combative and cold. Well, it wasn't exactly his place to pry. "Miss Spa- Twilight, do you remember that spell you discovered while I was in the hospital?"

"The Ancestral Memory spell? Yes."

"Well, if you're willing to perform it, I'm rather curious myself."

"I dunno," she said skeptically. "You sure you don't have a date or something?"

Blueblood blinked and then facehoofed. "Bloody hay. That's what's going on?"

Twilight regarded him silently.

"Look, I'm... seriously. I don't even know what to say, here. I'm sorry that you, for some reason, developed a crush on a stupid, selfish, destructive idiot with whom you're constantly getting into shouting matches? Does that cover it?"

"I- You... you're not stupid and selfish!"

"Yes I am!"

"No you're not! You're smart, and you care about your friends, and you quote Wiggle Spear in the shower, and- "

"W- what?!"

She flushed. "Um..."

Blueblood covered his face with his hooves. "Cheerilee told you that, didn't she?"

Twilight scraped a nervous hoof across the floor. "Um... maybe?"

The prince walked stoically over to a bookshelf and bonked his head against it.

"I mean, um... I don't think she realized that you were interested in Blossomforth when she told me that..."


Twilight quirked an eyebrow at him. "Um, are you okay?"


Gingerly, she approached the prince and put a hoof on his shoulder. "Blueblood?"

He stopped and turned to her. He'd never really looked at her so closely before. Her eyes were a lovely shade of purple, and the way her bangs framed her face was rather...

He blinked, shook his head, and rapped his skull on the bookshelf again.

Twilight smirked, blushing a little. "So... spell?"

"Spell," he agreed lamely.

"Velcome... to my lah-bor-atory!" Twilight cackled in a terrible Transylmanian accent.

Blueblood looked around in genuine awe. The library's basement, also carved from the tree, was filled near to bursting with a variety of strange electrical, mechanical, or alchemical devices. Consoles full of blinking lights were half buried under tangles of thick cords that led to some sort of scale model of the solar system, which, in turn, was encompassing a desk full of empty glass vials and beakers. It was a chaotic jumble of pure science.

"This is... " He trailed off, unable to find words.

"Yeah, it's a bit messy," she giggled. "Spike and I had to clear some floor space for the spell."

She gestured to the center of the chaos, where a perfect circle had been drawn on the floor with silver ink. Mystical runes lined the interior, each spaced perfectly from its neighbor.

Blueblood let out a quiet whinny of panic. "Miss Sparkle, um, I've had some bad experiences with this sort of thing... "

"That's 'Twilight,' and don't worry. The ritual circle just helps me focus my power and keep a handle on the spell. That way I can actually pay attention to what's going on, instead of just concentrating on my magic."

He stared at it nervously. "Yes, but it's just... it looks rather like the one Azure Throne used to steal Cadance's power."

"Magic circles do tend to look alike," she agreed. "Come on, Blueblood. Magic is just a tool. There are no bad spells, just bad ponies."

"I suppose... "

"Good," she said with a smile. "Okay, we're going to start small, since this is my first time using the spell. Do you remember your parents?"

He shook his head. "They died when I was very young. Before I even started forming memories."

"Oh... " she said with genuine concern. "I'm sorry."

He shrugged. "As I said, I don't remember them."

She nodded and began to brighten. "Well, then this should be fun! How would you like to see them?"

A resounding "meh" would have been his first reaction, but as he began to consider the idea... the possibility of actually seeing his parents, not just in an old photograph or newspaper clipping, but to actually see them and to know that they existed...

He gulped and nodded. Twilight smiled in empathy and walked to the center of the ring. "Let's go pay them a visit, then."

Blueblood stepped up beside her. Blushing a little, she inclined her head to touch her horn to his; he bowed to make it easier for her. "You know," she noted, "it's funny that the first girl you're bringing to meet your parents isn't the one you're dating."

He flushed and started to say something, but went rigid as Twilight's eyes flared with blinding light. Sparks of magic rose from her horn, danced through the air, and then began rapidly winding themselves around his like a tiny tornado of pure energy. The hair on his coat began to stand on end, and he felt a brief flash of vertigo as his hooves left the floor of their own accord. His eyes flickered about the room, but he couldn't see through the dazzling afterimage of Twilight's. The world began to spin, slowly at first but gaining momentum quickly. And then he felt something pop inside his head, everything went black, and he felt himself fall heavily to the floor.

"Blueblood?" called Twilight. Her voice seemed oddly distorted and ethereal. "Are you there?"

"Did... did it work?" he asked. He thought his eyes were open, but he couldn't see.

Suddenly, Twilight was in front of him, gazing down with sympathetic concern. "Sorry, I should have warned you. We're inside your head now, kind of. Moving around is all about thought and purpose."

"You've done this before?"

She shook her head. "I read Starswirl the Bearded's journal about it, though, so I think I know what I'm doing. Take my hoof."

Blueblood struggled to raise his foreleg, but nothing seemed to be happening. Twilight smiled. "Don't think about moving your hoof, just think about... um, how did Starswirl say it? Just make your hoof be touching mine."

"That... makes little or no sense."

"Just try."

Blueblood narrowed his eyes in concentration, imagining himself standing beside Twilight, holding her hoof. Something finally clicked, and then he was doing exactly what he had pictured. She grinned at him. "Good job."

He tried to grunt, but forgot to imagine himself doing it. "What now?"

"Now, you hold on, while I... aha! There we go."

Blueblood felt something tugging at him, and then, a metaphorical heartbeat later, he and Twilight were floating in what seemed like a rainbow-hued ocean. Currents of color drifted past them; as they neared, he could hear children laughing, smell the cool freshness of a Canterlot morning, feel the soft warmth of Blossomforth resting on his shoulder. Images danced around him, memories that he remembered as clear as day or had long since suppressed and forgotten. There was Cadance, the first time he had seen her with Shining Armor. There was Auntie Celestia, looking down on him with worry and pity as he stared back from his cradle. She was saying something; he had been too young to understand the words, and their meaning was lost, but she heard the heartbreaking sadness in her voice.

"What is this place?" he asked aloud. Twilight turned to him, her own expression surprised and a bit confused.

"This... must be your memory," she said at last. "Starswirl really didn't do this justice."

A group of young colts laughed mockingly at him as he stood alone beneath a statue of his aunt. I don't need you, he thought fiercely. She loves me. I don't need you.

He gulped. "Can we... can we move on?"

Twilight nodded. "Just need to find the right strain of memories to lock on to. Let's see... there!"

Images, tastes, smells, and touches flashed by him. He saw a beautiful unicorn mare, perhaps a year or two past his own age. She had a golden mane that curled and tousled like his own, and a rose-pink coat. Three interlocking golden rings, each crowned with a different color of jewel, marked her flanks. She was sitting at a desk in an opulently-appointed room, her horn glowing as she used her magic to pen a scroll.

"We're here," Twilight told him softly.

He looked at her, then looked back at the mare at the desk. "Is that... my mother?"

Twilight nodded. "I think so. I pulled us through one of your memories of her, and into her own memories."

"But... I don't remember my mother."

"Not consciously. But children can still form impressions about the world around them, even if they're not totally conscious."

A baby's wail cut through the stillness of the air. The unicorn at the desk didn't look up from her work. "Mulie!" she shouted. "Blueblood's crying!"

No response came, and the child continued howling. "Mulie!" she called again, annoyance creeping into her voice. "Get the baby!"

There was still no reply. With a growl of annoyance, the unicorn pushed herself away from the desk and stormed out of the room, which began to fade into a foggy haze around Blueblood and Twilight.

"What's going on?" he asked.

"We have to follow her; she left the room, so she wasn't aware of what was going on here."

Blueblood nodded. Together, they drifted after his mother as she crossed through a hallway lined with ornate sconces and a plush, red carpet, pushed open a door on her left, and stepped into a nursery room filled to bursting with stuffed animals, baby toys, and a beautiful crib carved with intricate murals and designs. Inside, an adorable little unicorn colt with a white coat and golden mane stood against the railings, his diaper sagging behind him. When he saw his mother, he gave her a delighted smile.

Twilight made one of those cooing sounds that only a girl looking at a baby can make.

Blueblood's mother reared back a hoof and slapped him across the cheek.

Baby Blue fell back to the crib, so shocked that he didn't even think to start crying. "How dare you start crying while I'm working!" his mother howled. "I am trying to establish your future, you obnoxious little rat! Where's Mulie?! MULIE!"

"I sent her home."

All four ponies looked to the door. A tall, heavyset unicorn, clad in a business suit and with a white coat and a dark blue mane, stared at the mare with something dark and angry in his eyes.

"Cobalt?" she asked. "What are you doing home?"

"I just wanted to spend some time with my family."

"B-but you should be at the office, shouldn't you? You have that meeting with Lord High Hoof... "

"He can wait," Cobalt said levelly. "My family comes first. Especially since it won't be together for much longer."

"Cobalt? What are you... "

The stallion's horn flashed. A scroll, still dripping with wet ink, floated into the room and unrolled itself. "What is this, Radiant?"

"What? I don't... "


Radiant reeled back from the verbal assault, tripping over a stuffed bear and landing on her rump. Baby Blue started to cry.

"Cobalt, I can explain-"

"My Dear Priestess," he read aloud, turning the scroll back to him. "I am pleased to inform you that my donation to our cause has gone unnoticed by my idiot husband, who merely believed me to be on a reckless shopping spree."

"Cobalt... "

"With these funds, I hope that you will be able to further lay the foundations for our Dark Lady's rise. The Eclipse is coming."

"I... that doesn't mean... "

"What does it mean, Radi?"

She had pushed herself all the way back against the wall. "I... I was just thinking of Blueblood's future... "

"His future? His future?!" Cobalt barked a humorless laugh. "Because there is so much future in high treason!"

"You don't understand!" Radiant snapped back with sudden heat. "The prophecies are true! Within twenty years, Celestia's reign will end, damn you! We must be ready!"

"You're insane, you stupid cow!" Cobalt roared back. "You're going to bet your future--your family's future--on some musty old tome?!"

"It's true!" she shouted back. "It's all true! Nightmare Moon will return!"

Cobalt slammed a hoof down hard enough to crack the floorboards. "Silence your idiotic, treasonous mouth, you damned harpy!"

"Oh, what?! Are you going to turn me in?! Do you think that will make them forgive you?!"

"I damned well should! This, this cult of yours is full of dangerous maniacs! I had hoped you weren't among them, but clearly-"

"Dangerous maniacs?!" she laughed shrilly. "From you?! That's rich!"

"Silence, you old nag!"

"Or what?! You'll lame me, like you did your old captain?! I think they'll do worse than discharge you for that, dear!"

"Shut up!"

"Oh, maybe you can just claim I fell down the stairs, like your mother did!"

"Shut UP!" Cobalt roared. With three brisk steps, he crossed the room and slammed a hoof across his wife's face. She crumpled to the floor, sobbing and laughing in triumph. He hit her again, and again, and again. Baby Blue watched it all, still shrieking in terror.

"Celestia... " Blueblood breathed.

Twilight put a hoof on his shoulder. "Come on. Maybe we should... "

He shook his head. "I... " He swallowed. "I think I remember this."


"I... I have to see what happens next."

Finally, Cobalt pulled himself away from his wife. Blood was splattered across his hooves, his face, and his suit. She lay there, still cackling through her broken teeth and streaming eyes. Baby Blue stared at him, lip quivering, not knowing what to do.

His father looked at him sadly. "I'm sorry you had to see that, son."

Cobalt and his son looked at eachother for a long moment. Then he turned to his broken wife. "I'm getting the guards. I don't care what they do to me. You won't indoctrinate our son into your little cult."

He turned and left. Baby Blue stared after him, then turned to his ruined, bleeding mother. He began to cry again, softly and quietly.

Long minutes passed. Twilight touched Blueblood's shoulder again. "We should go."

"It's... it's not over yet."

Slowly, agonizingly, Radiant began to pull herself up from the floor. She was covered in blood from a dozen or more cuts and contusions. Several of her front teeth had been knocked out, and one eye was swollen completely shut. She staggered unsteadily to her feet. Ignoring her child's tears, she limped towards the door.

"We need to follow her," Blueblood said numbly.

"Are you sure... ?"

He said nothing. Reluctantly, Twilight guided them into the hallway after the wounded mare. She took a different route, continuing the way she had originally come until she reached a large atrium, flanked by spiraling stairs that led up to the second story. Marble statues and porcelain urns stood on pedestals around the room's perimeter, all very ornate and expensive-looking. The only exception were a pair of old, well-cared-for spears crossing a golden shield emblazoned with the symbol of the royal guard. Radiant grinned through a mouthful of blood; her horn flared gold, and one of the spears pulled itself away to float over her shoulder.

She plodded, slowly, back the way she came, back to the office in which she'd started. Cobalt was there, freshly showered, pulling on a clean jacket. He didn't hear her approach.

"No... " said Twilight.

The spear erupted through his shoulders and out through his chest. He gasped and went rigid, staring in shock at the bloody steel.

"You're... not... taking... my son," Radiant panted in his ear.

Cobalt tried to say something, but couldn't speak through the pain. He collapsed to his knees, then fell to his side.

Radiant watched him for a few moments, cackling quietly in her moment of victory. Then she turned and limped back to the nursery, where Baby Blue again stood against the railing, his eyes wide with terror.

"It's okay, Blueblood," his mother cooed. "We're going to go away for awhile. We're going to go somewhere where no one will hurt you. Where no one will try to stop you from fulfilling your destiny."

She didn't hear the scrape of a hoof against a wall.

"Mommy loves you, Blue-Blue, very much. Mommy will take care of you. We'll just go live with some friends, and you'll grow up big and strong and handsome, and one day, you'll be the king of all Equestria... "

Cobalt rounded the corner. He was barely able to stand, and leaned heavily on the wall for support. Blood streamed through the hole in his chest. His eyes burned with something primal and ugly.

Radiant was still stuffing toddler clothes into a basket when he hit her from behind, knocking her to the ground. She tried to scream, but his hooves pressed down on her throat. She tried to kick and punch him away, but he hardly seemed to feel the blows. He just put his weight on her, intensifying the pressure of his stranglehold.

She flailed desperately at his limbs, but with each second, her blows lost strength. After a few minutes, all she could do was twitch weakly. And still Cobalt kept pressing, even as his wife's rose-colored face turned a pale, ghastly pink.

Agonizing minutes passed in silence. And then, finally, he released his hold. Radiant did not take in breath.

Cobalt looked at young Blueblood. His eyes were glassy. His white coat had turned a dull gray. "I'm sorry, son," he said.

And then he fell across his wife and joined her in death.

The Prince Gets Fresh

Blueblood stared in numb horror at the ruined bodies of his parents. Beside him, his younger self gave a mournful, terrified howl. Blood was soaking into the plush toys lumped together in the room, slowly turning them a monstrous scarlet as they soaked it in.

His mother was a traitor. His father was a monster. And they'd murdered eachother right in front of their infant son.

Twilight said that babies might not form memories, but they could still form impressions of the world around them. He didn't want to think about the sorts of impressions this had left on him.

He felt a hoof on his shoulder. He turned to find Twilight gazing at him with such a mixture of horror and sympathy that it almost hurt to look into her eyes. "Celestia... I'm so sorry... "

"Why hasn't this disappeared?" he asked numbly.


He gestured around the room. "This should be fading. My mother died. How could she remember any of this?"

Twilight blinked, an analytical expression slipping over her concerned one. "You're right. Let me see... "

She closed her eyes in concentration, and her horn began to glow. Blueblood watched her for a moment, then turned to regard his former self.

Baby Blue's wails had quieted to an exhausted series of mumbling sobs. One hoof was pressed through the crib's bars, reaching out towards his parents. But he was stuck, far too young to be able to climb over or open it himself, and all he could do was stare helplessly at the lifeless forms of the ponies he loved.

Blueblood touched his hoof to the child's. It passed through with a mild tingling sensation. He sighed and stepped back.

"I think we're in your memories again," said Twilight, opening her eyes. "But... I don't know how to get us out. I would've thought it would be easier now that we're back in your mind, but... I think we're in this gray area between your first actual memories and when you really became cognizant."

"We're stuck?"

She nodded and swallowed. "And we're trapped in this room until somepony finds you."

"We... can't go back to the main memory area? With the rainbow colors?"

"We can try, but I don't know for sure. Starswirl wrote that he avoided looking into infants' memories whenever possible, because he theorized there was a risk of becoming trapped in the proto-memory."

Blueblood shook his head. "Couldn't you have practiced this on a cat or something first?"

"No," she said testily, "it only works on fully sentient creatures. Besides, I thought it would be a chance to get to know eachother."

"... This is your idea of a date?"

She flushed. "Well... I mean, um... "

"You cast an experimental spell on me, trapped me in my own mind, and made me watch my parents murder eachother... because, what? You couldn't ask me to coffee?"

Twilight cringed. "I'm really sorry. I had no way of knowing... "

Blueblood stared at her. He felt a stone block in his brain, cutting him off from the emotions that threatened to tear him to pieces if he let them through. But as he thought about what she'd done, what she'd made him see, he felt a tide of unwholesome fury rising behind it, threatening to carry him away. His teeth clenched. His shoulders tensed. He heard his voice take on a low growl, and hardly realized he was speaking.

"No way of knowing?" he sneered. "No way of knowing that maybe, just maybe, you shouldn't be messing around with spells that no unicorn has practiced in thousands of years? No way of knowing that maybe, despite being the 'Element of Magic,' you might just be a little overconfident in your abilities?"

"I know. I should have... "

"Should have what?!" he demanded. "Should have left well enough alone?! Should have considered acting like a normal filly instead of putting us both at risk?!"

"Blueblood... "

"You're an idiot! You're a dangerous, naive little idiot! Look what you've done! Look what you've made me live through!"

"I'm sorry!" she shouted back. "Okay?! I'm sorry! I screwed up!"

"You're damned right you screwed up! And now what happens?! Now what do we do?! Sit here with a crying child we can do nothing to comfort?! Have a nice little conversation in front of the bodies of my dead parents?!"

Tears were clouding Twilight's eyes as she tried to stand her ground against the verbal assault. Something about her defiant stance triggered something dangerous in Blueblood's heart, and he took a menacing step towards her. He felt his hoof rising of his own accord. Every cord and muscle in his body was screaming at him to lash out, to hurt her, to make her pay for what she'd done to him.

He looked into her eyes, and saw himself reflected. He looked just like his father. As abruptly as it came, the anger left him in a great rush, leaving him deflated and weak.

"Oh, Celestia," he whispered, dropping his hoof and falling back against the wall. "I'm sorry. I don't know what came over me. That's... I've never... "

She watched him carefully, her stance still wary.

"It wasn't your fault," he continued after a moment. "I'm sorry for what I said. You couldn't have predicted this."

She studied him for a moment longer, then nodded and visibly relaxed. "It's okay. I understand."

"No, you don't," he sighed. "That... that rage. I don't know where it came from. I... I was going to hit you."

"No, you weren't."

"Yes, I was."

"No, you weren't," she said with a smirk. "You never would've laid a hoof on me. I'm the bucking Element of Magic; I would've dropped you like a bad habit."

He stared at her for a moment. Then, like a tapped wellspring, laughter started bubbling up out of the depths of his soul. He tried to hide his chuckles at first, but eventually he yielded and gave free reign to the hearty guffaws that refused to be caged in. He fell to his side, laughing in genuine delight, each burst of merriment scouring clean the dark clouds in his heart. He laughed uncontrollably until tears were streaming from his eyes and his head ached from the lack of oxygen. Finally, with a few ragged gasps, he fell silent.

"Feel better?" Twilight asked, grinning with an eyebrow raised.

"Very," he smiled back. "I truly am sorry for that outburst, Miss Sparkle-"

"Twilight," she interrupted.

"Twilight, yes." He gave her a quick, determined stare. "I assure you: I am not my father's son."

"I know," she smiled, moving to sit next to him. "I mean, neither of us really know much about him, but... yeesh, anger issues much?"

"Well, his wife was a child-abusing traitor who planned to indoctrinate her only son into a Nightmare Moon-worshiping cult."

"True," she said thoughtfully. She glanced around the room; the sun was beginning to set, lengthening the shadows and gradually hiding the carnage. Baby Blue had fallen asleep at the side of the crib, hooves sticking through towards his parents. "I really am sorry, though. About all of this."

"I'm not." Twilight looked up in surprise, and he shrugged. "Now I know. I'd never given my parents much thought, but the mystery had always been there, in the back of my mind. I asked Auntie Celestia about them, once, but she seemed so sad... all she told me was that they were from an ancient royal line, that my father had been a royal guard before going into business, and that my mother.... well, really, she didn't say much about her. And I never pressed. Why would I? My adopted mother was the Princess of the Sun. Who needed boring old mortal parents?"

He gestured to the unconscious child. "Besides, this is all just memory. It already happened. I can do nothing to change the past. And even if I had the opportunity to do so, I'd rather use it to slap myself for even considering trusting Azure. Every life lost to his armies was undoubtedly more valuable than those of my mother and father."

He felt a soft warmth press against him and caught the scent of fresh lilac. He turned his head to find that Twilight had rested hers on his shoulder, and was staring distantly at the far wall, where Cobalt and Radiant were now just an indistinct silhouette on the floor.

"Still," she said, "you were right. This was kinda dumb. I should've taken some precautions, done some more research... "

He sighed and leaned his cheek against her mane. "How long might we be trapped here?"

"I don't know. What's your first memory?"

Blueblood chewed his lip. "I believe it was my third birthday. The guests were leaving, and I was standing there next to Auntie Celestia. She asked me if I had had a good time... and I said that I would now that everypony was finished pestering me."

Twilight snorted. "Really?"

"Explains a lot, doesn't it?" He grinned, but it soon faded. "I don't know how old I was here, but I clearly can't even speak yet. If we're stuck following my memories until I turn three... "

"Yeah. That isn't good. Especially since time is still passing out in the real world."

She lifted her head, and they turned to meet eachothers' eyes. "How risky do you think it will be to escape?" he asked quietly.


"What happens if we fail?"

"I don't know. Starswirl had a few theories, but... the least awful one was going irrevocably insane."

Blueblood bowed his head. "We're... going to have to try at some point."


"Listen... " he began, rubbing the back of his neck. "For what it's worth... I'm very flattered by your regard for me, despite all of my many failings, and I'm very sorry for the stupid, thoughtless things I've said about you or your friends. They were uncalled for. And... had I known of your interest first, I... would have asked you out before I did Blossomforth. You're a remarkable mare, and... given the situation we may be facing, I just... "

Twilight's hoof brushed the side of his jaw. He looked up tentatively. She was smiling at him, the last rays of the setting sun dancing across her face and sparkling in her knowing eyes.

"You can kiss me if you want to," she told him.

He did.

A door creaked open in the distance. Baby Blue awoke with a start and immediately began howling, his voice full of hope that somepony had finally come to rescue him from this nightmare. Quick, quiet hoofsteps approached, and a tall, then figure, barely visible in the gloom, appeared at the doorway and surveyed the scene.

It sighed. "Really?"

Twilight and Blueblood stirred at the sound. They'd fallen asleep in eachother's hooves, Twilight's head nuzzled against Blueblood's broad chest. She lifted her head first, peering into the darkness for the source of the voice, but hardly any light was filtering in through the nursery's curtained windows.

Blueblood willed himself to his hooves and moved forward, trying to get a closer look at the intruder. To his momentary discomfort, the figure simply walked through him and towards the jumble of shadows beneath the window. It sighed again as it looked down at the fallen unicorns, then turned to Baby Blue, who was staring at the vague shape with wide eyes.

"Honestly," the figure told the child. "I told your mother a hundred times or more, 'be careful, be clandestine.' I warned her that this would happen. Well, not this, exactly, but... "

"I know that voice," Twilight whispered.

The figure bent down to examine the corpses. "Is that a hole in his... ? By Smooze, that old goat was a tough one. Strangled your mother to death while he bled out. Why didn't I recruit him instead?"

Baby Blue made a whimpering sound and pressed himself against the crib, hooves outstretched to the stranger. It snorted. "Oh, be silent. I'm not here to rescue you. You'll turn into a monster in an orphanage just as well as in here."

Blueblood moved next to Twilight, arching an eyebrow. "Who is it?"

Twilight shot him a nervous glance. "I'm not completely sure, but I think that's... "

"Hello? Mrs. Star? Mr. Cobalt?"

The room froze. The intruder's eyes flashed with a momentary green light, the dim illumination revealing ebon-black chitin and a long, jagged horn.

"I'm really sorry to stop by so late," the newcomer continued, "especially after you sent me home, but I forgot my purse, and... is... is that blood?"

The intruder moved to the window and tried to push it open, but a childproof lock held it securely shut. With a hiss of frustration, it stepped back and unleashed a blast of emerald energy that tore half the wall apart. In the flash of light, the two ponies could see an emaciated, feminine silhouette that seemed to have holes punched through its limbs. Twilight gasped. "It is her!"

There was a surprised scream from the hallway. The intruder moved to her new escape route, but paused to look back at the child, her green eyes alight with cruel malice.

"You'll serve our purposes whether your parents live or not," she told him. "Your mother made a deal, and we will not be cheated by her stupidity. The eclipse is coming."

Translucent insect wings spread from the creature's back. With a low buzz, she rose from the ground and darted into the night air, just as a terrified mule burst into the room, flicked on the lights, and screamed.

"Who... what was that?" Blueblood asked, hardly noticing as Mulie rushed through him towards his younger self.

"That was Chrysallis," Twilight told him quietly, watching her silhouette disappear into the night sky. "The Queen of the Changelings."

Twilight and Blueblood followed Baby Blue as he was carried out of the mansion by his distraught nanny. Behind her, royal guardsponies were going about the business of crime scene investigation. Chalk outlines had been drawn. Blood stains were being carefully stepped over. Several guards were discussing the hole blasted in the nursery's wall, and what it had to do with everything else.

Mulie set her young charge down on the low retaining wall that surrounded the property. Murmuring sweet nothings, she set about cleaning the child and changing his diapers. Baby Blue, for his part, was desperately clinging to her, thankful to see again one of the few ponies--well, creatures--in the world he still had left to him.

Blueblood watched them sadly. "I don't even remember her. She was likely the only real source of love I had before Auntie Celestia, and... I had never even known she existed before this night."

Twilight nuzzled his neck, and they stood together in silence. More guards filed in and out of the mansion. A large wagon marked "Canterlot Coroner" pulled up, and its drivers unharnessed themselves and set about preparing a long, white cot as they chatted quietly to themselves.

"Do you want to try now?" Twilight asked him as they watched the coroners enter his home.

He nodded, brushing his cheek against hers. "If it doesn't work... I'm glad we got to be together, at least for awhile."

"Me, too." She paused, then laughed. "Celestia, this is sappy. It's like we're stuck in a science fiction hybrid of one of Rarity's dumb romance novels."

Blueblood grinned. "Actually, I was going to say that it reminded me a bit of Jaunty Tune and her lover."

She blinked at him. "You read my Equestrinox books?!"

"Well, yes. Why do you think I kept asking to borrow them?"

"I thought you were just pretending to, to be polite."

He shook his head. "The prose was a bit pedestrian, but the stories were great. I enjoyed them immensely."

She started to protest the "pedestrian" comment, but stopped herself and smiled. "Well, anyway... yeah, I guess there is even sort of a portal to the netherworld, here. Of course, that means that if anything goes wrong, you're the one who's in trouble."

"I don't know, I could be Jaunty Tune in this scenario. We needn't go by strict gender roles."

Twilight rolled her eyes. "You're hardly Jaunty Tune. Can you even sing?"

"No. That's why I quote Wiggle Spear in the shower instead."

She giggled. "Well, then again, maybe you're a bard who put points into Perform (Acting) instead of Perform (Singing)... "

Blueblood gave her a blank look.

"Er, okay, not enough points in Knowledge (Dorky Stuff) yet," she blushed. "Anyway... "

He nodded and took her hoof. "Whatever happens... "

"We'll be together," she finished. "Stuck in an endless void, cast adrift from our bodies, or driven hopelessly insane, but together."


"Told you I'm Jaunty Tune."

"Princess Celestia!" Mulie called. Baby Blue opened his eyes and wailed.

Twilight and Blueblood looked up to see the Princess of the Sun descending towards the mansion, a gravely concerned expression on her face. She toughed down lightly next to Mulie, who bowed so low that her knees began to tremble. Celestia gently touched the mule with a hoof, urging her to rise.

"Is that little Blueblood?" she asked.

"Y-yes, Your Highness," Mulie stammered.

The princess knelt next to the child and touched her horn to his. A spark of golden light danced across hers, and when it made contact with the child, his eyes briefly glowed turquoise. Celestia frowned and opened her eyes, looking down at the child with concern.

"Is... is everything alright, Your Highness?" asked the nanny.

"I... " She paused. "Thank you for caring for this child, miss... ?"

"Mulie, Your Highness."

Celestia nodded. "Thank you, Miss Mulie. But... I think I had best take him."

"Is he alright?"

"He... " The princess frowned. "I will do everything in my power to make sure he is."

A golden glow surrounded the infant; he giggled in delight at the sensation of being lifted and swaddled in the warmth of the alicorn's magic.

"Blue, we have to go," said Twilight.

He blinked at her. "What?"

"We have to do it while Princess Celestia's here," she explained. "You have enough memories of her that I think I can sort of dig through to find one and use it to pull us out."

"Are you sure?"

She chewed her lip. "No, but it sounds good in theory."

He smiled. "I trust you."

"O-okay. Ready?"


Twilight's horn flared, her eyes went white, and Blueblood felt the universe being ripped apart around him.

"I dedicate my son to the darkness. I grant dominion of his soul to the powers that lurk at the ragged edges of reality. I bequeath his body to the blackest hearts of Tartarus. I anoint him a servant of Nightmare Moon, and a disciple of that which she serves. The eclipse is coming. Equestria will be reborn."

Blueblood opened his eyes slowly. He didn't have to think about opening them, which was an immense relief. He was lying on the floor in the library's basement. The chaotic mess of scientific equipment was still jumbled around him. The sheen of the silver ink marking the magic circle had faded a bit as it dried. Through a small, high window, he could see that the first rays of sunlight were beginning to peek over the horizon.

He felt something stirring against his back, and turned to find Twilight, looking dazed but conscious, staring at the ceiling with obvious relief. "We made it," she said.

He smiled. "I never doubted."


He shrugged, then, on an impulse, rolled onto his side and kissed her. She squeaked in surprise, but then melted into it, wrapping a hoof around his neck to run through his mane. With an eager sound, he shifted so that he was nearly on top of her, pressing more deeply into the kiss as she squirmed into a comfortable position beneath him.


Twilight and Blueblood looked up in surprise. Shining Armor, his eyes bloodshot and his red tunic rumpled, was standing on the stairway and was staring at them with his mouth agape. Beside him stood Spike, two glasses of water in his hands, looking at them with a nauseated expression.

"Um, Shining!" Twilight called much too cheerfully, sliding out from under her companion. "Uh, hi!"

"Wh-what the hay-"

Blueblood sighed and rose to his hooves. "Yes, hello, Armor. Did you have something important to tell us?"

His eyes moved from his sister to the prince and narrowed dangerously. "What are you doing with my sister?!" he demanded.

"Kissing," Blueblood answered with a shrug. "Rather a lot of it, actually. You're a married stallion, I assume you're familiar with the concept."

Shining's nostrils flared. "You keep your creepy, treacherous hooves off my little sister, or so help me... "

"What? You'll beat my face in while I lie there and do nothing to defend myself? Been there, done that."

The knight took a menacing step forward. Spike made a move as if to try and restrain him, then seemed to reconsider the action and shot Blueblood a glare.

"Shining!" Twilight snapped. "I am an adult, and who I date is none of your business!"

"Twiley," he growled.

"Don't 'Twiley' me! I know you don't like Blue, but I'd appreciate it if you'd at least have a little respect for my ability to judge character. Or did you forget your wedding?"

"You don't know what he's done!"

Blueblood cleared his throat. "I maintained a creepy fixation on my adopted sister for far too long, which contributed to my decision to assist an evil draconequus posing as an undead sorcerer in animating a skeletal army and attacking Equestria."

Shining blinked at him. The prince shrugged. "I already told her all of that."

Twilight nodded. "He's not the same pony he used to be, Shining. He's a good stallion."

The knight looked between his sister and his nemesis and scowled. "Yes, I see. Such a good stallion that he's making out with my sister while his marefriend's unconscious in the hospital."

Blueblood started. "What?!"

Shining Armor turned to him, the barest hint of a satisfied grin on his face. "Blossomforth was attacked tonight. Another unknown group. And they left this."

He levitated a blood-soaked piece of paper into the air and unfolded it. "TRAITOR."

The Prince Gets Fooled Again

Blueblood sat in the hospital waiting room, staring blankly at the far wall. It was a pale shade of green, a bit darker than the others, a decorator's trick to make the place look bigger than it was. The paint seemed relatively fresh, though somewhat amateurishly applied. He noted a small rivulet that bulged against the wall, the mark of a careless painter in a hurry to be done. Where had he been off to? What emergency had warranted such a half-hearted execution of his duties? Perhaps he was a doctor, Blueblood mused. Perhaps, here in Ponyville, doctors had to paint their own hospitals.

He would have asked Twilight, but she was sitting apart from him, lost in her own thoughts. That was probably for the best. She hadn't said a word since they'd arrived and seen Blossomforth. The pegasus looked even worse than Cloud Kicker had. The attack on Cloud Kicker had clearly been quick and brutal. They had ambushed her, done what damage they could, and fled. With Blossomforth, they had taken their time. They had made a game of it. They hadn't just beaten her; they had hurt her.

The doctor wasn't sure she would survive.

Blueblood didn't know what to feel. Anger, certainly. It boiled in the depths of his soul. But it was all but buried, like an inactive volcano, beneath a mountain of shame and guilt. He and Blossomforth were... together, in a way. That was why she had been attacked, wasn't it? For being connected with him. He should have... what? Been there? But they hadn't scheduled a date. He had had things to do. He had gone to Sweet Apple Acres, had done what he could to help his friends there. And then he had gone to Golden Oaks Library and... well, it wasn't as if either he or Twilight could have predicted what would happen. Well, about the spell going wrong, at least. The kissing...

He held no blame in Blossom's attack. And yet the guilt gnawed at him, laughing at his supposed logic and ripping away at his heart.

Mac and Cheerilee had found her. His apology had gone rather well. They had shared a romantic dinner, went for a walk along the Canter River, and had been on their way to Cheerilee's when they found her lying on the teacher's own doorstep with the same letter that had been attached to Cloud Kicker.

Celestia. Poor Cheerilee. Three times, now, she'd been the one to find the carnage left behind by the attacks. No wonder she had been so quiet and withdrawn. She'd seen more than her fair share of tragedy in the last week.

Even Cloud Kicker had been absent any trace of humor. She'd demanded to be moved into Blossom's room, and even now lay across from her friend, watching her ragged breathing with helpless concern. She'd hardly said a word to Blueblood. They'd just looked down at the white pegasus, her pale coat dimming to gray with the blood she'd lost, in silent and miserable companionship.

Blossomforth was a good pony. She was smart and quick-witted. She had a subdued but sharp sense of humor. She had a delicate, lithe beauty to her and a smile that lit the room. And she'd been attacked for her involvement with a stallion who, at the time, had been asleep in another mare's hooves.

His heart lurched, and he cringed as if somepony had punched him in the stomach. He noticed Twilight look at him in concern, but after a moment's hesitation, she returned to her own reflections. He saw his own thoughts echoed in her expression. No, there was no logical reason for them to share blame for the attack, but they would shoulder it all the same.

And where was Shining Armor? Where were his guards? It was his responsibility to protect Ponyville from these monsters. He was the great and noble Captain of the Royal Guard, His Highness, the Prince of Canterlot. He deserved blame for this. It was his failure. And yet, in his petty vindictiveness, he actually smiled as he delivered the news of Blossom's attack. And then, once he'd sent Blueblood and his sister off to the hospital, he hadn't even bothered to come with and witness the results of his failure. The vile, wretched snake.

The cauldron of anger in his heart began to boil around the edges of his guilt as he thought about Shining Armor. His smug little smirk. His violent streak. His unwillingness to give Blueblood any benefit of doubt. Blueblood couldn't do anything to help Blossom. He couldn't rush out and apprehend her attackers. But he knew where Armor was. Him, he could do something about.

Without a word, he stood up. Twilight looked up at him. "Where are you going?"

He shook his head and moved towards the door.

"It's not your fault."

He paused. "I know that."

She studied him for a long moment. Finally, she nodded. "We'll... we need to talk. When you get back."


"I'm sorry... for everything."

He turned to her, empathy briefly cracking through his wall of anger. "It's not your fault, either, Twilight."

She stared at him, gulped, and nodded.

"Armor! I demand a word with you!"

Blueblood had stormed right into the Ponyville town hall, his expression so angry and indignant that the uniformed pegasi at the door hadn't even tried to stop him. The gray earth pony lounging about the reception area of Ponyville's town hall looked up in surprise. He stood and faced the prince with a level stare. "Captain Armor doesn't want to be disturbed."

"I don't give half a damn what he wants," Blueblood snarled. "I will speak to him immediately."

The guard didn't blink. "No, you won't."

"Do you know who I am?"

"Yes. And I don't take orders from traitors."

Blueblood's momentum came to an abrupt halt. Like an expert fencer, the soldier had wasted no time stabbing him in his most vulnerable spot. "There is quite a lot more to that story than you've probably heard."


"Listen, I just need to speak to Shining Armor. It's about the latest attack."


"It's important!"

"I don't care how important it is," the soldier growled. "Captain Armor hasn't slept more than four hours in the last three days. You're not disturbing him."

Blueblood blinked. "He hasn't?"

"He hasn't. He's been going over reports, patrolling the streets, he even led a search team into the Everfree Forest. He's been looking for these attackers day and night. And when we got word about that girl last night... " He sighed. "I've never seen the Captain take anything so hard. Not even when we had to retreat from your army outside Canterlot."

"I... I had no idea."

"Yeah, well. The Captain's a good stallion, and a damned good commander. I've never served under anypony better."

Blueblood frowned. He hadn't even considered the idea that Shining Armor actually cared. But then, of course he did, damn it. Blueblood had seen firsthoof how hard and unflaggingly he would fight to defend those around him. Armor was an arrogant, judgemental ass with far too high an opinion of himself, but a coward and layabout he was not. Those were among Blueblood's attributes.

"What's your name, soldier?" he asked the gray earth pony.

"Lieutenant Stalwart Shield."

Ah. A familiar name. Armor had addressed this pony following his "capture" of Blueblood. He'd been there for the battle, too. No doubt, his beloved captain had saved his life more than once. No wonder he was so loyal to the idiot. "Look... I just had some questions. Perhaps you can answer them, lieutenant."

He shrugged.

"How did this happen? I thought there were guards out at night!"

Shield frowned. "We don't think she was abducted at night. Judging by the extent of Miss Blossomforth's injuries, she was... beaten over a sustained period of time."

"She was tortured?"

"Yeah," he sighed. "Whoever the hell is out to get you is... twisted."

Blueblood quirked an eyebrow. "You're from Fillydelphia?"

Shield blinked. "Huh?"

"You said 'hell.' I've been led to believe that's a Fillydelphian idiom."

"Oh, yeah." He chuckled. "Grew up there. From what I've heard, it's a griffon thing. They believe that cowards, traitors, and other miscreants are sent there for punishment when they die."

Blueblood grunted thoughtfully. "Well, I hope that's where these monsters go. Is... is there anything I can do to help? I feel like I've just been standing around while my friends... "

Shield shook his head. "Just stay out of the way and keep your head down. They might come after you again, or they might go after another of your friends."

"That's not an exceptionally long list. Twilight, Cheerilee, Macintosh... "

"Huh. Actually, that's an idea. Having a list of potential targets could help us focus our patrols."

"Logical," Blueblood agreed, "though that seems like something you should've thought of earlier."

"The Captain wanted to spread a wide net. He wasn't convinced the attacks were about you, yet."

"Yes, because there are so many other ponies that a bloody letter marked 'TRAITOR' could have been addressed to."

Shield grinned. "I actually said the same thing, but orders are orders. So, who do you think is the most likely to be attacked next, if we can't find these guys first?"

"I don't particularly want to think about it, but... probably Cheerilee. She's been my best friend since I arrived here, and she's providing me room and board. Macintosh might be next, though I don't imagine he'd be an easy target. And... then there's Twilight, though... I don't know how they'd know to target her."

"Why is that?"

Blueblood flushed. "It's... complicated."

"Ah. Romance. Gotcha."

"Other than them... I don't really have any other friends here. I suppose Miss Rarity doesn't actively hate me, and Miss Pie's definition of friendship seems to be strictly binary, but that would be it."

Shield nodded and scribbled down a few notes. As he worked, the door to the mayor's office creaked open, and a bedraggled Shining Armor, heavy bags under his eyes, stepped out. "Sorry, Stalwart, I must have dozed off... oh, Celestia, you."

Blueblood quirked an eyebrow and waved halfheartedly.

"What time is it?" the knight asked haggardly, turning back to his lieutenant.

"A little after ten, sir."

"Dammit, I told you I wanted to run a patrol along the Everfree at eight."

"And I sent one out, sir. You needed sleep. You still need more, I'd say."

"Yes, thank you, mother." His eyes moved back to Blueblood. "And what brings you here? There are seriously so many sarcastic things I want to say to you that I can't choose just one. I need some coffee."

Stalwart pointed to a pot still warming on a burner. Shining grunted, staggered over to it, and set about preparing himself a mug.

"I wanted to ask about Blossomforth," Blueblood said. "I was going to demand to know why you had failed so miserably at protecting the citizens of Ponyville. But now I can clearly see that sleep deprivation is playing havoc with your already limited mental facilities."

Shining grinned as his magic stirred in cream and sugar. "Wow, was that actual snark? Not just whining and crying and pleading?"

"Indeed it was."

"I didn't think you had it in you." He closed his eyes and took a long pull from his mug. "Usually, you're either just wetting yourself or screaming insults like a little foal."

Blueblood sighed. "Look, I just wanted to know if there was anything I could do to help. I gave Lt. Shield here a list of potential future victims, but... I just feel rather useless, sitting here while other ponies get hurt because of me."

"I'd think you'd be used to it by now. Being useless, I mean. And, well, being useless while other ponies get hurt, too." He frowned. "Really, Blueblood, you kinda suck."

"I want to help."

"You want to help? Okay. How about you go wander the streets at night with a big bullseye on your chest, shouting for whoever's doing this to just kill you and get it over with instead of getting innocent ponies stuck in the crossfire."

"Dammit, Armor, I'm serious."

"And so am I!" the knight snapped. "This is all because of you. You realize that, right? Everything. Everything bad that's happened to you, to your friends, to me, ever since you wandered into the Everfree, it's all your fault. All of it. You are the direct cause of more suffering in this world than Nightmare Moon, Discord and Chrysalis combined."

Stalwart Shield winced. "Sir... "

"No, I'm being serious. I've seen the numbers. Nightmare Moon hardly did anything before Twiley and her friends brought her down. Discord did plenty of damage, but it was all reversed as soon as he turned back into stone. Chrysalis caused plenty of property damage to Canterlot, not to mention what she did to me and Cadance, but nopony died." He pointed a hoof at Blueblood. "But him? We still don't know how many lives were lost."

He turned to Blueblood with a humorless smile. "So, congratulations, Your Highness. You're the greatest villain in Equestria. You must be proud."

"I didn't do any of that," the prince protested. "It was Tyranny's army, and Tyranny's power."

"And yet you were the one who released him. By sacrificing my wife, no less."

"I..." He paused and sighed. "I live with that knowledge every day, Shining. Celestia, do you honestly think I don't? But what can I do to fix the damage? Apologies won't rebuild a ruined village. Apologies won't bring back the lives lost. All I can do is... is just try to be a better pony from now on. Not that that's hard... "

"You should have been turned to stone!" Shining roared, taking Blueblood and Shield aback. "Or banished wherever the princesses put Tyranny! And yet, no, you were just allowed to leave and start a shiny new life for yourself in Ponyville, and, and bucking make out with my sister!"

"Dammit, Armor, I know full well what mistakes I've made, but I won't apologize for falling for Twilight. She's an amazing filly, and-"

The knight laughed wildly, though there was little humor in it. "What, you couldn't steal my wife, so you decided to chase my sister instead?! Why in Tartatus can't you just leave my family alone?!"

With a snarl, Blueblood drew himself up to his full height and put himself right in Armor's face. "Cadance was my family, first, you jackass! And then you came in, with your stupid little uniform and your massive ego, believing that you were actually worthy of dating her! You! A common guardspony, with no great valor or deeds to your name, just naked ambition and a magical prodigy for a sister!"

"Twilight had nothing to do with my career!"

"Oh, I'm sure! It's not as if Auntie Celestia gave you opportunity after opportunity to move up through the ranks!"

"I earned every promotion-"

"You earned nothing!" Blueblood shouted. "Everything was given to you! Yours for the taking! You needed field experience? Auntie placed you in her finest company. You needed to hone your protection spell? Auntie herself found the time to tutor you. You needed to stay in Canterlot so you could sneak into Cadance's room every night? How convenient that you became the youngest Captain of the Royal Guard in three hundred years."

He stood there, eye-to-eye with Armor, breathing heavily. For once, the arrogant knight had nothing to say. He just stared mutely back at the prince.

Stalwart Shield cleared his throat. "I'll, uh, see about organizing extra patrols around the potential targets, sir." When his captain didn't respond, he surreptitiously trotted out of the building.

Silence reigned for another long minute before Shining Armor finally blinked and looked away. "You're an idiot," he stated simply. "Blueblood, the training I had to endure to join the Stormguards was... those were the worst weeks of my life. And then, that battle with the Ravenwing griffons... Blueblood, I've never told anypony outside the company what happened there. Maybe things came more easily for me after that, but dammit, I didn't luck into anything."

Blueblood snorted. "I'm sure."

Armor ignored him. "Do you know why Cadance fell for me? Because after what I'd been through, I didn't have it in me to think of her as royalty. I treated her like I would anypony else. And I was the first pony to do that since she foalsat for Twiley. I didn't let myself feel intimidated by her title; I just talked to her, laughed with her, and one day, I finally asked her out."

"I know all of that. I was there. You didn't treat her as well as she deserved, and like many young mares, she fell for the jerk act."

The knight rolled his eyes. "I treated her like a princess. I always have. But I've never treated her like a Princess. Do you understand?"

"I understand the idea you're communicating. But you're full of it."

"Believe what you want," Shining sighed. "What I'm trying to say is... I dunno, as weird and creepy as it might have been, you could've maybe had a chance if you hadn't always put Cadance on a pedestal. She's never wanted to be worshipped; she just wants to be loved. I was able to give her that."

Blueblood rolled his eyes. "Seriously, I get all of that. I have devoted more than enough brainpower to analyzing my motivations and actions concerning Cadance. And frankly, I'm happy that she's happy with you. I just also think you're an imbecilic, vicious, ladder-climbing bully, and she could have done much better. Then again, I suppose you'll be dead within a century anyway, so perhaps she can find a stallion worthy of her once you're gone."

Shining Armor's mouth opened in an angry retort... and then closed. He looked away, his expression haunted. "Yeah. Maybe."

"... Sorry. I suppose that was a low blow."

"It's a reality we're going to have to face at some point," the knight sighed. "For awhile we thought, you know, she'd stay mortal. Princess Celestia said that she and Luna had manifested their true power by the time they reached adulthood. But... "

He rubbed a hoof over his face and glanced at his now-cooled coffee. "Blueblood, look. I know you hate me, and I hate you. That's probably never going to change. But if you honestly think I don't love Cadance, that I'm just using her to get ahead... you're crazy. I love her more than life itself. I'd throw myself down a manticore's gullet without a moment's hesitation if I thought I could spare her an ounce of pain."

Blueblood looked at his old rival, at his greasy mane, his wrinkled tunic, the heavy bags under his bloodshot eyes. As exhausted and careworn as he was, Armor looked absolutely ready to follow through with the claim. Reluctantly, the prince nodded. "Okay. Fair enough."

"Good." He drained the last of his cold coffee, grimacing at the taste. "Wow, did we actually just have a civil conversation?"

"It was more like a hoofful of civil sentences, really."

Shining shrugged. "I'll take it. Frankly, Blueblood, I wouldn't mind calling a truce. Between these attacks and the rumors coming out of Fillydelphia about some kinda changeling invasion, I don't need you at my throat, too."

"What about changelings? I hadn't heard that."

"Yeah, it's... not widely known, yet. I'm just hearing rumors. You heard about that private investigator who brought down the First Equestrian Bank, right?"


"Well, apparently there's a power vacuum in the city now. Mostly just local gangs, but rumors keep popping up of changelings using the unrest as cover. We've tried to help where we can, but Filly has its own police force, and they take pride in handling things themselves."

Blueblood grunted. "Maybe you should send Lt. Shields down there, while you're busy. He seems rather capable, and having a local represent the Royal Guard couldn't hurt."

"Local?" Shining asked, confused.

"Yes, he's from there. He mentioned it earlier."

"Uh, no, Stalwart's from Manehattan. I don't think he's ever even been to Fillydelphia."

Several things clicked together in Blueblood's mind.

"Where did Lt. Shields go?!"

Shining Armor blinked in surprise at the prince's sudden change in tone. "He left out the front. Why?"

"No, no, no," Blueblood moaned, racing across the lobby and shouldering open the doors. He winced as the late morning son pierced his eyes, but didn't stop to let them adjust. He set off at a desperate gallop, already knowing he was too late.

Shining Armor appeared at his shoulder, confused but following his lead. "What's going on?"

Blueblood ignored him, focusing all his energy on racing towards the hospital. He nearly bowled over a cart of carrots and accidentally knocked a tan mare with a purple-and-pink mane to the ground, shouting a breathless apology over his shoulder. Ponies and livestock scurried away from his reckless advance, and he ignored the shouted curses and quetions that followed him.

They arrived at Ponyville General minutes later. The pastel green waiting room was empty. He dashed into his friends' recover room, and Cloud Kicker looked up at him quizzically. "Uh, Bluedude? What's up?"

"Twilight Sparkle," he gasped. "Has she been here?"

"I haven't seen her since you guys came by this morning." She quirked a suspicious eyebrow. "And what, exactly, were you doing spending the morning together? Did you two bang?"

Blueblood grimaced and left without answering. He passed Shining Armor as the stallion was just entering the lobby, but the knight's horn flared magenta, and the prince's progress was suddenly halted by a wall of energy.

"Tell me what's going on!" the knight demanded.

"I gave him a list of targets, Armor," Blueblood panted, his eyes wide and panicked. "I think they got Twilight."

The Prince Gets a Posse

She wasn't at her library. She wasn't with Rarity and Fluttershy. She hadn't stopped by Sweet Apple Acres or Sugarcube Corner. Rainbow Dash hadn't seen her while clearing the sky. The most anypony could say is that she'd been speaking with a gray-coated Royal Guard, and that they had left the hospital and headed towards the Everfree Forest.

After hours of searching, Blueblood and Shining Armor finally found sign of her a half mile or so into the Everfree Forest: a blasted crater in the middle of a small clearing, accompanied by several scorch marks burnt into the sides of trees and rocks. The smoke and heat of the battle had long since dissipated, but the devastation was unmistakably the work of a powerful unicorn mage.

"Twiley?" Armor called, peering around the clearing. "Twiley, are you here?"

"Oh, dear," Blueblood muttered. Armor glanced at him curiously, then grimaced as the prince levitated a jagged, chitinous spike into the air.

"That's... that's a changeling leg."

Blueblood nodded. "Melted off at the stump. Twilight clearly wasn't holding back."

"But where is she? Twiley!"

Armor continued pacing the perimeter of the clearing, calling his sister's name. Blueblood, meanwhile, turned his attention to the signs of battle. He was no forensics specialist, or even a competent tracker, but he thought he could make out some of the details of the altercation. Twilight and the impostor Stalwart Shield likely entered from the same direction he and Armor had. Shield must have somehow organized an ambush ahead of their arrival. Judging by the blasts, Twilight had likely stood her ground in the center of what was, now, a crater. The various blast and scorch marks all seemed to have originated from roughly this spot. But why the explosion? Had Twilight triggered it, or...

"She's not here," Armor reported. He examined the battle site for a moment and frowned. "Why didn't she try to run?"


"She stayed in one spot and kept firing forward. See how the trees and undergrowth are all scored in the same direction?"

"Actually, yes, I am capable of forming conclusions based on a set of facts."

Shining rolled his eyes. "If she held her ground and kept facing one direction, she thought her attackers were all coming from over there."

"Yes, obviously. So?"

"So, that's not like the other attacks. The other victims were jumped from behind. But Twiley was led into an obvious ambush. Maybe she saw it ahead of time, I don't know. But while she was focused on the ones in front of her, something big hit her from behind. Not big physically, but magically."

Blueblood nodded. "Hence the crater?"

"Yeah. See how it's angled slightly? The sneak attack came from behind, and above."

"Well, bravo, you're very skilled at reading crime scenes, but what does any of that actually mean? Of course they used different tactics for Twilight. She's rather more dangerous than any of their other targets."

"What that means, Blueblood," the knight growled impatiently, "is that they weren't screwing around with Twiley. They wanted to take her out, quickly and efficiently, and they were willing to sacrifice pawns to do it. She's not going to be beaten and left on Cheerilee's doorstep as a message. They know who she is, and they're not going to jeopardize things by treating her like the other victims. And that means that she's either captured and being held somewhere secure, or... "

Blueblood nodded grimly. "And supposing the former, we have a hostage situation."

"Yeah. 'Catch-and-release' isn't a safe game to play with the most powerful unicorn in Equestria."

"So... what do we do?"

Armor shook his head. "I don't know. I tried a tracking spell, but the changelings must've taken to the sky once they had her. I can't trace them through the air. Another capable unicorn mage might be able to use that limb you found to track its owner, if it's still alive. But, well, I don't think there are any around here, besides Twiley. So... I guess we go back to town, and I send a message to Princess Celestia."

"We give up?"

"We're not giving up," the knight said determinedly. "But we can't do anything else for her now."

Blueblood grimaced, but nodded. "Fine. But I'm done standing by the wayside while ponies I care about are hurt, Armor. When you find Twilight, I'm going with."

Shining raised a skeptical eyebrow. "That's a nice sentiment, but I don't need you getting in the way of guards who actually know what they're doing."

"I though we had declared a truce."

"It stands, but I'm being honest. You'll be more of a hindrance than a help."

Blueblood stamped a hoof in annoyance. "Then I'll stand in the back and be quiet, but I am going with."

Shining Armor conceded defeat with a roll of his eyes. "Fine. But you'll follow orders. I'm not going to have you endangering my sister's life."

"I'll do whatever it takes to bring her back safely."

"Good. Come on, let's get back to town."

A crowd had formed outside city hall by the time Blueblood and Shining Armor returned. The town's mayor, her mane a bit unkempt as she found herself pulled back from her impromptu vacation, stood at her podium outside the building. She was flanked by two official-looking ponies, one a green mare with a judge's gavel as her cutie mark, and the other a gray stallion with an open scroll.

"Citizens of Ponyville!" she called, straining to be heard over the chatter of a hundred or so worried ponies. "I assure you, as your mayor, that the rumors that the Equestrian Royal Guard has been overtaken by changeling impostors have little basis in reality!"

The green mare leaned in and whispered something into her ear. "Erm, no basis in reality, sorry. No basis."

"She's lying!" a mint-green unicorn shouted, standing up at the front of the crowd and turning to the assemblage. "Changelings disguised as guards foalnapped Twilight Sparkle, and Mayor Mare knows it! And if you're keeping that from us," she added, wheeling on the her target, "what else are you hiding?!"

The mayor sighed. "Miss Heartstrings, I can assure you... "

"Where are the humans, Mayor Mare?! Where are you hiding them?! Ponyville demands answers!"

A tan earth pony with a purple-and-pink mane stood, put an arm around the firebrand's neck, smiled embarrassedly at the crowd, and guided her away.

"I... should probably get up there," Shining Armor said with a sigh. He began circling around the crowd, trying to find a route to the podium. Blueblood, meanwhile, scanned the assembled ponies for any familiar faces. He spotted Cheerilee and Big Mac nearby, and headed over to them.

"What's this about?" he asked, sidling close to be heard over the continued noise.

"Rumor around town is that some of the Royal Guards were actually changelings," Cheerilee told him. "And that they were behind all of the attacks. And that you and Shining Armor were looking for Twilight. And, you know, that these events were related."

He nodded. "Well, as far as I know, it was only one guard, but... yes. We tracked Twilight into the Everfree forest, and found signs of a battle. We think she's been captured, or... "

Cheerilee frowned. "We're sticking with 'captured,' right?"


At the front of the crowd, another pony, this one a unicorn in a plain-looking business suit, stepped up to the podium. His coat was a dour, flat green and his mane was a similarly dull olive. He looked over the crowd with a bored, accountantly expression. "Good citizens, please. Some of you may know me; I am Bank Ledger, of the Bureau of Infrastructure. I've been overseeing the repairs on your fine village. I can assure you, we have been working closely with the Royal Guard in their investigation into the recent attacks, and their loyalty and dedication to justice is beyond reproach. To suggest that there are changelings in their ranks is, well, simply absurd."

Somepony cleared his throat behind him, and Ledger turned to find Shining Armor standing there, looking haggard and exhausted and determined. "Mr. Ledger, if I may... ?"

"Of course, Captain," he said deferentially.

Armor took his turn at the podium. "Folks, I have to be honest with you. We have discovered an infiltrator among our ranks. We believe that he's been coordinating with the group responsible for the attacks on your good citizens, and Prince Blueblood."

A gasp rippled through the crowd.

"I'm contacting Princess Celestia herself for support in this case, but in the meantime, please exercise extreme caution. Use the buddy system; don't go anywhere without at least one other pony, if you can help it. If you have reason to suspect a friend or loved one may be an infiltrator, report your suspicions to a guard."

"But what if the guard's a changeling?" a blue unicorn with a white stripe in her mane asked.

"I'm going to begin screening all of my ponies immediately. Within a few hours, we should have any remaining infiltrators scoured from our ranks... though I have a feeling that they've already left."

A pink mare with a bright green mane raised her hoof. "Is it true that they captured Twilight Sparkle?"

He sighed and ran a hoof through his tangled mane. "I assure you, we will do everything we can to find any and all missing ponies."

The red-maned pony next to her raised hooves to her mouth. "Oh no, they did!"

"We're doomed!" shrieked the pink-and-blond mare on her right. Panicked murmurs began spreading through the crowd.

"Now, hold on a moment!" snapped an elegant, female voice. Rarity, accompanied by the remaining Bearers, had marched onto the stage. "I can assure you, if Twilight Sparkle is missing, she will not be for long."

Applejack tilted her hat roguishly and nodded. "Darn tootin'! An' no creepy li'l changelings are gonna run loose in our town, no sir."

"Especially not if they're the ones who've been hurting my friends," Rainbow Dash added, pounding her hooves together. "And, uh, Prince Blueblood."

"Yeah!" shouted Pinkie Pie. "We'll kick their bony, buggy butts right back to wherever they came from!" She paused. "Actually, where did they come from?"

"Um," said Fluttershy.

Shining Armor smiled at the Bearers, and turned back to the crowd. "I assure you, folks. Between my guards and the Elements of Harmony, not to mention assistance from Princess Celestia, Ponyville will again become the safest place in Equestria. But please, in the meantime, return to your homes, take the precautions I've outlined, and this will all be resolved before you know it."

Despite some discontented grumblings, the crowd gradually dispersed. Cheerilee turned to Blueblood with a questioning look. "So... back to my place to hold up?"

Blue caught Mac's eye, and said, in unison, "Nope."

"I'm helping Armor with this investigation," the prince explained. "And I'm going to be there when we find Twilight."

"Eeyup," said Macintosh.

Cheerilee gave her coltfriend a skeptical look, then turned it on Blueblood. "Why all the concern for Twilight, hm?"

Blueblood flushed. "You just had to tell her about the Wiggle Spear thing."

"I thought it was cute," she said with a grin. "So, you two... ?"

"It's... a bit complicated. I mean, I... like her rather a lot. But Blossomforth... "

She shushed him and put a hoof on his shoulder. "Okay, it's complicated. You can sort that out later. But if you two are staying, I'm staying."

"Us, too!" chirped somepony. They looked down to see the Cutie Mark Crusaders standing beside them, looking eager and determined.

"Us three," Apple Bloom corrected. "'Cause there's three of us, not two."

Sweetie Belle shook her head. "I said 'too,' not 'two.' They're different things."

Apple Bloom shrugged. "What's the difference?"

"They mean different things! 'Two' is a number, 'too' is... um, it's different."

Scootaloo rolled her eyes. "Your cutie mark's gonna be a dictionary, I just know it."

"Girls," Cheerilee said, velvet warning in her voice, "your enthusiasm is appreciated, but this is much too dangerous."

"But we helped with that Tyranny guy!" Apple Bloom protested.

Scootaloo nodded. "We kicked his flank!"

"That was only because we were in kind of a rush," their teacher sighed. "Princess Cadance would have dropped you off in Ponyville had she'd known you were going to attack that thing."

Apple Bloom stamped a hoof. "But it worked! An' maybe if we keep fightin' monsters, we can get our cutie marks in monster fightin'!"

"I... think I'd rather have a dictionary," Sweetie Belle said nervously.

"Girls, I'm sorry, but you can't come."

Blueblood rolled his eyes. "You do realize that they'll just end up following everypony into the woods and getting themselves in trouble, don't you?"

Cheerilee frowned at him, then looked back at her students. They were nodding enthusiastically.

"Oh, for the love of Celestia," she sighed. "Fine, you can come with for now. But if Captain Armor tells you to stay, you have to listen to him. Okay?"

They nodded again, then pantomimed crossing their hearts, flapping their arms, and sticking something in their eyes.

"This is going to end well," she said dryly. "Well, if we're going to save Equestria again, I'd like to get my hammer. Macintosh, will you come with me?"


"Follow me, then, girls," Blueblood said with a smile. "Let's see how Armor can incorporate you into his plans."

It was all Blueblood could do to keep from cackling. Poor, disheveled Shining Armor was utterly beset by the unflaggingly enthusiastic trio of fillies, his patience for their endless questions eroding by the moment. Fluttershy and Rarity had managed to corral them for awhile, long enough for him to write a letter to Auntie Celestia and post it via Spike, but eventually they'd taken an interest in Armor's changeling scanning spell and clustered around to watch and interrogate him about it.

So far, his prediction about any remaining infiltrators having fled seemed accurate. In addition to Stalwart Shield, three other guards had vanished from their posts, and Armor's spell had yet to yield any positive results. He was now nearing the end of his roster of sixteen remaining guards, and the effort, the lack of sleep, and the Cutie Mark Crusaders seemed to have him on his last hooves.

Taking a break from watching his rival's torment, Blueblood trotted over to where the Bearers were gathered and talking among themselves. They looked up at his approach, and the conversation immediately died out.

"Uh, hello," he said lamely.

Applejack nodded. "Hey, Blueblood. Somethin' ya want?"

"I... just thought I'd see how you ladies were doing, you know, without your nominal leader."

"Hey," Rainbow Dash scowled, crossing her hooves, "we don't need Twilight for everything. Like when we saved Fluttershy from those giant spiders!"

Rarity quirked an eyebrow. "You mean, when we found ourselves trapped and hopelessly outnumbered and undoubtedly would have perished without her timely arrival?"

"Um. Okay, bad example."

"Aw, face it, Rainbow," Applejack sighed. "We're all good at different things, an' we're a good team even without Twi, but she's always the ace in the hole when it comes ta dealin' with somethin' big. An' we couldn't fight an army of changelings even with her." She turned to Blueblood. "So, yeah. I reckon we're a bit worried. 'Bout her, an' about mountin' any kinda rescue."

"Well, for what it's worth, you have Shining Armor. He's not as versatile a spellcaster as Twilight, but... "

Fluttershy frowned. "He's very brave, but he also looks really tired."

"Yes," Rarity agreed. "Honestly, I think the best thing he could do for Twilight right now would be to get a few hours' sleep."

Blueblood nodded. "Maybe once he finishes his scanning spell, he'll spontaneously develop enough brain cells to consider the idea."

"I think it would help if we rescued him from the girls."

"I'll get them," Fluttershy said, pushing herself to her hooves and trotting off.

Rarity watched her go, then turned to Blueblood with an eyebrow raised. "I'm surprised you're so concerned for Twilight, Your Highness. I would have expected you to avoid potential danger."

The prince sighed and rubbed the back of his head. "I've already explained things enough today. Suffice it to say, I care about her, and I want to be present when we rescue her."

She gave him a considering look. "I see."

They all jumped as Pinkie Pie suddenly sprang into the air. "Hey, it's Ditzy-Derpy-Doo-Hooves!"

All eyes turned to the front doors, where a wall-eyed pegasus mare with a mailbag slung over her back stood with a somewhat confused smile. "Um, hi? I've got a letter for Captain Shinning Armoire. Er, Shining Armor." She giggled. "Sorry."

"That's me," Armor said wearily, plodding over to her. "Is it from Princess Celestia?"

"Um, no, I don't think so. It was just sittin' in my delivery box, so I came here to deliver it!" She reached into her mailbag and pulled out a large envelope, passing it to Shining. He used his magic to tear it open and unfold it.

"It's a ransom note," he said after a moment.

Everypony leaned forward expectantly.

"Hey, I've never delivered a ransom note before!" chirped Ditzy. "Um, I'm not in trouble for that, am I?"

Armor waved vaguely at her concerns. "That's odd."

"What?" Blueblood asked.

"There aren't really any demands. They just want... you, Blueblood."


"My Dearest Shining Armor," he read aloud. "I apologize for having to involve your sister in this little affair, my love. I hope it doesn't cause a divide between us, after the intimate moments we've... " He coughed. "Uh, skipping a bit.

"If you want your sister back, as I'm sure you do, I have but one, simple request. I'd like to speak to your good friend, Prince Blueblood. Alone. Have him walk towards the zebra's hut tonight, after sunset. I'll meet him along the way. And I promise, you'll be reunited with little Twiley before you know it. Until we meet again, my handsome hunk of horseflesh... " He sighed. "Ignore that last part, please. It's signed, 'Chrysalis.'"

"It's a trap," Applejack said flatly.

"It's a very obvious trap," Rarity agreed.

"Pretty sure that 'you'll be reunited before you know it' part's a threat, too," added Rainbow Dash. "Sounds like something Ahuitzotl would write." She crossed her arms at the blank looks she received. "Seriously, read a book, ponies."

"I'll do it," Blueblood said.

Everypony turned to stare at him, with expressions ranging from reproach to simple disbelief. He shrugged. "I mean, I'd prefer you had some sort of plan to protect me, capture her, and find out where Twilight's being held, but I'm certainly willing to play the bait, here."

Shining frowned. "It's still a bad idea, Blueblood. We don't know how much power Chrysalis got to hang on to after Cadance and I drove her out of Canterlot. She took down Princess Celestia, remember?"

"She won't this time."

All heads turned again to the front doors, where three tall, supernaturally beautiful ponies stood with their faces set in grim determination. Princess Celestia, her ethereal mane billowing in the still air behind her, stepped forward. "This madness has gone on long enough, my little ponies. Tonight, it ends."

The Prince Gets Dangerous

Blueblood walked alone into the trap.

The path from Ponyville to Zecora's hut had been gradually worn into undergrowth as more and more ponies braved the edges of the Everfree to seek her cures and potions. It wound its way through the dense woodland, circumventing a patch of Poison Joke by a wide berth, and somepony--likely Zecora herself--had even put up colorful little markers of an odd, tribal design at regular intervals. It was easy to find one's way, even at night, and Blueblood had little fear of getting lost.

Which was a pity, really, because getting lost might have made it harder for Queen Chrysalis to abduct him.

Truth be told, though, he almost looked forward to a confrontation with the changeling queen. Twilight's Ancestral Memory spell had opened up a lot of questions, and he was curious to learn the answers. What bargain had his mother made? Why did Chrysalis want him to become a monster? What purpose of hers was he supposed to serve? And that brief vision he'd had, as he'd come out of the spell, like some sort of ritual... had that happened? Had she been there? And why, if his destiny had involved the rise of Nightmare Moon, was it only now that Chrysalis seemed so intent on him?

Life was a lot simpler before... well... before he decided to try and become something more than an arrogant, antisocial, worthless layabout, he supposed.

He wondered briefly if he could ever go back to that life, if given the choice. To undo all the suffering he'd inadvertently caused, but to also lose the friends he'd made. He honestly didn't know if he could. Was that a mark of selfishness? Was it more moral to abandon everything he'd learned over the last couple of months and return to being a genuinely bad pony, thereby bringing back all the lives lost due to his actions, or to continue living with the things he'd learned, at the cost of their lives? Well, if he considered the words of the philosopher Wind Stuart Mill...

Something disturbed a tree ahead of him; several startled birds flew away, chirping in alarm. Blueblood stopped and stared at it. "If this is an attempt at an ambush, I don't know why you'd bother. The most combat-oriented spell I know is for lighting campfires."

Green eyes opened in the tree's upper branches, followed by a low, clicking buzz. More sets of glowing orbs appeared throughout the forest canopy, accompanied by more strange noises as the changelings apparently communicated with eachother. Blueblood sighed and rolled his eyes. "Yes, there's a lot of you. I'm sufficiently terrified. Could we get on with this?"

With a low giggle, a large yet emaciated figure dropped from the trees and into the middle of the road before him. Burning green eyes and a pair of glistening fangs appeared in the darkness, framed by threads of thin, membranous hair. "So impatient. Are you really that eager to die, little prince?"

"No, but you're not going to kill me." He glanced at the other changelings, still buzzing and clicking in the trees. "What happened to speaking to me 'alone'?"

Chrysalis rolled her eyes and giggled again. "My drones are just extensions of my will, in a way. It's not as if I need to keep secrets from them. Besides, you didn't come alone, either."

"True. You know, to be sporting, I should probably give you the chance to run."

"No, I don't think so. You see, I don't particularly care who you brought with you. Everything's already going according to our plans."

Blueblood quirked an eyebrow. "Our plans? I thought your drones were mostly mindless."

The changeling queen let out another mad little laugh. "I wasn't talking about them, dear boy. You have no idea what's going on. That isn't your fault; you couldn't know. If only your idiot mother had been more careful, though, you could be riding the coming wave of change rather than being crushed beneath it."

"What in Celestia's name are you talking about?"

"Funny you should mention her." The changeling queen glanced up, towards the forest from which Blueblood had come. "Are you listening, Celestia? How about your sister, or that little harlot of yours?" Nopony answered, but she smiled and continued. "Cadance, wasn't it? So sweet. Did your beloved husband ever tell you of the things we did together? Oh, yes, he thought I was you, but... I introduced him to a world of pleasures he couldn't have dreamed before. Has he asked you to do any of them, yet? I recall him being particularly fond of the way I'd... "

Blueblood cleared his throat. "I really don't want to hear about Shining Idiot's sexual quirks, if you don't mind."

"Aww, poor pony," Chrysalis cooed with mocking sympathy. "Don't like hearing about how he mounts your dear, beloved sister? How he thrusts himself into her every night, wishing in the darkest part of his soul that it was still me?"

The prince closed his eyes, rubbed a hoof over his face, and sighed. "I don't, in fact. And I doubt Twilight does, either, assuming she's even here."

"She's not," the queen said with a shrug. "She was never going to be. Why would I exchange her for you? She's far too valuable a hostage."

"I thought as much. So why did you even want to speak to me? I was hoping you'd explain why you were attacking my friends and leaving letters marked 'TRAITOR.'"

"Partly because you betrayed your heritage, partly because it was funny, but mostly because it was an object lesson about your place in this world. Those around you will always suffer. Get used to it." She shrugged. "But really, it was all just to get everypony's attention while we advanced our plans."

"This has all just been some elaborate distraction?"

"Oh, no, it was a bit of an experiment, too. But, that's beside the point. You're here because I wanted to give you a chance to learn about your past, little prince. Your mother's untimely death, coupled with Celestia's interference, prevented you from ever learning what your true purpose in this world was. I can tell you."

"So tell me."

She giggled. "It's not that easy. You have to come with me, willingly."

Blueblood glanced skeptically over his shoulder. "You do understand that three alicorn princesses are here, right?"

"She does." Both the prince and the queen looked up. Celestia descended from the sky, landing softly on the road behind Blueblood. Above and behind her, Luna and Cadance hovered in the night sky, silhouetted against the rising moon.

"Ah, about time," Chrysalis smirked. "I thought for sure that little Cadance would come running the moment I mentioned her luscious husband."

Celestia ignored her. "Blueblood, by beloved nephew. Listen to me. Whatever so-called 'destiny' Chrysalis and her allies may have had in store for you, you don't have to embrace it. You can live a free life." She smiled sadly. "I know things have never been easy for you, Blueblood. I know you've always struggled to find your place in the world. But I know there's good in you. I've seen it tonight, when you chose to risk your life to help us save Twilight Sparkle."

Blueblood rolled his eyes. "Really, Auntie, as if I was going to listen to the giant, evil bug."

They both turned back to Chrysalis as she broke into another giggling fit. "But he still doesn't know, does he? You never told him. And if he never learns, he'll go through life always wondering why those around him suffer, why everything he loves will eventually wither away or turn against him."

"What are you... ?"

"Don't listen to her," Celestia said firmly.

"Really, Celestia. It's no wonder you lost your connection to the Elements of Harmony, with all the lies you tell."

The princess winced visibly at that. She opened her mouth to fire back a retort, but stopped short. She stared at Blueblood for a long moment, and then bowed her head.


"I'm sorry, Blueblood," she said with a heavy sigh. "I have kept things from you. I didn't... I wanted you to still have hope. Without hope... "

"Auntie, what are you talking about?"

Chrysalis giggled. "Ooh, can I tell him?"

"When you were very small," Celestia continued, "you were... cursed."

"Or blessed, depending on your perspective."

"Your mother was involved in a cult awaiting Nightmare Moon's inevitable return. You were to be shaped into a worthy consort for her. When your father discovered this, he was so enraged that he murdered her, but died himself in the process."

"I know all of this, Auntie," said Blueblood. "Twilight's spell showed me."

She nodded. "I had had... suspicions, vague ones, about your mother. When I met you for the first time, I searched you for any sign of the cult's taint. And... " She gulped. "I found something."

"Not just something," Chrysalis interjected gleefully. "One of the most creative uses of black magic I've ever seen."

"You were... you were made into a vessel of disharmony. Of... suffering. You were cursed so that those around you would grow to hate you, to despise you, no matter how much you cared for them. And... you would feed upon that hatred, much as the wendigos that consumed the ancient pony lands did. Eventually... "

"Eventually, you would become the most powerful source of evil Equestria had ever seen!" Chrysalis crowed delightedly. "The perfect consort for Nightmare Moon! And then, of course, you would grant feeding rights to my beloved children. You would rule the world, while my swarm would grow fat and strong as we drained the love from Equestria... it would have been glorious!"

Celestia glared at her until she fell into quiet, amused titters. "I couldn't remove the spell, but... I could reduce its effects and stop you from feeding on the disharmony you caused. Unfortunately, the curse was so tightly woven into the fabric of your soul, it continued manifesting in the way you saw yourself and others. Or, perhaps it was just the trauma of seeing your parents' deaths. I did everything I could, but... "

Blueblood stared at her. His mind reeled. His entire life flashed before his eyes, the perspective skewed as he incorporated this new information into every interaction he'd ever had and every action he'd ever taken. His entire life, he'd believed himself a worthless wreck. He'd thought something inside of him was broken. And he was right. All those years wondering what was wrong with him, wondering why he couldn't make friends, why everypony shunned him and spat on him and cast him aside...

And Celestia knew.

She'd known all along. She'd known what was wrong with him. She'd known what was inside him. And instead of telling him, instead of helping him to understand that it wasn't his fault, that he wasn't broken, that sompony had hurt him and there was nothing she could do to fix it, she'd just let him wander through life, empty and hollow and so very, agonizingly alone, blaming himself for everything that went wrong in his life.

"Why?" It was the only word he could squeeze through the constriction in his throat.

"Blueblood... " she said softly, tears in her eyes. "I'm so sorry. I thought that if I told you, that you'd give up hope. That you'd decide that you could never be loved, never be happy, and just... "

"What? Kill myself?" He laughed, though it sounded harsh and sharp in his ears. "Yes, that worked out so well, didn't it, Auntie? Good thing I didn't wander into the Everfree Forest to do exactly that!"

She lowered her head, tears streaming freely down her cheeks. "I'm not infallible, Blueblood. I made the decision I thought best. I didn't want to hurt you."

"I spent my entire life wondering what it was that made me so unlovable. I believed I was the lowest form of life on the planet. And you knew, Auntie. I told you. How many times did I bury my face in your neck and tell you how miserable I was, how you were the only pony who loved me, how you were the only pony I loved?"

"Blueblood... "

"I never had hope, Auntie," he continued softly. "I was convinced that I was worthless, that Equestria would be better off without me. And, hey! Turns out, I was right. But at least if you'd told me... if I'd have known... perhaps I would have fought it. Perhaps I would have worked to overcome the curse. But you lied to me, Auntie. And you never gave me the chance to be a better pony."

He turned to Chrysalis. "Is that all you wanted to tell me?"

She grinned. "Just one more thing, little prince. I can remove her magic."

Blueblood and Celestia looked up in surprise. "What?"

"I can undo the spell that keeps you from attaining your true power."

The prince stared at her... and then laughed. "You're an idiot. I don't want to be a monster, whether I've been lied to or not."

"Don't you?" The changeling's smirk widened. "Tell me, little prince, aren't you happier now than you've ever been? In Ponyville, I mean? With your new friends, and your pretty little mares?"

He frowned. "Yes. So?"

"So? Think how much you've grown, how much you've changed, in just two short months. And do you know why? Because you embraced your destiny, little prince, if only for awhile."


She giggled. "For a few, glorious weeks, you spread violence, suffering, and hatred throughout the world. Oh, perhaps you fought against it, in your way, but you nevertheless were responsible for it. And the experience changed you. Matured you. Made you into a better pony than you ever could have been."

Blueblood shook his head. "That's insane."

"It's not. Ask anypony, little prince. There is no greater satisfaction than pursuing your special talent."

The prince stared at her. With everything else he'd learned tonight, Chrysalis' claim hardly seemed unreasonable.

"Come with me," she urged. "Come with me, of your own free will. Celestia won't stop you. She respects the idea of 'choice' too much. Come with me, and I will help you to finally find your true destiny."

Blueblood remained silent for a long moment. Then, looking straight into the changeling's eyes, he scowled. "Go to hell."

A blazing corona of energy encircled Chryssalis. She screamed and tore it apart with a blast of emerald flame. Before she could recover, Luna was there, hammering her down with a wall of pure darkness. Cadance came in next, her rose-hued mane dancing like flames around her head. Her horn glowed sapphire, and a prism of energy appeared around the fallen queen. She screamed again and unleashed another blast of magic that sent cracks spiderwebbing across the shield.

Above, the trees came to life as scores of changelings erupted into the sky. They were met by a ferocious battlecry from Rainbow Dash and a handful of pegasi guards, who smashed into their front ranks and sent them tumbling from the sky. Shining Armor, along with the rest of the Bearers and his guards, came charging down the path towards the fray, their shouts of challenge ringing through the forest.

Two changelings landed before Blueblood, reaching towards him with sickle-like legs. He snarled and hurled one away with his telekinesis, then spun and bucked the other as hard as he could. Though he'd never been in a real fight before, survival instincts and his large frame turned the blow into a lethal strike that crushed the creature's chitinous skull and launched it into the undergrowth.

Half a dozen more landed around him. Blueblood lashed out at the nearest, but immediately realized he was outmatched as the thing ducked under the amateurish attack and slashed him across the snout. Two others pressed in from the opposite side, harassing his flanks and forcing him leap forward, over the heads of the changelings in front of him, into temporary safety.

He bucked behind him, feeling a satisfying crunch as he felled another of the creatures, but any celebration was short-lived as another group landed to encircle him completely. Jagged limbs rose above him as the changelings cackled in their strange, clicking voices.

A dome of magenta force appeared around Blueblood just as the blows began to rain down. The changelings recoiled in surprise, to find a group of ponies, led by Shining Armor, thundering towards them. The knight ran down one of the surprised monsters and impaled the next with his horn, tossing his head to launch it into another group of its comrades. Behind him, Big Macintosh's massive hooves crushed the head of another one, and the same legs that could drag a house when need be obliterated the two unfortunate creatures behind him.

One brave changeling buzzed into the air and launched himself down at the big stallion. An old, dented warhammer caught the thing in the chest and launched it away. Cheerilee, screaming a berserker war cry that sounded rather reminiscent of Rover James Dio around her weapon's shaft, launched herself into the fray next to her coltfriend, smashing with wild enthusiasm and sending the creatures scurrying away in terror.

The dome around Blueblood disappeared, and he wasted no time in using his magic to rip a branch off a nearby tree. He struck the nearest changeling, launching it away, but frowned; the limb was a bit too flexible to be an effective weapon. Well, he thought, concentrating on his single combat-oriented spell, there is no problem so intractable that it cannot be resolved through sufficient application of fire.

The branch erupted into flame. Cheering madly, Blueblood launched himself back into the fight, laying about with gusto. Few of his swings actually hit anything, but the sight of the burning branch and the enraged warrior ponies was enough to break the changelings' morale; they began to fall back, taking to the sky or running for the bushes.

Behind them, Chrysalis shrieked. The earth shook as a massive blast of emerald energy shattered the spells containing her; the three princesses all rocked back on their hooves from the force of the detonation. There was a moment's pause in the battle as smoke billowed from the crater where the changeling queen had lay just moments before. Then, with a hornet-like buzzing of wings, she rocketed out of the smoke, moving faster than any flyer Blueblood had ever seen.

"I got her!" somepony cried. There was a burst of rainbow-hued energy as a pegasus exploded forward in pursuit.

"Rainbow Dash, wait!" called Princess Celestia, but too late. The bellicose brawler was already streaking towards the fleeing Chrysalis, leaving a multicolored trail in her wake. In seconds, she'd caught up with the fleeing changeling. There was a sudden, blinding green flash, and a moment later, the motionless silhouette of a pegasus began to drop out of the sky.

"Dashie!" Pinkie Pie cried from behind her confetti-shooting cannon.

Before the pegasus could disappear into the treeline, she was enveloped in a cloud of dark energy. Luna returned a moment later, the unconscious and slightly charred Rainbow Dash at her side. "She shall survive, my friends," she said softly. "Though I fear she shall suffer a most discomforting headache."

Celestia nodded. "Thank you, Luna. And well fought, everypony."

"Princess Celestia!" Rarity protested. Blueblood noted that she seemed to be wearing some sort of highly conservative silk gown. Rather odd apparel for a battle. "You cannot mean to let Chrysalis escape! What about Twilight?"

"She was never here, my little pony," the princess said sadly. "And I doubt that she is actually in Chrysalis' custody. I fear there is more at work here than you know."

She turned to the gathered ponies. "Thank you, all of you, for bravely facing our enemies tonight. I know that not all of you are trained soldiers, but you all showed a warrior's courage and valor. However, I suspect that this latest round of hardships has just begun. Chrysalis is weakened, but her allies, if they indeed exist, remain unidentified. I will need you, all of you, to be ready to once again stand in defense of your homes and your loved ones."

"That's exactly what I'm going to do."

All eyes turned to Shining Armor. His ragged tunic was cut in a few places, revealing the thin suit of chainmail beneath, and he was bleeding from a cut over his right eye, but he glared at Princess Celestia with resolve. "I'm going after Chrysalis, Your Highness. I'm going to hunt her down, I'm going to find out where Twilight is, and I'm going to end that monster's reign of terror forever."

Cadance floated down beside him, a concerned expression on her face. "Shining... "

He looked up at her. "Come with me, Cadance. After what she did to you... to us... "

Celestia stepped forward, looking down at them with a neutral expression. "It's your choice, Cadance. I won't command you to stay, but... I think we'll need your power here, before the end."

She chewed her lip nervously, clearly wrestling with the decision. Finally, she sighed and gave an apologetic look to Celestia. "I'm going."

"I'm goin', too," announced Applejack. She grinned sheepishly at Armor and Cadance. "Er, if you'll have me."

"Applejack," Rarity said reproachfully. "We can't separate the Elements of Harmony like that!"

"They're already separated, sugarcube. Without Twi, we're just the Bearers of the Fancy Necklaces. 'Sides, I reckon we owe Chrysalis a lick or two, too."

"I'm goin', too," Rainbow Dash said groggily, still floating on Luna's cloud of energy. "Jus'... lemme get my head straight."

"Ooh, are we gonna be an adventuring party?" Pinkie asked eagerly. "Can I be the bard? I love playing bards. I'm kind of a natural at it, too! Wanna hear the song I just wrote about our fight?"

"No!" shouted two dozen ponies at once.

"Aww," Pinkie said, crestfallen.

"C'mon with, Rarity," urged Applejack. "Ain't like they're done rebuildin' yer shop, yet. Might as well have a li'l adventure in the meantime."

"Um... no. I think you're all insane, and I'll have no part of this. If Princess Celestia thinks there are bigger concerns than Chrysalis, then I am inclined to trust her judgement."

"Yeah, her judgement's been extremely sound lately," Blueblood grumbled. He realized a moment too late that the whole group had heard him, and he scowled.

"My little ponies," Celestia said, her voice rising in volume to address them all. "I realize that this has been a difficult night." She cast Blueblood a pained look. "Before anypony makes any rash decisions, I would advise us all to return to Ponyville to rest and recuperate. I think we each need to put a great deal of thought into our next course of action."

"Indeed," Luna agreed. "Additionally, thou shouldst also consider that, perhaps, thine immortal ruler might have a stronger grasp on the bigger picture than thee."

"Luna," Celestia scolded.

"What? 'Tis true."

She sighed and turned back to the others. "Please, my subjects. Return to your homes, at least for tonight."

With a bit of grumbling, the assembled ponies began to disperse, falling into their usual groups. The guards led the way out, with Cheerilee, Macintosh, and--to Blueblood's utter lack of surprise--the Cutie Mark Crusaders, clad in makeshift armor apparently made from whatever they found in somepony's kitchen, following behind. Cheerilee cast a glance back at Blueblood, but he shook his head, remaining where he was.

"We'll lose Chrysalis' trail," Shining Armor hissed, in quiet argument with his wife.

"Shining, have you even slept since you got here?" Cadance whispered back. "You're a mess. And your tracking spell doesn't work through the air anyway. Don't be stupid."

He muttered something impolite, but acceded. "Fine. But first light tomorrow... "

The other ponies began to filter away, by hoof or by wing, until finally only Celestia and Blueblood stood in the clearing. They stood there silently, not looking at eachother, the tension growing thick and uncomfortable.

"I don't know if I can forgive you, Auntie," Blueblood finally said.

"I understand."

"I... I still love you. You raised me. I couldn't stop loving you if I wanted to. But... dammit, you hurt me. You lied to me for all those years, told me that there was nothing wrong with me, that... that things would get better, eventually. That things always did."

"They did, though, didn't they?"

He snorted. "Sure. Once I 'embraced my destiny.' "

Celestia shook her head. "Don't listen to Chrysalis, Blueblood. You didn't 'embrace' your destiny. You overcame it. You saw the fate that she intended for you, and you rejected it. I know... I know things have still happened. And I'm sorry about your friends, I truly am. But you've grown. You've become a better... no, a good pony. I always knew you had light in you." She sighed. "I just wish I'd trusted that it would find its way to the surface."

Blueblood raised his head. Celestia met his gaze, and held it. A long moment passed, and then he went to her and wrapped his hooves around her. He felt warm tears splash against his coat as she nuzzled against him, stroking his back with her hoof. They stood that way for awhile, sharing eachother's pain and comfort.

"Are you going with Shining Armor?" she asked quietly.

"No. I've had enough of him for awhile."

Celestia snorted a laugh, and he grinned into her neck. "You never have liked him, have you?"

"He's not good enough for Cadance."

"She seems to think he is."

"Eh, young mares always fall for the jerks."

Celestia laughed again and pulled away from the hug, looking into Blueblood's eyes. "But why, really?"

He frowned. "Because I think you're right. I want Twilight back, too, but... there's more to this. I... That Ancestral Memory spell I mentioned? When we were coming out of it, I... heard some sort of ritual. The one where they cursed me, I suppose. And they mentioned Nightmare Moon... and 'that which she serves.' "

She nodded. "The Devourer."

Blueblood blinked. "The what?"

"There are many evil things in this world, my nephew. Luna and I have always done what we can to protect our people from them. Some of them operate alone, like Discord and Tyranny. Others are open to working with allies, like Chrysalis. But some... some have ambitions beyond the scope of any lesser evil. And chief among them is the creature we call the Devourer."

"What is it? And why doesn't anypony know about it?"

"Luna and I decided long ago to keep knowledge of Equestria's greatest enemies secret. It's... a questionable policy, I know, but it's served us well... mostly. Sometimes, of course, some foolhardy pony will accidentally release one of them... "


She smiled. "But he shouldn't blame himself for it, since he had no real way of knowing."

"So... you've just hidden all record of this 'Devourer?'"

"As much as we can, yes. He's only surfaced once, thousands of years ago, and we barely drove him back. We're even careful not to use his real name, out of fear it might weaken the bindings we placed on him. But... Luna called on him, in her desperation and anger. That was how she was corrupted."

Blueblood nodded in dawning realization. "And if Chrysalis was part of the cult dedicated to Nightmare Moon's return... "

"She might know of the Devourer's existence," Celestia agreed.

"We need to find out who else was involved in my mother's cult."

"Yes. I've tried, but... following her death, the members of the group went into hiding. Despite my efforts, I've never been able to learn more."

"Can you cast Starswirl's Ancestral Memory spell?"

"Undoubtedly, but... it would require full concentration to perform, even for me. And even at night, there are a great many spells around Equestria that I need to continually maintain."

"So, we need Twilight."

She nodded. "Yes. But I'm afraid Shining Armor's course of action is far too reckless. Even if he finds Chrysalis before she's able to feed again and can then fight through her swarm, there's no guarantee that she'll reveal Twilight Sparkle's location, or even know it in the first place."

Blueblood sighed and rubbed a tired hoof over his eyes. "Then he needs somepony with an ounce of intelligence, doesn't he."

"There are other ways we might find Twilight Sparkle. You don't need to put yourself in needless danger."

"Yes, I do," he grumbled darkly. "By all means, if you can find Twilight some other way, do it. I'm sure Rarity and Fluttershy will help, as will Macintosh and Cheerilee."

"The... earth ponies? The large, red one, and the madmare with the hammer?"

Blueblood grinned. "That's them. They're the among best and bravest ponies I know. And once Cloud Kicker's out of the hospital, I'm sure she'll want to help, too. But I... I promised I'd be there when we rescued Twilight. And even if it's stupid, even if it's reckless, I intend to keep that promise."

Celestia smiled sadly. She lowered her head and kissed her adopted son on the forehead. "I'm proud of you, Blueblood."

He looked up at her. Despite his lingering anger at her, despite how badly she'd hurt him... she had always been there for him. Whatever mistakes she'd made, she'd always loved him. And dammit, he loved her, too.

He lay his forehead against hers and smiled. "Thank you, Mom."

The Prince Gets Underway

"Uh, what the hay are you doing here?" Shining Armor demanded.

The Captain of the Royal Guard stood in front of a small crowd outside the Ponyville town hall. He'd abandoned his uniform tunic for a simple, quilt-and-chain hauberk and a pair of heavy saddlebags. Cadance, beside him, had foregone her usual decorative apparel, and instead wore a simple, elegant purple cloak with gold trim, the hood thrown back to let the rose-hued lines of her ephemeral mane dance in the morning sunlight.

Opposite them stood Rainbow Dash, Applejack, and Pinkie Pie, all weighed down with pouches clasped with buckles identical to their cutie marks. He was surprised to see that they each wore vests of some thin, shimmering material, each dyed to match their eyes and stitched with intricate little designs. Rarity's work, obviously, but why in Equestria were her friends wearing such obviously decorative clothing into a possible combat situation? Armor of some sort would be far more logical.

Not that Blueblood had much room to speak. On such short notice, the best he'd been able to acquire a chain shirt that he--or rather, Celestia--had begged off one of the guards. He wore it over a plain, blue tunic, to prevent it from chafing or tangling with his fur, and covered it partially with a cloak of darker blue. Both had been gifts from Cheerilee, who had saved a few costumes from an old performance of "Taming of the Ewe." He hadn't asked why she'd saved clothes meant for a large stallion, but he'd noticed Mac looking relieved.

"Blueblood!" Shining Armor snapped, drawing his attention again. The prince shook his head to clear it. Early mornings. Eugh.

"I'm going with," he explained aloud. "I hope you don't mind."

"Actually, I sort of do. We don't need your curse complicating things while we try to save Twiley."

Blueblood blinked. Applejack and her friends looked rather confused by the statement. He glanced at Cadance, and she gave him an apologetic look. "You told him?"

"He's my husband," she replied. "I'm not going to keep secrets from him, Blue."

Applejack tilted her head. "What're y'all talkin' about?"

Shining Armor opened his mouth to speak, but Blueblood stopped him. "As a foal, I was cursed. I cause suffering to those around me, and inspire ponies to hate me. Which, I suppose Armor here has surmised, is likely the reason that two of my best friends are in the hospital, another has been kidnapped, and pretty much everypony thinks I'm awful."

Rainbow Dash crossed her forelegs. "That's stupid. None of us hate you."

"Not yet," Shining Armor sneered. "Give it time."

"Yes, well, that's the point," said Blueblood. "Thanks to Auntie Celestia, the curse doesn't take hold immediately. We should have enough time to track down Chrysalis and learn where she's keeping Twilight before you all want to strangle me."

"I'm not going to take that risk. I'm not worried about everypony hating you, I'm worried about you getting everypony killed."

"Again, it takes time for the curse to take hold, and Auntie Celestia refreshed the spells she'd put in place to block the curse last night."

"Seems reasonable ta me," Applejack said firmly. "An' I reckon' if Blueblood here's set on rescuin' Twilight, he's as welcome as any of us."

"He doesn't even bring any useful skills to the table!" protested Armor.

Pinkie Pie raised an eyebrow. "Um, hello? You're bringing me with. I'm a pastry chef and party planner."

"You have a cannon."

"It shoots confetti! Look, I'm just here 'cause it'll be fun and 'cause I wanna help rescue Twilight. If Prince Bluebie here wants to come with, I vote we let him!"

Blueblood winced. "'Bluebie?'"

"I second that," Applejack said, ignoring him.

Rainbow Dash nodded and raised a hoof. "I vote we bring him. That's three to two."

Cadance reddened and gave her husband an apologetic look. "Four to one, actually."

Both Armor and Blueblood looked at her in surprise. She shrugged. "I can help suppress his curse, too, Shining. And I'm proud that he's willing to help us." She turned to Blueblood with a smile. "You've changed a lot, big brother."

Blueblood stared at her in confusion for a long moment before he felt a hopeful smile spreading across his face. "You've... never called me that before."

"And I'm sorry for that. I guess the curse affected me, too."

"Well... I'm sorry for everything, as well. I suppose not all of it was my fault, but... "

She shushed him. "That's in the past, Blue. Let's just... start over. As a family."

Armor rolled his eyes behind her back, but didn't protest. "We should get moving. The sooner we start after Chrysalis, the less time she'll have to recuperate. She used almost every ounce of power she had left to escape last night; if we can find her while she's still weak, all we'll need to worry about are her changelings. So, double check, make sure you have everything you think you'll need, and we'll leave in fifteen minutes."

The assembled ponies set about checking through their saddlebags, taking stock of food, water, and other helpful supplies. Blueblood noted with dismay that one of Pinkie Pie's pouches seemed to be entirely occupied with balloons and party streamers. Wonderful. At least I won't be the most useless pony in a group, for once.

"Girls!" called a familiar, elegant voice. They turned to see Rarity and Fluttershy approaching from the direction of the yellow pegasus' cottage.

"Rarity!" Applejack exclaimed. "Y'all change yer mind about goin' with?"

"No, I'm still convinced that you're all being extremely foalish," she said airily. "But, Fluttershy and I wanted to see you off nonetheless. Oh, and excellent, you're all wearing your silkvine vests. Stylish and protective, no?"

The farmer nodded. "Sure are! I had Big Macintosh take his wood choppin' axe to it, an' it hardly left a scratch!"

Rarity paled. "You... you took an axe to it?"

"Well, sure. Hadta make sure it worked as good as ya said."

She stared at her friend's green vest for a moment before finally managing to rehinge her jaw. "Yes. Well. I apologize that I could not provide you all with more substantial armor, but Fluttershy and I shall make another expedition into the Everfree while you are gone to acquire some more of the silkvine spiders' webbing."

"We will?" Fluttershy asked nervously. Rarity ignored her.

Dash pounded a hoof against her vest. "Hey, don't worry! Not like any of those changelings'll even be able to touch us! I've lost count of how many of their butts we've kicked now."

Pinkie hopped excitedly. "Ooh, I haven't! You've got thirty-two, Applejack has twenty-seven, Rarity has twenty-three, I've got nineteen, Fluttershy has two--good job, Fluttershy, I'm really proud of you!--and I'm not sure about Twilight, 'cause we don't know how many she zapped in the forest, but probably a lot, 'cause she gets to use magic instead of just punching and kicking like we do, except for me when I'm using my party cannon! Ooh, wait, should I get half credit for the ones I helped her blast in Canterlot? 'Cause that'd bump my score up to thirty-three and put me in the lead!"

Dash stared at her for a moment, then blinked. "Okay, so now we know exactly how many of their butts we've kicked. I'm just saying, Rarity, we'll be fine."

"I'm certain you will be, but... " She sighed. "I nevertheless wish there was more I could do to help you."

"You could come with," Applejack observed dryly.

"Yes, I mean, without abandoning every pretense of logic and sanity."

Applejack frowned and started to retort, but Blueblood's attention was drawn away as somepony called his name. Cheerilee, Macintosh, and, to his surprise, Cloud Kicker were walking down the lane towards him. The pegasus was walking with a bad limp, and her wings were still splinted and bandaged behind her, but she was grinning widely at him in clear defiance of her injuries.

Blueblood met them halfway and wrapped Cloud Kicker in a hug, to her amusement. "Hey, Bluedude. Good to see you, too."

"How are you?" he asked, pulling away.

She shrugged and gestured to her bandaged wings. "Not awesome, but I'll get there. But, uh, you'd know that if you'd actually, you know, stopped by the hospital."

He frowned guiltily. "Sorry."

"Yeah, you should be," she said seriously. "Blossom finally woke up last night. First thing she asked was where you were. I told her that you guys were out in the woods, fighting Changelings and bein' all heroic, but... she was pretty hurt, Blue."

"I'm sorry. Things just... got out of hoof."

"Yeah." She raised an eyebrow at him. "So, you and Twilight Sparkle... ?"

He shook his head. "I don't know. I really don't. But... I promised I'd help save her."

Cloud Kicker sighed. "See, this is exactly why I don't date."

"What? You date all the time."

"No, I bang all the time. It's good, wholesome fun for the whole family. This relationship crap, though... It never ends well, Blue, let me tell you."

"I'm beginning to see that," he agreed morosely.

Cloud Kicker looked at him and smiled weakly. "Sorry. I know you're goin' on some heroic quest, and you don't need this dumped on you. Just... Blossom's a special filly. And she's my best friend. I like you, Blue, but if you jerk her around, they will never find your body. The minute you get back, you're going to sort this out. You hear me?"

He managed a halfhearted grin and pantomimed sticking a cupcake in his eyes. She laughed.

"Blue," Cheerilee said tentatively, putting a hoof on his shoulder. "Be careful, will you?"

He touched her hoof with his, then moved to hug her, as well. "I will, Cheerilee. Uh... "


He glanced at Macintosh, who smiled and nodded. He turned back to her. "I love you, Cheeri. Not in a romantic way," he added hurriedly. "But you've done so much for me. You're the best friend I've ever had."

Her surprised expression turned into a wide, genuine smile. "I love you, too, Blue." She pulled him tight for another hug.

They broke away awhile later, warm tears trickling down their faces. "No wonder all these girls are throwing themselves at you, you charmer," she teased.

He laughed and turned to Macintosh, extending a hoof. The big farmer just grinned at him and wrapped him in a boisterous bear hug. "Take care of yerself, Blue."

"You, too," the prince gasped, his lungs somewhat constricted.

Mac let him go with a low chuckle, then patted him on the shoulder and moved past to say goodbye to his sister. Blue watched him go, then turned back to Cheerilee and Cloud Kicker with a sad smile. "I should probably get ready... "

Cloud Kicker nodded. "Stay alive, Bluedude. Drinks are on me when you get back."

Cheerilee raised an eyebrow at her. "Really?"

"Not for you, Miss Tubulee, just Blue. You wanna start callin' everything 'radical' and 'bodacious' again, you're doing it on your own bits."

They grinned at eachother, and turned back to Blueblood. "Good luck."

"Thanks," he said. "You, too."

He walked back towards the rest of the group. Everypony looked ready to go, except for Applejack, who looked on the verge of tears as she faced her brother. "... an' be sure Apple Bloom leaves early enough ta get to school, an' make sure Granny Smith gets her prescription refilled on Friday, an' make sure those durned cows don't go gettin' any stupid ideas, an' I guess you'll hafta set our new pricin' on zap apple jam yerself, but don't go gettin' greedy an' chargin' too much, an' be sure to talk to Filthy Rich about it, an'... an'... " She paused as she finally ran out of things to say, and looked at her brother with a trembling lip.

He smiled and pulled her into a one-limbed hug. "Everything'll be fine, sis. Jus' come back in one piece."

She nodded, clearly trying to fight back tears, and pushed him away. "Okay, okay, don't go smotherin' me, now."

"Everypony ready?" Shining Armor called. Five heads nodded affirmative. "Then let's get moving. Chrysalis awaits."

In the daylight, even filtered as it was through the thick canopy above, the previous night's battlefield was a horror to behold. A deep, blackened crater marked the spot where Chrysalis had been pinned by the princesses. Blood, both the natural red of ponies and the ichorous green of changelings, was splattered everywhere: on the ground, on the grass, on the leaves of bushes and sides of trees. The bodies of dead changelings littered the forest floor, the cracks in their carapaces emitting a sour stench, like rotting fruit intensified several times. Unlike the ambush of Twilight Sparkle, the bodies hadn't been removed after the battle; apparently, the changelings had been in such a full rout that they hadn't returned to reclaim their dead.

Only Shining Armor was able to survey the scene impassively; the others, even Applejack and Rainbow Dash, all looked rather green. "Okay," Dash observed, "probably a good thing Rarity stayed behind."

"So, what's the plan, Armor?" Blueblood asked, trying to breathe through his mouth as he carefully stepped over a fallen changeling, its skull crushed almost flat and its thick, mucus-like brain matter leaking out.

"I use my tracking spell," he answered calmly.

"I thought it didn't work through the air."

"It doesn't. But not all of the changelings flew away last night. Quite a few had broken wings or other injuries, and had to run or crawl."

Blueblood nodded. "Well thought, but what if the others came back to pick them up?"

"Well, then we have Plan B." He scanned around the battlefield, searching for something specific, and finally narrowed his eyes in satisfaction. Something levitated off the ground: a short, jagged spike of black chitin. "Remember that melted-off limb you found at Twiley's ambush? Cadance used a spell to trace its owner, but that wasn't very helpful, since it showed up at the fight. But we can do it again."

"Pardon," Applejack said, "I know this magic stuff's a unicorn thing, but don't that seem like it should be Plan A?"

Cadance shook her head. "It only points us in the general direction of the owner, assuming it's even alive. Shining's tracking spell actually follows the route its target took."

"Seems that'd make it a sight easier for them to launch an ambush."

Shining nodded. "True, assuming Chrysalis was coherent enough to order them to do that. Changelings are largely mindless when not under her direction. They have basic survival instincts, but they're not smart enough to set traps like that."

"Besides, A.J," Dash grinned, "let 'em try to ambush us."

She frowned, but nodded. "Okay, okay. Jus' makin' sure we're givin' things full consideration, is all."

Behind her, Pinkie Pie suddenly jumped in surprise. "Back itch, throat tickle, and tail twitch!"

Blueblood, Shining Armor, and Cadance looked at her in confusion. Applejack and Rainbow Dash just frowned thoughtfully. "I don't know that one, Pinkie," Dash said.

"It means, watch where you're stepping!"

There was a crunch from nearby, followed by a disgusted moan. "What are these things littering my trail?! Are they the source of that horrible smell?!"

"Zecora!" Blueblood cheered, turning to face the newcomer. The zebra healer, empty baskets slung over her back, was inspecting her ichor-covered hoof with revulsion.

"These must be the source of the noise last night," she continued without acknowledging him. "But usually the forest cleans up after a fight."

"I'm afraid these might not be palatable to the local wildlife," the prince observed. "They're changelings."

She looked up at him. "I have heard of these shape-shifting miscreants; I had not heard they provided such... " She wrinkled her nose. "... ambiance." She shook her head again, dragging her hoof across the ground to clean it, then turned to Blueblood with a small smile. "I apologize, Prince Blue; it is good to see you! And Applejack, Rainbow Dash, and Pinkie Pie! And a mighty alicorn! And... some other guy!"

Blueblood didn't bother hiding his grin at Shining Armor's put-upon expression. "It's good to see you, Zecora. We haven't had a chance to speak since Canterlot."

She nodded. "You've been busy, I've heard, after all you endured."

"Well... actually, I spent my first week or so sitting around Cheerilee's house, eating her cereal."

Shining Armor cleared his throat. "Miss Zecora, we apologize for the mess. Please, let my guards in Ponyville know, and they'll help you clear away the bodies. But we really need to be going... "

Zecora arched an eyebrow at him. "Why the haste to depart this place?"

The knight looked a bit annoyed at being question, but sighed. "The changelings, and, we think, some unknown allies, captured my sister, Twilight Sparkle. We're going to track the ones that fled the battle back to their lair."

"Your sister, you say? Yes, I see resemblance, clear as day." She frowned. "Twilight is a friend of mine, and I will aid her kin as mine."

Cadance inclined her head. "That is extremely generous of you, ma'am, but we don't want to trouble you."

"If the Everfree Forest you wish to survive, you will need the knowledge of an experienced guide," Zecora said firmly. "Let me go grab a few things that I'll need; I assure you, my presence will lend your chase speed."

Brooking no further debate, the zebra stomped a hoof and trotted back towards her hut, nimbly avoiding stepping into the same oozing carapace she had before. The others followed her, eager to escape the stench of the battlefield. Shining let her get far enough ahead that she was out of earshot, and then turned to his companions. "Are we sure this is a good idea?"

Blueblood nodded. "She knows the Everfree better than any other living soul, and she's a good pony, to boot. Trust me, the minute we come across a patch of red berries, you'll be thankful she's here."

Armor frowned and looked to Cadance. She nodded, and he sighed. "Okay. We'll bring her along."

"Yay!" cheered Pinkie Pie. "We've got a druid, now!"

Rainbow Dash flushed as the Canterlot ponies gave her and her friends a curious look. "Pinkie, uh, I don't think they know what you're talking about, so let's just... "

The pink madmare bounced over to the others, enthusiasm almost bubbling over. "Well, see, a druid is a divine spellcaster who uses her connection with and knowledge of nature and animals to-"

Applejack clamped a hoof over Pinkie's mouth and dragged her away. "Uh, sorry."

Dash hid her eyes beneath her hoof. "I can't believe I ever agreed to play that stupid game... "

Cadance and Shining Armor stared at them for a moment, then burst out laughing. "Uh, we know that you're talking about," Cadance giggled. "I used to foalsit Twilight, remember? We'd play that sometimes."

Shining nodded. "Yeah, I usually D.M'd."

Blueblood stared between all of them in confusion. "What in Celestia's name are any of you talking about?"

"Ohmygosh, that's so awesome!" Dash cried with such sudden enthusiasm that the prince worried she might have given herself whiplash. "You should totally run a game when we get back to Ponyville!"

"It's been awhile," Shining said nervously, rubbing his neck. "I don't remember all the rules... "

Applejack smiled. "Aw, shoot, don't you worry 'bout that none. I got jus' about alla them books back home."

"Seriously, could somepony please explain?" asked Blueblood, to no response.

The conversation dissolved into an enthusiastic discussion of strange and unfamiliar words that only Blueblood seemed not to understand. Paladins, he'd heard of; they were a heavily-armored type of unicorn soldier from Equestria's middle ages. But what in the hay was a "deesix?" And why was Rainbow Dash so proud that she rolled three of them?

He sighed in relief as Zecora stepped out of her hut, her usual baskets exchanged for a pair of canvas saddlebags she must have purchased in Ponyville. Additionally, she wore a bandoleer of small, glass vials of various colors across her chest. She gave the other ponies a skeptical look, then turned to Blueblood. "An interesting discussion, I have no doubt. What is it that they're so enthused about?"

"I have no idea," Blueblood said honestly. "Some sort of game, apparently. I'm starting to worry we walked through some sort of pollen that drove them all mad."

She patted his shoulder. "Let them laugh for awhile and forget their fears. I worry this expedition may end in tears."

He raised his eyebrow. "Why is that?"

She looked at him and shook her head. "Among my people, seven is cursed; only thirteen is very much worse. In our stories, all never survive; to depart with seven is to return with five."

"That's... rather silly, isn't it? I mean, those are just stories, right? Not something you've experienced yourself." She bit her lip, but nodded. "And besides, we departed with six. You're something of a late addition."

Zecora stared solemnly at the group, then forced a weak smile. "Perhaps it just superstition. Please, forgive my inhibition." She raised her voice, drawing everypony's attention. "I am ready to depart; cast your spells, and let us start."

The conversation drew to a close, and everypony fell in line behind Shining Armor, who began scanning the edge of the clearing with his horn aglow. After a minute or so, he grinned, and the ground before him began to glow. Pale, magenta fog rose from splotches of light; hoofprints. Armor gestured to the others and plunged into the undergrowth, and six ponies followed behind him.

Zecora's warning rang in Blueblood's head. To depart with seven is to return with five.

She was wrong. She'd been wrong about his destiny; she'd been wrong about his vision quest. She may be a knowledgeable herbalist and a capable enough psychoanalyst, but she was hardly omniscient. Besides, look at their group! One of the most capable knights in Equestria, three Elements of Harmony, including a no-doubt future Wonderbolt, and, oh yes, a newly-empowered alicorn princess who was only beginning to discover the depths of her strength.

They'd be fine. Even with Zecora's cryptic superstitions and his suppressed curse, they'd be fine.

He swallowed and tried to pretend he'd convinced himself.

The Prince Gets His Hooves Wet

Even with a knowledgeable guide, trekking through the Everfree Forest was an ordeal. The fleeing changelings, not particularly worried about contact with predators and with chitinous hides thick enough to repel thorns and sharp branches, were headed in a virtually straight line towards their eventual destinations. The ponies, meanwhile, had to slow down to hack their way through the undergrowth, and had lost several hours trying to find their way around a massive brier thicket.

Occasional harassment by the local wildlife did little to lift spirits, either. The bone-chilling howls of a pack of timber wolves had followed them for most of a day, though they'd never actually seen any of the creatures behind them. Another time, a hideous creature with a body of a bear and head of an owl had burst out of the forest and charged them; only a quick reaction by Shining Armor had stopped the thing from tearing into the group. After clawing uselessly at his magenta barrier for awhile, the beast had given up and moved on to easier prey.

And then there was the time Blueblood slipped and fell into a muddy creek teeming with slimy little toads, but he did his best not to dwell on it. Even though his tunic was still stained with greenish-brown muck, and he was positive that parts of his coat had been permanently discolored.

True, a bit of mud was hardly a concern compared to marching across an untamed wilderness to confront an insectoid queen and her swarm of minions in the hope of finding Twilight Sparkle. And, yes, since coming to Ponyville, Blueblood had spent far less time fussing over his appearance than he ever had before. His looks had been a way to intimidate others and set himself apart from them, and he simply hadn't felt the need to maintain them so fastidiously around his friends. (Plus, he could hardly afford the imported shampoos and conditioners he preferred with his meager savings.) A little bit of mud was a ridiculously minor inconvenience compared to the possible dangers and pitfalls that awaited him and his companions on this journey.

But still. Eww.

By the time Shining called the party to a halt at the bank of cool, clear stream, Blueblood was almost shaking with anticipation of rinsing the gunk off. He mumbled something indistinct as the others began setting up camp and headed downstream. A hundred or so feet on, he found a wide and slightly deeper trough of water, and set about scrubbing his coat and tunic free of the disgusting slime. He almost shrieked when he noticed one displaced glob twitch as a tadpole fought its way free.

After satisfying himself that there weren't any more disgusting creatures living in his fur, Blueblood splashed his way back upstream. Zecora had dug a small pit in the middle of the site, lined it with dry sticks, and was currently using her mouth and hooves to, apparently, drill two more sticks together at a cross section. Blueblood watched her work for a moment, then frowned and focused a simple spell through his horn, setting the arrangements of sticks aflame. Zecora glanced up at him in annoyance. "I've built fires since I was a whelp; I didn't need your magic's help."

"Sorry. The sticks just looked a bit inefficient."

She shrugged. "In my haste to pack, my flint was left; but friction sticks are second best."

"Except for magic."

She just rolled her eyes at him and started arranging more wood onto the flames. Blueblood briefly considered using his levitation to do that for her, too, but thought better of it. He couldn't be sure if the impulse was a sign of a mischievous sense of humor or a manifestation of his curse, and decided to err on the side of not making anypony upset.

Shining and Cadance were sitting near the brook, speaking quietly to eachother. Pinkie was digging through her saddlebags for something, tossing aside all manner of useless party paraphernalia. Applejack and Rainbow Dash were watching her with idle curiosity.

"Do I want to know?" he asked.

Applejack raised an eyebrow at him. "She's lookin' for her guitar."

He blinked. "In her saddlebags?"

"Don't question it," Dash told him. "It's Pinkie."

"Found it!" the pink pony cried, pulling a full-sized acoustic guitar out of a pouch that absolutely should not have been able to contain it. She sat on her flanks with the instrument across her lap and gave it an experimental strum; the sound made Blueblood's hair stand on end. "Whoops, needs a little tunin'."

As Pinkie set about adjusting the turning pegs, the prince turned to her friends. "How does she do that? I didn't think earth ponies could use magic, yet I've seen her teleport, create extradimensional spaces... "

"It's not magic, silly!" Pinkie paused in her work to smile at him. "Well, I guess it kind of is, but not my magic."

"What do you mean?"

"Oh, it's complicated," she giggled. "I think I broke Twilight's head once when she tried to figure it out. And whenever I try to explain it to anypony else, they just look at me funny. And not funny-funny, just weird-funny. So now I just tell everypony, 'Hey, don't worry about it! You do your thing and let Pinkie do hers.' Which, really, is good advice in general, you know? I wish more ponies would just relax and accept other ponies' quirks and just enjoy how different everypony is, don't you?"

Blueblood shrugged. "What if another pony's been cursed to make everypony around him hate him? How do you accept a pony like that?"

"Well, if you know that it's not the other pony's fault, you remember that and don't blame him for everything."

"That's easier said than done, Miss Pie. And how would you know for sure whether you disliked a pony because of his curse, or because he was just an abrasive twit?"

She smiled and twanged the guitar; it sounded perfectly in key now, even though she'd been distracted from her work to speak to him. He did his best not to dwell on that, and instead to consider the fact that she was strumming what sounded like the opening chords of a song.

"Oh, no," groaned Rainbow Dash.

"Sometimes when I am acting crazy,

"Or at least my friends are thinkin' so,

"I wonder sometimes if maybe just maybe,

"There's something in my head that I don't know.

"But a lifetime of havin' fun provides a great distraction,

"So I don't sit and worry anymore.

"In life, we're all just crazy!

"Not really more or less than you.

"So don't fret if you don't fit in,

"'Cause really, so few ponies do.

"Maybe your cursed, maybe you're strange, or obsessed with cartoons.

"We're all just nuts, so have your yucks, and stop makin' yourself so blue!

"Oh yeah, stop makin' yourself so blue!

"It sucks that you were voodoo'd as a baby,

"But hey, it isn't like you made the call.

"So when everypony's hating you and raging,

"Just remember that it's not your fault.

"Just try your best, and work real hard, remember we all like you,

"And I bet someday that dumb curse will be gone!

"In life, we're all just crazy!

"Not really more or less than you.

"So don't fret if you don't fit in,

"'Cause really, so few ponies do.

"Maybe your cursed, maybe you're strange, or obsessed with cartoons.

"We're all just nuts, so have your yucks, and stop makin' yourself so blue!

"Oh yeah, stop makin' yourself so blue!

"Oh, Bluebie, someday you'll be loved by all!

"Well, okay, maybe just a bunch.

"But I'm your friend, and now you're stuck with me.

"And when I throw parties, you'll come too.

"And maybe you'll slip up and act a little jerky,

"But we'll all forgive you, Princey Blue.

"So forget about that stupid spell, because we all know better.

"You're not your curse, you're a pony with a past!

"In life, we're all just crazy!

"Not really more or less than you.

"So don't fret if you don't fit in,

"'Cause really, so few ponies do.

"Maybe your cursed, maybe you're strange, or obsessed with cartoons.

"We're all just nuts, so have your yucks, and stop makin' yourself so blue!

"Oh yeah, stop makin' yourself so blue!

She ended with a dramatic flourish and beamed at Blueblood. He stared at her. "Uh," he finally said. "Very... inspiring?"


Shining, who'd approached during the song, frowned. "Of course, Miss Pie, the real concern here is that Blueblood might accidentally cause injuries that we wouldn't take otherwise. On top of the fact that he's fairly useless in a fight."

"Hey, I took down three changelings in the battle," Blueblood pointed out.

Applejack nodded. "That's more'n Fluttershy, at least."

"Maybe, but that's still far less than any of us."

"Actually, that's something I wanted to talk to you about," said the prince. "I want to learn your barrier spell."

Shining blinked and stared at him incredulously. "You what?"

"I'd like to be able to contribute something to the group besides lighting the campfire," he explained. He noticed Zecora shoot him an annoyed look. "I've never really received any combat magic training, and I thought this might be a good opportunity to... "

"Blueblood, I've spent years mastering my barrier spell. Creating solid shields is pretty complex stuff. You hafta take into account force, angles of deflection, you have to be able to concentrate on it even while doing other things, and it takes a ton of energy to sustain one that's under assault. And barrier spells are my special talent. For once, I'm not insulting you: I don't think I could teach you, not without years of practice."

"Oh," Blueblood frowned. "Well, what about other useful spells? I mean, I've got rather a fine touch at telekinesis, that has to lend itself to some form of combat magic."

Shining grimaced. "Well... maybe. How's your lifting strength?"

"Not spectacular."

"Couldn't even chop firewood," Applejack added, to his annoyance.

Shining nodded. "Telekinetic projectile launching is a pretty common technique, and you'd probably be a decent hoof at it once you built up some psychic muscle. I... can help you with that, I guess."

"I'd appreciate it," Blueblood said honestly. The knight gave him a skeptical look. "What?"

"It's just... weird. I can't get used to the idea that you suddenly want to be not useless."

"I'll take that as a compliment."

"Whatever makes you happy." He turned and paced towards the edge of camp, where the stream trickled gently along, and pointed to a large, smooth stone sitting in the center. "Lift that."

Blueblood frowned at it. "That looks fairly heavy."

"Yeah, I'm sure it is. Lift it."

Tentatively, the prince reached towards the stone with his magic, extending his senses around the stone to determine its size and weight. Shining watched him, growing visibly impatient. Finally, his horn flared magenta and the rock shot directly upward, landing back in the stream a few seconds later with a splash. Blueblood stared at him in astonishment.

"You're worrying too much about how heavy is is," Shining explained. "Don't think about it. Don't analyze it. Just lift it."

"That is remarkably unhelpful advice."

Cadance moved up to stand between them, shooting Shining a mildly annoyed glance and offering her brother a smile. "What he means is, just believe that you're strong enough to lift the rock, and it'll happen. Or, well, it won't. But unless you're convinced that you can do it, you won't be able to."

"Still not entirely sure what either of you are talking about, but... " Blueblood stepped forward and focused on the rock again. His horn flared. I can do this, I know I can do this, I have the power, I have the strength, I am descended from a noble line of unicorn rulers! This stone is mine to command, and it will obey me! With a growl of effort, Blueblood released all of his pent-up magic, willing the stone to launch into the air just like Shining's.

It wobbled a bit and fell still.

Cadance gave him a weak smile. "Um... excellent try, Blue."

Shining tried desperately to stifle his laughter. Rainbow Dash didn't.

"You could... maybe if you had some itching powder, you could... throw that... " Cadance continued.

Zecora, herself sounding ready to break into giggles, put a hoof on Blueblood shoulder. "There are herbs aplenty that blind and annoy. I shall find some and make you a powder, dear boy."

"Thanks, Zecora," Blueblood said lamely.

"Let's, uh... let's get dinner going," suggested Shining Armor, still grinning. "It'll be dark soon, and we'll need to get back on the trail as soon as we can."

The next day brought them to a river.

It was massive, by far the largest that Blueblood had ever seen, the far bank at least a mile distant and shrouded in a low mist. The water was placid and sluggish, but too darkened by mineral deposits for them to see the bottom. Steep, rounded cliffs marked the ancient borders of the stream, giving way to an overgrown marsh that spanned the several hundred yards to the river proper. Buzzing, chirping, and hissing were all clearly audible from the muddy little swamp, and Blueblood was relieved to notice he wasn't the only pony who looked hesitant to go traipsing through it.

"That looks kinda dangerous, don'tcha think?" asked Applejack, eyeing it warily. "Could be all kindsa little sink holes, not to mention nasty critters hidin' in the grass."

Zecora nodded. "Dangerous things abound in a marsh. If we do not detour, we may face consequences most harsh."

Shining Armor frowned. "But the changeling we're tracking went through here, and he must have come out the other side, or the trail would be fading."

"Even if we get across the swamp, what about the river?" Blueblood asked.

"Maybe we can carry ya," Rainbow Dash suggested, nodding to Cadance. "You know, one at a time."

Applejack looked skeptically at the far shore. "That's a long way to fly, sugarcube. An' who knows what's hidin' in the fog over yonder."

"It's only gonna be three trips, AJ. No sweat!"

"I'll go first," Shining suggested. "And Zecora. We can establish a base camp on the far side while we wait for the rest of you."

"Wait," said Blueblood. "Are we even sure that the changeling crossed the river?"

The knight frowned. "No, I guess not. I suppose I'll need to go down to the shore to make sure."

Dash rolled her eyes. "Or, you know, I could carry you down there. Seriously, I want to stretch my wings a little, just let me fly somewhere."

"Fine, just keep me low to the ground so I can keep my spell going."

Dash grinned and squirmed out of her saddlebags. A moment later, she scooped the knight up and launched herself towards the river. They returned a few minutes later, Shining looking a bit queasy and put out by the experience. Cadance, smiling, used her hoof to brush a splattered dragonfly off of his forehead.

"So, uh... yeah," Shining said, once his breath came back to him. "It definitely went down to the river. I can't tell what happened next, since any water it touched has moved downstream. We'll have to cross to the other side so I can pick the trail back up."

"Ready for another trip?" Dash asked, grinning wickedly.

"Uh... maybe I'll fly with Cadance this time. You can take Zecora."

The zebra rolled her eyes. "Great. I can't wait."

A minute later, and the first members of the group were airborne. Dash was kind enough to check her speed to Cadance's stately pace this time, making the trip slower but significantly less hazardous. As they crossed the wide expanse, Applejack made a worried sound. "Hey, I think them clouds are headed this way."

Blueblood blinked at them. "You're right, and rather quickly. That can't be natural."

Applejack bonked him on the head with a hoof. "We're in the Everfree Forest, sugarcube. Ain't nothin natural about the weather here."

"Ooh, good thing I packed my umbrella!" said Pinkie, digging in her saddlebags. A moment later, she produced a four-foot-tall, saddle-mounted beach umbrella that could have encompassed the entire party with a bit of squeezing. "Ta-daa!" she announced, moments before a gust of wind caught the device and nearly pulled her off her hooves.

"Might wanna keep that closed a bit longer, Pinkie," Applejack suggested.

She nodded sagely and closed the device, leaving a spike taller than she was sticking straight up from her back.

A low rumble of distant thunder reached them. Blueblood, watching the incoming clouds, noticed flashes of bright light in their billowing heights. "This is bad. Cadance has never been a strong flyer; she may have to remain behind while Miss Dash carries all of us."

Pinkie grinned and clapped him on the back. "Don't worry, Dashie's the best flyer in Equestria! Oh, um... and you should probably never, ever call her 'Miss Dash' again, okay?"


By the time Dash and Cadance returned, sporadic and frigid droplets of rain were biting into everypony's hides. The princess looked concerned, but the pegasus was concealing any worry under a mask of casual bravado. "Looks like a hay of a storm!" she called. "Guess we'd better pick up the pace, huh, princess?"

Cadance nodded, but Blueblood detected weariness in her eyes. "Don't strain yourself," he told her. "We'll all make it over there one way or another."

"It's no strain, Blue," she assured him. "Shining was just a bit heavy, with his armor and all."

"So, who's goin' next?" Dash asked, hovering with her hooves on her hips. "I'll carry AJ."

"Take Pinkie," Blueblood told Cadance. "I'll stay here and guard everypony's saddlebags."

The pegasus gave him a skeptical look. "You? Guard?"

"Okay, 'stand here and watch.' I doubt anything in this forest is going to wander over and attack me with this storm moving in."

"Fair enough. C'mon, girls!"

The flyers departed again, leaving Blueblood standing alone with a stack of saddlebags and Pinkie's generously donated umbrella. The storm rapidly worsened, with a cold, howling wind blowing in from the northwest so strongly that he had to tilt the umbrella almost sideways to block the rain. The sky darkened as black thunderheads moved towards him, the flashes of lightning and accompanying peals of thunder becoming brighter, louder, and closer together.

This was madness! A team of pegasi would need weeks of preparation to arrange a storm like this. In fact, he'd only ever witnessed a thunderstorm in Equestria twice in his life. What monstrous force was controlling the weather in the Everfree? Perhaps another of those monsters that Celestia and Luna had locked away in ancient times. There had to be some malicious intelligence behind it.

He didn't realize Dash and Cadance had returned until the blue pegasus was pulling on the rim of his umbrella and shouting something at him. He could hardly hear her voice over the growing storm, let alone her words, but he nodded as she pointed towards the saddlebags. Relying more on muscle than magic, he loaded the heavy pouches onto her back and gave her a hoofs-up. She gave him and Cadance a cocksure grin and launched herself into the chaotic sky.

Blueblood looked at his sister with concern. She looked ragged, cold, and exhausted, and was staring nervously at the storm raging above them. He patted her back and tried to tell her they'd be alright, but his words were lost. She just smiled weakly at him and nodded, then wrapped her hooves under his forelegs and lifted him into the air.

He couldn't be sure how long they were flying. The freezing rain soaked into every inch of his body, stinging his eyes and making him shiver uncontrollably. He tried to pull the hood of his cloak down over his face, but his magic wasn't strong enough to hold it in place. Above him, he felt Cadance struggling to make headway against the gale, and her entire body seemed frozen and damp.

And then, everything went white. He never heard the clap of thunder, just a sharp ringing in his ears, but he felt the vibration in his bones. The light and noise disoriented him so thoroughly that it took him several seconds to realize he was falling. He reached out for Cadance, but couldn't find her. And then he hit the cold water below.

He kicked wildy, trying to fight his way back to the surface. His cloak wrapped around his face, and he pulled it away frantically, but he couldn't tell if he'd succeeded or not. Everything was pitch black. He couldn't tell which way was up or down. Frantically, his lungs starting to burn, he decided to swim in the direction he was facing. His cloak caught on something else, and he desperately tried to focus his magic to unclasp it, but the spell just wouldn't come, and his thick, clumsy hooves couldn't manipulate the delicate latch. With the last of his strength, he simply ripped the fabric away and kicked towards what he could only hope was the surface.

His lungs were ready to burst. He felt a mad, insistent urge to open his mouth, to breathe in, the consequences be damned. No, he thought. He was almost there. He had to be. He just needed to get to the surface...

His mouth opened, and his lungs took in nothing but cold water.

The Prince Gets a New Perspective

"Where are they? They should be here by now!"

Shining Armor paced in a nervous frenzy across the mouth of the small cave they'd found on the far shore. Outside, the storm raged deafeningly. The wind shrieked with ear-piecing volume, carrying frigid spikes of hail that sliced coldly into his exposed fur. Cacophonous thunder was a constant background rumble, occasionally punctuated by sharp and bone-rattling detonations that split the sky overhead.

"Storms like these are rare and deadly," Zecora noted softly. "And they carried burdens rather heavy."

"So what are you saying?!" the knight demanded, wheeling on her. "Just speak Equestrian! No rhyming! What are you trying to tell us?!"

"Easy there, hoss," Applejack said as she put a gentle hoof on his foreleg.

He shook it off and took a step towards Zecora. She sighed. "Calm yourself, and shout no more. I'm sure they remained on the far shore. When the storm clears, they will arrive. But if they try to cross now, they may not survive."

A growl rose in Shining's throat, but he stopped himself before he could retort. "I'm sorry. I'm just... "

"I understand; she is your wife," Zecora said, smiling softly. "You worry for the love of your life."


"I'm sure they're all just fine," Pinkie Pie told him confidently. "Dashie's way too smart to try flying in this storm. I bet they're all sitting in a nice, toasty cave just like this one. Only they'll have food, since the saddlebags are all with them." Her stomach rumbled, and she patted it sadly. "Maybe we should've had lunch before we crossed the river."

"How long d'ya reckon this storm'll last, Zecora?" asked Applejack, staring out into the tempest.

"It shall not remain this strong; it will wear itself out before too long. The rain, however, may last for days. Long will such weather often stay."

Pinkie frowned. "I hope Prince Bluebie remembers to bring my umbrella."

Shining, standing beside Applejack at the mouth of the cave, sighed. "I feel so helpless."

"Ain't much even the Captain of the Royal Guard can do about a wild storm in the Everfree."

"Yeah, I know. It's just... " He shook his head. "I don't know, it's stupid. Cadance can take care of herself. And hay, so can Twiley. So can all of you. But, you know... " He gestured at the sparkling shield emblazoned on his flanks. "I protect ponies. It's not just my special talent, it's... who I am. But when something like this happens, where I can't do anything about it, or even come up with a plan so somepony else can do something about it... it's frustrating."

Pinkie laughed. "Wow, you and Twilight really are related, aren't you?"

"Yeah, we're both a little control-freaky sometimes." He allowed himself a grin. "We kinda got it from Mom."

"Really?" asked Applejack. "I met yer folks at yer wedding, an' yer mother seemed like a real peach."

"Oh, she is. I love her, don't get me wrong. She's the best Mom anypony could ask for. She's just... organized. Really, really organized." He shook his head, smiling. "Our folks run a book store in Canterlot. Dad's the salespony; he's always been really outgoing, everypony likes him, and he's always got a ton of recommendations for customers. I mean, he's not a hardcore egghead like Twiley, but he loves stuff like thrillers and fantasy and biographies... just about everything. Mom handles the actual business stuff. They're a good team, but... well, Dad and I aren't allowed in her office when she's not there, ever since she had to go to Manehattan for a week and we, uh, tried to run things for her. But she and Twiley are like peas in a pod. Most of the time."

"Whatcha mean?"

He shrugged. "Oh, you know. Nothing big, just... as Twiley got older, she and Mom would get into arguments every now and then. Mom wanted her to get out more, and make some friends, and start dating... you know. Typical teenage filly stuff." He pitched his voice upward. "'You're never going to meet a nice stallion--or mare, I certainly won't judge--if you have no life outside of home and school!' Twiley hated that lecture. And then Dad would point out that he met Mom at college, and... that never really ended well for him."

He smiled at the memories. Mom and Dad had needled eachother a lot, but then again, they genuinely seemed to enjoy it, and almost every "argument" ended with one or the other saying something clever enough to make them both burst into laughter. That sense of humor had rubbed off on their children; Celestia knew, his willingness to banter with Cadance was probably half the reason she fell for him. And he and Twiley still loved picking on eachother whenever possible.

And that turned his thoughts back to the matter at hoof. Cadance was trapped in the storm, and Twiley, wherever she was, was going to have to wait even longer for her rescue. He sighed and turned from the cave's mouth. "Well, I know it's early, but we should get some rest. I'm sure Cadance and the others are doing the same. Once the storm settles down, we'll get somewhere open to make it easier for them to find us."

The others murmured agreement and tried to find comfortable spots to rest on the bare rock. Shining turned back to the raging tempest outside and settled down, his thoughts and prayers going out to his beloved wife. Be okay, he thought. I'll see you soon.

Shining grunted as a hoof shook him awake. He opened his eyes, blinking them clear, and turned to the offending zebra. "The storm has abated, at least for now. Shall we move out, that we may be found?"

The sun must have set already, making it nearly pitch black outside, but the wind was finally still and everything was quiet save for the continued, mellow tapping of rain. He nodded and stepped into the drizzle, his horn glowing as brightly as he could make it. He stood their patiently and let the cold rain wash the sleep from his eyes, trying fruitlessly to see any sign of his wife against the gloom.

In the cave, Zecora roused the others from their sleep. They all gathered behind Shining, staring silently at the blackened sky. Long minutes stretched into the better part of an hour before Pinkie finally broke the silence with a thoughtful hum. "Maybe... maybe we should move away from the cave?"

Applejack nodded. "It was awful foggy over here before. Might still be; hard to tell, dark as it is."

"Yeah, okay," said Shining distantly. He led the way to the rounded cliff that dropped into the marsh, and stopped in surprise. The wetland was all but gone; the river had flooded, rising almost to where the ponies now stood. Only a few stubborn trees still rose above the water; everything else had been drowned or swept away. Broken tree trunks and thick branches had clustered together at certain points, while others drifted downstream at a quick but stately pace. The air here was still and empty of any any noise, even the low buzzing of insects.

"A dam upstream must have broken free," Zecora observed. "Flooding the valley with water and debris."

Shining stared at it with his mouth agape. "This is incredible. How can a single storm do all this?"

"In Equestria, you are spared from nature's true might. You had no idea what a true storm is like."

"Horseapples," breathed Applejack, stepping up to the edge. "Remind me to bake Rainbow Dash an' her weather team a nice, big apple pie."

"I still don't see Cadance," Shining said, casting his eyes around. He tried to keep the worry from his voice. In truth, he was barely keeping a lid on his rising panic. "Cadance!" He shouted. "Cadance, we're here!"

"Daaaaashiieeee!" called Pinkie Pie. "Ohh, Daaaaashiiiiiie!"

Zecora put a hoof on her shoulder. "Shouting may not be wise, I fear. We do not know what else may be here."

"Smart pony-thing," someone agreed. They turned to find a tall, bipedal creature with gray fur, clad in clothing of some strange, brown material. It leaned easily on a spear, grinning at them with distinctly canine features. "Never know what trouble you get into near river at night."

"Who are you?" Shining Armor asked carefully, stepping between the creature and his companions.

"Dane. Who you?"

"We're travelers from Ponyville. We're sorry to intrude on your lands, but we're on a very important mission, and we were separated from our companions by the storm."

The diamond dog nodded. "Big storm. Nasty. Flood whole valley. That why we here; to see what float to top."

"Well, we sure don't wanna get in yer way," said Applejack, tipping her hat. "So, how 'bout we jus' let ya'll get to work, an' we'll jus' mind our own business."

"Ahh, but we find things floating to the top already," Dane grinned. "Ponies, so rare in Everfree Forest. Very useful."

Pinkie gulped. "Y-you want us to pull your carts?"

"For awhile, yes. Then we find other uses."

"Diamond dogs from Equestria are different from these," Zecora told her quietly. "In comparison, they are sweet and cuddly puppies."

"Your vest," Shining observed. "I've seen material like that before. The griffons make armor out of it."

Dane nodded, his wicked grin spreading even further. "Many uses for pony."

Shining Armor looked at his companions. He felt surprisingly calm. Wild storms, he could do little about. Changeling queens, he could only plan for. But this? This he knew.

He allowed himself a quick smile before focusing his magic into a solid beam and striking Dane in the chest with it. The diamond dog let out a surprised yelp as it was launched into the darkness beyond. Immediately, hunting howls and barks went up all around the group. Shining frowned and cast another spell, creating a dome of magenta energy around the group.

"We're going to need light," he told Zecora. "Do you have anything?"

"There is wood aplenty, but it is soaked. Lighting it may be beyond our hope."

"Just grab as much as you can, and I'll try to ignite it. Pinkie-" He paused and grimaced as a hail of dense, round stones pelted his shield, sending ripples across its surface. "We can't go forward. When I release the shield, find us the largest and most buoyant log you can. We'll have to try and cross back to Cadance's side."

"Okey-dokey-lokey," Pinkie said seriously.

"Applejack... ready to fight?"

She grinned. "Born ready."

"Okay." Another wave of sling bullets slammed into the barrier, and he forced more of his will into reinforcing it. "Zecora?"

"I have enough for a decent fire, but I'll have to add more or it will expire."

"Keep it going, no matter what. I've got a feeling these things can see in the dark, but we sure can't." He took a deep breath and waited for the next volley. "Get ready!" he said as it hit, and then he dropped the shield and focused another blast of magic, this one pure heat, on the pile of kindling Zecora had built. Steam hissed as the damp sticks burst into flame, but at least they were burning. Using his telekinesis to build a makeshift torch, he charged towards the diamond dogs, Applejack right behind him.

The first one he found, a fat, stocky creature with tusks that rose to almost cover its eyes, barked in surprise as Shining closed in on it. He slammed a shoulder into its stomach, bowling it away like a ball. Applejack spun on her front hooves and bucked the next one, smashing it into a tree ten feet away. The dogs howled, and Shining heard the tell-tale whirring of slings being wound up; he quickly created another dome around them, just in time to deflect another volley.

He dropped the shield a moment later and charged again. Dismally, he noted that the sticks he'd grabbed were already beginning to sputter and burn low. "We're going to have to fall back to the river soon!" he called.

"Gotcha!" shouted Applejack. He heard another slam and pained yelp behind him as she leveled another of the creatures.

"This is stupid!" growled a diamond dog he couldn't see. "Release the hounds!"

"You are the hounds!" Shining protested.

Howls went up from the diamond dogs' ranks. They were met a moment later by more howls, though these sounded... strange. Warped, somehow, as if being emitted from something hollow and wooden.

"Timber wolves," he heard Zecora gasp. For once, she didn't finish the rhyme. And that, more than anything else, made Shining start worrying.

"Those don't sound like timber wolves!" Applejack protested. "We hear 'em aroun' Sweet Apple Acres whenever zap apple season's about ta start!"

"Don't argue with me!" the zebra snapped. "Hurry! We must flee!"

Shining bumped against Applejack as he began backing away. "We need to go anyway, the torch is almost out. And whatever's out there... "

"Yeah, okay" Applejack nodded, joining his retreat.

They were nearly at the shore when the creatures burst from the treeline.

There were three of them, and they were huge. Nearly the size of an average home in Ponyville. Despite the darkness and the lack of moon, he could see them clearly, thanks to the emerald light blazing in their eyes and shining through cracks and openings in the twisted, thorny vines that formed their skin. Calling them "wolves" was like calling a saber toothed tiger a cat. While their forms were canine in nature, their heads were long and narrow, like a crocodile's, and covered with spikes that jutted forward at random angles. More spikes stuck out of their gnarled bodies at every angle imaginable.

The diamond dogs fell back, cackling and yipping, while the timber wolves pawed the ground and growled a challenge. Shining and Applejack turned to eachother, gulped, and broke into an open gallop for the shore. "Pinkie! Log! Now!"

"I'm trying!" she called from somewhere beyond their vision. "All the good ones are tangled up!"

"Willing to settle for mediocre!"

Applejack shouldered him as they ran. "Shinin', yer shield!"

He turned and nearly froze. The first of the massive wolves had already closed the distance, and its thorny fangs glistened with some equivalent of saliva. Acting quicker than he could think, he created a triangular barrier inside the thing's mouth. As its jaws started to snap shut, the sharp-edged shield bit into its tongue, and it yelped in surprise and fell back.

They reached the shore a moment later, and Shining wasted no time before spinning about and creating another dome, this one barely large enough to contain the group but significantly thicker. A moment later, a timber wolf's paw smashed into it from the side, nearly knocking the him off his hooves.

"I can't hold this for long!" he shouted.

"Pinkie!" called Applejack. "Got a log yet?!"

"Maybe! Just... one... " She grunted, and there was a loud crack followed by a splash. "Oh, come on!"


"Um... need a little more time, sorry!"

"Time... is kind of at a premium," Shining gasped, pushing everything he could into his spell as another of the timber wolves batted experimentally at the shield.

He heard Applejack gasp, and looked up. Two of the wolves seemed intent on them, but the third one...

"Pinkie!" he shouted. "It sees you!"

"Um... wow," she said with quiet awe. "And I see it. Um."

"Get out of there!"

"B-but what about you guys?!"

"We'll... be fine," he lied. Another blow from one of the wolves made him sag to his knees.

"I... I'm coming back for you guys! Pinkie promise!"

"Jus' go!" yelled Applejack.

Pinkie made a reluctant sound, but a moment later they heard a splash as she dove beneath the water. The third wolf continued staring after her for a moment, then turned its attention back to the group.

"Find Cadance," Shining whispered, more a prayer than an order. "Just... find Cadance."

One of the wolves lay down and began gnawing idly on the barrier. The pressure and sawing motion made him sag even further.

"Think she'll be okay?" asked Applejack, settling down beside him.

"Yeah. They're... focused on us now."

Zecora moved beside him. "Do not give up hope, valiant knight. Diamond dogs take prisoners; we shall survive at least this night."

"Prisoners? No." He shook his head weakly. "Not... gonna be made into some diamond dog's underoos."

"You surrender?" called a scratchy voice from somewhere behind the massive wolves. "Give up, we not let timber wolves eat you! Promise!"

Shining reached for every ounce of strength he could. "Call them off!"

The diamond dog whistled sharply, and the timber wolves turned towards the sound, panting eagerly. "Go back to camp! Food there!" Suddenly seeming more like cheerful puppies than gigantic killing machines, the wolves bounded away happily, leafy tongues wagging.

"Okay!" called the diamond dog. "Let down shield! You prisoners now!"

"No tricks!" Shining yelled back. "Come closer so we can see you!"

There was some growled discussion from the darkness. After a minute or so of debate, punctuated by a heavy slap across someone's jowls, a half dozen of the creatures stepped into the meager light cast by his barrier. "Okay! You happy now?"

"Yep," Shining said, releasing every ounce of magical power he had left into his shield. The dome exploded, magical heat and concussive force erupting from it in every direction. Shrieking diamond dogs were hurled into the sky, their fur singed or burning, and for a brief moment, it seemed that all of Everfree was lit as bright as day.

He turned to his companions. "Run," he told them. And then he swayed and collapsed.

He awoke once again to a hoof shaking him roughly. "It's too early, Cadance, just let me... " He opened his eyes and blinked. Pinkie Pie, her poofy mane damp and tangled with leaves and sticks, was staring at him with concern. Behind her, the first rays of the morning sun were piercing the thin canopy of gray clouds that lingered from the storm.

"Shiny, are you okay?"

"Pinkie?" he asked blearily. He looked around and was surprised to find himself lying just a hundred or so feet from where he'd fallen, concealed partially by a dense bush dotted with red berries. He could clearly see the scorch marks and crater left by his spell. "What happened?"

"I was kinda hoping you'd know," she said. "There was this big explosion, and that made this big wave, and all of a sudden I was on the other side of the river and hanging from a tree and really needed to take a nap. Once I woke up, I swam back over here, and then I saw your head sticking out of a bush. Where are AJ and Zecora?"

"I don't know," he said honestly. "I passed out. They must have dragged me over here, and then... I don't know. Maybe they had to run, and didn't get to double back yet."

"I hope they're okay."

He nodded. "Me, too. Did you... see any sign of Cadance?"

Pinkie chewed her lip and shook her head. "Um... I did find my umbrella... "

"You don't think they tried to cross during the storm, do you?"

"I... Dashie's too smart for that... I think... "

Shining sighed. "Damn it. Damn it all to Tartarus. What do we do now?"

"I'm not normally the pony who comes up with ideas. But, um... we need to find AJ and Zecora, right?"

"Yeah... but... " He sighed again. "Cadance. If she still hasn't found us, something bad must've happened. She could be hurt. Or... or worse."

Pinkie looked up. "Cast your tracking spell on her!"


"Your tracky-findy-spell! That only works if the pony you're following is alive, right?"

He shook his head. "You're thinking of Cadance's spell that points directly at the target. Mine just follows tracks. And if she was swept into the river, it's not going to work."

She frowned thoughtfully. "But... then, you can use it on Zecora and Applejack, right?"

"Yeah, but... "

Pinkie turned to face him fully, and put a hoof on each of his shoulders. "I know you're really, really worried about Cadance, and that's good, because you're her husband and you love her and it'd be weird if you weren't. But she's a big, powerful princess now, you know? Like you said, she can totally take care of herself, probably even better than the rest of us. Plus, she can use her spell to find you, right?"

"Only if she has something that belongs to me."

She tapped a hoof over Shining's heart. "Does that count?"

He blinked at her. A small smile spread across his face. "Maybe, yeah."

"So, let her find you. She can be in charge of finding Bluebie and Dashie, and then they'll come lookin' for us. But we have some friends that only we know might be in trouble, and only we can help them."

Shining gave her a long, considering look. "No wonder you're one of the Elements of Harmony. You might act a little strange... uh, no offense... "

"None taken!"

"... But you're still a hero." He touched his forehead to hers. "Thank you."

She giggled, turning bright red. "Aww, it's nothing! This exact same thing happened once when Fluttershy used this scroll of Control Weather and Twilight was all upset that it was totally ruining her encounter, so she had us all get separated by a big flood. And then, that one time, Dashie ran up and chopped the bad guy in half with one hit, and Twilight was so mad that she made rocks fall on us, but Rarity had stolen a wand of Stone to Mud so we all just got really, really messy."

He blinked at her. "Okay, you're going to have to tell me about your campaign."

"Really?!" Pinkie cried, bouncing into the air. "Well, gee, maybe I should tell you about how our characters all met! See, Twilight really wanted to make sure we didn't meet in a tavern, but then Dashie's barbarian... "

Shining nodded along, only half-listening but enjoying the company. His horn glowed as he searched the area for his friends' tracks, and it didn't take long before he found them. Okay, he thought to himself as he and Pinkie set off. Celestia, I'm going to try and save these two. Could you do me a favor and keep an eye on Cadance? And Rainbow Dash. And... okay, even Blueblood.

Keep 'em safe, Celestia. I want us all to come back.

The Prince Gets All Washed Up

Death was different than how Blueblood had imagined it. He'd always pictured soft, velvety blackness, cool to the touch but wonderfully comfortable. He thought he'd drift along in eternal contentedness, his mind clear of distraction, just existing in the void.

Alternatively, he'd be damned to Tartarus with the rest of Equestria's great villains, sent to suffer some ironic punishment until the end of time itself. Maybe he'd live in a world where everypony loved and adored him, and he couldn't get a second's privacy. Maybe his punishment would just be to live his current life over and over again. Either one seemed suitably torturous.

Either way, he certainly hadn't expected it to look like the inside of a ceremonial chamber. Yet, here he lay, unable to move, in the middle of yet another arcane circle scribed with malicious glyphs and symbols. This one was inked with something dark and red that smelled like copper. Some strange incense curled the hairs inside his nostrils as well, likely emanating from one of several braziers arranged about the room. They all burned with greenish flame, of course. Couldn't damned well have a normal-looking fire in a creepy ceremonial chamber.

Something about the entire place looked familiar. Not just because it was yet another situation in which Blueblood found himself inadvertently involved with an occult ritual, though. Something about the way lines of calcium deposits marked the walls, or how everything was arranged just so... it all struck him with a profound sense of déjà vu.

This was compounded tenfold when his mother walked into the room, a swaddled infant across her back.

Radiant Star looked around nervously, her eyes passing right over and through Blueblood. I'm back in my memory again, he surmised. But how? The anxious unicorn mare walked slowly to the center of the arcane circle, careful not to smudge any of the lines or runes, and used her telekinesis to gently lift the child she carried off of her and down to the ground, right in its center. Blueblood looked awkwardly at his younger self, currently resting in his own chest. Summoning his will, he imagined himself to be standing to the side of the circle. No need to witness what happened next from the first person.

"In fact, I see little reason to witness this at all," he said aloud. "What's going on? Who is doing this? And why?"

Nopony answered. Blueblood sighed and turned away. "You're wasting your time! I've already seen this. This is when my mother cursed me to become a 'vessel of disharmony' or what have you. Just let me get back to drowning in a river, if you please."

Behind him, his child self began to whimper. "It's okay, Blue-Blue," his mother cooed. "Don't cry. Mommy's right here."

"It's almost as if he knows what's coming," someone giggled. Radiant and Blueblood both turned to see Chrysalis, clad in a tattered, black cloak that all but concealed her features, enter the chamber. "I don't blame the poor boy for crying, do you?"

Radiant tried to hide a wince. "It's for the best."

"Yes, I'm sure," Chrysalis agreed mildly. "We will begin shortly. You should get dressed."

"Okay." She bit her lip, hesitating. "Could you... keep an eye on him?"

"Oh, I plan to."

Radiant shot the changeling queen a concerned look, then turned to her son and kissed him on the forehead. "I'll be right back, Blueblood."

Chrysalis watched her go, smirking from under her hood. "She's far too emotional. She's going to get herself killed."

A striking little creature dropped lightly from a darkened crevasse in the ceiling. Like Chrysalis, it wore a black robe, though the hood was thrown back to reveal a ghost-white face with a black nose and two dark circles framing luminescent orange eyes. A black-and-white striped tail curled out behind it, idly twitching as the thing spoke. "As long as it happens after the ritual, yes?"

"True enough, Tiktak."

The tiny monkey-thing scowled up at her. "It is Tiktaktagana! I shall remind you no more."

"I'm trembling," Chrysalis told him dryly.

"You should," Tiktak assured her. "Many underestimate my people. Few do so twice."

"The lemurs are widely feared back home." All eyes turned to another newcomer, this an aged zebra mare, one eye covered with a black patch and evidence of hundreds of old scars crisscrossing her body. She limped unsteadily on three legs, her right front one torn jaggedly away at the knee and covered with lumpy tissue. "From their victims, they make vests of bone. Those who live near the trees know fear when scouts report that they are near."

Tiktak grinned, revealing a mouth full of broken, yellow teeth. "Ahh, Zujada. You speak reason to the changeling queen."

The zebra nodded respectfully and glanced at her missing foreleg. "Power alone is a fleeting thing. Never underestimate ruthless cunning."

Chrysalis made a thoughtful sound. "I suppose that's why we're here, aren't we? None of us are powerful enough to accomplish our goals alone. But, together, and with Nightmare Moon guiding us... "

"Hail the Night!" bellowed a voice from down the hall. A moment later, two minotaurs, their black robes thrown open to reveal powerfully muscled chests marked with swirling tribal symbols, stomped into the room and snapped to attention. At the site of the various grisly trophies they bore, young Blueblood burst into tears. One of the minotaurs, identical to the other but brown instead of gray, shot the child a hostile look. "He is the one?"

"Indeed, he be," said Zujada.

"Looks weak. Why does the Consort of the Night Mother weep at the site of us?"

Tiktak cackled. "He is still pony, Torrax. And you are wearing ponies."

"Weak," the minotaur said, crossing his arms. The other put a hand on his shoulder, shaking his head slightly. Torrax regarded him silently, then snorted in annoyance. "Fine, Xarrot. I shall stay my judgement."

The minotaurs stepped back to flank the entrance to the room. As they did, another two figures, accompanied by a black-cloaked Radiant Star, passed them without acknowledgement. One was huge and mishappen, towering even over Chrysalis, grotesque rolls of fat drooping like a rotten pumpkin. The hood of its cloak did little to conceal its bloated features and long, drooping snout. The other was a female griffon, her feathers and fur an autumnal red, her crow-footed green eyes blazing with intelligence. Unlike the others, she was clad in a full set of black robes. "You are all here," she said. "Good."

"This is very important night," the gargantuan creature said. "This decide fate of all our plans. Perform your duties well, or... "

"Or what, Addawser?" Tiktak asked snidely. "You eat us?"

The creature scowled. "Camels do not eat monkeys. We crush them."

"Enough," the griffon snapped. "You only need coexist for a little while longer. Once the ritual is complete, you can go back to killing eachother, if that's what you want. But remember that we are bound together in common cause: to see Nightmare Moon rise to power over not just Equestria, but the entire world. And we each stand to claim substantial rewards for our services."

"Here, here," droned a lifeless, monotone voice. All eyes turned once again as a dull green-and-olive pony in a simple black robe walked into the room. To Blueblood's surprise, everyone straightened and watched him with nervous respect. Wait, is that...? That can't be...

"Well said, Lady Bloodwing," the unicorn continued. "As always, you are the voice of reason in our august company. Now, then: we are all familiar with our parts?" Eight mismatched faces nodded at him. "Excellent. And young Blueblood has been prepared?"

Radiant Star swallowed a lump in her throat and nodded. "Yes, Lord Ledger."

The unicorn waved the formality away. "We are all servants of Nightmare Moon here, my dear. Well, then, let us assume our positions."

The cultists spread out around the circle, each taking a position behind one of the burning braziers. Only Radiant Star and Bank Ledger did not, instead kneeling on opposite sides of young Blueblood. Once everyone was in position, silence draped itself over the room. Somewhere above, Blueblood thought he could hear rain pounding on cobblestones.

In the same joyless monotone as always, Ledger began the chant. The others joined in one at a time. Blueblood couldn't decipher the words; they were in a strange language he had never heard, and the steady droning made individual syllables all but indecipherable. In some sick way, it reminded him of "Sow, Sow, Sow Your Field," and how other ponies would join in after the first stanza until it was impossible to tell where the song began or ended.

At some point, the braziers began to flicker and dance. A wind with no source began to billow along the circle's perimeter. The bloody runes on the floor began to glow a bright, unnatural crimson. Despite his incorporeal form, Blueblood had to will himself into place to avoid being sucked up in the vortex. In the center of the chamber, the terrified infant Blue howled and screamed. And as things reached a crescendo, his mother stood up and crossed the circle's threshold.

The wind died instantly. The braziers sputtered and went out. The only light now was cast by Radiant's horn, the same unearthly shade as the runes had been, as she knelt next to the infant in the circle's center.

"I dedicate my son to the darkness. I grant dominion of his soul to the powers that lurk at the ragged edges of reality. I bequeath his body to the blackest hearts of Tartarus. I anoint him a servant of Nightmare Moon, and a disciple of that which she serves. The eclipse is coming. Equestria will be reborn."

She touched her horn to his. There was a flash. And then, silence.

"... Now can I go?" Blueblood asked.

"Soon," someone replied. He spun around towards the source of the voice, but could see nothing at all.

"Who's there? Show yourself!"

"Soon," the voice repeated. "Patience, my love."

Blueblood blinked. "What?"

"We were destined to be together." The speaker sounded feminine, sultry, and... oddly familiar. He frowned. "From this moment onward, our fates were intertwined. Oh, there were setbacks, but they were only temporary. I was never going to be defeated so easily. And neither shall my master."

"You're Nightmare Moon."

"Indeed," the invisible presence agreed. "Though, perhaps, that is not the most appropriate name anymore."

"What are you talking about?"

"You will learn soon enough, my love. But first... you have a task to complete, do you not?"

Blueblood snorted. "Drowning in a river?"

"That has been seen to, my love. No, I mean your intention to confront Chrysalis."

"I intend to be there when Shining Armor and Cadance squash her like the overgrown bug she is, yes."

He could hear Nightmare Moon's grin. "Good."

"I'm surprised you approve. Isn't she one of your servants?"

"I have many servants, my love. Some more valuable than others. But all I really want is for you to fulfill your destiny."

He shook his head. "I won't become a monster. You'll have to kill me, first."

"We'll see."

"No, we

won't," Blueblood slurred. His tongue felt thick and puffy. His mouth tasted like vomit, and the roof was covered with some sort of viscous slime. He cleared his throat, turned, and spat a thick glob of brown mucus onto the stones around him.

He blinked and shook his head. He lay on the shore of the vast river he'd thought he'd drowned in. On either side, the Everfree Forest stretched on to an unknowable distance. He had no way of knowing how far he'd been swept, but the fact that the sun was rising above him hinted that he'd been unconscious for at least an entire day.

He'd survived. And he had Nightmare Moon to thank.

Now that the mucus was out of his throat, it felt remarkably dry. After cupping his hooves to collect water failed miserably, Blueblood simply stuck his mouth in the gently meandering river and sucked in all the water he could stand. After nearly a minute of gulping down fresh, cool moisture, he sighed in contentment and moved back from the shore.

Well, what now? He had no idea where he was. He had no idea where his companions were. He had no maps, no tracking spells, not even a vague sense of where he was supposed to be headed. Hay, the only reason he knew he was on the right shore was because of the direction the river was moving.

Would anypony come looking for him? Besides demonic demigodesses who may or may not have taken a new physical form? If he was the only one lost, then probably not. He certainly would have told them not to. Defeating Chrysalis and rescuing Twilight was far more important than wasting time trying to find him. Shining Idiot would no doubt agree, hopefully more out of pragmatism than belligerence.

That left two options: swim for the far shore and try to find his way back to Ponyville, or make his way upstream and try to find the group's trail. With luck, he hadn't been washed too far away. And wandering blindly through the Everfree in the direction he could only hope was home was essentially suicide, at least without Zecora's hallucinogens. So, upstream it was.

Having made his decision, Blueblood turned and began trotting... westward, he supposed, judging by the sun. Smooth river stones clacked under his hooves as he went, and for awhile, he was able to push aside his thoughts and focus on the simple act of putting one hoof in front of another.

He stopped an hour or so later when he noticed something blue lying on the shore. He frowned and stared at it until he noticed a small design, like a rainbow rising from a cloud, almost hidden in the water. "Rainbow Dash!" he shouted, galloping down to the water's edge.

It wasn't Dash; rather, it was her custom-monogrammed saddlebags, emptied by the storm and the river save for a few soggy carrots. He frowned and looked about for any further sign of the pegasus or his other companions, but found nothing. With a shrug, he used his magic to lift the bags across his back, adjust the narrow straps, and belt it securely across his stomach. They sat awkwardly, being designed not to interfere with a pegasus' wings overmuch, but at least he'd be able to carry anything useful or edible he came across. Keeping an eye out for anything else that might have washed up, he continued on his way.

Fifteen minutes later, he found Cadance, and he almost retched at the sight.

She was unconscious, but breathing. She looked largely unharmed and unmolested. The only exception was her left wing, which...

"Oh, Celestia," he gasped.

It had been struck directly by lightning. That was the only explanation. The feathers had been blasted away from it, and the skin beneath had bubbled and melted like wax. The whole limb was hardly recognizable as a wing, black and flaking in some parts and a bright, blazing red in others. And the smell of charred flesh and festering pus...

Fighting down his revulsion, he went to her. He wasn't sure whether to wake her first, or drag her away from the water, or try and bandage the burns, or... or anything. He had never read anything about treating this kind of injury. He knew, at least in theory, how to deal with cuts or broken bones, but third degree burns?

"Zecora!" he shouted desperately. "Zecora, help! We need help!"

No answer came. No answer would come. He was on his own.

Okay. Logic time. What do you do for a burn? You put cold water on it, right? That makes the swelling go down. But... the way her skin was... nearly flaking off...

He fought back another retch. "Okay, okay, not gonna run cold water on it. Bandages, though... "

Focusing his magic to a precise edge, he cut away the sleeve of his tunic--sorry, Cheeri--and sliced it open into a long, wide pad. He dipped the makeshift bandage in the river's cool water, wrung it out, and draped it gently over the blackened mess at the tip of Cadance's wing. She gasped in pain and her eyes flew open.

"Cadance!" he said. "Cadance, I'm here, don't worry."

Her eyes were wide and unfocused. "... Blue?" she murmured.

"That's right, Cadance. It's me. You're... you're hurt. But I'm trying to help, okay?"

"Where's... Shining?"

"I don't know. We got separated. But we'll be okay, I promise."

Cadance tried to roll over to look at her wing. He put a hoof on her shoulder to stop her. She looked at him with growing coherence and concern. "The storm... ?"

"Yeah," he confirmed. "I think you were struck by lightning."

"That's... not good."

"No, it isn't." He sighed. "Do... do you know how to treat it? I... I don't really know much about burns."

"How bad is it?"

"It's bad. It's... " He glanced at her wounded wing and felt another wave of nausea rising. "It's bad," he finished lamely.

"Okay," she said. She closed her eyes and rested her head against the stones.

Blueblood shook her. "Cadance! Cadance, stay with me!"

"I'm fine, Blue. I'm... concentrating."

Cadance's horn began to glow, an azure aura building around it and slowly spreading to the rest of her body. When it reached her wing, she gasped and sucked in breath; Blueblood put a reassuring hoof on her shoulder, and she smiled appreciatively. Her eyes narrowed as she focused her power on the wound, and sweat began to bead at her forehead. Several long minutes passed before, to Blueblood's surprise and alarm, the blackened skin on her wings began to crack and fall away, revealing comparatively healthy, pink scar tissue underneath. The blazing redness in other parts of her wing faded as well, until the whole was a uniform, featherless, raw color. Cadance let out her breath in a relieved sigh and opened her eyes to examine her work.

"Are you okay?" Blueblood asked. "I've never seen such comprehensive magical healing. That must have been exhausting."

Cadance winced as she tried to stretch her wing. "Not that comprehensive. All I could do was fix the surface damage and heal the infections." She shook her head sadly. "I... may never fly again."

Blueblood looked at his adopted sister. She stared forlornly at the ruined appendage, using her hooves to stretch it as far as it would go. He sat down beside her and put a hoof around her shoulder. "You will, eventually. You have the rest of eternity to work on it."

She grimaced and let the wing fold awkwardly against her side. "I suppose I do. Are... are you alright? And where are we?"

"I'm fine, and... I don't know. We were swept downstream. The others haven't found us yet, and I'm afraid something may have happened to Rainbow Dash; I found her saddlebag a mile or so back."

She nodded. "Okay. The others crossed safely, so they must be together. But Dash was trying to fly through the storm, too, and if she dropped her saddlebags... "

"Can you find her with your locator spell?"

"I should be able to. May I see the bags?"

Blueblood unharnessed the pouched and presented them to Cadance. As an afterthought, he drew out two of the soggy carrots and offered one to her; she accepted it gratefully and hungrily. As she chewed, she narrowed her eyes and focused on the saddlebags. "That healing spell took a lot out of me... just give me another moment... there."

A bright little ball of light appeared at the tip of Cadance's horn and drifted a few inches to her left before hovering in place. Cadance looked between it and the shore and frowned. "She's alive, but she's inland."

"Maybe the storm blew her into the forest?"

"Perhaps," she agreed. "At least that means she probably wasn't hit by lightning. She may be in trouble, though."

"Of course she is. Given our run of luck, she's likely landed in a nest of manticores."

Cadance paused and gave Blueblood a long look. He stared back at her, an eyebrow raised in bemusement. "This isn't your fault, Blue."

"I didn't claim it was."

She shook her head. "You didn't have to. I know you. You think the storm, my wing, all of it, was the result of your curse."

"You know me?" Blueblood rolled his eyes. "Cadance, I'm thrilled that we've made up, but you hardly 'know' me. The 'me' you knew was an obsessed, lovestruck idiot. The 'me' in front of you is somewhat more jaded and pragmatic. Whether any of this was my curse's doing or not, it hardly makes it my fault. My mother and her cult are to blame, not me."

"You say that," she observed, "but you don't believe it."

"Spare me the psychoanalysis, Cadance!" Blueblood snapped, scuffing the earth with his hoof. "Fault can be assigned later. We need to find Rainbow Dash. Then we need to find the others, and then we need to rescue Twilight Sparkle. Wallowing in my own self-pity can wait until after."

She frowned at him, but remained silent. Taking the lead with her little compass orb, she started off into the forest. Blueblood stared after her for a moment, annoyance and frustration churning in his heart. She was half right, of course; before today, he would have blamed himself, however irrationally. But now, he had faces. He had names. He'd seen those responsible for his curse, had spoken to the creature they served. He'd seen how helpless and frightened his younger self had been. He'd never chosen to become their vessel. He'd never asked to be Nightmare Moon's consort.

He wasn't to blame for anything. Not Cadance. Not Cloud Kicker and Blossomforth. Not Azure Throne. Not even the Gala. They were to blame. They deserved the scorn, the hatred, and the disdain. Not Blueblood.

He was a good pony. He was. And whatever happened from here on out, nothing would ever really be his fault.

The Prince Gets Hot Under the Collar

The diamond dogs had built their lair in a tall, steep mound at the center of a large clearing. Thick ropes of ivy cascaded down its sides, drooping from gnarled, stunted trees that rose sporadically from the hill's slope. A single tunnel, lit by torches within, marked the entrance to the creatures' domain, and was the only sign of habitation save for a pile of old bones and other filth a hundred or so yards to the west and a plume of smoke rising from somewhere on the hill.

Shining Armor frowned. This was not what he'd hoped for. A surface village of some sort would have made any potential rescue attempt easier. He and Pinkie could have slipped from hut to hut, looking for prisoners or anything else of value, much as he and his companions in the Stormguard had scouted the tribal communities of the griffon clans. But if everything was inside and underground, then there were likely only a hooffull of ways in or out, all of them doubtless guarded and, save this one, concealed.

He'd cast his tracking spell on both Zecora and Applejack's trails, and both had led, inexorably, here. From what he could tell, the two had taken a moment to hide Shining and then had led the remaining diamond dogs on a frantic chase through the forest. They'd almost managed to escape. And then, the diamond dogs had sicked their pet timber wolves on them, and for all their efforts--and judging by the broken trees, smears of sap-like blood, and occasional bits of broken wood, it had been a significant amount of effort--they couldn't escape the monsters.

They'd run for more than two hours. By the time Shining and Pinkie had followed their tracks to the scene of their capture, and then followed their trail back to the diamond dogs' home, most of the day had passed. The sun was starting to set, casting long, menacing shadows over the clearing.

"What's the plan?" Pinkie asked quietly, peeking over the bush they were hiding behind. She'd smeared herself with mud, leaves, and twigs in some rough approximation of camouflage, but her bright pink coloring limited the effectiveness somewhat. Then again, with the setting sun filling the sky with hues of orange, red, and pink, she probably looked more natural in the setting than he did.

"We need to find another way in. They've probably got guards posted just inside the main entrance, right where we can't see them."

She nodded, then frowned. "What if there's not another way in?"

"Then we'll see, but there has to be. You never leave only one way in or out. And unless they keep their wolves somewhere else, there has to be a way for them to squeeze in."

"Okay. How do we find 'em?"

"I don't know," Shining admitted. "We'll have to look around the perimeter. Maybe we'll get lucky and see a diamond dog coming out of one of them."

Pinkie made a thoughtful sound. "What if we made some kinda distraction?"


"You know, we make them think that something's going on at the front door, so maybe they'll be all tricky and sneak around the sides? Then we can watch where they come from and find their other entrances."

"That's not a bad idea," Shining acknowledged. "But if they think something's going on, they'll be on alert. We don't wanna fight these guys if we don't have to, especially not in their own lair."

"What if... " She chewed her lip. "What if they thought they'd captured the distraction?"

"Pinkie, are you... ?"

She shrugged. "I'm not really good at being sneaky and stuff. Like, this one time, I thought I had this really great disguise, but everypony knew it was me anyway. And, you know, I'm really, really pink. But if I could distract 'em while you get in... "

"That's very brave, but I'd rather have somepony watching my back, pink or not." He grinned at her. "But let's call it Plan B. C'mon, let's find a way in."

They made their way around to the west, giving the trash heap a large berth; Shining doubted it would be guarded, he just didn't want to see what these things considered garbage. As they skulked their way through the undergrowth, though, the scraping of stone stopped them abruptly. Pinkie shot up straight, her head swiveling by instinct towards the noise, and Shining had to put a hoof on her head and shove her down into the bushes beside him.

A concealed doorway in the side of the hill grinded open. A diamond dog, gray and spotted with white, stepped out. He carried a crude, burlap sack over his shoulder, and a familiar-looking Stetson was tucked precariously between his ears.

"That's AJ's hat!" Pinkie gasped. Shining clamped a hoof over her mouth and shushed her. The diamond dog looked up at the sound, eyes scanning the treeline for a long, tense moment. Finally, he shrugged and dumped the contents of his bag--Shining tried not to look at them--onto the rotting pile. As he turned to leave, Pinkie began to follow, only for Shining to stop her again.

"We gotta go after him, don't we?" she asked quietly.

Shining shook his head. "Not until sundown. They'll have lookouts somewhere. We can't cross open ground like that without the cover of darkness."

The pink pony gulped. "But... he has AJ's hat."

She didn't need to say the rest. Despite himself, Shining had seen some of the sack's contents. Gnawed bones, mostly, some with meat still sticking to them. He shuddered and shook his head. "I... I think the bones were too small. Maybe rabbits or something. And... they wanted to put us to work before they 'made use' of us. Applejack's the strongest mare I've ever met, they wouldn't... You know. Not yet."

Pinkie nodded nervously. "Okay. You're right. That big ol' meanie probably just stole her hat." Her eyes narrowed. "I'ma deck him in the schnozz."

Shining's eyebrows rose. "Hold on. We want to get in without being noticed."

"Oh, he won't see it coming."

The knight looked at Pinkie and found himself torn between being impressed at her resolve or amused at the sight of the bouncy, pink pony doing her best to look like a hardened soldier. All she needs is a cigar to chomp on, and she'd look just like my old drill sergeant. "Well, you do what you've gotta do, corporal," he grinned. "As soon as the sun's down, we move."

Shining had never really excelled at stealth. The Stormguards had taught him all the techniques and philosophies, of course, and he'd done his best to master them, but his greatest strength had always been standing tall and holding the line, not skulking around and hitting the enemy from behind. His natural inclination towards stand-up fighting had bought him no small amount of good-natured abuse and ribbing from his comrades, but he'd at least learned the basics: keep low, use cover, watch where you're stepping, and don't move if somepony's looking your way.

He'd given Pinkie a rundown on these essentials as they waited for sunset. To his surprise, she'd nodded along with mild impatience, as if she'd learned all this before. He'd been concerned by her lack of enthusiasm... right up until she suddenly donned a black stealth suit--where'd she even get that?--and tumbled across the field like a freaking ninja.

By the time Shining joined her next to the hidden entrance, she was running her hooves over the wall with her ear pressed to it. "Aha!" she said quietly, her hoof sinking lightly into the stone. The hidden door dropped into its groove, and together, she and Shining rolled it open.

Inside, a single torch illuminated a roughly-hewn stone tunnel, sloping gently downward into the darkness beyond. Pinkie frowned at it. "Um, they can see in the dark. Why's there a torch?"

"It's to help their eyes adjust before they step out. Otherwise, if they had to leave during the day, they'd be totally blind coming out of their caves."

"Ooh, pretty tricky!"

Shining nodded grimly. "Yeah, they're smart. Which means they've probably also got traps set up, so keep an eye out." He stamped the torch against the wall, snuffing it out, then turned and rolled the stone door closed behind them. They were immediately plunged into dank, dusty darkness. He closed his eyes in concentration, and his horn began to glow with a gentle, magenta light--just enough to see the floor in front of them, but hopefully not enough to give their positions away immediately.

He glanced at Pinkie, and noticed her nervous expression. When she caught his eye, she offered him a weak smile. "We shoulda brought Rarity for this, my Disarm Traps skill is awful."

Shining chuckled softly and shook his head. "Just watch where you step. These guys seem pretty primitive, so any 'traps' are gonna be trip wires or pits. Those are easy to spot if you're paying attention."

"Okie-dokie-lokie," Pinkie said quietly.

They came across their first such trap a few dozen feet down the corridor, a simple string with some noisy bits tied to it, including a silver bell the dogs must have stolen from somepony. Shining pointed it out, and the two carefully stepped around it. Not far beyond, the corridor branched, with one route leading to a small room filled with a wooden table and three armored diamond dogs, spears and clubs easily at hand. They were playing cards with an old, dog-eared deck, and didn't so much as look up as he and Pinkie passed them by and headed down the left-hoof hall.

A little ways beyond, they came to a large, open room stuffed with crude tables and a rough approximation of a large fireplace carved into the far wall. Benches, chairs, stools, or simple blocks of wood lined the tables, and a few old mugs and beer steins were scattered here and there. The smoke, thick and acrid, billowed out from the fire pit and through a hole punched through the chamber's ceiling.

The room's only occupants were a pair of diamond dogs seated on opposite ends of a table near the fireplace, an old wine bottle on the table between them. Shining's eyes narrowed as he recognized one of them: Dane, the dog who'd first approached the group.

"Pony will be good worker," he observed to his short, red-furred and portly companion, who grunted noncommittally.

"If she can be broken."

Dane shrugged. "It worth the effort. She fighter. Fighter ponies make best workhorses. Last longer, and give more flesh."

"She broke Box's snout."

"Box is idiot. Never approach pony from behind. Even puppy knows that."

The other dog grunted again. "What about other?"

"Striped-pony-thing? She not struggle too much. We get her mines tomorrow. But need to stop her from rhyming."

"Really annoying," his friend agreed.

"Ridiculously annoying. Maybe just muzzle her and save the effort."

Pinkie frowned and looked at Shining. He nodded. They're definitely here, and they're definitely still alive, he thought. Let's go. Pinkie caught the gist of his expression, and she nodded back. A moment later, she was halfway across the room, peering expectantly from behind a chair. How the hay does she do that?

Shining followed as best he could, keeping low and trying to stay out of the dogs' line of sight. He was halfway to the other side and scooting under a table when his flank bumped against a poorly-balanced stool, knocking it to the floor with a clatter. He froze and glanced up. Dane and his companion were looking towards the stool with surprise. "Who there?"

Shining gulped and waited. Don't move. Wait until they look away.

A long moment passed. Finally, Dane's friend shook his head and sat down. "You paranoid."

Dane growled in annoyance. "Ponies' friends still out there somewhere. Pink one and magic one. Might try something."

"Ponies not stupid. They not try to sneak in here. We see in dark, they don't."

The larger dog whipped around and snarled at his companion. Shining saw his moment and crawled forward as fast as he could, right underneath the hounds' table. "You underestimate ponies! How many hurt?! Some dead! Some taken by river! Was stupid to talk to them, should have let dogs have them!"

"But then ponies not work mines!"

"But then half tribe not too hurt to fight, T-Bone! How long until enemies learn? How long until enemies come for diamond dog blood?"

The smaller dog whimpered and leaned away from Dane's tirade. "How I supposed to know pony could do that?! He just protecting ponies before!"

Dane's paw smacked into T-Bone's forehead, drawing a pained yelp. "Never take chance with ponies with horns! How you not learn this?! You so dumb! I knocked out for just few minutes, and you get half tribe exploded!"


Shining scurried the last few feet to the far doorway and rolled into the shadows beside Pinkie. Behind him, Dane snarled and raised a paw to strike his companion again. After a moment, though, he sighed and let his raised arm drop. "You not second-in-command anymore. Go guard kennel."

"B-but Dane... "

A low growl rose in the back of the larger dog's throat. "Not say again. Go do something useful, idiot."

Shoulders slumped, ears drooped, and tail sagging, T-Bone slouched away. He paused to give his boss one last, sorrowful look--Dane's face was impassive--and then continued on his sorrowful way. The larger dog watched him go, then sighed and sat back down, lifting the wine bottle to his lips.

Shining nodded to Pinkie, and they continued on their way, deeper and deeper underground. As they left the more commonly habitated areas of the mound, the floor and walls became rougher and more jagged. Shining, distracted watching the floor, took a deep gash along the side of his head as he bumped into a saw-edged outcropping. With the help of Pinkie's black suit, he bandaged it as best he could, and they moved on.

Their path finally led them to the "mines." Shining frowned nervously at them. He'd been in mines before, he'd even fought in a Ravenwing iron mine once, but those had been dug with care and planning. The tunnels had been shored up for stability, engineers had carefully examined each shaft to minimize the chances of miners dying, and there'd always been a little bird in a cage--well, the griffons had used a squirrel--to serve as an early warning system for deadly gasses.

This was not that kind of mine. Tunnels had been dug haphazardly in whatever direction the diamond dogs seemed to fancy. What little shoring there was looked dry rotted and weak, and there was evidence of several cave-ins throughout the area. There were no proper cart rails; instead, grooves had been crudely cut into the floor, their thickness and distance from eachother wobbling every now and then. No wonder they liked capturing ponies so much. Certainly better than trying to mine here themselves.

On the far end of the chamber, two tall, armored diamond dogs, each leaning on a long spear, stood guard over a ramshackle mishmash of wooden boards that apparently served as a door. Faint torchlight flickered beyond.

Shining frowned and looked for a way to approach. The mine's foyer, for lack of a better word, had been cleared of stalagmites and other debris, save for the collapsed tunnels on the edges. There were a few iron carts here and there, but they were too far away to provide cover for the approach. With a nervous sigh, he turned to Pinkie. "Looks like we're gonna have to-"

She was gone.

He looked back, just in time to see Pinkie drop from the ceiling and deliver swift blows to the back of each dog's neck. The creatured swayed and collapsed dazedly to their knees, then fell on their faces and began snoring peacefully. Shining gaped at Pinkie, and she grinned and shrugged.

"Someone there?" demanded a familiar voice from the other side of the door.

"Applejack!" Pinkie cried happily. "One sec, lemme find the keys!"

"Pinkie?!" Shining could hear the shock and disbelief in the farm pony's voice, and honestly couldn't blame her.

"Yep! And Shiny, too. We snuck in to rescue you!"

Shining, stepping next to Pinkie, put a hoof on her shoulder. "Emphasis on sneak."

She blushed and quieted. "Um, sorry. Is Zecora with you?"

"I am here, do not fear," called a familiar voice.

"Yay! I was afraid they'd have put you in another part of their base for no real reason other than to make it harder to rescue you guys without running into some major complication like setting off all the alarms and having to fight our way all the way back out of here!"

"Sugarcube?" asked Applejack.


"... Ya find them keys yet?"

Pinkie frowned. "Nopey-dopey, artichokey. That's weird! Guards always have the cell keys."

"I'd bet Dane has them," Shining mused. "He seems like a smart guy, for a diamond dog."

"Smart an' scary," Applejack agreed. "Okay, then, stand back. I'll get this here door open one way or another."

Shining and Pinkie moved back, and a moment later the makeshift door exploded into splinters, the frame teetering for a bit before falling off its hinges. Dust and woodchips billowed out from the wreckage, making everypony cough and choke.

Pinkie's eyes went wide as the dust cleared, and she gave a low, concerned moan. "AJ! You're hurt!"

"T'ain't nothin," Applejack said, though her limp, her pained expression, and the myriad welts and bruises forming on her face and hide betrayed her. She started to lose her balance, and Pinkie was immediately there, propping her up.

"Applejack fought them, even after they had won," Zecora said softly, stepping out of the dust as well. "So they beat her as an example... or maybe just for fun."

"Don't worry about me, I'm fine," the farm pony insisted. "I can take a lickin' or two. So, how're we gettin' out?"

Shining frowned. "I... back the way we came. But I hadn't expected... "

One of the diamond dogs on the ground suddenly leapt to all fours and bolted towards the entrance. Pinkie yelped and fell back, taking Applejack down with her. Shining tried to erect a barrier in front of the tunnel, but too late; the dog slipped by just in time, though losing an inch or so off his tail. "Intruders!" the guard howled as he ran. "Prison break! Escape!"


Pinkie looked in shocked betrayal at her left hoof. "B-but that was the vulcanter nerve pinch! He should've been out for hours!"

"What'd I tell ya about keepin' yer hoof-fu in practice, sugarcube?" Applejack stood shakily and bumped her shoulder into her friend's. "C'mon, we'd best hustle before it's too late!"

The group raced back up the way they came as quickly as they could, Pinkie nudging her injured friend along from behind. All around them, howls of alarm rose and echoed through the tunnels, like a pack of wolves closing in on all sides. By the time they reached the dining hall, even Shining was breathing heavily in growing panic. We're not going to make it out of here.

"DRAGONS!" shrieked a diamond dog, running towards them. "DRAGONS ATTACKING!"

He skidded to a stop at the sight of the ponies. The ponies skidded to a stop as they registered his words.

"Dragons?!" asked Shining.

"Ponies?!" asked the dog.

An earth-shaking roar bellowed through the corridors, accompanied by a gout of green flame. The diamond dog yelped and dove for cover beneath a table. Shining, thinking fast, got a shield up just in time to deflect the dragonflame around and over the group.

He looked back at his companions. They stared at him with wide, terrified eyes. "Um," he offered, his mind spinning as it tried to process this new situation. "Left! C'mon!"

They turned and ran the way he pointed, leaving the diamong dog cowering beneath his table. Another roar rumbled in their bones, and the impact of something massive landing atop the hill sent a rain of dust and pebbles down on their heads. Shining shouted a wordless warning and raised another barrier, above Pinkie and Applejack, just in time to catch and deflect a chunk of stone dislodged from the ceiling.

"This place is comin' apart!" the farm pony shouted. Between her injuries and the shaking of the earth, Pinkie was practically having to carry her now. Shining ducked his head under her other foreleg and hoisted her onto his shoulder, then nodded at Pinkie and Zecora. Wordlessly, the ponies quickened their pace.

"Um, Shiny?" Pinkie said after a moment. "We didn't come in this way."


"Do you know where we're going?"


She giggled. He looked at her in surprise, and she shrugged with a smile. "This is kinda fun!"

They rounded a corner and found themselves in another large chamber. A ramp, angled up towards the surface, was illuminated by distant torchlight. Barricades of wood, stone, and bone lined either side, and diamond dogs armed with spears, clubs, slings, and even a few crude bows crouched behind them. A tall, gray-furred diamond dog, his usual leather armor accented by metal shoulder guards and what seemed to be a pony skull for a helmet, stood at the ramp's center with a handful of other large warriors. He turned at the sound of hoofsteps, and his eyes went wide. "You!"

The ponies skidded to a halt as two dozen beady, angry eyes turned towards them. "Uh, hey, Dane," Shining said mildly.

"This is your fault!" the diamond dog growled, taking a menacing step towards him. "You weakened tribe! You made explosion so everything in forest could see! Now dragons know we weak, and they come for us!"

Mutters and snarls went up among the dogs' ranks. Applejack rolled her eyes and pushed herself away from her friends' support. "Seems to me that if these dragons wanted ya'll wiped out, there ain't a lot ya coulda done about it, even with yer whole tribe."

"You think we weak?" Dane laughed. "We repel dragons many times. We do it again today, no matter cost. But first, we make you pay, ponies."

"Your priorities are out of whack," Zecora said loudly, a small grin playing on her face. "You should focus on the dragons' attack."

Dane let out a low growl. "Stop rhyming."

"Why not just let us go, that you might better defend your home?"

"Stop. Rhyming, pony."

"Surely you see the logic here. There are dragons about, yet it's us you fear?"


A torrent of flame, mixed gold and red and purple, poured down the tunnel. Dane yelped and dove away; the other warriors in the center of the ramp, and even many of those to its sides, were not so lucky. Shining winced in sympathy as he watched diamond dogs shriek and pull away charred stumps where their limbs once were, or simply dissolve into ashy silhouettes of their former selves. The dogs panicked and scurried away from the barricades, just as a a half-dozen tall and bipedal creatures covered in scales and spikes charged down the ramp and into their ranks.

"Drakes!" Shining shouted, hefting a protesting Applejack onto his back. "We need to go back to the secret entrance!"

"Um, but there was fire coming out of it!" called Pinkie, a few steps behind.

"One dragon is better than a bunch of dragons!"

They charged back towards the dining hall, the sounds of combat and screaming diamond dogs behind them. But as they burst back into the chamber, they found the terrified hound from before, along with a couple of friends, cowering behind an overturned table while a pair of drakes regarded them with amused malice.

"They get that that's a wooden table, right?" asked the taller one, his scales bright green.

His black-scaled companion threw back a floppy horn that covered most of his eyes. "Let's just kill them so we can get out of here. This raid is lame."

The green one nodded and sucked in a breath. Before he could unleash his flame, Shining placed an angled barrier in front of his mouth; the blast was redirected like water through a trough, and exploded into the face of the drake's companion. The black dragonling screamed and fell to the floor, clutching his face in agony.

"Hey!" the green one shouted. He sucked in another breath, but suddenly Pinkie was bounding across the tables, even leaping off the narrow lip of the diamond dogs' makeshift barricade, and tackling the drake across the waist. It went down with a surprised "whuff," its flame (and the air in its lungs) blown out of it by the impact.

The dogs turned nervously to the ponies, spears raised. Shining scowled at them and waved a hoof dismissively. "Don't be stupid. We're getting out of here. Come with us if you want to live."

The diamond dogs looked at eachother, shrugged, and nodded. They stood and looked at the ponies. The shortest one, his hide speckled gray-and-white and a familiar hat on his head, offered a tentative smile.

"Gimme that," Applejack said crossly, snatching her Stetson and pulling it firmly back over her mane.

"Aww, I was gonna deck him in the schnozz," Pinkie complained.

"Later," Shining assured her. "Come on, we need to go."

A few minutes later, the side door to the mound rolled open, and they stepped into Tartarus.

Everything that could burn seemed to be. The forest surrounding the clearing was aflame. The stunted trees and vines of ivy hanging down the hill were ablaze. Long, blackened scorch marks, still alight with little pinpricks of flame, scarred the clearing around the hill. A handful of charred remains that may have once been diamond dogs dotted the landscape here and there. Above them, a huge, red dragon was perched atop the hill, its attention focused on the sounds of carnage still rising from the main tunnel.

"Divine sisters," Shining breathed.

"We need to run," Applejack observed quietly.

"But where? The trees are aflame," Zecora pointed out. "There is nowhere that we can run without pain."

"We know way," the hat-thieving diamond dog said. "You follow, we take you there."

Applejack scowled at them. "An' why should we trust you?"

"You save us. We save you. Then we even."

"It's the best chance we've got," Shining said firmly, turning to the dogs. "Lead the way."

Skirting along close to the hill, the dogs led the group around to the mound's north side and pointed across the field. The trees there were burning, too, but Shining could just make out something reflective and sparkling below.

"There," said the diamond dog. "Stream. You keep low, follow stream, you not burn."

Shining nodded. "Thanks. Are you coming with?"

"No. Puppies... puppies still inside mound." He grimaced and tightened his grip on his spear. "Need to go back in."

The knight nodded. "Good luck."


Applejack gave the dog a long look. As he and his companions started to turn away, she shook her head and sighed. Pinkie glanced up at her. "What's wrong?"

"Don't wanna talk about it."

"Good, because we don't really have time." Shining frowned as he calculated the distance to the treeline. "It's a few hundred yards. That dragon on the hill's going to be able to see us. I'll hold a shield up as we run, but... "

He didn't finish. Applejack, Pinkie, and Zecora looked at him with concern.

"If I don't make it... tell Cadance... "

Pinkie put a hoof on his shoulder and smiled. "We're all making it. Trust me."

He raised an eyebrow. "How do you know?"

"'Cause you're forgetting something!"


"Oh, I don't wanna spoil the surprise."

Shining gave her an odd look. Applejack grinned and shook her head. "Don't bother, just trust her."

"Yeah, okay." He looked into Pinkie's bright, blue eyes and smiled. "She's earned it."

The pink pony beamed at him. "Then let's do this!"

Pinkie led the charge, Applejack on her back, with Zecora close behind. Shining came last, building magical power in his horn, his eyes and ears focused behind and above him. The distance vanished beneath their hooves as they galloped forward at full speed. We might just make it, Shining dared to think. We're ponies. This is what we're built for. Running free, covering the land-

A bellow of rage shook the night, and even from hundreds of feet away, he felt the wind and pressure as the great red dragon beat its wings and rose into the air. In heartbeats, it had covered the distance, and then it passed them by, only to drop out of the sky and land with a thunderous impact a hundred or so yards beyond. Pinkie, thrown off balance by the shockwave and Applejack's weight, stumbled and fell; Zecora pulled up beside her, as did Shining.

The creature's toothy maw spread in a grin. It sat patiently on its haunches, waiting to see what the ponies would do.

"Dragons go away!" shouted a triumphant, raspy voice. "Dragons leave now!"

Green eyes and stake-toothed maws broke from the treeline as the three tamed timber wolves charged straight toward the surprised dragon. Mounted on the lead wolf's narrow head was the short, red-furred, portly diamond dog Shining recognized as T-Bone, clutching a set of reigns that probably didn't do much to direct the beast's course. He whooped excitedly as his steed crashed into the dragon, though his cheers turned to a terrified wail as the impact sent him flying across the field.

"See? Timber wolves!" cheered Pinkie happily.

Applejack watched the clash of the titanic monsters nervously. "That's real swell, sugarcube."

"Come on!" Shining shouted. "Almost there!"

The dragon managed to fire a blast of flame at the ponies as they passed, but Shining managed to deflect it away, setting part of the field on fire instead. The savage timber wolves, hardly intimidated by a creature three times their size, continued leaping and clawing and tearing away at the beast, and the dragon roared in frustration as it tried and failed to bat them away.

The ponies burst through burning treeline, doing their best to avoid the flames, and dove into the relatively cool stream just a few strides beyond. It was only knee-deep, but by hunkering down, it protected them from the worst of the heat, at least for the moment.

"We have to keep moving," Shining said, turning to his companions. "We'll follow the stream until we're clear of the fire, and then-"

He stiffened. Something sharp bit into his back, and he suddenly had difficulty breathing. He turned his head to see the wooden shaft of a spear sticking out of his back, stuck fast between two of his ribs. The world spun as the strength went out of his legs and he collapsed into the water.

"Never take chance with ponies with horns," Dane hissed, stepping out of the shadows. One of his shoulder guards had been torn away, and his armor was blackened and cracked in places, but he looked relatively unscathed from his battle as he drew a crude dagger from his belt.

"H-how... "

Dane grinned. "Many secret ways out. Knew battle was lost. Knew this would be only place to run. Fought dragons before."

Applejack slid off of Pinkie's back, and the two stepped protectively over the fallen knight. "W-what about your puppies?" Pinkie demanded. "You just left them?!"

"We lost. Dragons took mound. Not worth throwing life away." His mouth twisted into a malicious grin. "More to make you pay for."

Applejack stamped a hoof. "You ain't gettin' the chance."

"Fought ponies before, too."

The ponies charged. Dane leapt into the air, catching a burning branch and using it to swing over and past them. If the heat bothered him, he didn't show it; he made straight for the helpless Shining Armor, knife raised.

Suddenly, Zecora was there, a small bit of dust cupped in her hoof. She grinned and the diamond dog and puffed a breath. Dane's furious growl turned into a yelp of pain and surprise, and he fell back into the stream, clutching at his eyes and screaming curses.

Zecora stepped up and kicked the knife out of the dog's paw, sending it clattering into the underbrush. "Though I made this originally for Prince Blue, I suppose I can give this itching powder to you."

Pinkie cheered. "Nice job, Zecora!"

Applejack, limping again, grunted an agreement. She glared down at the agonized diamond dog for a moment, then looked at the fallen knight. "Shining... "

He managed a weak smile. "I'm... I've had worse... "

Zecora knelt next to him and examined the wound with a frown. "I will need bandages of cloth, and herbs for a healing broth. When I remove this spear, there will be much blood, I fear."

Pinkie nodded and began tearing off more strips off of her stealth suit, while Zecora dunked them in water and prepared to bandage the wound. Behind them, ignored, Dane managed to open one red, puffy eye. He looked around, his eyes too bleary with tears and mucus see, and started to push himself up.

An orange hoof pressed him back into the stream. "An' where d'yall think yer goin'?"

Dane snickered. "I escape, of course. I know ponies. You can't bring me with, so you give me lecture about being good dog and let me go. I just saving time."

"Been beat up by ponies before, have ya?"

"Not me, personally, but know some who did."

Applejack pressed her face up to the diamond dog's. "So y'think we're just gonna letcha go on yer merry way."

"What else could you do?"

She frowned. Her voice dropped so that only the dog could hear. "You an' yours... you hurt me. Tortured me. Tried to make me inta a meek li'l workhorse. I could do a lot to you. I could push your face down in this stream. Could tell my friends that y'all just drowned, accidental-like. Happens when yer layin' in water sometimes. Had a cousin what passed out drunk in a two-inch puddle an' drowned."

She pressed harder against Dane's chest. He felt the edges of his mouth sink under the surface. "Y-you won't... "

Applejack stared at him.

The water started to seep past his lips, through his teeth, into the back of his mouth.

The pressure on his chest slackened. He scrambled away, spitting water, but Applejack was on him again, pushing him down hard. "Y'all want a lecture? Here. I ever see you again, I will kill you." She looked him dead in he eye as she said it. He gulped, nodded, and crawled away.

As she turned back to the group, she caught Shining watching her. She stopped and gave him a flat look. After a moment, he nodded. Not a word. She frowned and walked away.

The forest burned around them. In the distance, he could still hear the snarls and howls of the timber wolves as they tore into the bellowing dragons. Bursts of flame still lit the sky like fireworks.

He and Pinkie had saved their friends. Physically, at least.

Cadance, he thought, tensing himself as Zecora prepared to yank the spear free, find us soon. I need you. I can protect these ponies' bodies. I need you to protect their souls.

The Prince Gets a History Lesson

"She's up there."

Blueblood craned his neck. He and Cadance stood before an ancient pine tree, easily one hundred feet high. They'd been traveling through the forest for several hours, now, doubling back occasionally or searching for a detour around an obstacle, the little glowing ball of light hovering around the alicorn's horn the only real guidance they had. Now, the orb was pointing straight up, and after circling the trunk of the mighty redwood a few times, they'd decided it could only mean one thing.

"Not it," Blueblood said mildly.

Cadance shot him a glare. "My wing is hurt."

"It's healing."

"I'm a princess."

"I'm a prince."

"I'm feminine and delicate."

"I'm large and clumsy."

"You're my big brother. You're supposed to take care of me."

"You're my little sister, I should get to boss you around."

"Will you two just shut up!" cried a raspy voice from high above. "I'm tangled up in these saddlebags, and I can't move! One of you just get up here and help me!"

Blueblood looked at Cadance. She raised an eyebrow and stared back impassively. "Fine," he groused, moving towards the trunk. Ponies were not meant for climbing trees, but with strong teeth and a lot of determination, they could manage. Or at least, so he'd read. In truth, Blueblood had never climbed anything but stairs and, on occasion, a ladder. The idea of scaling a tree or a wall had always filled him with anxiety. What if you fell? How could you catch yourself, short of risking getting all of your teeth yanked out?

Nevertheless, this looked simple enough. The pine was very, very tall, but it was sturdy, and the branches were thick and close enough together that if he closed his eyes, he could almost imagine he was walking up a spiral staircase. Until his hoof met nothing but air, and he fell forward, slamming his jaw on a branch and biting into his tongue.

"Blue!" Cadance shouted in concern. "Are you okay?"

He grumbled something indistinct and spat blood. Thanks a lot, Cadance. Finding purchase again, he continued on his way.

As he rose, the branches became thinner and thinner, and began to sag and creak alarmingly beneath his hooves. One gave way beneath his rear hoof, and he let out a short shriek as the world suddenly spun below him.

"You're almost here, Blueblood!" Rainbow Dash called encouragingly. He looked up, and, indeed, she was only ten or so more feet above. True to her word, she'd been horribly tangled by the saddlebags she'd managed to hold on to through the storm; they'd wrapped around her legs and her wings and twisted around the branches she'd crashed through, leaving her bobbing in mid-air like a bug in a spiderweb. He couldn't help but grin, and she glared at him. "Yeah, laugh it up, Redtooth."

He frowned and wiped his hoof across his mouth; it came back smeared with blood. "Frggn' trs," he mumbled.

Moving slowly and deliberately, Blueblood finally got within hoof's reach of Dash. Using his telekinesis, he unbuckled the straps on the various pouches and caught them as they fell. The pegasus, meanwhile, leapt clear of her prison the moment she was free, and did a couple of quick loops before hovering to a stop next to him. "Want a lift?"

A few, heart-stopping moments later, they were on the ground. He slid to the ground numbly as Dash let him go, giggling. "Hey, Princess Cadance," she said. "Where's everypony else?"

She shook her head. "We don't know. We were washed downriver in the storm."

"Yeah... probably should've stayed on shore." The pegasus' eyes widened. "What happened to your wing?!"


"That's awful," Rainbow said with remarkable empathy. She fluttered over to the princess' side and touched the scarred appendage gingerly. "So, like... you can't fly?"

"I'm afraid not."

Dash stared at it for another moment, and then her expression shifted to a confident grin. "Well, good thing you found me, right? I'll fly up and find our friends!"

"Actually-" Blueblood began, but he was cut off by a burst of air pressure as the pegasus rocketed into the sky. He pushed a tangle of mane out of his eyes and looked at Cadance. "Impulsive, isn't she?"

She smiled. "Stick out your tongue, Blue."

He frowned, remembered the blood pouring out of his mouth, and did so. Her horn flared, and he immediately felt the pain and swelling recede. "Ah, thanks, little sister. Now I can speak again."


A few seconds later, Dash returned, skidding to a stop just a few inches above the ground. She looked at her companions in embarrassment. "Um... there's kind of a lot of trees."

"In a forest?" Blueblood asked. "Really?"

Dash rolled her eyes. "What I mean is, I can't really see the ground. I can fly over to the shore and see if they're still there, but... "

Cadance shook her head. "They've likely moved on. Shining won't let his worry for me paralyze him. Besides, with these saddlebags, we can point ourselves right to them."

"Actually, that may be a problem," Blueblood noted dimly. He scooped up one of the saddlebags Dash had been carrying. "This one's mine. That one's yours."

"What happened to the rest?"

Dash shook her head. "I'm not sure. This really strong wind hit, and knocked them out of my hooves. Just these two got tangled up with me. The rest could be scattered all over the forest."

Cadance put her hoof to her forehead. "That's ridiculous. How could you end up with the only two bags we didn't need?"

"I dunno," the pegasus said defensively. "It just kinda happened."

"I... I know you didn't mean to, but I can't believe how absolutely worthless you are."

Dash bristled. "Worthless?! I'm worthless, Little Miss Can Barely Carry Her Own Weight in a Little Breeze?! And now you can't even fly at all!"

"I never claimed to be a strong flyer, Miss Dash-"

"What did you call me?!"

"-but you were the so-called 'expert weatherpony' who decided to fly through a storm!"

"Well, gee, maybe if 'Her Royal Highness' had shown a little leadership-"

"A wise ruler defers to the judgement of her advisers, even hot-headed little commoners like-"

"Oh, excuse me, princess?! Who do you think you're-"

Blueblood cleared his throat and forced his way between the bellicose mares. "Ladies... "

"WHAT?" they both demanded.


They blinked. Cadance flushed deep crimson. "Oh... right."

Dash rubbed the back of her neck. "Uh. Whoops. Sorry, princess."

"Just Cadance is fine," she said softly, flashing the pegasus a small smile. She turned to Blueblood. "I... didn't think that could still affect me."

He shrugged. "Well, apparently it can, even with Auntie Celestia's renewed spells. But I didn't just mean the arguing; no doubt the curse was responsible for which bags Rainbow Dash ended up with."

Dash blinked. "Oh, yeah. Wow, that's annoying."

"No kidding."

Cadance frowned. "We need to get you back to Equestria."


She looked up at her brother. "I think the further you get from home, the more Aunt Celestia's spells weaken. We need to get you back before the effects worsen."

"Uh, no," Blueblood said firmly. "I'm here to rescue Twilight Sparkle, curse or no."

"Blue, don't be an idiot."

He scowled. "I'm not. Look, we don't know what's going on in Canterlot. Chrysalis said she had allies who were going to start their work, and I'm willing to bet I know who some of them are. They might be the ones weakening Celestia's spells, which means me going back to Canterlot could make things worse. Besides," he said, gesturing vaguely to the north, "we have to be getting close to Chrysalis' lair. We can't give up now."

Cadance blinked. "... How do you know who her allies are?"

"It's not important," he said, waving his hoof. "I just... remembered some things. But the fact is, there's a chance the curse would get worse no matter what we do. I'd rather risk endangering our mission than risk endangering the entire country."

"Blueblood's right," Rainbow Dash said firmly. "We can't go back. So some bad things might happen; what else is new? We've got a friend to save."

Cadance sighed and dipped her head in resignation. "Fine. There's just one problem; how are we going to find Twilight? We can't even find Shining or the others."

"With this," Blueblood said triumphantly, lifting something out of his sister's reclaimed saddlebags.

"Ew," Dash said. Cadance made a face and nodded in agreement.

"Is that... a severed changeling leg?" she asked queasily.

"Yup," the prince drawled in his best Macintosh impression. "It's the one Armor brought with as a backup plan. It... may have squeezed changeling goop over the apples you packed."

Cadance raised an eyebrow. "Remind me to thank my dear, beloved husband for that."

Rainbow Dash looked at the chitinous appendage skeptically. "Okay, why didn't the curse take that, too, if it was our only way to continue?"

"I've no idea," Blueblood said with a shrug. "Perhaps it's an effect of Auntie Celestia's spells. Or," he added, rolling his eyes, "perhaps the curse wants me to reach Crysalis' lair."

Dash and Cadance stared at him. He considered the idea for a moment. "Let's just forget I said that last part."

They made camp along a small brook, ate a dinner of fruit and trail rations in silence, and went to sleep.

Blueblood dreamed.

He wandered through the snow-capped boulevards of Arctus City. It was just as he had seen it before: ruined and empty, the ancient stone buildings tumbled down around their foundations, swept smooth and clean by the constant, howling wind. Only the old castle, the seat of King Azure Throne, Lord of the Grayspire Mountains, still stood. He turned towards it and began walking, but as he moved, the world changed around him. Crumbled homes and rose out of the rubble; colorful flowers and vines sprouted from them like leaves. Glass reformed from broken shards and set itself in the windows of shops, along with bright tapestries and signs that drew attention to their wares. Ghostly voices rose all around him, not threatening, but the simple hubbub of of a busy city, filled with ponies going about their business.

Steam hissed from strange, brass constructs, which whirred and clanked and hummed as they powered a staggering array of strange, wonderful devices. A pair of wooden cuckoos shot out of a grandfather clock, did a complicated tango, and retreated. Lightning arced between two orbs, while the machine below pressed wood shavings into crude but functional paper. An automaton pony in strange robes called to him in a metallic voice, promising to tell him his future. He smiled at the novelty and continued on.

Ponies began to appear around him, translucent at first, but quickly becoming solid. The streets were packed with mares and stallions clad in thick tunics and blouses and fur-lined cloaks. They smiled and waved to eachother, paying Blueblood no mind, not even seeming to realize he was there.

He kept moving towards the castle. Great blue banners, marked with the silver sigil of a unicorn's head with a curling ram's horn, fluttered in the breeze. Armored paladins stood watch from the parapets, their expressions impassive and stoic. They, too, paid the prince no mind.

As he crossed into the courtyard, he heard a familiar voice: a deep, commanding baritone, brusque and slightly mocking. "... And as much as I appreciate your concern, Clover, I have a kingdom to run. I can't be bothered with your master's concerns."

Azure Throne, looking hale, hearty, and decades younger than the ghostly impersonation of him that Blueblood had seen, rounded the corner of the keep, his pace quick and impatient. He was tall and broad-shouldered, his coat a brilliant silver and his mane shining gold. Beside him, jogging a bit to keep up, was a light-green unicorn with a deeper green mane, clad in a simple, brown cloak with the hood pulled up to her horn. "Azure, if we don't stop this before it's too late, it's going to affect all of us. Starswirl says-"

He snorted derisively. "Starswirl says quite a lot. If you ask me, the old goat's gone daft."

"That's no way to talk about our mentor!"

"Your mentor. I learned what I needed from him, and moved on. I owe the wizard no allegiance."

"Well, what about me?" Clover demanded, stepping in front of the king and putting her hoof down firmly. "Do I mean nothing to you?"

Azure hesitated. "That was a long time ago."

"Please, Azure," Clover pleaded. "Just trust me on this. Help me help us all."

He stared at her for a long moment, then sighed and turned away. "I have a kingdom to rule and a daughter to raise. I wish you the best of luck in dealing with these 'wendigos,' but I can't help you." His voice took on a coarse edge. "Why don't you go ask the Sisters?"

Clover stared at him, disappointment in her eyes, for a long moment. "Maybe I will. Thank you for your time, Your Majesty."

The world shifted again. Blueblood felt as if he was being pushed forward, wind pulling at his face and his mane. Suddenly, he was standing in Azure's throne room. It was empty, save for the pair of thrones at its head, the exhausted-looking king in one of them, and a harried-looking earth pony in simple, peasant's garb.

"Y'highness, I'm terrible sorry-like, you know I am," the pony said desperately. "But... we just can't grow enough food. Not without starvin' our own people."

Azure shifted on his throne. He looked older, now; his mane had started to pale, and there were the first hints of wrinkles around his eyes. "How long has your family served mine, Oak Leaf?"

"Generations, y'highness. Long as anypony's written down."

"And have we not been good masters to you and your people? Fair, just, and kind?"

"Y-yes, y'highness, always."

Azure leaned forward, staring the anxious farmer in the eye. "Did I not personally spare your wife from the executioner's axe when she stole a steam engine from one of my subjects? An object, by law, only unicorns may possess?"

"Y-yes, y'highness, y'did. I made you that nice armoire in gratitude."

The king nodded, as if that should settle the matter. "Then you should see, now, where your loyalties lie."

"Y-yes, y'highness," Oak agreed. "Though... it's just... "

Azure raised an eyebrow.

The farmer took a deep breath, steadied himself, and rose from his knees. "... You can't grow food up here, y'highness. So it seems to me that mayhap I'm the one who ought to be askin' about loyalty."

"You would betray me?"

Oak swallowed. "N-no, y'highness, but I think maybe-"

Azure's horn flared blue. The farmer opened his mouth to scream, but froze, suddenly and completely rigid. His own eyes began to pulse with the same light as the king narrowed his eyes, pouring more and more power into his spell. "You will bring us your food. You will let your people starve if need be, but you will bring us your food. And you will kill anypony who questions your orders."

The light dimmed. Oak sagged to the floor, breathing heavily. "Y-yes, y'highness," he gasped. "All our food. An' I'll kill anypony who says otherwise."

His eyes unfocused and glassy, the farmer staggered out of the hall. Azure sat in silence, his chin resting on his hooves, looking pensive.

"Well done, boy."

Azure glanced to the side as one of the tapestries, bearing his ram-horned unicorn sigil, shifted and came to life. "You're putting what I've taught you to good use, I see."

The king inclined his head respectfully. "Lord Tyranny. I serve you loyally, as ever."

"Yes, yes, of course you do." The emblem turned sideways and stepped out of the tapestry, stretching into a blue-and-silver version of the twisted draconequus. "Just dropped by to tell you: you'll be getting a visit from the Sisters, soon."

Azure paled. "Do... do they know?"

Tyranny pointed a claw at himself. "About me? About us? Nah. Far as they know, I'm still locked in Tartarus. Tartarus," he laughed. "Talk about your revolving doors. No, dear boy, they're here about your little wendigo problem."

"What is their concern?"

"Well, they're going to use them as an excuse to force everypony to live together in peace and harmony, with trees, and flowers, and chirping blegh." He stuck out his tongue and feigned sticking a claw down his throat. "Under their benevolent guidance, of course."

"They wish to rule?"

"Oh, they won't say that. But ever since your old galpal Clover found 'paradise,' they've been going around to all the other pony nations and offering them a deal: join us, or die. And given the choice between living in a beautiful new country or starving to death while wendigos shriek at you from the sky, well, quite a few ponies have signed up."

Azure scowled. "Cowards. The wendigos will leave eventually. They trade their liberty for safety, the short-sighted fools."

Tyranny draped himself across the king's throne, tapping him on the shoulder. "And that's why I like you, Azzy. You have vision. And I bet you've also figured something else out." He grinned wickedly and leaned down closer to the unicorn's ear. "The wendigos? They're here 'cause the Sisters summoned them."

Azure looked at the draconequus in shock, and the creature reared back, claws clasped to his face in mock surprise. "I know, right? Who'd have thought those sweet, innocent little freaks would be so ruthless? I suppose we can both understand the temptation of power, though, eh?"

"I... " The king shook his head. "I'm sorry, my lord, but... that seems drastically out of character for them. As much as I may despise them, the Sisters have never shown that kind of-"

Tyranny rolled his eyes and pressed a claw down on the top of Azure's skull. His eyes flashed blue, and in a bored voice, he said, "You firmly believe that Celestia and Luna are responsible for the wendigos, and this is all a trick to unite ponydom under their dictatorial rule." He leaned back as Azure sagged down, breathing heavily. "Yeesh, I really hate those two goody-two-hooves sometimes."

The unicorn sat up abruptly. "And they're coming?! Here?! I must... I must warn my people! I must protect my family!"

The draconequus grinned. "Yeah, you do that, Azzy. And be sure to mind-whammy anypony who doesn't buy it! Now, if you'll excuse me... "

"Of course, my lord," Azure said with a deep bow. "Thank you for the warning. Be assured, my subjects will not be taken in by this hoax."

"Glad to hear it. I'll need plenty of dead ponies around when I raise my army."

"... What?"

Tyranny rolled his eyes, stretched over to the king, and poked his head again. "Forget what I just said."

"Y-yes, my lord," Azure gasped.

The dragonequus winked, pointed a talon at him, and made a clicking sound. Then he stepped back into the tapestry, resumed the emblem's typical pose, and was gone.

The world shifted again. Blueblood stood now in Azure's bedchamber, The sheets were thrown off in disarray, and the various dressers, chests, and familiar armoire hung open as a blue unicorn mare pulled garments and other objects out and shoved them into a set of saddlebags. On the bed, beside her luggage, sat a young filly, no more than ten years old, white but with a curly blue mane. She watched the mare pack with wide, worried eyes.

"Mother, why won't you tell me what's going on?"

"Shh, dear," the older unicorn hushed, looking between two cloaks and finally settling on a brown one. "We're going to go somewhere safe."

"But we're safe here."

The mother paused and looked at her daughter, her expression heartbroken. "No, honey, we're not."

Hooves pounded on the bedroom door. "Iris! Iris, what's going on in there?! Open this door!"


The mare shook her head and wrapped her daughter in a hug. "It will be okay, sweetie."

"Iris!" Azure demanded, his blows coming harder each time. "Open the damned door!"

"No!" she shouted back, the words wrenching out of her. She looked surprised at herself for a moment, then continued. "We're not staying, Azure! I don't care if the Sisters are as evil as you say, I am not going to watch our daughter starve!"

"Iris, don't be a fool! The wendigos-"

"The wendigos are killing us!" she shrieked. "Half the city's dead already! And all of the earth pony farmers are dead or gone, too! Even if the damned wendigos left tonight, we'd still be dead!"

"We can find a way!" Azure shouted, slamming his hoof as hard as he could. "Don't abandon me, Iris! Please! I need you with me! I love you!"

"I-I love you, too," she said quietly, almost a whisper. "Come with us, Azure. Please. Don't let your stubborn pride be the end of you. Do it... do it for me... do it for Turquoise."

"Iris... "

The room fell silent.

"Iris... " Azure said again, after long minutes had passed. "I can't let you go. I can't let you become a slave."

"Azure... "

"I- I'm sorry, darling."

Light flashed. The door exploded off its hinges, slamming against the far wall and falling to the floor with a thud. Azure stepped through the billowing dust, his eyes red and wet and desperate. Iris turned sidelong to protect Turquoise and moved back against the bed.

"Azure, please," she said softly, tears streaking down her face. "Think about what you're doing."

"I know what I'm doing," he said impassively. "I'm protecting my family."

"I... I'm your wife... "

"This won't hurt, darling. Just a little spell, and you'll understand. You'll see things my way... "

A wave of pure, starry darkness hammered through the outer wall. Iris and Turquoise screamed and dove to the ground. A brick struck Azure in the side of the head, and, dazed, he fell to his knees.

"Brave mares!" bellowed a regal, authoritative voice. "All those who question their loyalty to this mad king! We offer thee this chance to flee, and to join us in paradise... in Equestria!"

"No!" Azure shrieked. His horn flared, and he lunged towards his wide-eyed daughter.

A blast of light caught him, lifted him into the air, and slammed him bodily against the far wall. A tall, immaculately beautiful mare, her mane dancing with the colors of sunrise around white wings and a long, spiraling horn, shot through the hole in the wall and landed in a protective stance between the king and his family. "You will not pervert this child's will, tyrant!"

"You will not stop me!" Azure roared, pushing himself off of the wall. His horn flashed, and blue lightning crackled through the air, striking Celestia directly in the chest. She staggered back a step, snarled, and unleashed a blast of her own that hurled the king through the wall and the one behind that, finally landing in a crumpled heap on the spiral stairway leading down to the keep's lower floors.

"It's okay," the white alicorn said, turning to the queen and her child with gentle concern in her eyes. "You're safe, now. Will you come with us?"

Iris looked Celestia in the eye for a long, considering moment. "Yes."

The world shifted.

"We should always have known t'would be thee."

Blueblood stood again in the castle's courtyard. It seemed to be daytime, but it was impossible to tell when. Snow, almost too thick to see through, swirled around him. The wind howled with unearthly strength, and sounded almost... alive? It looked much as he had seen it in reality, now; the twisted, dead remains of a garden, the crumbling edifices... a familiar skeleton, scraped clean by the wind and the ice, a silver pendant about its neck...

He looked up. On one side of the courtyard, untouched by the snow that whipped all about them, stood Celestia and Luna. They radiated with power, their ethereal manes longer and more flowing than he had ever seen them. Opposite them, relaxed and smiling in front of the keep's main doors, stood Tyranny.

"Yes, I thought so," he agreed. "Really, the decor should've been a dead giveaway. I've been using that sigil since before you were born."

"We knew you'd influenced him," Celestia said, her eyes narrowed. "We didn't know you'd escaped your imprisonment."

"Well, I decided I'd had enough of the place. All that hellfire and brimstone. It's a nice place to visit, don't get me wrong, but I would not rent a condo there."

Luna snarled. "Silence thy mad tongue, draconequus. Thine parole is about to expire."

His smile widened. "Ahh, banter! And in that charming accent of yours, too. I always did like you better than your sister, Luna. You know, with that whole 'queen of darkness' thing, you'd make an excellent villain. How'd you like to switch teams? I could show you the ropes. Trust me, it's a lot more fun."

"I believe I shall decline thine generous offer."

"Your loss. Welp," he yawned, popping his long neck and stretching his taloned arms, "I suppose you girls are eager to get to the fighting, as usual. Who's up first?"

Celestia and Luna looked at eachother, grinned, and nodded.

Despite not really being present, Blueblood couldn't help but cringe and cover his eyes as the gods clashed in titanic combat. In the blink of an eye, the courtyard erupted in an explosion of sizzling energy, and the three nigh-omnipotent creatures were battling perhaps half a mile above. Thunder crashed and the earth shook as they exchanged blows; the clouds began to spin, faster and faster, centered on the site of the epic struggle.

"Impressive, isn't it?"

Blueblood looked to his right, not at all surprised to see nothing there but a faint, murky shadow. "Nightmare Moon."

"Hello again, my love."

"I figured you'd pulled me into another ancestral memory." He glanced up at the sky. "This would be one of yours, though, I assume."


"So... you're Luna. You've been corrupted again, somehow."

He could hear the smirk in her voice. "Quite a clever deduction, my love. But... incorrect."

The shadow's indistinct form waved a vaguely hoof-like appendage towards the sky. "There's been some debate about my nature, as I'm sure you know. Some insist that I am merely Luna, embracing her repressed id. Or, perhaps, I am an independent manifestation of it, given free will and power, but ultimately only a part of her. Both of these are true, and yet... not."

"Oh, good. I'm glad you're not being cryptic or anything."

She laughed. "I am a seed, my love. A seed to be planted in fertile soil. I grew to fruition in Luna, but I exist beyond her."

"Then... what? This is where you were planted?"

"Exactly!" A ghostly hoof brushed against the back of his mane. "You are so very clever. Any minute now, Celestia will be defeated. Luna, in her desperation, will call for help from the only being who can aid her."

"The Devourer."

"Yes. And I will be planted, and for over two thousand years, I will grow in the darkest parts of her soul. I will twist her thoughts, ever so subtly, towards darkness and despair. I will make her jealous. I will teach her to hate. I will corrupt the Elements of Harmony and hide them away, until all but the legend of them is forgotten, knowing that I will someday rise to my full power and lay low the entire world in the name of my master." He could hear the frustration in her voice. "And then, all of that work will be thrown aside by a nerdy little mare and her idiotic friends."

Blueblood laughed. "And now you're just a disembodied voice who uses the remnants of her power to annoy her would-be husband. You must be so proud."

"You jest. But you still do not understand the breadth, the scope, of my plans. The eclipse is coming, my love. And in the end, you will join me, or you will see everything you care for burned to ash."

The shadow evaporated. In her place lay Celestia, her eyes closed, her billowing mane limp and lifeless, her hide covered with burns and scratches. Blueblood gasped and knelt beside her, trying to cup her head in his hooves, but they passed uselessly through her. He looked up; above, Luna fought with increasing desperation against the draconequus, who wore a smile so broad that the prince could read it from here.

Soon, Luna would seek the power to defeat Tyranny. And three millenia later, the effects of this day would still be felt.

"It all comes back to this moment," he told his adopted mother. "All of the suffering, all of the lies. Everything my friends and I have been through. All because you and Luna couldn't defeat Tyranny alone." He shook his head. "In the end... if we follow things to their logical conclusions... this is as much your fault as it is anypony else's. If you'd... if you'd just destroyed your enemies, instead of letting them escape again and again... "

He sighed. "If I'd had your power, this never would have had happened."

The world shifted, and Blueblood woke up.

The Prince Gets Unplugged

By the end of the third day, they'd even eaten the goop-covered apples.

Finding one's way through a dense forest with nothing but a compass to guide you to a very specific destination was, as Shining Armor had warned when they first set out, not an optimal situation. They had been forced several times to stop, to route around an obstacle, or to wait while Rainbow Dash hauled them up and over whatever stood in their way. Every now and then, she'd take Cadance up into the sky to get a better look at what lay in front of them, leaving Blueblood standing alone and a bit nervous with the sounds of hungry creatures and rustling bushes all around him.

He wasn't scared, though, really. The curse wouldn't kill him. He was more concerned that, one of these times, a wildcat or bear would leap out of a tree and pounce on his companions as they returned. Rainbow Dash might be giving them an unfair advantage, after all, so why not rip her wings off?

Damned curse. Damned cultists. Damned divine mercy.

Fortunately, once again, Dash and Cadance failed to be torn apart as they descended. "I think we saw it," Cadance told him the moment she touched down.

Blueblood's ears perked up. "Really? How far?"

"We should be able to get there by late afternoon, but... "

"It's in the middle of a swamp," Dash said disgustedly.

The prince sighed. "Of course it is."

"I know, right? It's like how Daring Do villains are always hiding in swamps, jungles, or deserts. Why can't monsters build a nice little cottage in a field somewhere?"

Cadance rolled her eyes. "I'm sure Chrysalis would appreciate your real estate advice. Anyway, the swamp seems to be very large. There's another, slow-moving river pouring into it from the west, and we could just make out a shoreline to the east. The lair itself looks like an old sea cave, but we also saw some kind of... pods all around it. And my spell was pointing right at them."

Blueblood nodded, and his expression turned pensive. "Any sign of Armor?"

She winced and shook her head.

That couldn't be good. Armor's spell was perhaps more roundabout than Cadance's, but it was a much more efficient means of tracking. Plus, he and his group presumably hadn't been swept downriver and lost a day trying to regroup. If they hadn't arrived yet, then something must have happened to them along the way.

Or... they had arrived already. And Chrysalis had won.

"I'm sure they're fine," Dash said unconvincingly.

Cadance nodded. "Yes. Maybe... maybe they lost the trail. The changeling they were following could have drown in the river, or fallen off a cliff... "

Or the curse could have led them right into a dragon's lair and gotten them all flash-fried, Blueblood added to himself. "Well, what do we do, now? Wait for them? Try to find them?"

"I don't think we can. The longer we wait to confront Chrysalis, the stronger she'll likely be. Besides, this might not be her swarm's primary hive. She may plan to escape across the sea as soon as she's recovered."

"Are you sure?" He put a hoof on her shoulder in concern. "I know you used a lot of power to heal your wing... "

To his surprise, she recoiled at his touch. She caught herself a heartbeat later, and gently removed his hoof as she turned to him with a determined expression. "I have enough."

Rainbow Dash raised her hoof. "Hey, uh... I'm usually all for 'charge in and punch the bad guys,' but I don't think I can hold off a whole changeling army while you deal with their boss."

Blueblood raised an eyebrow. "I'll be there, too, you know."

"Yeah... but... well... you're kind of an awful fighter."

"Thanks for putting that delicately."

"Sorry, Blueblood, but it's true. And I don't think waving a burning branch around is gonna scare them that much if we're fighting in the middle of their home."

He shrugged. "Okay, a direct assault is out. But could we sneak in?"

Cadance frowned. "It would be like sneaking into an ant hill."

"Maybe," Dash said thoughtfully, "but maybe not. I mean, how much do we know about changelings, really? They're kinda like bugs, and they need to take orders from somepony, but, like, has anypony ever actually been inside one of their hives?"

Blueblood shook his head. "Not that I've ever heard of. Or read."

"Right! And if Chrysalis is hurt, and a bunch of them are hurt, maybe most of them are, y'know, taking a nap. I bet if we were careful, we could get in there without raising the alarm."

Cadance chewed her lip. "I don't know... "

"It's either that, or take the time to find Armor and the others."

She sighed and stared at the ground for a long moment with a worried expression on her face. "We're probably going to regret this, but... okay." She took a deep breath. "Let's do this."

Blueblood and Cadance stood at the edge of the swamp. Brown, brackish water stretched to the horizon, muddy little hills covered with dull green grass or stunted little trees rising from it occasionally. Things moved in the water, leaving little ripples or sending bubbles floating up to the surface. Insects clicked and chirped and buzzed around them, and somewhere in the distance, a pack of coyotes yipped and howled.

High above, Rainbow Dash was trying to scout a trail for them while remaining beyond the visibility of any lookouts on the ground. Hopefully, she'd be able to find a path that would expose them to a minimal amount of leeches, crocodiles, and disease-carrying filth.

He turned away from his dour examination of the marsh and looked at his sister. She was silent, staring out over the marsh, her thoughts clearly focused somewhere else. She's worried about Armor, he thought. Wondering if the idiot got himself killed. ... I hope he's alright. For her sake.

"Cadance?" he asked after a moment.

She glanced up at him. "Hm?"

"Earlier... when I touched your shoulder... "

She sighed. "I'm sorry, Blue. You just caught me off guard."

"... I'm sorry. For everything."

"Blue, it's... it's in the past."

He shook his head. "No, it clearly isn't. Cadance... I realize, now, how... uncomfortable my feelings for you must have made you. You thought of me as a brother. I thought of you as... as, potentially, something else."

"I know that, Blue."

"I know you do, I just... I want to think that Tyranny affected my mind. That... what happened at the castle, that it was him pushing me, making me trust him, making me think that by hurting you, I could help others. But... I don't know if that's true. What if I really did resent you so much? What if I really did feel so hurt by my feelings for you that, deep down, I wanted to see you suffer?"

"Blue. Don't." She turned to him fully, her eyes locked on his. "I told you. I forgive you. You weren't... you weren't yourself. You're right, I think Tyranny did something to you. You're not to blame for what happened there. But it's all in the past. We can move on."

"Then... then why did you pull away when I touched you?"

She winced and turned away. "I forgive you, Blue. But I can't... I can't forget. Not yet. Maybe someday, but... not yet."

He nodded and sighed. "I understand."

They stood in silence for awhile. Above, Blueblood could barely make out the tiny form of Rainbow Dash, still circling the swamp, trying to find a route through.


He looked up at Cadance. "Yes?"

"Do you... " She was staring at the ground, her cheeks darkened. "Do you still... think of me that way?"

He stared at her for a moment, considering. "... No," he answered, surprised at his own response. "I mean... I still think you're beautiful. And I still think your husband's a thick-headed idiot who doesn't deserve you, but... I suppose I've accepted that it will never happen. And that it probably shouldn't."

Tentatively, he put his hoof on her shoulder again. This time, she didn't pull away. "Frankly, Cadance... I'm happier having you as my sister than I ever was before."

She smiled at him, tears sparkling at the corners of her eyes, and put her hoof over his. They stood like that for a long time, until Rainbow Dash finally returned with her report.

"Okay, so... you guys are gonna have to get your hooves wet," she said without preamble. "I've found kind of a dry approach, but, y'know, it's a swamp. There're a few changeling guards out in front of the hive, too, one of 'em on lookout duty, the other two buzzin' around on patrol. I could try flyin' you guys over one at a time, but they'd find whoever went first, and besides, I don't think I could fly high enough to avoid getting spotted if I had to carry one of ya."

Cadance nodded. "Well, it's a good thing I didn't bring my slippers. Lead the way, Rainbow Dash."

As a child, Blueblood had been terrified of leeches. Their slimy, eyeless bodies, their ring-like mouths, full of sharp little fangs... He'd dreamed of falling in a filthy lake, just for a moment, only to disappear beneath the waves forever as a swarm of the vile little creatures swarmed over him and sucked free every last drop of blood in his body.

He did not take the discovery of a leech on his flank well.

"It's just one leech, Blue," Cadance told him impatiently. "It will fall off as soon as it's full."

"B-but it's drinking my blood," he whined.

"Yes," his sister agreed sagely, "this is a thing that leeches do."

"Didn't they used to use leeches in hospitals?" Rainbow Dash asked, hovering nearby. Blueblood felt a little better that she looked as alarmed and grossed-out by the vampiric little monster as he did.

Cadance nodded. "A long time ago, yes. It was widely believed that the leeches could suck the 'diseased blood' out of a patient, leaving them healthy."

"Why'd they stop doing that?"

"Well... they really just sucked out blood, period, and left patients weaker and more vulnerable to infection."

Blueblood gulped. "I don't want to die of an infection."

"Hush. There, it just fell off."

He looked down to see the little black thing, bloated and fat, squirming and twitching as it tried to roll its way back to the water. Whinnying in disgust, Blueblood raised a hoof.

"Blue, don't-"

Blood splattered everywhere.

Cadance, her level stare never leaving her brother, pulled a bit of cloth our of her saddlebags and began cleaning her legs.

"Sorry," he said meekly.

Dash, her face turning a shade of teal, turned away from the sight. "Um. We're... almost there, guys. Just another couple of islands down."

"Thank you, Rainbow," Cadance told her, turning her attention to the mess on Blueblood. "Please be ready to strike on my signal."

A few minutes later, the royals crouched just behind the crest of a small ravine, their heads and horns obscured by a cluster of tall grass and a short, gnarled oak tree. Beyond lay the cave Rainbow Dash had described. It was carved into the side of what must have been an old river bed, back in the days before this swamp existed. The entrance was wide enough for two ponies to enter side-by-side, and tall enough for four. Some sort of strange, greenish mucus leaked out of it like pus from a wound, coating the walls, the ceiling, and the ground around it. Semi-transparent pods, just large enough to hold a young foal, were tucked here and there into crevasses and recessions along the side of the cliff. A single changeling, its black chitin shining in the fading afternoon light, sat on its haunches above the cave's entrance. It faced out to sea, never moving or looking away, though its wings buzzed occasionally.

"Eugh," Blueblood exclaimed quietly.

"Indeed," Cadance agreed. She raised her head a bit, just enough to see a bit further down the river bed. "Here comes the patrol. Are you ready?"

The prince eyed the rock at his side. It was light enough for him to throw, but should be heavy enough to incapacitate the bug. "Ready."

The sank down into the grass. Hoofsteps approached, splashing through the shallow water. They don't have to worry about leeches, Blueblood thought disgustedly.

When they were just below, Cadance leapt to her hooves, her horn glowing blue as she whipped her stone into the nearest changeling's face. It struck solidly, chitin crunching at the impact, and the thing dropped instantly. Blueblood was up a moment later, his own rock glowing turquoise as he hurled it into the other changeling's face. It smashed squarely into the bug's forehead, and the thing sagged to its knees, stunned.

The lookout's head whipped around at the noise. Its eyes widened in surprise, and it began speaking in the changelings' clicking, chirping tongue. It stopped abruptly as Rainbow Dash plummeted from the sky, moving just shy of Sonic Rainboom speed, and slammed into the thing with her rear hooves extended. It splattered much as the leech had.

The surviving changeling chittered and tried to rise. Blueblood, annoyed, levitated his rock and hit the thing again, this time laying it low.

Cadance held up a hoof, and the ponies froze, listening. No cries of alarm went up. No hornet-like buzzing of wings. They had succeeded, at least this far.

The princess nodded and started to lead the way into the cave, but Blueblood raised a hoof to stop her. "Let me lead. If there are any traps or anything... well, the curse doesn't want me dead."

She frowned at him, but after a moment, she nodded. Together, she and Rainbow Dash fell in behind him as he led the way into the changelings' lair, his horn aglow.

He immediately wanted to back out. The strange goop covering everything squished beneath his hooves, sliding and molding under his steps like soft rubber or... well, how he imagined a carpet of flesh might feel. It was a bit difficult to keep his balance, and he had to set his hooves firmly to prevent them from sliding out from under him as he shifted his weight. Plus, something in here--possibly the goo, possibly not--reeked of rotten fruit and wet sewage.

If that weren't bad enough, the membranous pods on every side were growing thicker, here, and in large clusters. As the dim light of his horn passed them, he could see shapes inside, like the little pony embryos Auntie Celestia had once forced him to see at the Equestrian Natural History Museum. Some twitched, and as they did, their pods pulsated ever so slightly. One even opened an eye to stare at him as he went by.

So entranced by the unnvering sights around him, Blueblood barely stopped himself in time to avoid sliding down a sudden, steep downgrade. He turned back to Cadance and Rainbow Dash, noticing they looked almost as horrified as he felt, and nodded towards the slope. Dash glanced over him, nodded, and glided down to the bottom. She took a quick look around, then turned back to Blueblood with an uncertain look but a hoof's-up. He nodded, set himself on his haunches, and carefully slid down to join her.

They found themselves at the entrance to a much larger chamber. Hundreds of pods lined the walls and the domed ceiling. Stalactites covered in some sort of green crystal gave off a dim, unearthly light, and the shadows cast by the unborn changelings danced across the floor in a hideous collage of shapes. Along the lower walls were more pods, these ones much larger and filled with lumpy, spiky forms that bore only a passing resemblance to their kin. At the center of the chamber was a still pool of water, perhaps ten feet across, untouched by the slime that covered everything else. And standing at the edge of the pool, staring deeply into it, was Queen Chrysalis.

She looked frail and thin, even moreso than usual. Most of her membranous mane was gone, and what was left was a slimy, unkempt tangle. Green mucus dotted the edges of her mouth, and her eyes looked a bit unfocused and cloudy.

If she had noticed the ponies, she made no sign of it. Instead, she hissed a few words in a spidery tongue and sprinkled a bit of silver powder into the pool. The water began to glow and twist, first into a spiral, and then into an image of a dark chamber, lit only barely by a crackling, green brazier.

"Chrysalis," a voice intoned, distorted and deep. "Why do you call?"

"I believe my guests have arrived," she said. Her voice was hoarse and she wheezed as if she was having trouble breathing. "Three of my swarm were just struck down."

"Good. Then all goes according to plan."

Chrysalis' nodded. "You will fulfill your end of the bargain?"

"Of course... so long as you fulfill yours."

"For my children, I will."

The changeling queen touched a hoof to the surface of the pond; it rippled, the light faded, and the image disappeared. She raised her eyes to the ponies, still clustered about the entrance to her chamber. "Hm. Just the three of you, as she said."

Cadance stepped forward. Her horn began to glow with blue light, and her rose-hued mane began to dance and billow about her head. "We're here for Twilight Sparkle, Chrysalis."

"Well, she's not here," the changeling said with a dismissive shrug. "So if that's all, the door's right behind you."

"What?!" Rainbow Dash demanded. "She's supposed to be here! We came all this way!"

"My dear, at what point did I ever say I had her? Really, you ponies have a gift for jumping to conclusions."

"Then where is she?!"

"Elsewhere," Chrysalis said simply. She grinned at Dash's frustrated growl, and turned her amused gaze to Cadance. "I notice you're not leaving. I don't think you came here for Twilight Sparkle at all, dear. I think you came here to kill me."

She shook her head. "No, but that was always going to be a bonus."

The changeling giggled. "So violent! My, my, does sweet little Princess Mi Amore Cadenza hold a grudge? Are you still angry about the way I seduced your succulent young husband? How I made love to him, over and over again, fulfilling his darkest, wildest fantasies in ways you can't even begin to-"

Cadance's blast caught Chrysalis in the chest and hurled her against the wall; the gestation pods she hit smashed open at the impact, pouring pussy, yellow goop and the twitching embryos of some insectoid things onto the ground. Chrysalis stared at the creatures with wide, horrified eyes, then shrieked in fury and threw herself against her attacker.

Chittering screams of alarm went up all around them. Blueblood cringed as pods began to burst open of their own accord, half- or nearly-grown changelings spilling forth. Unfinished wings stretched and flexed; dripping mandibles turned hungrily towards the ponies.

"That's not good," Dash stated simply.

Above, Chrysalis' wings buzzed as she banked around another white-hot blast of flame. Cadance snarled and followed it up with a solid wall of blue energy, which the changeling queen only narrowly twisted around. She fired a bolt of green flame at the furious princess, but it sizzled against her flank without effect; Cadance's counter struck her right below the jaw and launched her, once again, into a cluster of pods. She screamed in agonized rage.

"Cadance, hurry up and take her down!" Blueblood shouted. He slammed a hoof down atop one tiny changeling as it darted towards his face, crushing it against the floor. Behind him, Rainbow Dash was using her wings to keep a swarm of newborns at bay while she twisted and dodged one of the larger creatures.

She nodded and charged forward, using her running start and remaining wing to leap across the small pool. She reached Chrysallis just as the changeling queen fell to the ground again, and struck her twice, rapid-fire, across the face with her hooves. Then, snarling, she used her magic to lift the changeling into the air over her head, and then slam her into the ground with a crunch of chitinous impact. Chrysalis, her lower body twitching uncontrollably, tried to crawl away, but Cadance caught her again and smashed her into the wall again, destroying another group of pods. Not finished, she ground the queen against the side of the chamber in a circuit around the room, destroying each and every pod left, one by one, while Chrysallis' shrieks turned to mournful, wretched sobs. Only then did she slam the changeling back to the ground and let her remain there, panting and wracked with grief. The remaining changelings suddenly ceased their attack and scrambled away, disappearing into any crack or crevice they could find.

"Celestia, Cadance," Blueblood breathed. "A-are you okay?"

"She won't hurt anypony, ever again," his sister said firmly. She strode over to Chrysalis and put a hoof against her chest, glaring down at her. "Will she?"

The changeling queen's sobs mixed with mocking, wheezing laughter. "You... had better kill me, little girl," she gasped. "Because if you don't... you will pay for this. For every one of my children... I will make... one of your little ponies... suffer."

"You can try." Cadance shoved her to the ground and stepped away, though she paused to look over her shoulder. "But if you'd like to spare the rest of your 'children,' you will never set hoof in Equestria again. You will abandon whatever plans you have, and you will find a new home for yourself and your kind. Because if I ever see you, or any one of your changelings again, I will find you. I will track you to the ends of the world. And I will end you."

Chrysalis rolled her eyes and let her head sink back against the stone. "So... melodramatic."

Cadance turned and marched out of the chamber. Rainbow Dash watched her, gave Chrysalis a concerned look, and fluttered out after. Blueblood frowned after both of them, then turned back to the changeling queen.

"She's making a mistake by letting you live," he said.

"Oh, yes."

"I should kill you. I know why she couldn't. She's too good. But me... well, I've always been damned, haven't I? Thanks to you."

"Yes," Chrysalis agreed. She giggled. "Embracing your... destiny, little prince?"

"Yes. But not the destiny you put in front of me." He took a step towards the prone changeling.

"I could tell you where she is."

He paused. "Twilight?"

"Yes. I could tell you how to... find her. You could be her handsome, dashing Prince... Charming. Carrying her away from... the villains who captured her."

"So tell me."

She giggled again, though it trailed off into a raspy cough. "I want your word, prince."

"That I won't kill you?"

"No." She waved a chitinous hoof down at her broken form. "I'm... dead already. I've been dead since... since the wedding. It has just... taken awhile to happen. No, little prince. I want your word that you will kill me."

"Blueblood?" Cadance called, her voice distant and echoing.

He closed his eyes. "Fine. You have it. Where is Twilight Sparkle?"

Chrysalis smiled. "Where it all began for you, little prince. Where your mother anointed you. Where you were blessed. Where you received your destiny."

"So... I'll be on the lookout for subterranean chambers with ritual circles on the floor, then."

She wheezed another attempt at a giggle. "Canterlot, boy. It began in Canterlot. And it will end in Canterlot."

Blueblood's eyebrows rose. "What? She's in Canterlot?! Under Auntie Celestia's nose?!"

"Yes. Where we have always been." Chrysalis gasped and fell into another coughing fit. As it receded, she tilted her head, exposing the brittle chitin around her neck. "And now... your end of the bargain."

He swallowed. He stared down at the helpless queen. This... this seemed wrong. Who was he to determine if anypony should live or die, even one so wretched as this?

The ghost of Tyranny's laughter floated across his memory.

No. He would not make his aunt's mistakes.

"Goodbye, Chrysalis," he said, stepping beside her. Slowly, ponderously, he raised his hoof.

"Goodbye, my king," the queen replied. Her eyes flashed green. Her horn glowed with energy. Before Blueblood could react, she jabbed the jagged appendage into his foreleg. Her body stiffened as a rush of energy flooded out of her and into the prince. Blueblood screamed and tried to pull away, but it was too late. He felt his body go rigid. A green glow enveloped him. His turquoise eyes began to burn with light. He felt something deep inside his soul break, like a dam under too much pressure, and suddenly... suddenly he was calm. He was controlled. Like never before in his life, he... understood.

A monster? He would never have become a monster. He would have become a god.

He opened his eyes and stared at his own hooves in amazement. He'd never felt such strength in them before. He could... he could fix everything. He could stop Nightmare Moon. He could protect his friends. He could fix the mistakes Celestia and Luna had been too timid to. He could reshape the world as he saw fit.

"What... " He trailed off, staring at the changeling queen in amazement. "What did you do?"

"My... gift to you," Chrysalis gasped. "I broke your chains. I set you... free."

Her head fell back against the stone. She took in a final breath. "The eclipse... "

Blueblood paid no attention to the rest. Filled with purpose, he stood and turned away.

The Teacher Gets Educated

"... The easiest way to remember all of this is a little word game my own teacher taught me when I was your age: Please Excuse My Dear Aunt Salty. Could somepony tell me what that means?"

An orange hoof shot up. "That your Aunt Salty's kind of clumsy?"

Cheerilee smiled and shook her head. "No, Scootaloo. It's just a way of remembering the order of operations. The 'P' stands for 'parentheses,' the 'E' stands for 'exponents... ' Can anypony guess what the 'M' stands for?"

"Multiply?" ventured Sweetie Belle.

"Very good, Sweetie! What about the 'D?'"

Apple Bloom nearly jumped out of her seat. "Divide!"


"An' the 'A' standth for 'addition!'"

"That's right, Twist! And the 'S,' anypony? Yes, Diamond Tiara?"

"Why do you have that hammer on your desk?"

Cheerilee blinked and looked down. Her desk, as usual, was organized chaos; her "In" and "Out" boxes were stuffed with worksheets and quizzes and book reports and colorful crayon drawings; the surface was littered with lesson plans she'd hastily scribbled out whenever she could find the spare time. Her little coffee cup of pencils was running dry, and she kept forgetting to buy new ones. And, yes, a heavy, dented old warhammer was laying lengthwise behind her little name placard.

"Yeah," said Apple Bloom, agreeing with Diamond Tiara for probably the first time in her life. "Are we gonna get attacked?"

Cheerilee forced on her most reassuring smile. "No, dears. I've just got to run to afternoon training after school today."

"Why do you have to join the militia?" asked Scootaloo. "You're a teacher! You're important!"

"It's every pony's duty... " She stopped, shot a pointed look at the Cutie Mark Crusaders, and corrected herself. "It's every adult pony's duty to defend Ponyville if it comes under attack."

Apple Bloom struck a hoof on her desk. "So we are gettin' attacked!"

"No, dear, we're not. But Princess Celestia asked us to be ready just in case we were, and... "

"But Rarity keeps going into the forest to get more silkvine!" Sweetie Belle protested. "And she's been spending all her time making uniforms!"

"Well, like I said, she wants to be ready in case something happens. But nothing will."

"She's talking about capturing one of those things and keeping it at Fluttershy's!"

Cheerilee's smile faltered. "I'll... talk to her about that."

Sweetie Belle crossed her hooves and huffed. "Yeah, good luck."

"... Anyway, my little ponies, the Order of Operations is one of the most important things you can... Yes, Snips?"

"A-are we gonna get drafted?"

"I... what?"

The pudgy little unicorn looked at his classmates for support. "Well, it's just, Captain Cloud Kicker was talking about how pegasi used to make regular ponies serve in the army sometimes, and when they were desperate, sometimes they'd even take foals."

Cheerilee sighed and covered her face with a hoof. "That did sometimes happen, Snips... "

Quiet, panicked murmurs rose among the students.

"... But Princess Celestia outlawed the practice thousands of years ago, and besides, foal soldiers really just fetched water and bandages and so on. They never had to fight."

A tall, gangly orange unicorn raised his hoof. "Um, but what if all the adult soldiers were hurt?"

"Then... I... That never, ever happened, Snails."

"Not even once?"

Twist's hoof shot up. "What about the Foalth' Cruthade?"

That caught Apple Bloom's attention. "Huh? Foal's' Crusade?"

"Well, hundredth of yearth ago, a group of colth and fillieth went to retake-"

"My little ponies," Cheerile cut in, an edge to her voice. "Let's get back on topic, please. The Order of Operations... "

"My dad says we're totally going to get attacked," came Diamond Tiara's voice, authoritative and just loud enough for everypony to hear. "He's stockpiling food, lumber, and nails. He says he's going to make another fortune once the fighting starts."

Cheerilee turned to face her student. "Is he."

Tiara stared at her teacher, gears whirring in her head. "Uh. I wasn't supposed to tell anypony that. Please don't tell Daddy I told you."

"I imagine Macintosh and I will have more than enough to say to your father without mentioning your slip of the tongue, young lady." She locked eyes with her student for another few seconds, then shook her head and turned away. "Look. I understand that everypony is nervous, maybe even a little scared. Ponyville has had more than its fair share of disasters, but we've never organized a militia. But the fact that we are... that's a good thing! It means we've had plenty of time to prepare. We don't have a swarm of parasprites eating half the town, or an Ursa Minor rampaging through the streets... " She noticed Snips and Snails had the good sense to sink into their seats. "... Or a draconequus making our houses float upside-down. We know that there might be something bad coming, but if it does, we're ready for it.

"So, please. I, personally, don't think anything bad's going to happen here. And if it does, every adult in town is going to be prepared to deal with it. And if we need help, we can send a message to Princess Celestia, and she can be here in seconds. So let's stop worrying, and stop wasting valuable class time, and learn about the Order of Operations. Okay?"

The students murmured quiet agreement. Cheerilee smiled at them and, taking a deep breath, slid back into Teacher Mode. "Okay. So, the first step to solving any sort of equation is... "

Cheerilee fought to not lean on her desk for support as her students finally filed out of the classroom and into the warm, spring afternoon. She was exhausted. Dealing with her anxious students was hard enough, but knowing that she had another evening of muscle-straining, bone-wearying drills to get through made her want to hide under her desk until morning. She'd been doing pretty darn good with her hammer; why did she need to learn how to hold it straight out for minutes at a time?

She was staring vaguely at the floor, lost in her thoughts, when a pair of large and muscular stallions appeared at the door. She shook her head to clear it, grunted a bit as she hefted the hammer across one shoulder, and trotted over to join them. "I don't suppose I could get a pass this afternoon?"

Macintosh smiled at her sympathetically but shook his head. "Nope."

The dark green stallion beside him grinned. "Don't think that'd look too good, the Earth Pony Captain givin' his marefriend the day off while everypony else has to suffer."

"Well, not everypony has to actually be on her hooves all day."

Hacksaw laughed. "Hey, you've got that nice desk. You could sit behind it."

She shook her head. "That... disengages you from the students. It's okay to do it while they're taking a test, but otherwise, a teacher should always be active and moving."

"You never met my teacher back in Detrot. He never stood up if he could help it."

"And did you enjoy learning from him?"

"I enjoyed bein' able to cheat on every test, since he couldn't see my desk."

Cheerilee rolled her eyes. He laughed. Macintosh smiled at them both, then turned and lead the way.

The militia training grounds were actually a currently dormant field on the northern edge of Sweet Apple Acres. Rudimentary targets and combat dummies had been set up in clusters here and there, and on the clouds above. Wooden training weapons, mostly spears and clubs, lined various racks along the perimeter, and several piles of hoof-sized rocks had been arranged for unicorn telekinesis training.

Only a few other ponies were there yet, and they mostly stood in small groups of friends, chatting and griping about the upcoming practice. Ditzy Doo was fluttering about the pegasus training course above, trying (and failing) to get a jousting dummy to properly hold its lance.

"Ditzy!" Cheerilee shouted, waving a hoof. The skew-eyed pegasus turned and waved down to her friend, causing the lance to slip from the dummy's grip and plunge into the ground a foot in front of the teacher's face, where it stood, quivering.

Ditzy floated down after it, a sheepish grin on her face. "Um, sorry."

"It's... okay," Cheerilee said, eyeing the lance carefully. "How are you?"

"Oh, I'm okay. I finished my rounds early today, and Sparkler picked Dinky up, so I thought I'd come here and set things up for training today. Gotta be a good lieutenant!"

Hacksaw cleared his throat. "Uh, no offense, lady, but how'd you end up the second-in-command pegasus?"

Ditzy's eyes widened. "Well, um... "

"Because I knew she'd be a damned good one."

The ponies looked up to find a lavender mare with a blonde mane hovering above them. She dropped lightly to the ground, wincing slightly at the impact and doing her best to cover it. "Ditzy knows Ponyville and the surrounding areas like nopony's business, and she's great at organizing. Besides, it's a basic rule of management. If you've gotta be a jerk boss, you need a nice assistant."

Cheerilee raised an eyebrow. "And why are you being a jerk boss, Cloud?"

Cloud Kicker shrugged. "Because Rainbow Dash isn't here and somepony's gotta get these chumps organized and ready to fight. So Ditzy's the sugar, I'm the spice."

"Got that right," Hacksaw muttered, rubbing his jaw.

"Aww, what's the matter? Does baby's boo-boo still hurt?"

The contractor laughed. "What happened to our truce?"

"Eh. Still in effect. I was making fun of ya to show affection. You're not a complete jerk."


"No problem." She turned to Macintosh. "Hey, when Her Majesty, the Captain of the Glamorous and Ephemeral Unicorn Contingent shows up, we need to talk. I think my ponies are ready for some mixed-unit drills. How about yours?"


"Good. I was thinking, y'know, we could do something where you earth ponies launch us upwards... "

Cheerilee stepped away as Cloud Kicker and her coltfriend began discussing tactics. She'd declined Macintosh's offer to be his second-in-command--really, she had enough responsibility in her life--and didn't feel like she'd have much to contribute to their discussion. Hacksaw, having served a few years in the Royal Guard, was a much better choice of lieutenant anyway. Although Ditzy had been rather insistent that her doctor friend would have been a good pick, too.

Speaking of, the gray pegasus cast a considering look at the fallen lance, then at the dummy up above, and wisely decided to leave them and follow her friend instead. "So, Cheeri, how's everything going?"

The teacher turned to her friend and managed a tired smile. "I'm hanging in there, Ditzy, but between school and the drills... "

She nodded sympathetically. "Tell me about it. A couple days ago, I had to fly a package all the way to Canterlot, and then get back in time for practice."

"Ouch. How are the girls handling it?"

"Well, Sparkler's been really helpful about taking care of Dinky, but... " She sighed. "You've probably seen her more than either of us have, lately."

Cheerilee frowned and nodded. "She's been... really quiet the last few days. Hardly a peep out of her."

Ditzy shook her head. "I really wish... I dunno, I probably shouldn't, but... I wish something would happen already. So everypony could stop being so anxious and nervous all the time and just relax. It's just... building up, you know?"

"Yeah. Even the foals are feeling it. I spent half my day trying to reassure them that nopony's going to hurt them."

"Well... how do you know?"

Cheerilee looked up. "Huh?"

Ditzy chewed her lip nervously, one eye swiveling a bit further askew than normal. "I mean... I know we're ready this time, but... you know, even if we were ready for Tyranny's army, we probably couldn't have kept them all out of Ponyville. Ponies still would have gotten hurt, or... or worse."

"I know, Ditzy, but... "

"I know, you don't want us to be scared, and I know, I'm a lieutenant, I'm not supposed to be scared, but... and maybe this is dumb, you know, 'ha ha, there goes Derpy Hooves, gettin' scared about things,' but... where are our heroes? Most of them left, and, and we don't know what happened to them. And, sure, we've still got Rarity and Fluttershy, but what if things get really bad and we need the Elements? What if we need Twilight Sparkle to cast some big spell to fix everything? What if we need, I don't know, like, Applejack to save us from a stampede or something?"

Cheerilee put a hoof on her friend's shoulder; the pegasus' good eye rose to meet hers. "Ditzy, we're going to be okay. We don't always need 'heroes' to save us. You know, Ponyville was around for a long time before the Elements of Harmony came back. And it was up to good, brave, regular ponies to protect it."

"O-okay," Ditzy said, swallowing. "I just... I want my girls to be safe, Cheeri."

"Ditzy, I promise you. I will die before anything happens to my foals."

The pegasus nodded and pulled her friend into a quick, tight hug. "Thanks."

Both ponies stiffened as another pair of hooves, these mint green, wrapped themselves around both of them. Cheerilee pulled back enough to see the intruder's face. "Lyra?"

"What?" the unicorn asked. "You girls are hugging, I claim group hug privileges. We're all friends here."

Cheerilee and Ditzy looked at eachother, shrugged, and shifted to include Lyra in the hug. "Happy now?" the teacher asked.

"Very," agreed Lyra cheerfully. "How's it going, Ditzy? Ready to bust some heads?"

"Not really," the pegasus said quietly. "I mean, I want to hurry up and get it over with, but... "

"I hear you. How about you, 'Lee?"

"I'm still not convinced anything is going to actually happen."

"It's Ponyville. And we've got almost a month without any major disasters. Something's going to happen."

"Sure, but I'm hoping for more 'terrible fashion show' and less 'rampaging baby dragon.'"

Lyra laughed and pulled away, finally breaking the hug. "You might get your wish. Rarity's finished designing everypony's uniforms. She's bringing them with her to training."

Cheerilee raised an eyebrow. "So... you unicorns are going to be busy trying on clothes instead of running drills?"

"I wish I was a unicorn," Ditzy said sadly.

"Hey, don't underestimate Her Esteemed Captainness. Maybe you ponies haven't noticed, but we've gotten pretty darn good at combat telekinesis."

"You can throw rocks, Lyra," Cheerilee noted dryly. "We can throw rocks. We pick them up and throw them."

"Sure, but we can throw them further, and with more accuracy. So nyegh."

"And what happens if the bad guys close in on you?"

"Well, that's what we have you earth ponies and pegasi for."

"And what happens if they get past us?"

"Well, we'll already have a pretty good head start on running away... "

Cheerilee laughed and shook her head. "How the hay were you ponies the dominant race?"

"Because we let the earth ponies and pegasi do our fighting while we ran away, 'Lee. Duh."

Ditzy caught her friends' attention and looked past them. "I think Rarity's here."

A procession marched up the road towards the training field: two wagons, burdened each with some unidentifiable, lumpy mass covered by fine, purple fabric, each pulled by a pair of local stallions. A yellow pegasus with a pink mane drifted beside the rear cart, nervously keeping one hoof on the top to stabilize it. At the head of the line strode a white unicorn with an indigo mane, its usually lustrous curls somewhat limp and stringy and her sapphire eyes a bit bloodshot and baggy. She beamed at the onlooking crowd with all the energy she could muster. "Sorry I'm late, darlings," she called. "Just had to finish one or two... dozen... more uniforms. I'm here! Here with the uniforms. Did I say that? I seem to be rambling. Does anypony have any coffee?"

Lyra's eyebrows rose as she stared at her captain. "Holy hay, she was only halfway done yesterday! Uh, I should go help her out. Later, Ditzy, 'Lee."

"See you, Lyra."

The mint green unicorn hustled over to meet Rarity, and the two exchanged a few words that ended with an expression of undying gratitude from Rarity. Lyra smiled back and turned to the assembled ponies. "Okay, listen up! First thing's first, we're gonna get everypony uniformed. Assuming that's okay with the other captains?"

Macintosh and Cloud Kicker looked at eachother, then nodded. "Eeyup."

"Alright, good. Unicorns, I'll be taking over drills for the day. Captain Rarity... "

She gestured towards the white unicorn, who had managed to lean against the front wagon and fall asleep standing up. A dainty little rivulet of drool hung from her lower lip.

"... has earned herself a little nap, I'd say."

Ponies began to cluster around the wagons, while Fluttershy began directing the cart haulers to unload and sort the uniforms. Cheerilee turned to Ditzy, and was surprised to see her friend frowning thoughtfully. "Ditzy?"

The pegasus blinked and looked up. "Hm? Sorry. Just... uniforms, Cheeri. That... kinda means it's official now, doesn't it?"

"Ditzy, it's Rarity. She saw a chance to do something both nice and fashion-related for the whole town. There's nothing more to it than that."

"Sure, you're right," she agreed unconvincingly. "Um, I'd better go help Cloud Kicker get things organized. Bye, Cheeri."

Cheerilee watched her friend flutter off and sighed. She wanted to tell herself that Ditzy was getting worked up over nothing. That whatever was coming wouldn't be that bad. That by being organized and prepared, the ponies of Ponyville could handle whatever storm might be brewing. And maybe she'd even be right.

But she'd been there, in the forest. She'd fought Chrysalis and her changelings barely a half hour's walk from her home. She'd heard Princess Celestia's warning, that whatever was happening might be big, perhaps even too big for her and Princess Luna to handle on their own.

Cheerilee was a fighter. She'd never have guessed that about herself until just a few months ago, when skeletal horrors burst into Zecora's home and tried to grab the Cutie Mark Crusaders. She'd smashed half a dozen of them with her bare hooves and anything she could get her teeth on, and they hadn't laid so much as a hoof on the girls until they'd brought her down. It was comforting to know that, in the face of danger, she was capable of protecting the ponies around her.

But what good was that going to do against something that could threaten Princess Celestia?

She let out a breath. Positive thoughts, Cheerilee, she told herself. Don't let it show. There's enough worry, enough anxiety. Put on your mask. It took as much effort as anything she'd ever done, but somehow, that bright, cheerful smile appeared on her face again, and she trotted towards the crowd. Let them see the mask, Cheerilee, and never the terrified pony behind it.

It took nearly a minute before she realized what the alarms meant.

Macintosh was already throwing his steel helmet and backplate on over his green-and-brown uniform, struggling to clasp them with his teeth. Cheerilee, rubbing sleep out of her eyes, moved to help him. He smiled appreciatively and helped her dress in turn.

Downstairs, Granny Smith was clattering around the kitchen and loudly and vehemently vowing to keep the intruders off her petunias. Apple Bloom watched her nervously, a stew pot on her head and a wooden ladle clutched between her forelegs. "Big Mac, Miss Cheerilee, what's goin' on?"

"We don't know yet, honey," Cheerilee said honestly. "Could be anything. Stay here and keep your grandmother safe, okay?"


The pair of armored ponies, Cheerilee's warhammer over her shoulder and Macontish's shiny new mace across his, galloped as quickly as they could manage in the midnight gloom towards the sound of the clanging alarm bells. Watchtowers had been set up at various points around town, with lookouts rotating in and out every few hours. The commotion seemed to be centered on the southernmost tower, and as lights went on throughout Ponyville, Cheerilee could see dozens of other ponies suiting up and taking to the streets.

"'Lee!" called a familiar voice, and the teacher turned to see Lyra, saddlebags full of throwing rocks across her back, struggling to catch up.

"Lyra! Any idea what's going on?"

"Not yet, but Graphite was on watch over there. Something big must be up if he's still hanging on the bell like that."

Macintosh's eyes widened. "Uh, eeyup."

Cheerilee gaped. Flames were rising from the base of the tower, quickly licking their way up the dry timbers they'd built the tower out of. At the top, they could just make out a dark gray or black unicorn stallion desperately clanging his brass bell as he watched the flames rise below him.

"It's an attack!" Lyra gasped. She turned to the growing crowd that raced behind them. "Unicorns, on me! Grab buckets of water, whoever's attacking has torches!"

Macintosh grunted as Lyra and her militiaponies veered away, and turned back to address the remainder. "Earth ponies!" he bellowed. "On me!"

Cheerilee nodded and fell back a step, keeping beside her coltfriend's shoulder. She reached back and clutched the hammer's handle in her teeth, taking some small comfort in the weapon's reassuring weight. Together, she and the dozen or so other earth ponies galloped the last few blocks towards the burning tower, and directly into a pack of monsters.

They were extremely tall, easily three times the height of a pony, and walked in two tiny little goat legs that seemed far too small to support their broad chests and trunk-like arms. Their heads were like a bull's, with long, sharp horns rising out of them at a variety of angles. It was hard to tell their coloration in the flickering light of torches and burning buildings, but they were all covered with dark, jagged markings of some strange, tribal design. There were a dozen of them, all carrying axes and swords almost as huge as they were.

"CHARGE!" Macintosh thundered.

The minotaurs were ready for the attack, though not for the big stallion's strength and momentum. The leader went down under his hooves with a crunch of breaking bones, and the next was sent spinning to the ground as Macintosh's mace smashed into its shoulder. One behind him raised its sword to strike, but Cheerilee was there, her warhammer striking the creature in the wrist. It dropped its blade with a howl of pain and fell back, clutching its useless hand.

The rest of the earth ponies had less luck. One minotaur brought the flat of his axe around in an upwards swing, striking a tan mare in the chest hard enough to crush ribs and launching her away. The pommel of another's sword knocked a blue pony senseless, and the blade drew a nasty gash along the side of the stallion behind him. Macintosh himself found himself stalemated against his third opponent, the largest minotaur of the group, who wielded a massive sword in each hand. Cheerilee tried to reach him, but was cut off by another beast intent on splitting her in two.

"Airheart, Medley, get him out of there!" shouted a voice from above. "Everypony else, HIT 'EM!"

The teacher's opponent suddenly disappeared as three pegasi plunged out of the sky, slamming him to the ground. Cloud Kicker and a few others hit the next one over with a three-pronged buck, hurling the beast through the air and knocking over two of its comrades along the way. One managed to step aside and came up with his axe ready to throw, but suddenly a gray, skew-eyed pegasus dropped out of the sky and landed on his head, hooves covering its face. The minotaur flailed at his attacker in confusion for a moment until another pegasus slammed into its stomach at top speed, launching it away as Ditzy fluttered back into the sky.

The tide had turned, and the minotaurs knew it. Helping their wounded to their hooves, the creatures began a fighting retreat, staying on the defensive as pegasi and earth ponies harried them.

"Don't flank 'em!" Cloud Kicker called. "Give them room to run!"

A few ponies looked questioningly up at the pegasus and her unintuitive advice, but most broke off and held their ground. The minotaurs, seeing their chance to escape, turned and beat hooves to the south as fast as they could go.

A cheer went up among the Ponyville militia. They'd won! They'd driven off the attackers! They'd send the monstrous creatures running, and the battle had lasted, what, less than a minute? Cheerilee couldn't contain the joyful, relieved laugh bubbling up in her chest, and more than a few other ponies joined her.

Finally, she was caught by a wild impulse to find her stallion and share her... enthusiasm. Wiping a tear from her eye, she turned, looking through the dimly-lit crowd for the unmistakable silhouette of Big Macintosh.

She didn't see him.

Fear gripped her. She turned back to the tower, still burning. A few ponies lay there, injured, moaning, barely moving.

One of them was Macintosh.

She ran to him. Even in the unsteady light of the fire, she could see the dark pools of blood around him. He'd been... it was hard to tell. The minotaur with the twin swords had clearly gotten the best of him. Blood marked his coat in several spots, and spotted the edges of his mouth as he breathed, shallow and wheezing.

"Oh, Celestia, Mac... "

More ponies turned from their celebration to regard the wounded. The cheering faded. Ponies moved towards their comrades, checking wounds, doing what they could to treat their injuries. She saw the plump little nurse from the hospital, her brown-and-green uniform stained here and there, making her way over to Macintosh in what seemed like slow motion.

"Cheeri... " the stallion gasped. "T's...t'sokay... 'm alright... "

"Mac, shh, don't talk."

"Not... not that bad. Not... s'bad as it looks."

"Mac... "

His eyes met hers, and he managed a weak smile. "Cheeri... like it better... when ya call me 'Mac.'"

She blinked away tears. "Y... you waited until now to tell me that?!"

"Didn't... wanna hurtcher feelings... "

Cheerilee laughed and leaned down, kissing her coltfriend on the forehead. "I love you, you weirdo."

"Love you, too," he rumbled softly. His eyes closed, and his head fell gently back against the ground, his chest moving shallowly "Gonna... gonna lie down awhile now, Cheeri... "

He fell quiet. His breath fell to a quiet, ragged gasp. The nurse arrived and knelt down beside him, giving his wounds a quick once-over, then nodded. "We need to get him to the hospital immediately, dear. Help me."

Cheerilee nodded and, with the assistance of a few other ponies, hoisted the big stallion onto a nearby cart beside a few other of the wounded. She watched numbly as a pair of orderlies set off as quickly as they could, the portly little nurse trotting beside them, keeping an eye on her patients. She let them get a slight head start, then fell into pace behind them.

"I-is he okay?" asked Ditzy, fluttering down beside her friend.

"I... I think he will be."

She nodded. "Do you want me to go with?"

"It's okay, Ditzy. I've... I've taken enough ponies I care about to the hospital lately. I know the drill."

"Cheeri... "

She waved a hoof. "It's okay, Ditzy. Go be with Dinky and Sparkler. They'll need their mom."

"O-okay. But if you need to talk... "

"I'll see you later, Ditzy."

Cheerilee sat in her usual seat.

Outside the waiting room, the sun was rising. She hadn't slept. Hadn't really felt tired. Hadn't really felt anything.

Hacksaw was speaking to her. He was saying something vaguely important-sounding about the militia. She hadn't been listening to a word of it. She didn't particularly care anymore.

Was this her life, now? Watching her friends get hurt? Sitting in a waiting room while the world drifted past outside, hoping every time a doctor walked by that they'd have something hopeful to say, some news about the pony she'd brought here?

Celestia. Why was she always the one bringing them here?


She blinked and looked up. Hacksaw was staring at her, waiting for some sort of answer. "Come again?"

"Cheerilee, I understand if you can't do it, but... that was just a scouting party. A probe. They were testing our defenses. They're going to be back, soon, and there's gonna be a hay of a lot more of them. We need the militia as ready as we can make it."

"Okay," she agreed distantly.

"So... will you do it?"

"Do what?"

"I need you as my lieutenant, Cheerilee. Folks around here know you and trust you. More importantly, you're a darn good fighter. I can't think of anypony better."

She blinked. What? He wanted her to... to go back out there? To leave Macintosh here, and go back out, and fight those things again? This stallion was crazy!

Except... She looked out the waiting room's windows. The first rays of the morning's light made Ponyville look sleepy, warm, even dream-like. It danced through the boughs of Golden Oaks Library, and played through the archways of city hall, and made the roofs of of all the small, bright houses and shops glow. Inside those buildings, ponies were asleep, or just waking up. They'd be going about their lives as best they could, despite the disruptions, despite the cloud of fear that would be hanging over them. And their children would be going to school, only to find a note tacked on the door that class was canceled, perhaps indefinitely.

And... they'd hurt Mac. She didn't know how bad. She didn't know if he'd live. And if they weren't stopped, they'd do it again, and it would be somepony else sitting here, terrified and anxious that their loved ones might be lost to them forever.

If she could protect them, she would.

"I'll do it," she said, turning to Hacksaw with determination in her eyes. "What do you need?"

The Prince Gets a New Attitude

"Look, I'm just saying, smashing all those pods was kinda messed up!"

"I did what I had to, Miss Dash, and I will not apologize for it! Perhaps if you had actually been helping me instead of cowering off to the side-"

"Cowering?! I was fighting, you stuck-up horse!"

"Oh, I saw you! You were flapping your wings so you wouldn't have to hurt the poor little monsters!"

"They were kids!"

"They were bugs! Mindless little drones! And they would have ripped you apart!"

"Why?! Why would they do that?! They eat love!"

"They have fangs and mandibles, you flying cow! Do you really think they only eat love?!"

"Excuse me?! I'm a cow?! You're the one who's too big to fly, even when you have both wings!"

They were at it again. Blueblood, sprawled on the ground with his neck resting against the base of a tree, watched them with lidded eyes. He'd have to stop them again before it escalated into violence, but... that could wait a bit longer. He could see the anger, the hatred and the hurt rising off of them like gray smoke, and he drank it in with deep satisfaction. Each moment they argued, he felt the power inside him growing. And he needed that power. He needed to be able to stop Nightmare Moon and her cultists, and to set right all the things in the world that had gone wrong.

Let them argue. Let them hate eachother. It would all work out in the end.

He sensed the tipping point approaching, however, and opened his eyes fully. Cadance was standing tall, her mane billowing about her head, her eyes and horn beginning to glow with terrifying blue energy. Rainbow Dash stood defiantly in front of her, crouched, wings spread, ready to charge.

Well, that's enough for now. "Ladies," he called. "Curse."

They narrowed their eyes at eachother. "We. Know." With obvious effort, they turned away and stood, silent and fuming.

"This is... getting to be too much," Cadance said after a long moment. "My spells aren't having any effect anymore. We're constantly at eachothers' throats, and it's getting harder and harder to... " She trailed off.

"Not strangle eachother?" Dash offered.

Cadance nodded. "If Shining doesn't find us by morning... I hate to say this, but we need to leave."

Blueblood grunted. She was right. They'd need to get back to civilization if he was going to really feed his power. Two mares bickering in the forest was a hearty feast, but he could hardly wait to see what a whole town could give him.

It had been a day since their battle with Chrysalis. In the aftermath, they'd retreated back across the swamp to the relative comfort of the old river banks overlooking it, and found themselves a relatively defensible rise that would also, hopefully, be visible to the rest of the group when and if they arrived. The night had passed uneventfully, aside from a brief sniping session that Cadance and Dash had blamed on their empty stomachs, but the morning after had resulted in an immediate explosion of raw nerves and hurt feelings. It had continued off-and-on since.

On the one hoof, Blueblood hated to see his sister and the likable pegasus fight. On the other hoof...

He needed that power. And it felt so damned good.

"You're right," Dash agreed. "Hay, maybe... maybe I should even fly on ahead, you know? Get back to Ponyville, see how things are going... "

Cadance raised an eyebrow. "... Avoid getting your flank kicked by an annoyed princess... "

"Hey, I think you'd be surprised at what I can do, Your Highness. I've fought dragons."

"What? Did you beat up Twilight's little assistant?"

"No! A real, giant, fire-breathing dragon! I kicked it right in the schnozz!"

"Ooh, really. And what happened then?"

"It... That's not important! What's important is, I got moves, and I'm not scared of some spoiled brat princess just 'cause her mane goes all wavy sometimes."

"Spoiled brat?! You don't have the foggiest idea what my life has-"

"Lady, you were raised in a castle, by the kind, loving ruler of ponykind. How is that not spoiled?"

"Listen here, you little peasant-"

"Oh, there you go, bringing class into it again!"

"Continue interrupting me, and I will-"

Blueblood sighed in contentedness. It's like kissing Twilight, eating a portabella steak, and soaking in a hot tub all at the same time.


His eyes snapped open. Cadance and Rainbow Dash cut off mid-tirade, their heads whipping to the south. The princess' mouth dropped open in shock. "Shining!"

Up the little hill came four familiar figures. Shining Armor led the way; his quilt-and-chain tunic had been discarded at some point, and blood soaked the brown cloak he wore. He walked with a pronounced limp, obviously favoring his left foreleg, and looked tired, care-worn, and unbelievably relieved. Cadance met him halfway, throwing her hooves around him and pulling him close; he returned the embrace, eyes shut, murmuring soft nothings to his wife as the world stopped around them.

Applejack and Pinkie Pie came next, and the pink pony nearly went into orbit as she saw her friend. "DASHIE!" she shouted, and a heartbeat later, she had hoisted the pegasus into the air and wrapped her in a crushing bear hug. Applejack stepped up beside them, offering a nod of the head and a dry grin. "Rainbow."

"Hey, AJ," Dash squeaked.

"Ohmigoshohmigosh Dashie I'm so happy you're okay I have so much to tell you we were waiting for you guys to cross the river because we thought you'd wait but then when the rain stopped you still didn't cross and then these diamond dogs showed up, and they had these timber wolves with them, but the timber wolves were HUGE, like the size of Sugar Cube Corner huge, and they had these big wooden fangs, and then Shining Armor made this big bubble and then it EXPLODED and I got thrown onto the other side of the river but you guys weren't there and then I swam back and... "

Blueblood watched them with amusement, never moving from his spot under the tree. Poor Rainbow Dash was starting to have trouble breathing, and the mild pain from her friend's hug gave off a wonderful, relaxing aroma, like incense.

"And how are you, Prince Blue?"

He looked up to find Zecora standing beside him, watching the other reunions with a small smile. He grinned at her. "Honestly, I've never felt better."

She glanced down at him, quirking an eyebrow. "I'd imagined this journey would leave you scarred. Yet, instead, your mood is unmarred?"

"It's been an interesting few days," he said with a shrug. "And I've come to terms with some things. I'm glad you finally got here; I'm eager to head back home."

"I, too, am glad we arrived. Looking back, frankly, I'm amazed we survived."

"What happened? We thought you'd get here first, after we lost a day trying to find eachother."

"We were waylaid by creatures and briefly jailed. Our friends saved us, but Shining lost the trail. When we finally found the place we'd left off, more than two days had been entirely lost." She sighed and looked back up at the happy ponies. "So... did Shining guess correct? Has the face of Chrysalis already been wrecked?"

Blueblood blinked up at her. "Really?"

She grinned. "I am trying to incorporate new terms in my speech. Apple Bloom came up with some phrases to teach."

"Cutie Mark Crusader Slang Term Educators. Wonderful." He chuckled and turned away, looking down into the swamp below. "Yes, we found her. Cadance beat her rather soundly; she was... already dying. Whatever she and Shining did to her at the royal wedding, it had been killing her slowly. And she'd used almost all of her remaining strength confronting Auntie Celestia outside your home. So... we beat her. Cadance spared her, but... she died shortly after nonetheless."

Zecora nodded. "And unless she is hidden to my sight, it would seem that Chrysalis did not have Twilight."

"Nope," Blueblood sighed.

"Then what was the purpose of this long chase? What in Equestria did she hope to gain?"

"I don't know," he lied. "She was speaking to somepony before we confronted her. They spoke of some sort of arrangement. Perhaps she was just hoping to weaken Equestria by pulling Cadance, Shining, and the Bearers away on a pointless quest, while her allies went to work back home."

Zecora made a thoughtful sound. "Logical enough, I suppose. I hope your princesses don't underestimate these foes."

"It won't matter once we get back. I've a feeling our foes underestimated me."

The zebra's eyebrows went up. "What do you-"

"Attention, everypony!" Armor's voice cut through the ongoing conversations, and all eyes turned to him. "Cadance told me what happened. We'll make camp here for the night, and start the journey back to Equestria at dawn."

"Thank you for the brilliant tactical leadership," Blueblood said dryly.

He snorted in annoyance. "You could start walking back now, if you'd like."

"Nah." He yawned. "I just meant that we had already planned to do that come morning, whether you showed up or not."

Armor's eyes widened, and he looked at Cadance. She looked away. "We... Blueblood's curse has gotten stronger. We needed to get back to Equestria as soon as we could."

"You were going to abandon us to help him?"

"No," she snapped, "we were going to abandon you so Rainbow Dash and I didn't end up killing eachother or falling off a cliff or something."

"Not that falling off a cliff would've been a big deal for me," added Dash. "Y'know, since I can fly."

"Yes, Rainbow," Cadance growled. "We know."

"Just saying. Unlike someponies."

"Dashie!" Pinkie scolded, appearing in front of the pegasus' face with a cross expression. "Stop that!"


"You were provoking her!"

"Was not!"

"Was too!"

"Was not!"

"Was too!"

Applejack ran a hoof across her face and pushed herself between the two friends, holding them apart at hoof's length. "Now y'all are bickerin'! Stop actin' like a coupla bratty foals!"

"I was't bickering!" Pinkie said, aghast at the suggestion. "Dashie was bickering!"

Dash huffed. "I was not! I was just pointing out to dear, sweet Princess Mi Amore Cadenza over there that I can still fly!"

"That's mean!" Pinkie countered. "Her wing's hurt!"

"Yeah, 'cause even when she could fly-"

"Oh, I have had enough of this!" Cadance roared, wheeling on the blue pegasus with fury in her eyes. "Is flying the only thing you are capable of talking about?! Do you know why I never became a better flyer?! Because I didn't care! Flying is a means of transportation from one location to another! It is marginally more convenient than walking! I spent my time worrying about important things, like-"

"Like abandoning your husband for your worthless... not even a brother?!"

She turned to find Shining Armor advancing on the group, his own expression livid. "I told you, you stubborn, thick-headed-"

"Oh, I'm the bad guy, here?! At least I'm not secretly pining away for the stallion who almost killed me!"

"What?! I'm not-"

"Then why did you choose him over me?!"

"Because she's worried I'll kick her butt!" Dash shouted. She rocked back in surprise as a pink hoof slapped her across the face.

"Stop being a jerk, Dashie!" Pinkie screeched. Rainbow glared daggers at her and raised her own hoof in return, only for it to be caught by Applejack's.

"Hey!" she scolded. "Don't go hittin' ponies now, ya idjit! That ain't gonna do nothin' but-"

"Shut up, Applejack!" Dash snarled. "You're always siding against me! You've always hated me, since I beat you in the Iron Pony Competition!"

"Hon, you didn't beat nopony in that! You cheated, an' you durned well know it!"

"You're jealous of me!"

"Yer fulla yerself!"

"Now you're provoking her!" Pinkie snapped, pushing herself back into Dash's face.

Cadance's laugh had a wild edge to it. "That's all she's can do! Talk about flying and piss ponies off!"

"Cadance, stop wasting your time on those idiots!" Shining snarled. "Your husband is trying to have a conversation with you, unless now I'm less important than them, too-"


Everypony halted and went still. Zecora walked towards them, eyeing them all in turn. "There is a curse in effect, in case you forget. So get ahold of yourselves and stop acting like twits."

Shining's eyes widened and moved past the zebra. There, still propped against his tree, his eyes closed in relaxed bliss, lay Blueblood. "You."

One of the prince's eyes opened. "Yes?"

"This is your fault. You're making this happen. And you're not doing anything to stop it!"

Blueblood considered that for a moment, then shrugged. "Nope."

Glowering, Armor took a menacing step forward. "I ought to kick your miserable, worthless flank."

"You're welcome to try."

He paused at that. "What?"

"You're welcome to try," Blueblood said again. "I'm not afraid of you anymore, Armoire. And you have no idea what I'm capable of. So, by all means, you ignorant, violent, bullying, ladder-climbing, status-chasing thug, come at me."

"Shining... " Cadance said, putting a hoof on his shoulder.

He shrugged it away. "Big talk, for a whimpering little foal. Did you already forget the last beating I gave you?"

"You mean when you wasted time punishing me for saving your wife while Canterlot burned?"

A growl rose up in Shining's throat. With a roar of primal anger, he threw himself at the supine prince. His hooves struck once, twice across Blueblood's face, rocking the prince's head back, and when that didn't seem enough, he hit him again, and again, and again. He felt ponies trying to grab him, to pull him away, but he fought them off and just kept swinging away, blind to all the world but the smug visage of this damnable, hated stallion.

Finally, his forelegs as heavy as stone, he stepped back. Blueblood lifted his head and smiled at him. The only mark of the beating was a small cut on his lip.

"My turn," he said.

Shining had never been hit like this before. He'd taken wounds in battle before, including the very recent one inflicted by the diamond dog Dane, but those had been sharp, sudden things. A spear or a claw tore into you. They didn't rattle every bone in your body, or make the sky and the earth swirl around you, deafen you to anything but a loud, constant ringing.

He wasn't sure how long it took for his head to clear, but he found himself lying on the ground a good twenty feet from where he'd been. Blueblood was advancing on him slowly, his cocky grin shining in the dying sunlight. The other ponies watched with mouths agape, making no move to help or hinder, not even Cadance. Groaning, Shining rolled over and forced himself back to his hooves.

"Okay," he mumbled, as the earth spun violently beneath him. "Where'd you learn how to punch?"

"Watching you, mostly," Blueblood replied mildly, his pace still relaxed and unhurried. "I had an excellent opportunity to study your technique while you beat me senseless."

"Well, I hope you're paying attention to this."

Focusing every ounce of energy he could into his horn, Shining unleashed a pillar of solid, magenta force. The beam struck Blueblood with the force of a cannonball. He staggered back a few steps, looked down to examine the damage, and grinned. "How about I learn a more effective version of that one?"

Shining shook his head. This couldn't be happening. He'd leveled griffons with blasts like that. How could Blueblood stand up to it? And... and just shrug it off?

"What happened to you?"

The prince ignored him. "You know, I've been working on my combat telekinesis, too. I suspect my lifting strength has improved quite a bit."

A turquoise glow surrounded Shining's body. His mouth opened in protest, but before he could speak, he felt himself rocketing into the air, like a stone launched from a trebuchet. The world shrank below him as he arced upwards, and for a brief moment, he thought he could even see the tiny spires of Canterlot on a mountain at the edge of the horizon. And then, with heart-stopping suddenness, his rise ended and his fall began.

This... this is really, REALLY not the way I expected to die. What the hay, universe?

The forest below quickly came back into focus, growing larger and larger as he descended. The wind whipped at his face, pulling back the corners of his mouth and eyes and drawing tears from the sharp chill of the air. He tried to cover his eyes; he didn't particularly want to see the impact.

Suddenly, a pair of hooves were wrapped around his forelegs. He opened his eyes and found himself skimming horizontally across the tree line, and looked up to find Rainbow Dash, her teeth gritted in determined concentration. She banked slightly, and the sudden shift in velocity nearly pulled him out of her grip, but suddenly they were zipping back towards the others at speeds he hadn't really believed possible.

Dash deposited shining at the top of the small hill where the others were gathered, and landed in a fighting crouch between him and Blueblood. The prince regarded them both placidly. "Yes, definitely an improvement," he remarked.

"Blue, what in Celestia's name is going on?!" Cadance demanded. At some point during Shining's flight, she'd stepped forward, her mane billowing and horn glowing. "How did you do that to Shining?!"

"I knew that I could lift him and throw him into low orbit, Cadance. And then I did it."

"What are you... "

He frowned. "Never mind. Suffice it to say, some things are going to change around here. I've unlocked the power that Auntie Celestia tried to hide from me, Cadance. And now I can change the world. I can fix all of the things that Celestia and Luna and even you never had the strength, the conviction to. And the first thing on my list was putting your idiot husband in his place."

"You could have killed him!"

He shrugged.

"Blueblood... " As she stared at him, her expression began to shift from shock to a dark, furious anger. "What happened after we left Chrysalis' cave?"

"She died."

Cadance slammed a hoof down. "What happened?!"

He looked at her for a long, silent moment. And then he laughed. "I was prepared to do what you couldn't. I was prepared to kill her, to protect you, to protect Equestria. But before I could, she... she did something. With the last of her power, she broke Auntie Celestia's spells. I suppose she thought it would be a final gift, some way to convince me that her little cult was really on my side. I'm not an idiot, though. I'm going to take this power, the power those mad fools hoped to harness by controlling me like a puppet, and I'm going to use it against them. I'm going to save Equestria, Cadance. And I'm not going to stop there. I'm going to make sure that nothing is ever able to threaten our home again."

"Blueblood... you can't do that. You can't just... "

"But I can!" He laughed again. "Don't you see? I can do anything. I have more power than I ever knew existed, and I grow stronger every second. I can make Equestria safe. I can save Twilight Sparkle. I can make Equestria truly a paradise."

"Um, question!" All eyes turned to Pinkie Pie, who was holding up a hoof tentatively. "If you make ponies angry just by being around them, isn't that gonna be kind of an un-paradisey paradise?"

Blueblood grimaced and nodded. "Yes. And that's why I won't be a part of it." He turned back to Cadance, meeting her eyes again. "I don't want to rule Equestria, Cadance. I'm not Tyranny. I'm not Nightmare Moon. But if I can use this power, this curse, and use it to protect it, even from afar... "

She swallowed. "So... you want to protect Equestria? You want to protect our ponies?"


"Then give up your power."

He took a step back. "What?"

"Give it up. I don't know how, but we can find a way. If you have so much power, if you can 'do anything' now, then we can figure out some way to remove the curse permanently. You can go back to living in Ponyville, or even Canterlot if you like. You can be a normal pony. No curse. No suffering inflicted on the ponies you care about. You can live your life. You can be happy."

"I... "

She stared at him. They all did.

He thought about it. He could... he could be free. Permanently. Just another pony, falling in love, settling down, raising a family. A simple life. A good life. And he could still help others. He could learn combat magic, could learn to protect those around him as any other unicorn would. He could be part of a community, helping others, building something greater than himself. He could still make Equestria a better place, even if only in a small way.

But... with this power... he could make Equestria a better place in a big way. Yes, he'd be alone for eternity. He'd be miserable. He'd forever live on the edges of the kingdom he loved, always apart, even more than Princess Luna was now. Nopony would likely even remember his name. It would be a bleak, terrible existence... but Equestria would be safe. And he would keep it that way.

No. Giving up his curse would be the selfish choice. And he was not that pony anymore.

"I can't do it," he told them.

"Then I need to stop you, before you become a threat to us all."

He looked up in surprise. "What? Wai-"

A blast of solid blue flame caught him in the chest and hurled him back into his tree with enough force to crack the old oak and bend it almost sideways. An explosion of light followed it, blinding the prince and smashing him through the rest of the tree and out into the swampland beyond. He landed heavily in a shallow pool and rolled onto his back with a groan.

Cadance appeared on the rise above him, her horn brighter than the setting sun. "Blueblood, you have to give it up!"

"You don't understand!" he shouted back, scrambling to his hooves and towards dry land. "I have to keep the curse! The power! To protect Equestria!"

"Don't be an idiot! Think what will happen! That power is evil, Blue, and sooner or later, it will corrupt you!"

"I can control it! At least long enough to defeat Nightmare Moon!"

Cadance blinked. "What? Nightmare Moo-"

Purple light flared around Blueblood.

He looked down. The small hill he'd clambered onto was surrounded by an etched circle he hadn't seen. Strange runes lined its inner wall. They were glowing, brighter and brighter, and a misty wall of energy had risen from the circle's edges.

"Blueblood!" Cadance cried. "Blue, what's happening?!"

A familiar, sultry voice giggled next to his ear. "You really shouldn't have tattled, my love."

He turned. What he saw...

It wasn't the vague, smoky shape he had met in the dreamscape.

She was a unicorn mare. Her coat was a deep shade of purple. Her mane was an even darker shade, though striped with pink and a lighter violet, and her bangs were cut at a precise, sharp angle. Her eyes glowed with the same purple light as the runes around them.


The runes flashed.

The Prince Gets His Sea Legs

"He's gone," Cadance told the others solemnly.

"Gone?" asked Shining. He and the other ponies stood along the edge of the cliff, peering out into the quickly darkening swampland. Behind them, Zecora tended to the construction of a small campfire. "Like, he teleported away?"

"No... somepony else teleported him. I didn't really get a good look, but... " She turned to face her husband fully. "I think it was Twilight."

Everypony gaped at her.




She nodded. "I'm... not completely sure. I couldn't see the mare clearly, and her coloring looked a bit darker, but... "

Shining shook his head. "Why would Twiley help Blueblood escape?"

"More importantly," said Applejack, "what in tarnation would Twilight have been doin' here? She's s'posed to be a prisoner still, ain't she?"

"That's what Chrysalis said," Cadance agreed.

Rainbow Dash tapped a hoof against her chin. "Maybe it was a changeling? Like, sent here to capture Blueblood or something?"

"I... don't think so. Whoever that was prepared a runic circle and was waiting there, invisibly. That's pretty powerful magic, and I've never heard of a changeling with that kind of ability."

"Plus, the magic was purple, right?" added Pinkie Pie. "Chrysalis' magic was green, so other changelings are probably green, too. Purple's Twilight's color. Um, and Luna's. And Sparkler's. But mostly Twilight's."

Cadance's ears twitched. "Luna?"

"Well, okay, her magic is a lot darker than Twilight's, and you could even call it more of a midnight or navy blue than purple, or maybe you could call it indigo, but that's what I call Rarity's hair and it's not quite that color, and-"

Applejack put a hoof over Pinkie's mouth and turned to Cadance. "Whatcha thinkin', sugarcube?"

She studied the ground, gathering her thoughts. "Before he vanished, Blueblood mentioned that he needed his new power to defeat Nightmare Moon."

"Nightmare Moon?" asked Dash. "But we kicked her flank ages ago! That's how we got the Elements!"

"I know, Rainbow, but... he seemed... desperate." Cadance shook her head. "Maybe it's not actually Nightmare Moon, but something else calling itself Nightmare Moon. Or... "

Shining frowned. "Maybe Nightmare Moon is back."

"That can't be right!" Applejack protested. "We friendshipped the evil right outta Princess Luna! She's a peach now!"

"A scary peach that wears a cloak made of bats," noted Pinkie.

Shining shook his head. "I don't mean that Luna turned back into Nightmare Moon. What if she was never Luna, just some evil spirit influencing or possessing her?"

Dash's eyes widened. "And what if it's possessing Twilight now!"

"Let's not jump to conclusions," Applejack said, rolling her eyes. "Look, we don't know what that was that zapped Blueblood away. We don't know where they went, an' we don't know what they're up to. All we do know is that Chrysalis didn't have Twi, an' now Blueblood's gotten himself some bad magic an' gone a li'l off his rocker. So I reckon it's time t'get back to Equestria quick as we can an' tell Princess Celestia what's happened. Y'with me?"

The others looked at eachother and, after a moment, nodded. Shining, however, looked hesitant. "It's going to be more than a week's walk back. More, depending on how much trouble's still stirred up around the diamond dogs' home. Blueblood and his friend are going to have a huge head start; they might even be there already."

Cadance nodded. "We need to send word back to Aunt Celestia as soon as we possibly can."

All eyes turned to Rainbow Dash.

"Uh, sure, I can fly there," she said. "But can't you, like, send a scroll to her like Spike does?"

"Of course," Cadance deadpanned. "I'll just need a pen, ink, and some specially-created parchment that only a few papersmiths in all of Equestria can make."

Dash rolled her eyes. "Coulda just said 'no.'"

She smiled. "Sorry."

"Eh, whatever."

"No," Cadance said with a shake of her head. "I mean... I'm sorry. For the things I said earlier."

"Hey, it's cool! That was just Blueblood's curse, makin' us all act like jerks."

"It... makes us more irritable and argumentative. It doesn't put words in our mouths." She sighed. "I'm sorry that I mocked your passion. Your skill. The truth is, I was always a terrible flyer. I just never had a knack for it. And I was so embarrassed by my lack of ability that I started telling myself that it didn't matter, that flying wasn't important to me. That it wasn't important, period. But... now, where magic fails, your love of flying, your passion for it, is the only way we can warn Aunt Celestia about what's happened. It might even save Equestria."

"Oh." Dash blushed, rubbing the back of her head. "Well, you know, it's only flying. I mean, I'm awesome at it and everything, but you know, it's not like I can spread love or body slam changeling queens or whatever. I probably shouldn't have gotten all defensive about it. And, uh, I don't actually think you're fat or anything. Sorry."

Pinkie stepped up, her lip quivering as tears formed in her eyes. "I'm sorry I thought you were being a stupid, jerk meanie-face, Dashie."

"It's cool, Pinkie. Sorry I said you were jealous of me, AJ."

Applejack tipped her hat slightly. "No pardons needed. Sorry I called ya both a coupla nitwits."

Shining put a hoof on Cadance's shoulder with a small, apologetic smile. "I'm sorry for what I said, too."

She looked at him for a long moment. Finally, she nodded, but said nothing.

Rainbow Dash cleared her throat. "Well, uh. I should probably get going. Y'know, gotta warn the princesses and everything."

She squeaked in surprise as Pinkie wrapped her in a crushing hug. "Dashie, please please please be safe and watch where you're flying and don't ever talk to anypony while you're flying because you always run into something when you do and if you get hurt out there we might not find you and-"

Dash managed to disentangle herself from the pink pony's vice-like grip, put a hoof on her forehead, and gently pushed her away. "Got it, Pinkie, I'll be careful." She turned to Applejack and extended a hoof; the farmer bumped it with her own. "Later, AJ. Later, Princess Cadance, Shining Armor. Later, Zec... uh."

Everypony blinked and looked around. The zebra mystic was gone.

"Oh no," cried Pinkie, "Nightmare Moon got her, too!"

"No, my friend, she did not," a reassuring voice called from the darkness. "Something in the setting sun did I spot. I went to investigate, and though I don't wish to gloat: we may more quickly return with a boat."

Zecora stepped back into the light cast by fire, smiling broadly. Shining blinked at her. "What? A boat?"

"A schooner, I think, would a sailor call her. She's docked at the mouth of a torpid river."

Applejack scratched her head. "Why'n the hay would there be a boat all the way out here?"

"I could not tell more; it was a long way to the shore. Perhaps in the morning, we can better see. If seaworthy, it may return us home with great speed."

"Excellent!" Shining cheered. "If we can just follow the coastline south, we should reach Manehattan in a few days. From there, we just take a train to Canterlot... "

"That's still gonna take awhile," Dash pointed out. "I'll stick with the plan and fly there. Maybe I can even have a personal passenger car waitin' for you guys when ya get there!"

"Good luck, my friend," Zecora said, nodding up at the pegasus. "Until we meet again."

"Take it easy, Zecora." She turned to the rest of her companions, her mouth slightly open, obviously trying to find something worthwhile to say. "Later!" She flashed a cocky grin, and with a burst of air pressure and a rainbow trail that glowed in the darkened sky, she was gone.

"The E.S. Wilting Lily," Shining read sourly. "That inspires confidence."

The ship Zecora had spotted glistened in the morning sun, bobbing gently as the waves rolled placidly beneath it. It was clearly some rich pony's pleasure yacht, a dozen or so lengths long, its hull gleaming white and its deck a rich, warm honey. Gold paint or gilding covered every bit of exposed metal, from the ladder running up its side to the rails enclosing its fore and aft decks. A single mast rose above the deck, mounted on a pivot with a long crossbar, and a wooden wheel was mounted on an elevated deck to the ship's rear.

A hatch in the center of the deck banged open, and Applejack's face appeared above him. "Ain't got much in the way of provisions, I'm afraid. Some clean water an' some old biscuits. Don't see any leaks or real obvious patch-jobs, though. I grant ya that I ain't been on a boat since my auntie an' uncle took me sailin' as a foal, but it seems ship-shape. Heh, if you'll pardon the pun."

"AVAST, ME HEARTIES!" bellowed a rough voice that made the ponies jump in surprise. "Crew the foresails! Rig the mainmast! Swab the decks!"

With a dramatic flourish, Pinkie Pie burst out of the rear cabin in a tumbling roll and came up on two hooves. She was wearing an oversized, black tricorn hat with a skull and crossbones stitched on the brim, an eyepatch, a blue vest covered by twin bandoleers, and had attached a hook to her left forehoof. "We be settin' sail fer adventure, jim lads, an' I'll be keelhaulin' any of ye that says otherwise!"

Applejack and Shining shared a flat look.

Cadance and Zecora approached, burdened down with as many edible fruits and roots as they'd been able to scavenge on short notice. The princess stared at Pinkie and arched an eyebrow. "Where did she even find... "

"Stop yer gabbin' an' stow that lot below decks!" Pinkie cried, banging her hook against the ship's railing. "We've places ta be an' treasure ta plunder!"

"Pinkie... " Applejack began.

"Watch yer tongue, ye orange-coated bilge rat!" the piratical pony shouted back. "Tha name's Cap'n Pinkbeard, of the E.S... uh... " She paused, breaking character, and looked questioningly down at Shining.

"Wilting Lily," he offered.

"Wilting Lily!" she roared. "An' ye be the fiercest crew o' pirates I could press inta service on short notice, so ye'll be actin' like it!"

Her shipmates looked at eachother, then back at her. "No," they said in unison.

Pinkie's shoulders slumped. Her eyes went wide as saucers. Her lip trembled. "Please?"

There was a long, awkward pause. Cadance sighed. "Aye, cap'n."

"YAY! I mean, YE'RE BLOODY WELL RIGHT, 'AYE, CAP'N!' Now weigh the anchor, trim the sails, an' let's be off!"

While Captain Pinkbeard busied herself shouting vaguely sensical orders, Shining and the other clambered aboard. Once everypony was on, he used his magic to untie the rope holding it to the crude, makeshift dock and turned his attention to what he hoped was the anchor mechanism and started winding the thick chain up and out of the water.

"You know how to, uh, work a ship?" Applejack asked, watching him curiously.

"I've... read books." He rubbed the back of his head. "Not, you know, Twiley books, like The Complete Mariner's Guide to Basic Ship Maintenance or whatever, but you read enough Tom Prancy and you sort of get the idea. I hope."

"Well, how can I help?"

"There should be a crank to raise the sail on the mainmast. Once that's up and the anchor's stowed, we just need to keep that turned to it catches the wind. Then we'll be good to go."

She nodded. "Aye-aye, cap'n."

"MUTINY!" shouted Pinkie Pie from the helm. When Applejack and Shining turned to her in surprise, she smiled brightly and waved. "Um, Shining, when you're done, could you show me how to work this thing?"

"Sure, Pinkie, but unless the wheel has a lock on it, you should be able to just spin it... "

"Ooh, like this?"


Too late, Pinkie gave the wheel an energetic spin. The mainmast began to turn, the long rear pole sweeping across the deck, just as the hold hatch opened and Zecora began to emerge.

Just before the zebra suffered massive cranial injury, the mast came to a sudden, creaking halt. She stopped, turned to look at the metal bar hovering inches behind her, and blinked.

"Um, sorry," Pinkie said sheepishly, ducking low behind the wheel.

"Okay, so the ship has a safety mechanism in case the wheel is spinning uncontrollably," Shining observed. "Good to know."

"Not to be rude, for no harm is meant," Zecora asked calmly, "but should Pinkie Pie really be steering the ship?"

The knight rubbed the back of his neck. "Yeah, no offense, Pinkie, but... maybe somepony a little less, uh, enthusiastic would be better at the helm."

"But I wanted to be the captain!" Pinkie protested. "I've got this great pirate costume and everything! And I borrowed this book about pirates from Twilight and learned all their piratey pirate slang!"

"Well... how'd you like to be the lookout? You can keep an eye out for anything interesting, and shout pirate things when you do."

She considered this. "I don't know... "

"I'll let you sing a sea shanty."

Pinkie gasped in pure delight, then snapped Shining a smart salute before firmly stuffing her tricorn hat onto his head. "Aye-aye, cap'n!"

"You do realize what you just did, don'tcha?" Applejack asked morosely as Pinkie clambered up the mainmast and began scouting the horizon with a hoof shading her eyes.

He gave her a small smile. "Hey, it's been a rough few days. A few songs might pick everypony's mood up. Celestia knows we could use it."

"Maybe," the farmer said doubtfully. "But I'll see about riggin' up a plank so we can make her walk it if need be."

Shining laughed and trotted up to the wheel. He started to concentrate, willing his magic to take control of the device, but stopped himself. No, this sort of thing calls for hooves, he thought. He placed his hooves firmly on the wooden spokes and looked down at his companions. Zecora had untied the mooring rope and was piling it neatly off to one side. Applejack had figured out the mainmast's rigging, and the sail was beginning to unfurl. Pinkie Pie was still perched enthusiastically at the top of the mast, hardly bothered by her friend's work below. And Cadance was still below decks, doing... something.

His spirits darkened a bit. She hadn't said a word to him since his attempt at an apology last night. Celestia, he hadn't really meant what he said. He wasn't that insecure. Sure, she was out of his league. She always had been: gorgeous, kind, compassionate, and, of course, royalty. But he'd dealt with that. She loved him, and he loved her. All the doubts in the world couldn't stand up to that simple truth.

But... well, maybe, if he was being truly honest, things had changed since... she'd become what she was now. Since she'd become a Princess, capital P. Sure, she still loved him, and he still loved her. But now they couldn't hide from the truth. Cadance was going to live forever, and he wasn't. And maybe, knowing that, they'd... begun to pull apart. To protect eachother.

And maybe, seeing how she'd somehow forgiven Blueblood, even after all the things he'd done, how she'd even sided with him...

Okay. Maybe he had meant some of what he'd said.

"Ready to sail, Shining!" Applejack called, shaking him out of his reverie. He nodded at her and began turning the wheel, trying to catch the mild breeze stirring the morning air. Slowly, the schooner began to drift away from the dock and onto the open sea. Zecora, Applejack, and Pinkie moved to the front of the ship, staring out over the endless water with eager expressions. Shining watched them and listened to their chatter as he carefully steered the schooner away from the Everfree's swampy shore, happy to have something to distract him from his thoughts.

We'll talk when this is over, he promised himself. We'll sit down, we'll get all of this out in the open, and we'll deal with it. We can get through this. I love her. And she loves me.

I know she does.

"Sails off the port bow, Cap'n Shiny!" Pinkie cried. "And they're yellow! Who has yellow sails? That's silly."

Shining shook his head to clear it and tried to follow his lookout's gaze, but all he could see to the east were gently rolling waves and a clear, blue sky, pretty much the same view he'd been seeing in that direction every time he'd looked over the last two days. It had been an uneventful voyage thus far; in fact, one might even call it "dull." Or "tedious." Or "mind-obliteratingly, soul-crushingly, despair-inducingly boring." He kind of liked the latter.

In fact, if it weren't for the constant presence of the rocky shoreline to starboard, he wouldn't have been sure they were even moving. He'd hoped they'd make better time, but it turned out that navigating a ship with a completely inexperienced crew and a captain who'd learned sailing from reading political thrillers did not make for an efficiently-run boat. Without a map, or knowing any landmarks, or even one of those periscope-ruler-slidey things sailors used to navigate by the stars, they had no way of knowing how far they had left to go before they reached Manehattan. (Though Applejack grumpily suggested that they'd be able to smell the perfume long before they saw the city.)

This was the first thing of any real interest that Lookout Pinkie had noted, and it quickly drew the others' attention, and they were soon leaning over the railing and trying to see for themselves. "All I see is the sea," Zecora announced.

"Wait, I reckon I might see somethin' yellow." Applejack tilted the brim of her hat down, shading her eyes, and nodded. "Yep, yellow sails. Few sets. Looks like they're headed south, too."

"Where d'ya they're coming from?" Pinkie asked.

"From Camelon, I'd imagine," answered Cadance. "They're probably merchants, headed to Manehattan or Fillydelphia."

"Hey, maybe we could get a ride!"

"Why would we do that?" Shining asked, a bit offended at the suggestion. He was learning, dammit.

"Well, if they've got a lot of sails, they probably have a big boat. And if they've got a big boat with a lot of sails, they've probably got a crew that knows what they're doing. And if they've got a big boat with a lot of sails and a crew that knows what they're doing, they're probably going a lot faster than us."

"Makes sense," Applejack said with an approving nod.

"Except... well... " Cadance frowned, searching for the most delicate way to phrase what she was about to say. "Camels stink."

The farmer arched an eyebrow. "Sugarcube, we ain't showered in more'n a week. Don't reckon we smell so fresh ourselves."

"She does not disparage the camels' hygeine," Zecora explained, putting a hoof on Applejack's shoulder. "Ponies react to their odor poorly. For this reason, relations have always been tense. Wars have been fought, and been rather intense."

"Right," Cadance agreed. "There's some history between Equestria and Camelon, though we've been at peace for over a century now. They're certainly not evil or malicious; through some strange, biological quirk, we just sort of set eachother on edge. Nowadays, the only contact we really have with them is through their merchants and the occasional diplomat."

Applejack frowned. "Sorta sounds like Blueblood's curse."

"I suppose, in a way. All the more reason we shouldn't bother them."

"Well, I think they're gonna bother us," Pinkie called from above. "Looks like they're heading towards us now!"

A moment later, a thin streak of reddish light streaked up into the sky above the distant ship and exploded into a starburst that contrasted starkly against the azure sky. The ponies looked at eachother in surprise.

"I think that was a signal flare," Shining said.

"Maybe they need help?" asked Pinkie.

Applejack nodded. "Mayhap they're lost or somethin'."

"Could be," Shining agreed. "What do you think? Should we help them?"

"You're the captain," Cadance told him, a hint of annoyance in her voice.

"Fine, then we'll go see what they need. Uh, trim the sails or whatever, we're changing course."

Three hours later, they were still closing the distance.

The other ship was clearly visible now. It was a galleon, Shining thought, though with a strangely curved design that left the fore and aft decks much higher than the center. Three masts rose from the central deck, the middle one highest, and the sails were all a vivid shade of yellow that stood out brightly against the afternoon sky. A flag flew from the central mast, a mishmash of green and yellow and white, its details obscured by the distance. Two rows of small hatches lined the sides, their purpose unknown.

Standing at the prow of the ship were two huge, misshapen creatures. They stood on four legs, like a pony, but their hunched backs formed huge, uncomfortable-looking lumps, and their faces were long and, for lack of a better word, droopy. One wore a loose, white tunic and a scarf wrapped around his head, and had a single, large hump. The other was rather skinny, despite having two humps, and wore an unadorned brown robe and a fine, blue scarf that danced behind him in the wind. He (or perhaps she) held a spyglass to his eye, his gaze fixed on the pony ship.

Shining looked at his companions. They watched the approaching ship with growing anxiety, Pinkie still clinging to the mainmast, the others gathered at the railings. The galleon utterly dwarfed the Wilting Lily, and seemed to be moving a good deal faster, as well.

"Let me do the speaking," Cadance said quietly as the ship approached.

Shining frowned. "They'll expect the captain to speak for us, Cade."

"Don't," she replied firmly. "Let me do this, Shining."

He sighed and raised his hooves in submission.

Finally, the massive hulk had cruised close enough, and an order went up in the camels' language to trim the galleon's sails. Shining nodded at Applejack, who did likewise.

"Greetings to you, allies," the larger camel called. "We greet you in the name of Vizier Addawser!"

"Who?" Shining asked his wife quietly.

She shook her head slightly. "I don't know. Likely some important aristocrat." She raised her voice, turning to look up at the camel. "Greetings to you, as well. I am Princess Mi Amore Cadenza, of Equestria. We saw your signal; can we help you?"

The camel laughed. "There is no need for these games, dear friend! I am Gilad, captain of this vessel. This is my first mate, Al Gasreed. You are welcome aboard, as our honored guest."

A slight breeze brought the stench of the camels down to the Wilting Lily, and it was all Shining could do not to gag. Celestia, it's like a skunk choked to death on a rotten egg. The captain didn't seem to notice the ponies' reaction, though Shining saw his companion's eyes narrow.

"We're... flattered by the invitation," Cadance assured him, "but we're fine on our own. So, if you don't need anything from us... "

Gilad laughed again. "Please, do not be shy! We are all comrades in arms here, my dear princess... or should I say, queen?"

Cadance's eyes widened. She looked at Shining. A cold shiver of realization went down his spine, and he saw that same understanding reflected in his wife's eyes. He nodded.

"I'm, ah, I'm afraid I'm not in much condition to fight," Cadance managed after a moment. Her voice deepened a bit and took on a slight rasp. "I was attacked recently, and barely escaped. My power is nearly drained."

"We were prepared for just this eventuality!" Gilad laughed. "Aboard my ship are two young lovers, sold separately into slavery and soon to be reunited. I think they will make you an excellent feast!"

Cadance and Shining looked at eachother again. Crap.

"Most... excellent," she said, as smoothly as she could manage. "You certainly are well-prepared! What were you doing out here, simply waiting for me?"

Al Gasreed's eyes narrowed further. His captain simply smiled. "Of course not, my lovely queen! The invasion is beginning!"


Cadance clapped a hoof over her mouth a moment later, but too late. Even the cheerful captain was frowning at her suspiciously now. "You are not Queen Chrysalis."

"They are ponies," his first mate affirmed. "They cringe like rats at our scent."

"Applejack, raise the sail," Shining said quietly.

"Then, I suspect, you really are this... 'Princess Mi Amore Cadenza,'" Gilad mused, turning back to Cadance. "Would you like to surrender?"

She scowled. "Not particularly."

"Very well, then," the captain said with a firm nod. "It honors me to spill the first blood of this war. Cannons!"

"Applejack!" Shining shouted.

"Workin' on it!" she called back, turning the crank as quickly as she could.

"Ohh, this is really not good," Pinkie moaned from above.

The rows of hatches along the side of the camel ship began to open. Cannons were pushed into place and secured as the galleon began to turn broadside to the little schooner, its sails rising to catch the wind.

"We've no hope to escape!" Zecora called. "That ship can beat our pace!"

"Well, we've gotta try!" Applejack snapped back.

"Um, Applejack, the sail's not going up... " Pinkie called.

"Somethin's jammed in the rigging! Help me clear it out!"

"GET DOWN!" Shining roared. A moment later, thunder split the sky as the first volley of cannonfire tore into the ship. Shining raised the largest barrier he could, protecting the mainmast and his fellow ponies, but the ship shuddered beneath them as lead smashed through the hull in a dozen places. A cloud of acrid black smoke descended over them a moment later, blinding them and making it hard to breath.

Shining, meanwhile, staggered back to his feet and willed as much strength as he could into his horn. The last volley had nearly been more than he could handle. He might be able to protect his companions from another one, but after that...

"Cadance!" he called. "We need more time! Can you slow them down?"

"I've got an idea!" The heavy pall of smoke began to stir under a strong breeze, propelled upwards and back towards the larger ship. Cadance, her horn glowing brightly, directed the cloud against the side of the galleon, where it snaked its way into the hull through the dozens of opened cannon hatches. Surprised shouts and fits of coughing rose from the ship's bowels.

"Clever!" Gilad called, still watching calmly from his deck. "But how to you propose to escape, your highness?"

"I could always obliterate your little boat," Cadance snapped in annoyance.

"Perhaps, but think of all of those who would die. Myself, my crew... those two, star-crossed young slaves... "

Shining put a hoof on his wife's shoulder and leaned close, whispering. "Do you think you can destroy their masts?"

"Maybe, but they look really sturdy. Couldn't I just burn their sails?"

"They'll have replacements. I mean, even we do. It would keep them from chasing us for awhile, but they'd still catch up eventually."

"Then I'll need time." She closed her eyes and began focusing her energy, he mane beginning again to billow about her.

He nodded. "Applejack, is the rigging fixed?"

Applejack gave the gear a quick crank, and the sail filled out a bit more. "Reckon so."

"Good." He turned to Pinkie. "How would you like to board an enemy vessel?"

The pink pony's eyes went wide. "You mean, like a real pirate?"

"Yep. Just long enough to keep them distracted."

A tear glistened at the corner of Pinkie's eye and rolled down her cheek. "This is the best day of my entire life."

Shining grinned. "Glad to hear it. Zecora, crew the helm. As soon as Cadance takes down their mainmast, get us turned around."

"As you command, mon capitan," the zebra said, snapping off a salute.

"I hope you have come up with a good plan!" called Gilad, still leaning patiently on the rail of his ship. "The smoke has almost cleared, and we will soon be sinking your little vessel and leaving you to the sea's merciless embrace."

"Okay, Cadance," Shining said, turning back to his wife. "Now, I need you to throw Pinkie and I at their ship."

She blinked. "What?"

"Aim for one of the cannon hatches. We'll keep 'em occupied."

"Shining, that's insane!"


"Shining... "

He turned and looked fully into her beautiful eyes. For just a moment, all of the hurt, all of the anxiety and uncertainty disappeared. He loved her. She loved him. Everything else...

He brushed her cheek with his hoof. "Cadance, I know... things haven't been right between us. Not since Tyranny. I know I wasn't there for you. I know I let myself get so wrapped up in my work mostly to avoid what we both knew was going wrong. I'm sorry. I'm sorry I got scared, I'm sorry I got jealous. I'm sorry I let anything get in the way of my love for you."

"I'm sorry, too," she said simply. "I... "

He stopped her with a quick, fierce kiss. She blinked at him in surprise as he broke away, and he grinned. "We'll talk when I get back, okay? About everything."

"O-okay. Right." She blinked away tears and glanced up at the massive camel ship, where Gilad still watched them with an amused expression. She narrowed her eyes and nodded. "Ready?"


"YARRR!" bellowed Pinkie, dressed again in her pirate costume with the addition of a wooden cutlass.

"Then prepare for boarding, ye sand-suckin' bilge rats!" Cadance roared at the enemy ship. Shining and Pinkie lurched as they found themselves surrounded by a blue glow and suddenly fired like a rocket towards the larger vessel. One camel sailor had just enough time to look out his hatch in confusion before a pair of ponies smashed into him and sent him spinning away through the hold.

Cadance's field dissipated the moment their hooves touched wood, and Pinkie immediately launched herself at the nearest cannoneer, striking him about the head and legs with her wooden weapon. Shining went for the nearest cannon, bucking it with all his strength to tip it over onto the hooves of its surprised operator. At the same time, he hefted a cannon ball and hurled it down the length of the deck with all the strength he had; camels dove for cover as the lead orb careened past their heads.

"We just have to keep them from firing!" Shining shouted over his shoulder.

"Aye-aye, cap'n!" Pinkie called in reply, smacking her victim in the temple hard enough to send him crumpling to the floor.

Unfortunately, the camels had more discipline than he'd hoped. Knives and wooden clubs appeared clutched in mouths and fetlocks as a dozen or so of the sailors began to organize and advance against them. Behind the main group, others resumed loading their cannons, peering down at the Wilted Lily with malicious smiles.

"Pinkie, they're going to fire!"

"We'll see about that, jim lad!"

Shining turned back to see Pinkie abandon her latest unfortunate opponent and leap through the nearest cannon hatch. Hooves pounded against wood as she leapt from cover to cover, and she suddenly appeared behind the large group and struck the nearest gunner over the head so hard that her sword broke. The mob stopped and looked behind them in surprise, giving Shining an excellent opportunity to create a long, angled shield in front of them. When the leading camels turned back, they struck their heads against the barrier and reeled back in surprise.

"That is enough of this," a calm voice announced. Shining turned to find the two-humped camel from before, Al Gasreed, staring at him calmly. "Surrender."



The camel reached into his robe and produced a small hooffull of sand. He tossed it towards the unicorn with little effort, watching mildly as it hit the deck far short of him and scattered apart. "Uh, you missed."

Al Gasreed smiled. "No, I did not."

The sand began to roll together into a single pile, and then into a more distinct shape. A pair of wickedly sharp pincers rose from the mass. A long, segmented tail, tipped with a razor-sharp blade, followed. And then the whole thing rose on eight spiky legs and began scuttling towards him, somehow growing larger with every step. Shining barely managed to raise a second shield in time to stop the little beast as it sprang up to strike at his face.

"You see, pony, there is much more magic in this world than you know," the camel explained calmly as Shining barely blocked another strike. "You think that you are the only ones who have it. But for those who are willing to seek out such knowledge and power, who are willing to make the sacrifices necessary to obtain it, it is always readily available."

He reached into his robe again, producing another pile of sand. A moment later, this one had taken the form of a buzzing wasp.

"Pinkie, can you see Cadance?!"

"Sorry, cap'n!" she called back, dashing between the legs of one of the gunners and jabbing him in the rear with her hook. "Little busy!"

"Well, we're going to have to- look out!"

A knife whipped past Pinkie's head, taking a lock of poofy pink hair with it. She stared at the missing patch in surprise, then looked up to find that several of the armed camels, held at bay by Shining's first shield, had turned their attention to her. "Uh-oh."

Al Gasreed threw another pile of sand out, his calm expression never changing. This one became a strange, hooded snake and began slithering towards Shining's hooves. "Pinkie, we don't have any more time! Run!"

"There is no running, little pony," the camel assured him. "You will die here, or you will die on your ship, or you will die upon the shores of your homeland. Long has my master plotted this day. The Eclipse is here."

"Eclipse this," Shining snarled. Willing everything he could into his shields, he released their energy in a concussive blast. Wood splintered and camels screamed as the side of the massive galleon suddenly buckled outward. Al Gasreed was thrown from his hooves, his pets dissipating again into harmless dust. He snarled something in a spidery language and reached into his robes again, but Shining didn't wait for him to finish. He dove out the hole he'd created and into the churning water below.

About halfway there, vertigo and nausea overtook him. By the time he hit the waves, he'd lost all sense of direction. His body felt numb and didn't seem to be responding to his commands. And in his sudden confusion, he'd forgotten to take a breath.

He began to panic. He couldn't control himself. He couldn't make sense of anything he was seeing, feeling, or hearing. Thoughts were having trouble forming. Some distant pain told him that his lungs were beginning to burn, but he couldn't quite figure out what that meant or why it might be important.

And then the world turned a bright, violent shade of blue. There was a shockwave, hard enough that Shining felt it even through his stupor. Cadance, he thought dimly. She'd... done something? And that was good.

Yes. Cadance. He liked her. It was good that she'd done something.

His lungs were really starting to hurt now. He realized that he should probably breathe.

His mouth opened.

Air filled his lungs.

With a ragged gasp, Shining sucked it in, as much as he possibly could. Then he did it again, and again, until the pain began to recede and he could begin making sense of the world around him.

He was back on the Wilting Lily. Pinkie Pie, soaked to the bone and half her pirate gear gone, lay beside him on the deck, watching him with concern. "Um, you alright, Shiny?"

"Yeah," he panted hoarsely. "You saved me?"


"Thanks. My burst spells always take a lot out of me. I think that camel might have done something, too."

"No worries," Pinkie assured him, laying her head back down to stare up at the sky.

Applejack appeared over them, frowning. "Uh, I know y'all are like as a bit worn out, but we're kinda tryin' to escape here, so y'mind lendin' a hoof?"

"Aw, but Princess Cadance totally wrecked their ship!" Pinkie protested. "She made all three of the masts just kaboom! They won't be chasin' us any time soon."

"No, I don't think they will," called Zecora. "But their friends may wish us ill."

Pinkie and Shining sat up, and their eyes went wide. On the horizon, clearly visible now as they angled towards the stranded galleon, were more yellow sails. Dozens of them. Perhaps hundreds.

Shining shook his head in disbelief. "They're bringing a whole army."

"They are," agreed Cadance, stepping beside him. "They must have been preparing for this for years. Building ships, building weapons, training soldiers... "

"But why?" Applejack asked. "Do they hate us that bad? Do they want our land?"

"I don't know."

"I think I do," Shining said quietly. "The first mate, Al Gasreed. He was some sort of mystic. And he told me that this invasion was 'the Eclipse.'"

"Eclipse?" asked Cadance.

"That sounds ominous," Applejack observed.

"Dun dun dunnn," Pinkie added softly.

Cadance frowned. "Do you think it has something to do with Nightmare Moon, Shining?"

"Maybe. Sounds like it, at least."

"Then... maybe Blueblood was right."


She bowed her head. "Remember what Aunt Celestia said? That there's more going on than we realized? I mean, why would camels care about Nightmare Moon? Why would they want to help her?"

"I don't know," he admitted. "So you think they're the 'allies' Chrysalis mentioned?"

"Maybe. Or maybe they'e just some of her allies. There are a lot of species who resent us, Shining. The griffons, the minotaurs, the changelings... Maybe even more that we don't really know about. What if they're all working together? What if that's what Chrysalis' big plan was?"

"That's insane. What would they have to gain from splitting Equestria four ways? Or more?"

"I don't know. But... if they are... "

She shook her head and slowly raised her eyes to his. "If they are, then Blueblood was right. We're going to need all the power we can get our hooves on to even stand a chance of survival. We need to get him back."

The Prince Gets Two Bad Choices

Blueblood woke to the all-too-familiar sight of a subterranean chamber lit by green fire. For once, he wasn't lying in the center of a ritual circle--small miracles, he supposed--but seemed, instead, to have been locked inside a barred prison cell, barely two lengths across on either side. Aside from the lump of straw he lay on and a small bucket for less princely leavings, it was starkly empty.

He put his hooves underneath him and started to stand, but noticed his legs seemed heavier than usual. Inspecting them, he found that they had each been clamped with thick, iron bands carved with some sort of runic script that, no doubt, read "ha-ha, sucker," in the ancient tongue. He tried to will power into his horn, but found nothing but a dull ache where his magic should have been.

"Horseapples," he observed succinctly. He tried pushing the manacles off his hooves, but they didn't budge. Oddly, they didn't seem to be fully tight; they just hovered around his legs, barely brushing the fur. Well, wonderful. At least I won't chafe.

"Ah, your highness. I see you've awoken."

He looked up. A dull green unicorn, his hide more of a snot yellow in the emerald light of the torches, was walking calmly towards him. He was clad in a black ritual robe, as he had in the memory Blueblood had last seen him in, though he wore the hood down and a dark business suit beneath. "Ah, Bank Ledger, the Accountant of Doom. Kind of you to stop by."

"Droll," Ledger said blandly, stopping in front of the cell. "Are you well, your highness?"

Blueblood quirked his head. Odd question. "Aside from being stolen from my friends and locked in a dungeon, I suppose I've been worse."

"Your friends? My lord, I do believe they were trying to kill you."

"Not... all of them. Just Cadance. And I'm sure she would have listened to reason eventually."

"Oh, yes. Quite reasonable, that one." Ledger's expression remained absolutely level. "And which of your friends, do you suppose, would have intervened to stop her?"

"Well... " Blueblood trailed off. Shining certainly wouldn't have. Rainbow Dash and the others might have, eventually, but not until it was almost too late. Zecora would have tried to help, he thought, but what could she have done against an enraged alicorn? "That's beside the point," he finished lamely.

"As you say, my lord."

"Okay, stop. Why do you keep calling me that?"

Ledger stared at him blankly. "Why, you are to be our king, my lord. You shall rule Equestria, side-by-side with the Queen of Nightmares."

"I think you might have missed a memo. I'm not working with you."

"That is, of course, your royal perogative," Ledger allowed. "Though I think you shall find ruling Equestria much easier with our help."

"I don't want to rule Equestria!"

"Oh." A small frown appeared on the unicorn's heretofore expressionless face. "That is disappointing."

"My sincerest apologies."

Ledger arched an eyebrow at him. A moment later, his horn began to glow. Blueblood instinctively recoiled back, expecting some sort of trap or punishment, but instead the accountant merely produced a key and used it to open the cell door.

He regarded the surprised prince mildly as he replaced the key in his jacket pocket. "I would otherwise have happily unlocked your manacles, my lord, but until you've been convinced to join us, I fear a certain level of security is in order."

Blueblood just stared at him.

"My lord, we want you to join us willingly. Coercing you with threats or violence would only lead to resentment. Our plans for Equestria are too important to be disrupted by petty squabbles."

The accountant turned and began walking away, not even looking back over his shoulder. "You have, of course, free run of our headquarters, my lord. I'd be happy to give you a tour, though, should you wish."

Blueblood stared after him, considering his options. One the one hoof, he knew, vaguely, where he was: somewhere beneath Canterlot, likely even beneath the crystal caves that rested beneath the palace's floors. If he could just find a way out and up, he might be able to escape and warn Aunt Celestia what was going on. On the other hoof... with these manacles, he was once again helpless, weak old Blueblood, hardly able to lift a rock without hurting himself. And if he acted like a good little colt, Ledger might even show him the way out.

"So what is this place, exactly?" he asked as he caught up with the accountant a few strides later.

"Well, my lord, we call it the Temple of the Eclipse, though that's a more recent title. Originally, this complex was built in secret by Princess Luna as a hidden refuge. When she revealed herself as Nightmare Moon, she claimed it as a base of operations and expanded it to house many of those loyal to her. Its subterranean nature and the warding spells she placed upon it successfully frustrated her sister's attempts to find her for many years."

Blueblood nodded. Indeed, the walls were etched with simple illustrations of Luna, or rather Nightmare Moon, crushing her sister and leading her armies to victory over the defenders of Equestria. In her followers' eyes, she looked regal, brave, and heroic. Celestia, meanwhile, seemed almost mad with power and bloodlust. One etching even showed her cackling over a huddled mass of terrified foals.

"Creepy," he noted aloud.

Ledger followed his gaze and nodded. "There is much the public does not know of Celestia's... proclivities."

"I'm sure," he deadpanned. "And, what, did Luna just forget about it?"

"Our lady assures us that its memory has been stripped from her mind."

"Convenient. So... how did you all find this place? And how did an accountant for the Bureau of Infrastructure end up joining a cult?"

"We are not a cult, my lord," Ledger corrected him mildly. "We are merely dedicated to the ascension of the Queen of Nightmares."


"No apologies necessary, highness." Blueblood doubted that, but Ledger's stoic face showed no hint of offense. "References to this place were found in an ancient journal kept by one of our lady's loyal subjects. I painstakingly translated the work and was among the first to set hoof here in nearly a millenia. Here, we found more writings, these penned by Nightmare Moon herself. Once we discovered the true history of the War of the Sisters, we swore to see the rightful ruler of Equestria placed upon the throne, her wicked sister banished forevermore. Ah, here we are."

The carved tunnel they were walking through suddenly opened up into a vast, underground lake, as pitch black as the midnight sky. A stone walkway curved along the walls of the cavern, jutting inward at intervals to a stalagmite that rose from the center of the lake, sheared in half and converted into a small, opulent lounge. Delicate candelabras and plush, velvet sofas filled the patio nearly to bursting, some turned to face eachother and others looking out over the inky blackness. Three creatures were currently seated there: a huge, gray minotaur, his hide etched with jagged tattoos; a griffon with dark red plumage and sharp, intelligent eyes; and an enormously fat creature Blueblood recognized as being some sort of camel. All three wore black robes, loose and open for comfort, and seemed to be chatting fairly amicably among themselves. They looked up as he and Ledger approached; the fat camel raised a chalice in salute.

"Friends of yours?" he asked the accountant.

"Yes," he agreed, heading towards the center platform. "And worthwhile allies. This great chamber was once where Princess Luna came to reflect and gather her thoughts. Now, it is where we gather to discuss our plans. Prince Blueblood, allow me to introduce Chieftan Xorrat of the Stormhoof Clan, Bloodwing of the Skysunder griffons, and Vizier Addawser of Camelon."

Each nodded to Blueblood as he or she was named, and he nodded back. He had seen each of them already, in the memory Nightmare Moon had shown him of the ritual that cursed him, though two decades had done much to age the griffon and the camel, if not the towering minotaur. "I'm surprised that your species' have involved themselves in this."

"We all stand to benefit," Bloodwing explained, taking a sip from her wine glass.

"How so?"

She gestured languidly to her companions. "Xorrat and his tribe have lived on the edge of the civilized world for centuries. Their life is one of constant struggle, to find food, to find shelter, to survive the depredations of their rival clans. The few who choose to leave are considered freaks and monsters. In return for their support, they will be given some of the verdant lands of southern Equestria, and given the chance to earn positions of prestige and power in a new, metropolitan society."

Addawser cleared his throat with a series of short, phlegmy coughs. "My homeland relies largely on trade, for ours is a harsh and unforgiving land as well. However, since an unfortunate conflict of interests nearly a century ago, ponies have restricted trade with us, claiming 'moral outrage' at some of our entirely necessary practices. Nightmare Moon will not only open the trade routes once again, she will grant us legal protection in Equestria's coastal cities, ensuring that our traditions are not interfered with."

"As for us," Bloodwing continued, pointing at herself, "we will reclaim the ore-rich mountains of northwestern Equestria. They were ours, long ago, and many of our most treasured artifacts were forged from iron we pulled out of those very slopes. We will have them returned to us, and we will have an oath that ponies will never intrude on our borders again."

Blueblood frowned. "So the minotaurs want the chance to abandon centuries of tribal heritage, the camels want to bring their slaves here, and the griffons are just being pissy about an old grudge. True crusaders for justice, you three."

Their eyes narrowed. The minotaur snorted and began to stand, but Ledger calmly placed a restraining hoof on his chest. "Please, forgive his highness. He is still being somewhat uncooperative."

"Oh, I'm being more than 'somewhat.' I'm honestly rather sick of every two-bit villain in Equestria thinking I'm an idiot. You're obviously all motivated by your own selfish interests, aside from Ledger the Accountant of Doom, here, who may just be flat-out crazy. If you actually wanted to make positive changes in the way Equestria works, or wanted to address some old injustice, why wouldn't you just talk to Celestia?! She maintains diplomatic channels with nearly every sentient species in the world, and she'd certainly be willing to listen, at least!

"Honestly, why did you think for even a second that I would side with you, you brainless twits?! Sure, my own sister tried to kill me, but that hardly means I'm ready to grow out a handlebar moustache and-"

Something like an electric jolt struck him at the base of the skull and spread through his entire body. He screamed and fell to the floor, convulsing uncontrollably as he tried to huddle into a ball. Waves of pain washed over him, each one stronger and more prolonged, until suddenly the agony vanished and Blueblood was left lying there, his eyes red with tears and his breath coming in ragged gasps.

"I apologize for that, your majesty," Ledger said in that same, mild monotone as always. "However, if you can't be civil, I'm afraid you're going to have to go back in your cell."

"H-how?" Blueblood stammered, trying and failing to stand.

"My lord, perhaps you do not fully appreciate the situation. We would very much like your cooperation. We do not, however, require it. After all, you are our creation. You will join us willingly, or we will break your mind and make you our slave. Please consider this as you recuperate."

Prison cells. Blueblood had managed to forget how much he hated them. Granted, he'd never been stuck in a dank, wretched pit like the characters in Twilight's Equestrinox books. In fact, both of the ones he'd inhabited had been rather pleasant. True, the dungeons of Arctis Castle were rather cold and damp, but he'd been provided with a brazier of hot coals that he'd kept simmering with his fire spell. And the Temple of the Eclipse, while a lightless, subterranean pit lit by unnatural green torches, was at least clean. No, the main problem with prison cells was that they were so damnably boring.

And this time, he didn't even have any icicles to watch.

He sighed. So much for being a "good little colt." He'd lost his temper, and the illusion that he was more a guest than a captive had disappeared. Ledger, the boring old bastard, had means of disabling him rather painfully. Now that he thought about it, the manacles probably would have kept him from leaving anyway. And so here he sat, an unknown depth beneath what was, if Chrysalis had been telling the truth, Canterlot. He couldn't run. He couldn't fight. He couldn't even mouth off. All he could do was sit and wait to be broken and turned into a monster.

Well, he could hold out. Cadance and the rest would need a week or so to return to Canterlot and warn Celestia of what had happened. At that point, she would take whatever steps were necessary to protect Equestria from... well, him. Surely, she had some sort of contingency in mind to deal with him, should his curse ever overwhelm his sanity. All he had to do until then was not let them win. Easy enough.

"I'm afraid my servants grow pressed for time, my love," a smooth, low voice called from the shadows. "They will take rather extreme measures, if need be."

"Nightmare Moon," Blueblood said with a sigh. "Or, what? Nightmare Twilight?"

"Nightmare Dusk." Suddenly, she was standing in the cell with him, regarding him with coolly amused eyes. She wore a metal cap, stained a purple almost as dark as her mane, and had adopted a matching breastplate marked with a pair of circles, the dark one almost completely covering the light. "Do you approve, my love? One of my servants suggested it. I thought it a rather clever bit of wordplay."

"I suppose it's more menacing than 'Nightmare Sparkle.'"

"Indeed." She turned away from him, apparently examining the hallway outside, and used the opportunity to stretch languidly. She rolled her neck, her shoulders, her hips, turning sidelong to watch Blueblood with half-lidded eyes. He... had to admit. It was quite a show. "You like this new form, I think."

"Yes, well, so did the previous owner. And I'm surprised she hasn't kicked you out yet."

She smiled. "Oh, she would very much like to. Honestly, I wish I'd had more time to corrupt her as I did Luna, rather than simply brute-forcing my way into her mind. She still struggles with me every day... though she also grows weaker and more terrified with each failure. Eventually, she will surrender completely."

"You're underestimating the most powerful unicorn sorceress alive."

"Hardly!" Nightmare scoffed. "I underestimated her once, and she thwarted millenia of carefully laid plans. No, I've learned from my mistakes, my love."

He grunted a vague acknowledgement, not eager to dwell on the subject of his... friend's imprisonment within her own mind. He changed the topic. "Why are you here?"

"I simply thought you'd appreciate a visit from your betrothed."

"I'll grant that you're a more pleasant sight than Bank Ledger, but if it's all the same, I'd rather go back to staring at the wall."

She laughed. "Are you sure there aren't... other things you'd be interested in?" She shifted her stance just a bit, jutting out the curve of her flank.

Blueblood sighed and covered his eyes. "Go away, please."

"Such a disappointment. But there are... other things we could do, you and I." She smirked knowingly at his confused look. "Are you hungry, my love?"

"Are you taking lunch orders? Because could really go for a hibiscus on rye. "

"Not physical hunger. Magical hunger. The hunger for power." Her grin widened as she pressed a hoof to Blueblood's forehead, just below his horn. "You've tasted it, my love. True power. I know you want more."

"I don't know, that hibiscus on rye sounds pretty good, too... "

Nightmare's hoof connected with the side of his head, and Blueblood tumbled across the cell to slam heavily into the stone wall. She hit him again, a low kick to the ribs that launched him into the air and back down several feet away. Her horn glowed purple, and suddenly he was thrown again, slamming face-first into the iron bars of the door and tipping over the contents of his waste bucket.

"You are weak!" she bellowed, her voice taking on a thunderous echo that sent his head spinning even faster. "You are helpless! You are pathetic! Without your power, you are less than a foal, you are a waste of space, a hindrance to others! With it, you can fight back! You can confront your enemies! You can change the world! You have spent your entire life as a worthless fool, held in check by the meddling of your adopted aunt, but now you know the taste of true strength! You hunger for it! You thirst for it! Do not deny this!"

Blueblood whimpered and covered his ears, trying and failing to hide from Nightmare's furious cacophony. Fury rose in his heart. He didn't have to take this anymore! He didn't have to sit here and be beaten while somepony else lorded their power over him! He was better than this, he was a god!

He blinked in surprise at the sudden tide of volatile emotion, and abruptly, it vanished. Where the hay did that come from?

"Do you see, my love?" Nightmare whispered at his ear. "You know you don't need to suffer these indignations any further. If only you had your power... your strength. If only we would remove these pesky little manacles... "

"You're right. If I could, I'd strangle you right here and now, you crazed harpy."

She giggled, the sound taking on a rather inviting tone. "Oh, yes. You could do anything you wanted to me, I think."

"I... damn it!" he snarled, rising to his hooves and wheeling on her. "What the hay are you trying to do?! Make me so pissed off and horny that I forget that you're evil?! Once again, for the umpteenth time, I am not that stupid!"

Nightmare smiled wickedly. "I know you're not. But I think we both know something else: that there are only two ways for you to leave this place. Either you will be tortured into joining us, physically and magically, in the most creative means we can devise, or you can try to trick us into releasing your bonds, letting you reclaim your strength, and then escape. And as brave as you might think you've become, my love, a few hours under Tiktak's loving attention will strip away every last semblance of courage."

He gulped. He remembered the vision of the psychotic little creature he had seen, its mad eyes blazing in the darkness.

"So why suffer, my love? Why let that beautiful face be scarred and cut away? Take my offer, and I can guarantee that your captivity will be much more... enjoyable."

"And what is your offer?"

"Let me feed you."


She grinned, apparently enjoying his surprise. "Let me feed you, my love. Let me sate your hunger with suffering, quench your thirst with despair. You have tasted only a fraction of the delights that await you once you embrace your power. Let me show you more."

Blueblood closed his eyes. Celestia, yes, the sensation of feeding off his friends' arguments was... was incredible. He'd never felt so good in all his life. The idea that there could be more, could be better, it made every nerve in his body sing in longing. He wanted it. He wanted it more than anything he'd ever known before.

"I'll take my chances with the monkey," he whispered. There was no bravado in his voice. He couldn't manage it.

"Was hoping pony would say that," giggled a mad little voice from the darkness. High up, at the corner of his cell, twin eyes that blazed like fire opened and stared at him with malevolent glee.

"Very well," Nightmare sighed. "When you change your mind, my love, let Tiktak know. Lord Tiktakthonga, please try not to scar his face or his chest too badly. I'm rather fond of those."

"I promise only to try," the lemur cackled. He leapt from his perch and landed beside the horrified prince. He'd aged considerably since Blueblood's vision; patches of fur were missing from his face and his body, and his eyes had sunken somewhat into his wrinkly face, making him look even more insane and terrifying. His tail ducked into the satchel he wore on his back and returned a moment later holding a long, gleaming scalpel. He advanced on the cowering prince, giggling quietly in anticipation.

Blueblood turned his desperate, pleading eyes to Nightmare Dusk's. She stared back at him impassively. And then, she was gone.

"We be good friends, pony," Tiktak cackled, his blade dancing back and forth behind him. "Good, good friends... "

The Teacher Gets Brutal

By the third day of the siege, it was obvious that reinforcements weren't coming.

Immediately after the first raid, Twilight's little assistant, Spike, had sent word to Princess Celestia. She'd dispatched a contingent of Royal Guardsponies the next morning, but they had never arrived. Ditzy and her scouts reported that the rail lines had been cut, and there were signs of some sort of skirmish along the road, but they'd found no other evidence of the soldiers' passage. Ponyville was on its own.

Cheerilee surveyed the ghostly remnants of her home from atop the palisade wall that they'd constructed around the town square. Tents and rough shanties had popped up in clusters here and there, mostly surrounding the newly refurbished town hall. Everypony in town or the surrounding areas had either joined the fight or tried to flee, and the makeshift fort, while large, couldn't comfortably contain them all.

They'd hoped to expand their fortifications, building multiple layers to better protect the civilians--well, noncombatants, they were almost all civilians--but minotaur warbands had come howling out of the forest every time they set hoof outside. At least they'd manage to stockpile enough food to last them a few weeks; starvation wouldn't be an issue, unless things were even worse in Equestria than they'd realized.

There'd been no communication with Canterlot since they'd sent the soldiers. It wasn't visible, far away atop its great mountain, through the haze of smoke and the thickening layer of clouds that the pegasi weather team had been too preoccupied to clear. Almost anything could have been happening up there, and they'd have no way to know.

And Mac... well, he could have been much worse. Rarity's silkvine uniform had, if nothing else, kept the big stallion from being skewered entirely. The cuts he'd suffered had come to his legs and exposed flanks, though the thick, purple bruises along his shoulders and chest (and the cracked bones beneath them) demonstrated the limits of the armor's protection.

The minotaurs were very, very strong. Perhaps not as physically powerful as Macintosh, but while a pony's weight was distributed for pulling, lifting, and bucking, a minotaur's muscle was concentrated into their chests and forelegs and gave them tremendous swinging power with their oversized weapons. Frankly, they seemed built for combat, while ponies had always held a distinct evolutionary disadvantage at it.

What was more, their numbers seemed to grow every day. Each night, as Ditzy flew out to scout their lines, she would spot more and more campfires burning in the darkness of the southern Everfree. Each morning, more and more minotaurs would throw themselves against their defenses, battering down what they could and testing the ponies' skill and resolve. They were trying to find a weak point, Hacksaw had explained. Once they did, the real attack would come.

And Ponyville would fall.

She wasn't supposed to think that. She was supposed to wear her mask, to tell the others that everything would be fine, that they would survive this as they had survived so much else and that everything would go back to normal eventually. That was her role: she was Cheerilee, the teacher, the bright and happy ray of sunshine who inspired those under her care. But after what had happened to Mac, after seeing how strong, how ferocious and cunning these creatures were, the mask had become almost too heavy to bear. That was when she needed moments like these, moments alone, away from her responsibilities, away from her friends and loved ones, where she could just be honest with herself for a few, peaceful minutes.

"Look, I'm glad you're feeling better, I really am, but this is stupid! Go back to the hospital!"

Cheerilee raised her head and glanced behind her. Below, a stubborn-looking pegasus with one foreleg still in a splint and bandages wrapped around her wings was walking defiantly towards the wall, while Captain Cloud Kicker floated beside her, her voice frustrated and concerned.

"Oh, and now you're going to ignore me?!" she groused. "Blossom, come on!"

Blossomforth stopped and turned a level glare on her friend. "Cloud, I appreciate your concern, but no. I'll be fine with the other noncombatants. There are ponies who are really, genuinely hurt, and they need the space at the hospital more than I do."

"You're 'really, genuinely hurt,' Blossom! Did you forget?"

"I'm out of critical condition, Cloud, and the rest will mend on its own. I'm not going to lay around when I could be doing something useful."

Cloud Kicker growled in frustration and looked up at the wall. "Hey, Cheerilee! Can you talk some sense into this winged mule?"

"I'd say it's her choice," the teacher offered with a shrug. "Blossom's a smart girl."

"If she gets hurt, she's going to have to go back to the hospital and drain even more resources!"

Blossom made to stomp her hoof, but stopped as she remembered the splint. "I'm aware of that! I'm not planning on doing anything strenuous! I just want to find some way to help!"

"Rarity might want some help adjusting uniforms," Cheerilee suggested.

"Erm. Okay, something non-strenuous that won't show everypony how terrible I am at sewing."

"Well... you're good with plants, right? Granny Smith and a few of the Carrots are trying to start a garden, just in case. You could help with that."

"Perfect!" Blossom turned a victorious grin on Cloud Kicker. "See? I can help."

The lavender mare pulled a hoof down her face. "I know you can help, I just don't think you should. At least not until your wings are working!"

"Why do my wings matter?!"

"So you can run away when the minotaurs get here!"

Cloud Kicker realized a moment later that she'd set that much too loudly, and several other ponies were looking at her in dismay. "Uh, you know. Assuming they can break through our defenses. Which is unlikely. A-heh."

Blossom's anger, meanwhile, had vanished. She raised a hoof to her friend's face and looked into her eyes, tears glistening at the corner. "Cloud... "

"Look, just forget I said anything."

She squeaked a second later as Blossomforth pulled her into a tight, one-legged hug. "I don't want anything to happen to you, either, you know."

Cloud Kicker mumbled something, her words muffled in her friend's shoulder.

Blossom pulled back and looked at her, one eyebrow quirked. "What?"

"I said, 'you still taste good.' Little mediciney, though."

The white pegasus sighed and hugged her again. "You're an idiot, Cloud Kicker."

"Yeah," she agreed.

Cheerilee managed her first genuine smile in days as the two started off again, still bickering quietly among themselves. As they rounded a corner and left her sight, she stored the memory away--it would make putting on her mask that much easier--and turned back to the battlefield. It was strange how much just that little scene of tenderness and affection could buoy her spirits; even the charred ruins of her hometown didn't look quite so bleak anymore.

She put her hooves between the pointed posts of the wall and leaned against them. Friendship, love, harmony. They're what make us ponies. It's stupid, but... I think this siege might make us run out of those long before we run out of food. And that might be even worse.

And now she was waxing philosophical about the bleak, hopeless darkness. Next she'd be dying her mane black and wearing her bangs over her eyes. It'd be like sophomore year all over again.

She grinned at that, and was still wearing it when a hoof tapped her on the shoulder and she turned to find Hacksaw looking at her oddly. "Somethin' funny, Elltee?"

She shook her head, letting the smile fade. "Just remembering high school. Fun times."

"Wouldn't know," the green stallion said with a shrug. "Dropped out to work at a carriage factory."

"I thought you went into the Royal Guard?"

"Sure did, soon as I was old enough. Paid for my vocational training and contractor's license."

She made a thoughtful sound. "That's sort of sad, really."

"How's that?"

"Just... I don't know. And I'm not trying to offend you. But going to college, any sort of college, should be about learning. Not just book learning, but about yourself, about life, about the world around you and your place in it... "

"I learned all that in the military."


They stood in silence for an awkward moment before Hacksaw turned to her with a relaxed smile. "Look, Elltee, I'm a simple stallion. Never had much use for anything that didn't directly affect me, ya know? But I got a daughter, kinda reminds me of you: real smart, really loves to learn about anything and everything. No, I don't necessarily get that, but I respect it. So don't let me bring ya down, okay? We need to keep spirits up."

She nodded, still staring out over the war zone before her. "Hack... why'd you stay? You could've gone back to Detrot before this started. You could be with your family right now, instead of stuck here, hundreds of miles from home."

He considered the question for a long moment. "Elltee... you Ponyville folks got guts, but there ain't a lot of military know-how here. Now, I was a sergeant, not an officer--I worked for a living--but I know a thing or two about defending a strategic position. So I figured, ya know... I could go home. And I could live the rest of my life with my wife and my daughter and know I'd watch her grow up an' find a nice stallion, or mare, I ain't judgin'... but that'd mean leaving some very good ponies hanging."

He lapsed into thoughtful silence, and the two stood together like that for awhile as the sun began its slow descent to the horizon.

"Hack, you're a good stallion," Cheerilee said finally. "Thank you for being here with us."

"You'd do the same, Elltee."

She swallowed her doubtful reply and just nodded. "Was there something else?"

"Nah, just checking in. We're ready for their next feint, all down the line. How's Mac?"

"He... " She shook her head. "He lost a lot of blood, but he's out of danger now. But... "

"Yeah," he finished sadly. "He took a hay of a beating, I heard. Which reminds me. What'd you say he looked like? The minotaur that took him down?"

"It was hard to tell in the firelight, but... he was large, at least half a head larger than the others. Seemed to have a brown coat. Lots of tattoos, like the others. And he used two swords."

Hacksaw nodded. "Think I saw him this morning. Led the charge. He shows up again, well... "

Cheerilee grinned. "Save some for me."

"No promises. But I'll letcha ring his bell if I can."

The shared a grin, and then Hacksaw put a hoof on her shoulder and turned to leave. Cheerilee watched him go, then sighed and turned back to her view.

It was getting late, and she'd been up here long enough. It was time to put on the mask and head back down to the troops. She'd make her rounds, tell a few optimistic lies, and then retire to the hospital to be with Big Mac. In the morning, the minotaurs would hit them again, and the cycle would repeat.

Sooner or later, something was going to break that cycle. And she could only hope it would be in their favor.

It wasn't.

The sun hadn't even set yet when the alarms went up. Macintosh stirred from his slumber and opened a big, green eye. "Uh-oh," he rumbled softly.

Cheerilee, lying beside him on his cot, snorted and sputtered and blinked her own eyes open. "Oh, come on. I just fell asleep!"

"Sorry, Cheeri."

She grunted something indistinct and rolled out of the bed. She hadn't taken off her uniform, so at least she wouldn't have to worry about that. She gave her hammer an annoyed look and hefted it over her shoulder.

"Be careful," Mac told her solemnly. She looked over at him and offered the most reassuring smile she could muster.

"It's just another feint," she said. "It'll probably be over by the time I get there."

"Hope so. Jus' be safe."

"I'll be fine, Macin- Mac." She leaned over and kissed him on the cheek. "Don't worry. Just rest up, okay?"

He nodded, but he felt his concerned eyes on her as she left.

Outside, torches and bonfires were lighting up around the town, providing light in case the town's defenders needed it later. The largest fire, of course, was being tended to by the Cutie Mark Crusaders Watch Fire Builders, and she noticed with some dismay that the flames were somehow tinged purple. She didn't know what the girls could have possible added to the bonfire to cause that, and frankly, she didn't want to.

The sounds of battle still rose from the southern walls, and Cheerilee sped up to a quick trot. The last few skirmishes had already ended by this point; whatever was happening, it was clearly a bit more serious.

And then something bellowed, a loud, distorted, almost metallic sound that stopped everypony in their tracks. All eyes went to the horizon.

There, silhouetted against the setting sun, was a dragon.

Panicked cries and terrified screams went up throughout the town. A dragon?! Cheerilee thought, too stunned to move. They have a dragon?!

"The west wall!" called a clear, confident voice. "Unicorns to the west wall! On me!"

Cheerilee shook herself out of her shock at the sound, and turned to see Rarity and Lyra falling back from the southern wall and galloping towards the oncoming dragon. Most of their unicorns looked nervous, even terrified to be moving towards the oncoming beast, but their captain seemed determined and fearless as she led them on. "We shall repel this brute, and then the others!" Rarity called as she ran. "For Ponyville! For Equestria!"

With a booming cheer, the unicorns closed the distance. But before Cheerilee could see how they fared, the loud splintering of wood drew her attention back to the south. Several of the pallisade's posts suddenly toppled outward, tearing the catwalks apart as they went and sending several ponies tumbling to the ground. A second later, more heavy, iron hooks were thrown over the top of the wall and pulled back until they locked into place against the timbers.

"The hooks!" she cried, racing forward as quickly as she could. "Get the hooks!"

Wood splintered again, and more of the wall fell away. A heartbeat later, minotaurs began pressing through the gap, wicked blades shining in the torchlight. Cheerilee shouted and charged forward, joining several of her comrades as they laid into the intruders. The first swing of her hammer found its mark, shattering one beast's wrist and sending its axe spinning away; the second caught it in the leg and dropped it heavily to the ground. Another took its place, a hook-like sword slashing down at her. She caught most of the blade on her hammer's haft, but felt the hook dig into the muscle of her shoulder. Ignoring the sudden pain, she used her rear legs to push the minotaur off balance, then brought the hammer down in a blow that crushed the creature's chest.

She paused for a moment, looking down at her victim in shock. The minotaur's breath had been knocked out of him, and he didn't look as if he could draw any back in. He stared at her in desperate terror. Celestia, how old was he? It was hard to tell with the minotaurs, but the look of terror in his eyes, the shock of suddenly realizing his own mortality...

"I'm so sorry," she told him. His expression didn't change.

Celestia. She'd been fighting for days now, but she'd never...

Out of the corner of her eye, she saw an axe descending towards her head.

Good, she thought. I deserve this.

The steel shaft of a spear caught it halfway, and a deft twist sent it flying out of the minontaur's hands. A second later, the weapon sank into the creature's unprotected chest, and it staggered back and fell to the ground.

"Elltee!" Hacksaw shouted, shaking her on the shoulder. "Cheerilee!"

She blinked at him, uncomprehending. "I... I killed him."

"Good!" the green stallion growled. "They sure as hay intend to kill us!"

"No, Hack, you don't understand... "

He moved past her, shouting orders to the others. "Drive 'em back! Seal the breach! Carrot Top, grab a team, get some lumber to patch this up! Pronto!"

Cheerilee shook her head and looked back down at the young minotaur. His eyes had closed. He'd never managed to take in another breath.

"I'm so sorry," she told him again. "Celestia, I'm so sorry, I didn't want to... "


She looked up. The battle had moved past her. The others were driving the minotaurs back the way they came. And approaching her, still limping slightly, was a white pegausus with a red-and-green mane, her wings bandaged behind her. "Cheerilee, I came to help... A-are you okay?"

The teacher let out a wordless, devastated sob and buried her face in Blossom's shoulder. The pegasus hesitated for a moment before stroking a hoof over her mane. "It's okay, it's okay... "

Cheerilee pulled away. "I killed one, Blossom. He was just... just a colt. So young. And I killed him."

"It's okay... "

"I'm a teacher, Blossom! I'm a teacher, and I killed a child!"

"Cheerilee... Cheerilee, look around you."

She blinked away her tears and looked into the pegasus' eyes. There was a deep well of sympathy there, of understanding, but also... a hardness. An anger.

Cheerilee looked around.

There were other dead minotaurs. Perhaps a dozen of them. And among them were just as many ponies, ponies that she'd known, even if only by sight. Her neighbors. Her friends. Her students.

"They are trying to kill us, Cheerilee. We don't have any choice. We have to fight back."

"I... "

Blossom put her good hoof on the teacher's shoulder. "Please. I can't fight. My best friend's risking her life, and I can't do anything to help her. I can't help anypony. But you can, and you need to. Because if no one's there to protect us, the minotaurs will come, and they will kill us, too. The sick. The wounded. The elderly. The young. All of us."

She leaned in close, putting her eyes level with Cheerilee's. "You need to pull yourself together."

Cheerilee tried to nod, but couldn't find the strength. "A child, Blossomforth."

Blossom's hoof struck her across the face hard enough to draw blood. Cheerilee rocked back from the blow and fell on her back, clutching her stinging cheek and feeling anger bubbling up inside her. "What the hay?!"

"You needed it. Feel better?"

"I ought to hit you!"

"Just so you're hitting somepony."

"North wall!" came the shout of alarm. "More minotaurs at the north wall!"

"Go," Blossomforth told her. "I'll tell Hacksaw where you are. They're going to need you."

"Fine. But this isn't settled."

Blossom only rolled her eyes in response. Cheerilee frowned, but a second cry from the north pulled her away. She galloped as fast as she could across the square, and saw a handful of others running in the same direction. This is bad, she thought. This isn't just another feint. They're attacking with everything they've got. At least, I hope it's everything.

A withered green hoof shot out of a tent as she passed and pulled her to a sudden stop. She wheeled around to find herself facing Granny Smith, an old soldier's helmet pulled low over her eyes. "Hold yer horses there, missy!"

"Granny, they need me at the north-"

"I know where they need ya," the elder mare said dismissively. "I need you to do somethin' fer me, though, first."

"This really isn't the best-"

Granny shushed her. "I need you, as my commandin' officer, to give me permission ta do somethin'."

"What? Permission to do what?"

"I wanna draft some volunteers!"

Cheerilee blinked slowly and then frowned. "I am not letting the girls join the militia."

"Not them! Though they'd sure be up for it. Got a real fightin' spirit, my li'l Apple Bloom."

"Okay, then who?"

"Jus' some folks I know with an interest in defendin' their homes."

"I... Granny, why are you being so cryptic?!"

She just smiled. "I'm old. It's my perogawhatsis. So, do I got yer permission, or... ?"

Cheerilee sighed. "Fine, yes, whatever, permission granted. Can I go now?"

"Sure, sure. See ya in a bit, dearie."

With a frustrated shake of her head, the teacher resumed her gallop towards the north wall. She stopped short again as a huge, winged beast tore through the sky above, the air whipping wildly in its wake. Hot on its heels came a hoofful of unicorns, their horns glowing as they whipped stones at it, led by their surprisingly fearless captain. "And you'd best think twice before daring to set one scaly claw in Ponyville again!"

Cheerilee's eyebrows rose in impressed surprise as the unicorn hurled one final bullet at the retreating beast, striking it upside the head and eliciting a rumbling groan of displeasure. "Wow."

Rarity turned to her, her intense, berserker expression immediately shifting to her usual poised smile, marred only slightly by the disarray of her mane. "Oh, Cheerilee! How goes the battle?"

"The southern wall's been breached, but Hacksaw's leading repairs. But now the north wall's under attack."

"Well, once we refill our ammunition, we shall join you presently." She turned to Lyra, who was grinning ear-to-ear with the excitement of battle. "Lyra, would you be so kind as to lead a group to assist Captain Hacksaw to the south?"

"Aye-aye, captain!" the green unicorn said with a snappy salute. She shot Cheerilee a quick wink. "Hang in there, 'Lee. We'll make it."

The teacher returned the best smile she could manage. "You, too, Lyra."

The unicorns set off towards their ammunition stockpile, and Cheerilee continued on to the northern palisade. There were more gaps torn into the wall here, with more grappling hooks appearing occasionally to tear the next section down. Every time a minotaur would try to push through, however, half a dozen pegasi would zip down at him and drive him back with ruthless precision. Another small group, bearing razor-sharp metal plating on the leading edges of their wings, was dashing back and forth along the walls and trying to cut down the hooks before they could do their damage. The pegasi were holding the line, but there weren't enough to cover the whole wall.

"Cheeri!" called Cloud Kicker, waving a hoof and dropping down beside her. "How's the southern front doing?"

"We're holding, for now. Where is everypony?"

The lavender mare rolled a stiffened shoulder, taking care to avoid the blade on her wing. "Off doing something either really brave or really stupid. Fluttershy had this idea, and... "

"Fluttershy? I've hardly seen her since all this started."

"Well, I wasn't exactly going to put her through drills. But she had an idea, it sounded pretty good, so I sent Ditzy and some others to help her."

Cheerilee nodded and looked speculatively at the palisade. "Are you still going to be able to hold?"

"Hope so. As long as they don't come up with anything new, we should be able to- "

"Captain! Something's going on out there!"

Cloud Kicker dragged a hoof over her eyes. "Why did I say that?"

She carefully scooped Cheerilee up, and a moment later, the two stood on one of the few intact sections of the wall and stared out over the battlefield. Though many minotaurs were still clustered at the base of the palisade, intent on bursting through, many others had fallen back to the edge of the woods near Fluttershy's cottage. They watched the ponies with wicked grins she could read from there, and something was pounding like a heartbeat, so low and so loud that it made her knees feel weak.

"What are they doing?" she asked.

"Siege weapons, I'd bet. They wanted to see if they could tear down our walls by themselves; now they're gonna do it the easy way." She frowned. "That's why the defensive formation. We can't stand up to catapults or whatever they've got, we need to hit them. But if they're ready for us, it's gonna be a slaughter."

"What can we do?"

"Think of a better plan before they open fire. After that, we can either charge them like suicidal idiots or run. They haven't hit us from the east yet, meaning it's probably clear aside from the inevitable ambush meant to catch and kill us as we retreat."

"So... we're screwed."

Cloud Kicker grimaced. "In my non-professional tactical assessment, yeah, we're totally bucked."

The low, heavy beat of the drums intensified. Somewhere in the forest, a brass horn played a rising note and was met by the eager shouts of the minotaur horde. From where they stood, they could see branches shifting, could hear trees being hacked out of the way.

"That's either a lot of catapults, or one crazy big one," the pegasus observed. "We've got to try and hit them before it's too late. Cheeri, uh... " She sighed and turned to the teacher, taking one of her hooves in hers. "Look, if things go south... I know you're going to have your hooves full moving Big Mac, but could you... just keep an eye on Blossom? Make sure she doesn't do anything stupid?"

"I'll do what I can, but... "

Rarity's clear voice cut her off, and they looked down to find her standing in front of a group of unicorns, their saddlebags again full of stones and lead slugs. "Excuse me, but I imagine it would help if you had some covering fire."

Cloud Kicker grinned at her and nodded. "Wouldn't hurt. Okay, Rarity, get your ponies up on the wall. Cheeri, round up every earth pony you can and get ready to hold the breaches. My team will head straight up and dive bomb whatever they're bringing up as soon as it's out of the trees."

"Good luck," Cheerilee told the pegasus, putting a hoof on her shoulder.

"Thanks. Here's hoping I don't live up to family tradition."

A few shouted orders later, and most of the pegasi at the wall were launching themselves into the air as fast as they could. A few hurled minotaur spears followed them up, none of them managing to find a mark, but the drumming and chanting in the distance continued unabated.

"What did she mean by that?" Cheerilee asked as she climbed down from the wall.

"Her family's served in the Royal Guard for centuries," Rarity explained. She shifted her saddlebags to rest more comfortably along her sides and began scaling the ladder. "As I understand it, at least one Kicker dies in battle each generation."


"Yes," the unicorn agreed solemnly. "Well, there's little we can do but support her. Do try to keep the minotaurs from climbing up behind us, darling."

Cheerilee nodded and hefted her hammer between her teeth again, trotting towards the walls. With the departure of most of the pegasi, several gaps were now unattended, and the bipedal monsters were pushing themselves through. A handful of earth ponies were fighting in groups of two or three, covering what they could, but there were far too many gaps for comfort. "To your left!" she shouted to a lone stallion one she recognized as Mac's cousin Caramel. The big pony turned just in time to see three minotaurs bearing down on him, and he raised his spear to meet them.

He blocked the first beast's strike, but the second caught him in the chest. His silkvine uniform held, but the crack of ribs was audible as he tumbled and rolled away. With a fierce cry, Cheerilee threw herself at the creatures, shouldering aside Caramel's attacker and smashing her hammer down upon the next one's shoulder, shattering it. A sword came at her, but she pivoted aside, caught it beneath the hammer's head, and yanked it free of the minotaur's grip. Her follow-up buck caught the beast squarely in the chest and hurtled it backwards several yards.

The third, the one she'd initially brushed aside, managed to get out of the way of her next swing and caught the shaft of her hammer in his paw-things before she could pull it back into a guard position. He tried to tug the weapon free of her grip, but she dug her hooves in and held on fervently. Seeing her stubbornness, the minotaur grinned and raised his axe.

Thinking quickly, Cheerilee abruptly released the hammer, sending the minotaur staggering back in surprise. She whipped around and bucked at him, but he fell back further, out of her reach, and suddenly he was standing firm again and holding a sword in one paw and her hammer in the other. He grinned again, gave the hammer a practice swing, and advanced. Behind him, another minotaur pushed through the unguarded gap in the wall, and there were more behind it.

Cheerilee backed up a step and bumped into Caramel, who had somehow found the strength to stand up again. His right foreleg was pressed tight against his chest, his breathing was ragged, and his spear wobbled unsteadily in his mouth, but he looked determined to defend his comrade despite being obviously overmatched.

Yeah, that's not happening, Cheerilee thought. To the stallion's surprise, she yanked the spear out of his mouth and whipped it at the minotaur in a single motion. He managed to deflect the projectile partially, drawing a gash along his arm, but Cheerilee had already hurled herself at him a heartbeat after the spear. She hit solidly, knocked the minotaur to the ground, ripped the hammer out of his stunned grip, and was up and charging the next one in line before it even realized what had happened.

A ragged cheer went up behind her, and she heard more hooves approaching, engaging the dazed minotaur she'd left behind. She pressed on without thought, smashing aside the one before her and connecting solidly with the skull of the next to stick his head through the gap. Not satisfied, seeing more on the other side, she burst through the palisade and laid into the minotaurs outside without hesitation. One fell, its knee shattered. Another fell, its ribs crushed. Another raised his swords to strike the pony, but a lead pellet launched with the power of a crossbow bolt struck it in the back of the head and dropped it to the ground. Cheerilee looked up, met Rarity's eyes, and grinned.

"Push them back!" she bellowed behind her. "Push them out of the gaps! Break their lines!"

Another cheer went up, and suddenly more ponies were leaping through the holes the minotaurs themselves had created, swinging and stabbing and somehow driving back the surprised monsters. In what might have been seconds or hours, the minotaurs began to rout, falling back in increasing panic to the lines their kin had formed at the treeline.

"For Ponyville!" Rarity called, her clarion voice amplified by magic. "For Equestria!"

And then the dragon came back.

The beast's thunderous bellow was the only real warning they had before flames poured out of the sky and set the wall on fire. Unicorns screamed and dove for cover on the ground below. Most of those remaining stared up at the massive, green behemoth with horror; Rarity just looked furious. "Oh, back for more, huh?! I'll tear you-"

She was cut off as one of her soldiers wrapped a hoof around her and pulled her off the wall, just in time to avoid another gout of flame.

"New target!" Cloud Kicker's voice rang out above them. "Bring it down!"

Dozens of pegasi suddenly dropped out of the clouds, their wings taut as the dove towards the massive beast. Cloud herself led the charge, her wingblades shining in the fading sunlight. The dragon howled as Equestrian steel slashed through its scaly hide, steaming blood sprinkling on the churned earth below.

A droplet the size of her head struck the ground near Cheerilee, and she recoiled as the droplets that struck her singed her hide. "Get back!" she called to her fellow earth ponies. "Back inside!"

She joined the twenty or so earth ponies still standing and able to fight, and the dozen unicorns with Rarity. Their captain was brushing dirt off her forelegs and glaring up at the dragon with intense malice. "That is entirely unfair!" she complained. "We already beat him the once!"

"Rarity!" Cheerilee called, catching the mare's attention. "Rarity, if Cloud Kicker and her pegasi are tied up with the dragon, we have to hit that siege engine!"

"What? Darling, that's insane!"

"I know, but if the wall falls... "

"Rarity! Rarity!"

They turned to find a short, pudgy little purple dragon running towards them as fast as he could manage. Spike carried a freshly-delivered scroll, still steaming a bit around the edges, and his eyes were wide with what might just be hope. "Rarity, I've got a letter from Canterlot! Help is coming!"

The unicorn smiled. "That's wonderful, Spike! What does it say?"

He skidded to a stop and unrolled it. "'To mine proud and noble subjects of Ponyville: hold fast! Thou shan't be abandoned in thine hour of need. Hold fast and take hope, for thine Princess of the Night shall arrive 'pon the setting of the sun.' It's, um, from Princess Luna."

Rarity couldn't contain a half-mad cackle of delight. "And the sun shall set any minute! Sea Swirl, get to the southern gate and tell Captain Hacksaw, please. Take heart, my friends! We will outlast this!"

The drumming stopped so abruptly that the sudden silence was shocking. And then there was an explosion, thunderously loud but some distance away. And then a ten-foot-wide section of the palisade erupted, sending splinters and fragments and flaming debris in every direction, while dozens of hoof-sized steel balls smashed into and laid flat everything caught in their path, including a few unfortunate ponies.

Cheerilee stared at the hole in shock. "That... that was a cannon."

"Cannons?" Rarity asked, her voice hushed. "But minotaurs don't have cannons."

Another distant explosion. Ponies screamed and dove for cover as another section of the wall burst apart.

Above them, the dragon bellowed in fury and struck down several stunned pegasi, sending them hurtling towards the ground. Cloud Kicker shouted something indistinct, snapping them out of their daze, and the aerial battle resumed in earnest.

And outside, four more cannons fired in rapid succession, and the fortifications of Ponyville disintegrated.

"We have to fall back!" Cheerilee shouted. "Tell Hacksaw, get everypony out of there! We need to get the wounded out of the hospital, we need to evacuate the fillies, oh Celestia... "

"Pokey," Rarity snapped to a blue unicorn stallion. "Take a group and start clearing the hospital! Colgate, get the noncombatants moving! Sea Swirl, I am not sure why you are still standing here, but get your plot over to Hacksaw, now!"

A thunderous bellow went up among the minotaur ranks. Slowly, but hastening quickly, the earth began to shake as a hundred or more pairs of minotaur hooves pounded across the open ground towards Ponyville.

"They're coming," Cheerilee said quietly. Celestia, she felt sick. Her stomach was tied into ropes. The minotaurs were coming in force, and this time, there would be no walls standing between them and their adversaries. The ponies were going to have to hold the line against overwhelming odds, against creatures who were physically more disposed to combat, and who somehow possessed weapons far beyond their technological means.

They were going to die.

She wished Macintosh were there. He was so big, so solid, so calm about everything life threw his way. No matter how bad she felt, just being near him, being close to him, made her burdens feel bearable. He made her feel safe, protected, and cared for.

These things had taken him from her. They'd hurt him. And if she let them pass, if she didn't hold her ground here, then these monsters would press on. They would find the hospital. They would slaughter the wounded. They would kill the stallion she loved.

Anger filled her. It seemed to grow from her hooves up, slowly but completely instilling itself into every pore and fiber of her being. She realized she was shaking with the intensity of her emotions. Her teeth ground against the shaft of her warhammer, ready to draw it and swing.

Beside her, Rarity watched the minotaurs come and nodded, her expression grim and determined. She looked down and to her right. Spike stood there, clutching somepony's discarded mace, one claw placed against the unicorn's flank for comfort. "Spike," she said, "you don't need to be here. Go with the fillies."

"N-no," he told her. "If this is it, t-then this is where I need to be. At your side, my lady."

"Brave little Spikey-Wikey," Rarity cooed softly, brushing her forehead against his.



"If... if this is it, then could you just call me 'Spike?'"

"Of course, Spikey- ah, sorry. Spike."

He smiled. "Thanks."

The first ranks of the charging minotaur horde came into sight, now, clearly visible through the gaping holes in the palisade. There were... so many of them. Stretched almost the entire length of the wall, and several beasts deep. Celestia, how many of them were there?

The sun reached the horizon and began to sink below it.

"Draftees reportin' fer duty!"

Cheerilee in surprise and looked behind her to find a very unexpected sight. Granny Smith, clad in an old soldier's helmet that drooped over her eyes, stood at rigid attention before a herd of twelve or so cows. Each wore either some makeshift headgear--a pot here, a a bucket there--and was doing their best to imitate the old pony's stance.

"Granny?" Cheerilee asked. "You recruited the cows?"

"Naw, more like they volunteered. Ain't that right, Bellinda?"

The cow immediately to her right grinned and nodded determinedly. "This one's serious, don'cha know, and we can't let our pony friends face it withoat us, eh?"

"Ah tried to get some of my bridge club, too," Granny continued amicably, "but I reckon some of 'em couldn't even hear what I was sayin'."

"Well... thank you," Cheerilee said seriously. "Thank you for standing with us. We only need to hold them until the sun sets, and then... "

"What's that, hon?" Granny asked. "Hold 'em 'til sunset? Well, I reckon we can do that! Girls, get ready! Jus' like I toldja!"

"Granny, what are you-"

The elderly pony ignored her and scrambled up atop Bellinda's back, tilting her helmet forward. "Clear the deck, everypony! Initiate Operation: STAMPEDE!"

The assembled cows gave a tremendous, mooing bellow of their own and suddenly hurdled forward, bells clanking and hooves pounding against the dirt. Ponies dove desperately out of the way as the herd thundered by, their eyes narrowed with determination and fixed on the approaching horde.

A dozen cows was hardly a proper stampede, but a their momentum, combined with their lower center of gravity and the minotaurs' surprise at being confronted with an onrushing squadron of their evolutionary cousins, was enough to carry the day. The front line of the monster ranks broke, if only for a moment, as the cows heaved and trampled their way through, Granny Smith whooping and hollering and spinning her hat about her hoof the entire way.

The minotaurs' momentum had been broken. And it needed to stay that way.

"Follow them!" Cheerilee called. "CHARGE!"

Behind them, the dragon fell out of the sky and smashed into Ponyville's city hall.

Ahead of them, the minotaurs shouted warnings and tried to form ranks again as the ponies came on.

The rest was a blur. Cheerilee and Rarity and Spike fought side-by-side for awhile, and then she was fighting alongside somepony else, and then she was charging ahead and smashing aside minotaur arms and legs until more ponies came up behind her. She was dimly aware of the sky darkening, of the sun slowly vanishing behind the horizon, counting down the minutes until Luna finally arrived.

As she bludgeoned aside a minotaur who'd tried to grab ahold of her tail, she saw him. The big minotaur, bigger than all the others. In the fading daylight, his coat was the brownish-orange of autumn leaves. His twin blades were wet with pony blood, and he wore a necklace of broken unicorn horns around his neck. His furious eyes, pinpricks of red, met hers.

He was the one who'd hurt Macintosh.

She charged him. She pushed her way past one beast, trampled another, and laid low a third with a blow to the back of its head. The minotaur came towards her confidently, idly batting aside an earth pony soldier who came too close. They finally met in a small circle of calm amidst the battle that swirled around them.

"Pony-warrior," the hulking beast rumbled. "I am Torrax, Warmaster of the Stormhoof Clan."

"Welcome to Ponyville," Cheerilee told him, circling warily.

He grinned. "I have watched you. You have fought well, and bravely. I had not thought ponies could produce such heroes."


"You are welcome. You must tell me, pony-warrior. What is your name? I will honor your memory, once I kill you."


Torrax laughed. "Cheerilee? Such a soft name for such a strong pony. Tell me, 'Cheerilee.' What are you?"


"What do you do? What is your title? Are you a... knight, as they call them? A hunter? A soldier? Surely you are no simple commoner."

"No," she answered, steeling herself for the attack. "I'm an elementary school teacher."

She threw herself at the minotaur, and steel rang on steel as his swords whipped forward and caught the blow. She twisted and leapt away, hoping to disarm him, but he simply lowered his swords and struck as she pulled away. She avoided the point of the first blade, but the second caught her painfully in the chest and sent her staggering back.

She gritted her teeth and leapt forward again, whipping her neck around to deliver a pair of lightning-quick blows. Torrax blocked them easily and parried with a slash that took a lock of Cheerilee's candy-colored mane with it. She came up under the attack, intending to catch the minotaur under the chin, but he stepped back, planted a hoof on her chest, and casually heaved her away.

"Ah, I had hoped for a better challenge, 'Cheerilee,'" the minotaur told her, lazily spinning his blades about in his paws. "But you are a berserker. All strength and fury when fighting many, but lacking the skill and discipline to fight one."

"Bite me," was Cheerilee's witty retort.

"Oh, I will. I will eat your heart and claim your power, as I would any worthy adversary. You have earned that, at least."

As flattering as that was, Cheerilee braced herself for another charge, trying desperately to find some weakness she could exploit. The sun was nearly set, now, but that was beside the point. This was personal. This monster had hurt Macintosh, and she was going to hurt it.

Suddenly, a green stallion came hurtling out of the melee and struck the minotaur headlong, nearly knocking him off his hooves. Cheerilee howled and charged, striking downward and connecting hard with the beast's broad chest. Ribs cracked, the the minotaur grunted in pain, but he refused to fall and simply staggered back a few more feet.

Hacksaw, a stolen minotaur axe clutched in his teeth, kept pressing. Torrax deflected the first blow, but took a slash to the leg that seemed to sap the strength from it. Before he could press his advantage, though, Hacksaw was driven back by a pair of quick, heavy chops that he barely managed to parry aside.

"Hack," Cheerilee panted. "What're you doing here?"

"We fell back from the south wall, Elltee. Formed lines around the civilian tents. Saw that you and Rarity had charged out to buy us time, thought you could use a hoof getting back."

"Just have to hold out until the sun sets."

"Not long now."

"Too long," Torrax growled. The minotaur came at them again, his movement impeded by the blow to his leg but his arms working a precise, efficient pattern that turned aside the ponies' blows and kept them backing up, step by step.

Cheerilee parried aside a blow that could have broken her spine, and danced back from a risky follow-up that nearly took her legs. Hacksaw, seeing an opening, took a swing at the minotaur's good leg, hoping he wouldn't be able to pivot away on his bad one. To his surprise, Torrax did just that, and Hacksaw was suddenly overextended and off-balance as the minotaur's sword came rushing down to the back of his neck...

Cheerilee swung her hammer upwards with everything she had. It struck the minotaur's wrist solidly, and she heard bone crunch at the blow. The massive sword fell from the creature's useless paw.

But it had only been a feint. The other sword found its mark, slipping underneath Hacksaw's chin, above the collar of his shirt, and driving hard into his chest. The stallion went rigid, helpless, as the massive blade ran him through.

Cheerilee screamed and attacked. Torrax let go of the blade, too deeply embedded to be pulled free easily. He fell away in a roll and came up holding a discarded spear. Cheerilee charged again, tears burning her eyes, her fury blinding her to pain and danger.

The minotaur's spear drew a long, jagged gash along her cheek, but she didn't notice it. She smashed the weapon in half, spun, smashed the minotaur in the shoulder, stopped, and brought the hammer against the side of the beast's head. Bone cracked. His eyes rolled back into his head. He fell, soundlessly, to the ground.

Cheerilee stared at him, panting. He twitched a few times, but his chest did not rise.

A minotaur screamed as a bear tore into him.

That's odd, Cheerilee thought.

Indeed, there were a lot of animals around. The bear was fighting alongside what seemed to be a panther and a pack of bunny rabbits, their vicious teeth wet with blood. Further away, a pack of giant, purple spiders were busily wrapping a pair of rigid, terrified minotaurs in webbing. And... was the a manticore?

She really needed to get to sleep.

"Cheeri!" a familiar voice said. Somepony shook her shoulder, and she turned slowly to find Ditzy Doo looking at her with boggle-eyed concern. "Cheeri, you okay?"

"Hey, Ditzy." Her voice sounded a bit slurred, even to her. "Hey, I think the adrenaline's wearing off. I'm really tired. Why is there a bear?"

"Oh, he's a friend of Fluttershy's. And so are the spiders? I don't know. I'm really glad I didn't have to carry them."

"Huh. Cloud Kicker was right. Good idea. Did we win?"

"Well, it looks like we're winning. All the minotaurs started running away when we showed up and you knocked out that big guy." She glanced at the carnage behind them. "Um, I'm sorry we didn't get here sooner. I saw Mr. Hacksaw... if we could just have flown a little bit faster... "

"It's okay. It's okay. We're almost through. Once the sun sets... "

The last, crimson edge of the sun dropped over the horizon.

"I AM HERE!" bellow a cacophonous voice, rich and dark and full of power.

"Yeah, that happens."

"We did it, Cheeri!" Ditzy cried happily. "We won!"

"Sure, yeah." She fell back against her friend's shoulder and felt her eyes drift shut. She tried not to think of Hacksaw, lying dead not five feet away. She tried not to think of how his wife and daughter in Detrot would take the news. She tried not to think about all the other families who would soon be learning that their loved ones died fighting monsters today.

The last, ragged breath of a dying young minotaur echoed in her mind.


If this was victory, she didn't want to win anymore.

The death of Tarrox and the arrival of Fluttershy's animal friends had broken the northern front, but a good third of the minotaurs' force had been pressing them from the south. The ponies still in town had managed to keep the beasts out of the hospital and away from the noncombatants, but it had been costly. There were now more ponies wounded than ready for battle, while most of their enemies had escaped to the forest. Princess Luna's bat-winged pegasi had done their best to pursue the retreating minotaurs, but the wild depths of the Everfree hampered their pursuit.

At least they'd manage to locate the cannons. They'd destroyed all but one, which a team of pegasi and unicorns had managed to drag back into town. It was huge, far larger than any Cheerilee had ever read about, but the intricate gold filigree and detailing running along its length was unmistakable.

"That's a camel design," she said aloud.

Luna nodded, troubled. "Verily. But how would minotaurs, so far to the south, obtain camel weaponry? And how would they transport it here, through the Everfree?"

"Perhaps they had help?"

"At this rate, I would not doubt it." The princess sighed. "I apologize, on behalf of both myself and my sister, for the delay in reaching you. We did not realize the extent of this attack, and there have been... other distractions."

Rarity's eyes narrowed. "More important than the near-destruction, once again, of the residence of the Elements of Harmony?"

"Yes," Luna said with a grim nod. "The griffon nations have united, and they have invaded our northwestern lands."

Gasps went up throughout the crowd that had gathered.

"My sister and I have managed to stem the tide of their invasion, at least for now, and I came as quickly as I could. But I'm afraid many villages and towns in the region, including Whinnypeg, have been utterly destroyed."'

"W-what about the residents?" Rarity asked, her eyes wide with fear. "I... I have family there."

"There... are some refugees who escaped." Luna closed her eyes, shuddering at some memory. "But not many."

"Celestia... "

"Um... if griffons are attacking from the north, and minotaurs are attacking from the south, then... what if somepony's going to attack from the west or east?"

All eyes turned to the speaker who was hovering slightly above and behind Ditzy and a battered-but-intact Cloud Kicker, whose mane had been burned almost to stubble. Fluttershy squeaked nervously at the attention and moved a bit further behind the others.

"To the west are buffalo lands, and I am confident in the peace we have established with them. To the east is the sea, and beyond that... "

Cheerilee swallowed. "Camelon."

Rarity nodded. "And if, indeed, this cannon was a gift to the minotaurs... "

"Then Equestria may well face the worst crisis of its existence," Luna finished grimly. "I am afraid, noble ponies, that this war has just begun, even after your heroic victory here today. But, at least for now, rest well and take comfort. I and mine shall watch over you this night."

The crowd of ponies dispersed gradually, separating off in groups of two or three. Cheerilee didn't bother to wait for any of her friends. Without a word, she turned and headed for the hospital. She moved past the wounded, the dying, and the helpless medics trying to aid them. She knew where she was going.

She opened the door, not bothering to turn on the lights, and crawled onto the bed next to Macintosh.

"Cheeri?" he asked quietly.

She wrapped her hooves around him, buried her face in his chest, and began to cry.

The Prince Gets Fractured

"This does not need to continue, pony."

Tiktak padded back and forth before him, dripping scalpel dancing in his tail, his gait awkward and almost comical. His little feet left bloody prints all across the rough, stone chamber they shared. Ever so slowly, some of the thicker splatters would creep towards the drain in the center of the floor, joining the rivulets that flowed into a shallow pool around its edge. The steady drip-drip had become Blueblood's most reliable way to tell the time.

He stared at the lemur with one eye. He couldn't see through the other. He wasn't even sure it was still there. And he was finding it increasingly difficult to care. The savage little monster had brought him through fear, even through pain. He was on the other side now, numb and helpless. This was the world, now. The stone cell. The bloody prints. The drain. The scalpel.

"All you have to do is say the word," Tiktak continued. "Ask our mistress to have mercy. She will grant it."

He said nothing.

"As you wish, pony." The blade flashed in the chamber's meager light. "Then let us continue."

Blueblood's world dissolved in the white heat of pain.


Applejack let out an enthusiastic whoop. Zecora clapped her hooves together and laughed in near-manic relief. Even Cadance, for the first time in too long, was smiling. They'd made it. They were almost safe.

Well, "safe" being a relative term.

Behind them, barely visible at the edge of the horizon, the camel fleet was coming. For two days since the battle with Captain Gilad and his sorcerous first mate, Al Gasreed, the yellow-sailed warships had been gaining steadily on the fleeing ponies. Despite their efforts, despite his and Cadance's attempts to use magic to speed their passage, the camel ships had been growing larger behind them, steadily and ominously. And then, just a few hours ago, they'd trimmed sails and began drifting behind, falling further and further from the ponies' sight.

And now, ahead of them, the towers of Manehattan glittered like jewels in the morning sun.

Shining Armor let the tension ease out of his neck and shoulders, just for a moment. He craned his head to see his lookout. "Pinkie, we've been in sight of the coast almost the entire time. You can't shout 'land ho' if we already see land."

The bouncy pony shrugged, the motion tilting the tricorn cap almost sideways on her head. "Well, okay. CITY HO, CAP'N!"

Applejack inhaled deeply and smirked. "Heh, an' there's that perfume."

The zebra, standing beside her, grinned. "It should be a nice change, one would think. After all this time, we're beginning to stink."

"Well, don't you worry none, Zecora. Snobbish as these folks are, once they see we got royalty aboard, I reckon we'll be gettin' such fancy treatment it'd make Rarity blush."

"I'm gonna take a bubble bath!" Pinkie exclaimed happily. "With extra bubbles! And then more extra bubbles!"

"Y'all gonna mix some water in there?"

"I'll consider it."

The girls shared a laugh. It wasn't uproarious; they were too tired. They'd slept, at least in short shifts, but they weren't used to a life of constant stress and near-exhaustion. Then again, the lack of coffee aboard tie yacht was starting to make things unbearable for Shining, too.

Applejack turned to Cadance after a moment. "How 'bout you, Princess? What've you got planned?"

She tapped her hoof consideringly against her chin. "Well, first, I'm going to send word to Aunt Celestia about Blueblood and the camel invasion. Then I'm going to do everything I can to prepare this city before I leave."

The others' expressions turned a bit downcast as the seriousness of the situation came back to them. "Yeah, I reckon that's a mite important, too," Applejack said quietly.

They reached the first dock they could find an hour or so later. Unfortunately, no one had really thought about how to stop the boat. A pair of finely-dressed mariners, one skinny and the other robust, stood on the pier and watched with horror as the Wilting Lily came rushing towards them, moving entirely too fast despite its trimmed sails. A barrier of light appeared in front of the ship's prow, but wood still cracked and splintered as the boat came to a sudden, jarring halt.

"We're here!" Pinkie shouted cheerfully.

"I say," said the skinny mariner disapprovingly as Shining and the others staggered onto solid land. "Who in Equestria taught you ponies how to pilot a ship?"

"Tom Prancy," Shining said dismissively. "We need to speak to the mayor, immediately. Where can we find him?"

His comrade tut-tutted. "You damaged our dock, old boy. I rather think we need to discuss that."

The first nodded. "This isn't even a public pier. Members only, you see."

"Look," Applejack said, annoyance in her voice, "we're awful sorry about that, but this is a serious emergency. If y'all could just tell us... "

The mariners looked at her doubtfully. "And who, exactly, do you think you are, young lady?"

Applejack started to reply, but stopped as the pair suddenly sucked in a breath and stared past her with jaws hanging open. She didn't bother to glance over her shoulder; she just smirked at them.

"She is my friend, and one of the Elements of Harmony," Cadance told them, coming to stand beside the farmer. "And Equestria is in danger. We need to speak with whoever can prepare the city for attack."

"A-attack, Your Highness?"

She nodded. "Please. Where can we find him?"

The Princess of the Sun was exhausted.

It had been four days since the griffon armies had invaded Equestria. They'd hit hard and fast, overwhelming the scattered hooffulls of guards who had grown accustomed to years of peace, burning and pillaging and... feasting as they went. Stars above, Celestia had hoped she'd seen an end to such savagery. The griffons had long preyed upon her ponies in the ancient days, but she had worked with moderating influences within their clans for centuries to instill the idea that eating sentient creatures, whatever the ancient traditions, was wrong. She'd thought she'd succeeded, that only the occasional rebel or psychopath would violate this moral code. But after seeing what happened in Whinnypeg...

An old, primordial hatred stirred in her heart. Griffons. Monsters.

She shook her head. Dwelling on the horrors she and Luna had seen there would not bring their ponies back. All they could do was hold the line, push back, and do what they could to prevent others from suffering the same fate.

She looked up from the war map she was supposed to be examining. Her commanders were watching her silently, anxiety and agitation slowly overcoming their patience. The only exception was Spitfire, captain of her Wonderbolts. The firey yellow pegasus had long sense abandoned any pretense of calm and looked eager to be back in the fight. Of course she was; she was from Whinnypeg.

No, Celestia. No further distractions. She turned her attention back to the little blue and red figurines dotting the parchment, largely spread along opposite sides of the Platinum Mountain range that framed the edge of Equestria's northwestern territories. The blue were her soldiers, mostly companies of pegasi with a small contingent of unicorns. The red figurines represented the griffons, and there were easily three times as many of them as there were blue. It seemed their numbers grew every day; her scouts reported more and more clans were joining the war effort, even those less hostile and aggressive. There was some debate as to why, but Celestia thought she knew: they were winning, so why not join in?

And now, this.

"We can spare two companies of pegasi, perhaps," she said aloud. "And I will dispatch most of Canterlot's garrison."

"Which companies, Your Highness?" one of her commanders, an aging, steel-gray pegasus named Hailstorm, asked.

Celestia considered the map and levitated a pair of figurines. "The... Silverwings, I believe? And the Thunderheads."

Hailstorm frowned. "That will leave Topaz Pass virtually undefended."

"Griffons don't need passes, General. They fly."

Another, younger pegasus cleared his throat. "Actually, Your Highness, in order to transport supplies or siege weaponry, griffons typically must fly at a lower altitude, making passes important for control of their major attack routes."

"Thank you, Captain Dew." Celestia sighed. Stars, she was tired. "We'll simply have to reposition the nearby companies to properly cover the pass, then."

Hailstorm's brow furrowed again. "That will spread us rather thin, Your High-"

"I know!" she snapped. Her general's mouth shut and he cringed a bit in surprise. Celestia closed her eyes, trying to regain her calm, and let out a long breath. "My apologies, General. However, we must make do. We cannot focus all of our strength here when our ponies' heartland is threatened. The minotaurs are as much a threat as the griffons."

"Of course, Your Highness, but your sister-"

"My sister is fully capable of stemming the tide, but not of driving an entire minotaur army back. Once they are dealt with, we will reinforce this front. This will be the heaviest, bloodiest fighting, General. Do not forget that I have seen before, first-hoof, the ferocity and determination of a griffon horde. Routing them will be a long and difficult process, and we cannot afford to focus on it while another army ravages Equestria."

"I see, Your Highness," Hailstorm conceded with a bow of his head.

"Until then," Celestia continued, putting a hoof on the old soldier's shoulder, "we hold the line. Understood?"

"Yes, Your Highness." The other commanders mumbled likewise and took this as leave to depart. Celestia watched them file out of the command tent one by one, their expressions grim yet determined and, perhaps, even a bit hopeful, until only one remained. Spitfire regarded the princess skeptically, one eyebrow raised. Celestia met her gaze for a moment, then sighed and looked away.

"You didn't tell them," the Wonderbolt said accusingly.

"There is no need to worry them."

"Really? 'Cause Rainbow Dash crashing into the palace, half starved and ranting about Prince Blueblood and Twilight Sparkle turning evil, seems like it might be worth mentioning."

The princess rubbed her hoof over her temples. "Spitfire, you know that I appreciate your candor. But, please. If... if, indeed, such a thing has happened, it's not a military matter."

"Like hay it isn't!" she spat. "Princess, Twilight Sparkle's the most powerful unicorn sorceress alive. If she's gone rogue, in my book, that's a pretty big military matter."

Celestia closed her eyes. Her head throbbed. Her powers were at a low ebb, she hadn't slept in days, she was sick with worry about her children, all of them, all of Equestria, but Blueblood and Twilight Sparkle in particular. It was all she could do to stop from unleashing all of her frustration and fear on the pegasus before her. "Spitfire. Please. Trust me."

The Wonderbolt stared at her for a long moment. Then, finally, she sighed and nodded. "As you wish, Your Highness. But... if I or my team can be any help... "

"I'll let you know."

With that, Celestia was alone. She trotted over to her bed and settled heavily onto it. Sleep wouldn't come, she knew. Not with everything going on. Not with the fear that ate at her belly like acid. But she closed her eyes anyway, because with her eyes shut, it was easier not to cry.

Blueblood opened his eye at the sound of approaching hoofsteps. Tiktak was gone; he didn't feel the lemur's paws digging into his back, didn't hear the soft cackle as the creature decided what to cut next. He must have passed out at some point. Again. How long had he been down here? Days? Weeks? Years?

Into the flickering green torchlight stepped Bank Ledger, his suit as crisp and bland as ever beneath his opened robe. He caught Blueblood's eye and, for just a moment, revulsion flickered across his face. He masked it quickly, however, dipping into a respectful bow.

"Your Majesty," he said in that precise monotone. "I am glad to see you are awake. I am told that you've stood up to Lord Tiktakthanga's ministrations quite admirably."

Blueblood slurred something. His mouth didn't have the strength to open.

"Unfortunately, Your Majesty, since physical torture has proven ineffective, I have been asked to step in. You see, I'm quite a capable sorcerer myself. I studied at Princess Celestia's School for Gifted Unicorns, and graduated near the top of my class. With our mistress' help, I've developed an interesting array of applications for various spells that I know."

Something tugged, hard, on Blueblood's rear leg. He heard a pop, and pain lanced through his spine. He let out a weak little scream.

"Telekinesis has a variety of potential uses, for example. If one knows much of equine anatomy, it can be quite easy to tweak a joint just so, or to trigger a pressure point, or even to contract just the right blood vessel. It is of course, difficult to do this in most situations; it requires remarkably precise aim, not to mention the strength of will to overcome a pony's natural magical defenses, particularly a unicorn's."

He felt pressure building in his neck, and suddenly, he couldn't breath through the kink in his throat.

"Fortunately, the combination of the magic-neutralizing manacles you have been placed in and the physical trauma you have suffered has rendered your innate defenses so meager that an unmarked foal could destroy you with ease. Albeit with some trial and error."

Blueblood began to gag, his hooves going instinctively to his throat as his face began to redden and his vision began to fade.

"Of course, Your Majesty, I am not an unmarked foal."

Suddenly, the pressure was gone. Blueblood sagged back against the stone slab, gasping raggedly. Ledger watched him emotionlessly, like a child watching a fly struggling in a spider's web. "Do you wish to ask our lady's mercy, Your Majesty?"

Blueblood swallowed. "No."

"Very well." Ledger's horn flashed, and suddenly lightning was arcing out of it, striking the prince across his body. He screamed and tried to roll away, to the safety of the floor, but his muscles wouldn't respond through their twitching, agonized convulsions. It might have lasted seconds or hours, he wasn't sure, but then the lightning was gone. Blueblood lay there, shaking, sobbing, his nostrils filled with the scent of his own burnt flesh.

"Your Majesty, I do hope you'll come around soon. It gives me no pleasure to inflict such pain on my future liege-lord. All you have to do is ask our lady for mercy, and she will grant it. You will be free of this pain, free of these constraints. You may even take revenge upon me, should you wish it; I will not object. My concern has never been for myself. I merely wish what is best for Equestria, and for the world."

Blueblood shook his head, staring at his tormentor in confusion. "Why?"

"Why am I concerned for Equestria?" Ledger asked mildly. "Or why am I willing to let you kill me?"

"Why... do you support... the Nightmare?"

The accountant quirked his head. "Because she deserves to rule. The tyrant Celestia must be overthrown."

"But... don't you get it?" Blueblood managed a hoarse little laugh. "She isn't Luna."

"Oh, but she is, Your Majesty. She is the true Luna. Nightmare Moon. The one who sits beside Celestia is merely a puppet that her so-called sister has created."

"She's lying to you," Blueblood said. He lay his head against the slab, musing aloud more than speaking to Ledger. "She's lying to all of you. You don't know."

"Your Majesty?"

He managed another laugh, low and wild. "She's playing you. She's convinced you she's Luna, but she's not. She's a seed, you idiot. She's just a seed."

Ledger stared down at him. His expression never shifted, but something bright and dangerous crept into his eyes and burned madly. "I think another lightning spell is in order, Your Majesty. I do apologize."

Blueblood screamed as the electricity tore into him again.

"Nice place you've got here!" Pinkie said brightly, looking around the mansion's grand foyer. Cherry paneling, marble floors, and shining brass were the colors of choice, here, with a pair of velvet-carpeted steps swooping up to the floor above while a skylight shone down on the huge fountain, depicting an earth pony maiden pouring water from an urn, below. Several suits of armor, crossed spears and swords on the walls behind them, lined the room. It was ostentatious, yet strangely welcoming at the same time.

The Mayor of Manehattan, Sir Hightrot Hilltop, had turned out to be one of the two wealthy fishermen on the dock. With his bushy moustache and low-seated yachting cap, he looked as large, boisterous, and friendly as his home. His companion, Judge Sandstone Park, was by comparison skinny, icy, and somewhat abrasive, but had kept his complaints about the damage done to his precious pier to a minimum once he'd realized he was in the presence of royalty.

"Why, thank you, my dear!" Hilltop replied with a bow. "Built it myself, I'm pleased to say. Well, not by myself, of course, haven't hefted a hammer since my youth, but I did design the place! Please, please, join me in the dining room. I'll send for lunch."

A short walk through lavish halls brought them to the dining room. It was roughly the size of the mess hall Shining had eaten his meals in during his time with the Stormguards, yet had only a single, long table, lined with chairs and lit by a series of arched windows that lined the entire eastern wall and looked out on a lush garden. Hilltop took his seat at the head of the table, Judge Park at his right; Cadance claimed the seat opposite him, and Shining and the others fell in where they could. The moment the last flank touched down, a tuxedo'd servant appeared bearing a tray of glasses and a pitcher of iced tea, then set about pouring everypony a glass.

"Now then, Your Highness," the mayor said as the butler placed his drink before him. "What's this about an attack?"

Cadance, whose patience with the niceties had been visibly fraying, launched into it without hesitation. "A vast armada from Camaq is sailing your way. They were gaining on us rapidly, but stopped just shy of the horizon from you. We believe more are heading for Baltimare and Fillydelphia."

"I say, are you certain?" Hilltop took a sip of his tea nonchalantly. "Perhaps they are merely traders, or perhaps they were on their way to southern lands."

"Trust me, Lord Mayor. When they discerned our identities, they attempted to kill us. We barely escaped with our lives."

"Hm. This is most unfortunate."

Cadance gave him an incredulous look. "Unfortunate? We are under attack!"

Hillstop raised a placating hoof. "I did not mean to understate this threat. But were you not aware that the rest of Equestria is under attack as well?"

Everypony gasped. "What?!" Shining demanded.

"Indeed," Judge Park said. "Apparently, various griffon clans united to attack Whinnypeg and the northwestern territories. Meanwhile, a large tribe of minotaurs marched into the countryside and laid siege to some farming community or another. What was it, Hightrot? Pony... town?"

"Ponyville," the mayor corrected helpfully.

More gasps. Applejack slammed a hoof down on the table and jumped out of her seat. "We can't sit 'round here! We gotta get home!"

"Oh, no, Princess Celestia was right," Pinkie moaned. "We shoulda stayed home! We never shoulda gone on our big adventure thing!"

Zecora put a reassuring hoof on Pinkie's shoulder. "What is done is done and in the past. But we must hurry to Ponyville, and fast."

"Calm down!" Cadance snapped. Everypony looked at her in surprise, even Shining, and fell silent. Cadance kept glaring at them for a moment, then turned her intense eyes back to Mayor Hilltop. "What about the Princesses? What about Canterlot? Has anything else been happening?"

"My dear, we're a bit... detached from these goings-on. Or, at least, we were. I imagine that will change shortly." He sighed and glanced up at his butler. "Jeeves, take a letter. We must send word to the other cities, and to the Royal Guard."

"Yes, sir," the butler replied, turning to leave. As he did, he passed by another equine, this one dressed in a simple black dress over her striped, black-and-white coat. She was an older mare, her coat patchy and revealing a latticework of old scars, her wizened face marked by a black patch over one eye, and her gait made somewhat awkward by the loss of her right foreleg.

"Ah, my apologies, my gracious host," the elderly zebra said, her eye roaming over the assorted ponies. "I was going to the kitchen to find some toast."

"Zujada!" Mayor Hilltop said happily. He stood out of his chair, walked around the table, and graciously pulled out a seat for the aged mare. "Wonderful of you to join us! Princess Cadance, may I introduce-"

"Grandmother?!" Zecora cried.

All eyes went to one zebra, then the other. Zujada froze. Zecora stared at her in shock. And then, with a happy sound, the younger zebra leapt over the table to wrap her elder in a fierce hug. Zujada stiffened for a moment, then laughed and returned the hug in kind.

"Grandmother, I cannot believe it so! I have not seen you since so long ago!"

Zujada pulled away and smiled into her granddaughter's eyes, running a hoof along her face. "Little Zecora, I thought you were gone. How glad I am to see I was wrong! Why did you leave?!"

"For my father, I grieved."

"It was a simple mistake, dear foal. You are not to blame."

Zecora shook her head. "I thought I knew all. It put him in his grave."

Zujada shushed her. "It is water under the bridge. I am merely happy to see you live."

"As I you, grandmother. I have missed you like none other."

The zebras hugged again. Shining glanced at the others; Applejack had taken her seat again, at least partways, her eyes wet with unshed tears. Pinkie, on the other hand, was openly bawling into a handkerchief.

"Well," Hilltop said after a moment, "small world, isn't it? Zujada came here not two weeks ago to negotiate a trade deal between our fair city and her homeland. Once we determined that she was not, in fact, a cannibal, and having heard such pleasant things about the mysterious zebra healer in the countryside--you, I would imagine, my dear--we were just entering the final stages of negotiation."

"You came here alone?" Zecora asked. "All the way from home?"

Zujada rolled her eyes and smiled. "I am not such an old goat that I cannot survive a trip by boat."

Applejack pulled her hat off and gave the zebras an apologetic look. "Uh, Zecora, I hate to say this, but... we kinda still need to get goin', pronto."

She blinked. "Yes, you're right. If we find a train, we may reach home tonight."

"Nonsense!" Hillstop said. "My dears, and dear sir, you are clearly hungry, exhausted, and in need of a reminder of the niceties of life. I won't turn you loose in such a state!"

Cadance shot him an annoyed look. "Lord Mayor, the fate of Equestria may well hang in the balance. I'm afraid we'll have to do without a bath."

"As you wish, Your Highness, but... surely, you would at least let me treat you to lunch? My cooks are already slaving away over their ovens, and it would certainly be a pity if that hard work was for nothing... "

The alicorn opened her mouth for an angry retort, but Shining put a calming hoof over hers and smiled. "Come on, Cade. We could use a decent meal. And the trains usually only run to Ponyville in the afternoon."

Both Cadance and Applejack started to protest, but Pinkie sprang up next to Shining and nodded enthusiastically. "You never wanna go into a possible epic pony war without a full stomach! And besides, it'll give Zecora more time to catch up with her grandma!"

"For while it lasts, I'd appreciate the chance," Zecora offered.

Applejack sighed and bowed her head. Cadance just snorted. "Fine."

"Wonderful!" the mayor said happily. He glanced up as another servant, this one younger and in a burgundy tuxedo coat, placed a silver tray before him and revealed a steaming bowl of daffodil pasta. "Ah, and here comes the first course."

When everypony had been served, he turned to Cadance and lifted his glass. "To one, fine meal before the storm comes thundering in," he called. "And to Equestria. May she never fall."

Ponyville was still standing.

The death of Warmaster Torrax had sent the minotaur horde into disarray for a time. The next day, they hadn't attacked at all. They'd just stood outside the palisade, watching the ponies rebuilding it, watching them bury the dead (on both sides, since the minotaurs didn't seem interested in reclaiming their fallen), watching them struggle to remove the slain dragon from the ruined town hall. It had taken every pony capable of standing all day to do the work, but by the time night fell, Ponyville was as strong, or stronger, than it had been before the assault.

And then, that night, horns had blown, chants had gone up, drums had been pounded in the dark. Princess Luna and her bat-winged pegasi--"Blackguards," they called themselves in their thick brogue--had stood at the ready for an attack, but it never came. The next morning, the minotaurs came at them again.

It had been another all-out attack, but without the support of dragons or cannons, and against the might of an admittedly somewhat groggy goddess, they'd been repelled easily. Cheerilee had only had to enter the fighting once, when a team of minotaurs had managed to scale the wall with makeshift ladders. She killed two of them, and she'd hardly felt anything when she did it.

Mostly, she'd watched Luna. The Princess of the Night was a bit of a brawler, it seemed. She'd clad herself in full barding from hoof to horn, and spent as much time out in front of the walls, single-hoofedly holding back a minotaur charge with bladed wings or armored hooves, as she did blasting away from the relative safety of the sky.

And then, an hour or so after it began, the battle was over. The minotaurs retreated. Luna and her Blackguards bedded down. And Cheerilee took to the walls, watching for trouble.

She still needed to name a lieutenant. Hacksaw had wasted no time in choosing her after Mac was injured. But she hadn't spared a thought for a possible replacement, and now that Hacksaw was dead... Celestia. She was going to have to write that letter. That filled her with more dread than the minotaurs.

"Hey, Cheeri," Ditzy said, fluttering down beside her. Cheerilee couldn't manage a response beyond a slight nod. "Hey, have you seen Dinky? The Cutie Mark Crusaders recruited her for something, and... "

Cheerilee groaned. "Why are they still my responsibility?"

"I'm not... I'm not saying they're your responsibility, Cheeri. I was just asking."

"I know, I'm sorry. I'm just... "

Ditzy put a hoof on her friend's shoulder. "Wanna talk?"

"Don't you need to find Dinky?"

"Oh, the girls can't get into that much trouble."

Cheerilee snorted. Ditzy caught her eye for a second and giggled. "Okay, maybe they can. but come on."

"Ditzy, there's not much to say. I'm... just really, really tired, I guess. Tired of all of this."

The pegasus made a thoughtful sound. "Blossomforth said you had, um... kind of a breakdown?"

Cheerilee bumped her head against the palisade. "Since when do you and Blossom talk?"

"She said you were really broken up about, um... killing? A young minotaur?"

"Ditzy, I really don't want to talk about this."

"Well, maybe you should..."

"Well, I don't!" Cheerilee snapped, wheeling on her friend. "Okay?! I just wasn't expecting... It happened! It's over! I'm better! Now I can kill all the freaking minotaurs in the world without batting an eyelash, okay?! I'm good!"

"Cheeri... "

"Don't 'Cheeri' me, Ditzy," the teacher snarled. "Just drop it. Okay? Please. When all this is over, you can psychoanalyze me all you want. Right now, I just want to be alone. Please, just leave me alone."

Ditzy stared at her with those boggled eyes for a moment, then, before Cheerilee could protest, wrapped her friend in a hug. The teacher tried to pull away, but Ditzy held on tight. Cheerilee felt her concern, her empathy, and felt tears beginning to well up inside her. She shook her head fiercely, gritting her teeth, trying to will them back down... but it was no good. They burst out of her with a heaving sob, and she buried her face in Ditzy's shoulder, trying and failing to stop the flood.

"It's okay," Ditzy murmured, stroking her mane. "You don't have to pretend with me. Let it out. I'm here."

Cheerilee tried to enunciate, to put her emotions into words, to explain what was wrong, but she couldn't. She simply cried, taking the love and comfort her friend was offering and clutching to it desperately to keep from being washed away. Finally, minutes or hours or days later, she felt the last of her pain ebb away, and what was left in her heart was pure, numb bliss. All the darkness, the fear of death or losing herself to the violence, it all seemed scraped clean.

"Celestia. Thanks, Ditzy," she mumbled, pulling away. She noted with dismay the patch of wet snot she'd left on the pegasus' shoulder. "Um, sorry."

Ditzy eyed the glob and offered Cheeri an uneasy grin. "No problem. Feel better?"

She smiled. "Yeah. A lot better."

"Good. I, uh, better try to go find the girls... "

They both jumped as a thunderous warhorn split the quiet afternoon air. They looked to the south as, once again, the war drums began beating. Cheerilee frowned as the first few minotaurs stepped out of the treeline. "They're hitting us again? But it's only been a few hours!"


"Because of Luna, I bet. If they can keep her from resting, they can keep her from recharging. Then it's just a matter of killing more of us than we do them."

"That's horrible!"

"It's pragmatic. They want to win." Cheerilee shook her head. "Ditzy, you'd better go tell Cloud Kicker about this."

"Right." The gray pegasus snapped off a salute and bolted off for the cluster of tents Captain Kicker was using as a command station. Cheerilee watched her go, then turned back to the oncoming horde.

So many of them. There seemed to be no end to their numbers. Celestia, she thought wearily. How much more can we take?

He didn't see her step out of the shadows. He didn't hear her delicate hoofstep on the stone floor. Only when the tips of her mane brushed against his face did he stir, and then only enough to slowly open his eye.

"I hate seeing you like this, my love," the Nightmare told him, her eyes shimmering with concern.

"Then tell 'em to stop," Blueblood slurred in reply.

She shook her head sadly. "As I said, love, there are only two ways for this to end. Both involve surrendering to my mercy."

"Then 'm holding out for a third option."

"There isn't one."

"We'll see."

"There isn't one," she repeated firmly. "This will continue until you break. I know you think that, perhaps, you can disrupt my plans by holding out. You won't. I have contingencies in place. This can continue for as long as it takes."

"Y'r lying to them."

Nightmare raised an eyebrow. "Hm?"

"Ledger," Blueblood clarified. "He thinks y'r Luna. The real Luna. But y'r not."

"No," she agreed. "I am not."

"So... why? Why lie? Why not tell them?"

She grinned. "If you join me, you can find out."

"Not worth it, then."

"Isn't it? You could uncover my master plan, my love. Perhaps find a way to unravel it from within. Just think what a hero you'll be, defeating the evil plot to destroy Equestria by going undercover with the conspirators. Why, I think they might have parades in your honor."

Blueblood tilted his head against the slab. "'Destroy' Equestria? Not conquer?"

Nightmare just smiled at him.

"Celestia... Celestia and Luna and Cadance will stop you."

"No, they won't," Nightmare said, her smile growing wider. "Celestia and Luna are pinned down, and Cadance... Cadance will soon cease to be a factor. Everything is proceeding exactly according to plan. Or better, honestly."

She leaned down over the slab, brushing her lips over Blueblood's forehead. "Join me. It's the only chance you have to save them, my love. Equestria. Celestia. Cadance. Poor little Twilight Sparkle. In here, you can do nothing. But let me feed you... let me restore your power... "

"It's a trap."

"Of course it's a trap, my love. But facing it is the only chance you will ever have to save your little ponies. And so, I ask you once again: mercy, Blueblood, or pain?"

"Alright, I gotta say," Applejack said, contentedly patting her stomach. "I didn't know y'all Manehattan types actually knew how ta eat."

Hilltop laughed. "My dear, look at me. Did you ever really doubt?"

"The meal was excellent," Cadance agreed, though with much less enthusiasm. "But, Lord Mayor, if we may... ?"

"Of course, my dear! I had Jeeves take the liberty of obtaining a train schedule for you. Jeeves?"

The butler pony cleared his throat. "Ah, I do apologize, Your Highness, but it seems that all rail lines passing through Ponyville are currently disrupted due to the fighting. If I may, you might book passage to Fillydelphia and hire a carriage from there; it would seem to be the most expedient route available."

Shining grunted. "Even then, they wouldn't want to get too close to the fighting."

"Damn it," Cadance cursed. "How are you getting news to and from Canterlot?"

"Pegasus courier, I'm afraid," Judge Park answered. "Rather old fashioned."

"And none of us can fly. Damn it all."

Hilltop cleared his throat. "Actually, Your Highness, I was meaning to ask... "

"Lightning strike," she said flatly.

"Ah. Most unfortunate. Though I'm certain your wing will be as healthy and beautiful as ever before long."

"Yes, assuming we survive this."

Hilltop flushed. "Yes, of course. Well, perhaps I could-"

He stopped at the sound of somepony pounding on the front door. A quick glance at Jeeves sent the butler calmly strolling towards it, and a minute later, it opened to the sound of a desperately gasping pony. He ran straight past the butler and into the dining room, his flanks heaving from exertion. "Mayor Hilltop!"

The gregarious mayor stood and went to pull a chair out. "Lieutenant Blaze! Wonderful to see you, my boy. What-"

"Ships!" the soldier panted. "Lots of ships! Yellow sails! Opened fire on outgoing merchant vessels! Sailing right into the harbor!"

Hilltop blinked. "Oh, Celestia's teats. Uh, pardon, Your Highness. Are we prepared?"

"Partly, sir! We have most of the garrison at the docks, but there's some sort of delay with the heavy equipment. Nopony's really sure what happened to- sir?"

Shining's eyes darted to the mayor. The robust pony's face had begun to turn an intense, unnatural shade of red, and he was clutching at his left foreleg. "Heart attack! He's having a heart attack!" he cried, pushing himself up from his chair.

Or at least, he tried. The world swung dizzily around him as he tried to stand. He tried to grab the table to hold his balance, but he somehow missed, and then he was lying on the floor while everypony around him screamed.

Pinkie Pie and Applejack hit the ground next, their faces as red as the mayor's. Judge Park fell on the opposite side, and then, most horrifying of all, came Cadance.

He reached out a hoof to his wife. Her eyes met his, wide, terrified, and... furious? Yes, of course. Because they'd been attacked. They'd been poisoned.

No. No, not now. This can't be happening. Not now.

He felt another impact. Zecora hit the ground beside him, but her face wasn't the strangled red of the others. Her eyes were closed, and blood trickled from a rising welt over her eye.

Beyond her, blurry and indistinct, was Zujada. She stood over her fallen granddaughter with an expression of intense regret. And beside her was another shape, this one tall and slender and black, its unearthly green eyes framed by locks of membranous hair...

"No," he heard Cadance gasp.

"Yes," Chrysalis said as she walked towards her, her wicked grin shining in the growing darkness. "Hello, little princess. Miss me?"

The Princess Gets Ready to Rumble

Celestia woke with a start as Spitfire burst into her tent, a scroll clutched under her wing. "Princess, I've got an urgent message from Manehattan!"

She blinked to clear her eyes, trying to focus on the yellow Wonderbolt before her. Stars, how long had she been asleep? She had only meant to close her eyes... "Report."

Spitfire snapped a salute and unraveled the scroll. "It's from Mayor Hilltop of Manehattan, Your Highness. A camel fleet is closing in on them, and possibly on Baltimare and Fillydelphia, too."

Celestia sat up straight. "What?"

"Apparently, they received a warning from Princess Cadance, Captain Armor, and a few civilians traveling with them. They passed word and then headed to Canterlot; Princess Cadance said she needed to speak with you urgently."

"They must know what happened to Blueblood and Twilight Sparkle," the princess mused. "I'll have to meet them immediately."

Spitfire frowned. "Your Highness, no offense, but what about us? What if the griffons attack while you're gone?"

"I'll be back as soon as I can. I'm afraid you'll have to hold the line without me, at least for a little while."

"Ma'am... we could easily send a sky carriage to pick them up. I'll just take a few of my 'Bolts, we'll be back by morning."

Celestia looked at her crossly. "The sun is about to set. I can teleport there, find out what's going on, and be back before morning myself."

"Yes, but... "

"Spitfire, I understand. But trust me when I say that, if what I fear has happened has come to pass, this may be a graver threat to Equestria than all the griffons in the world. I need to speak to Cadance immediately."

The pegasus' shoulders slumped, and she offered a half-hearted grunt of surrender. "We'll hold out here. Maybe the griffons won't even attack. Not like they can see any better at night than we can."

Celestia put a hoof on her shoulder and mustered the most reassuring smile she could. "You'll be fine, Spitfire. I have every confidence in you, and in General Hailstorm. And I'll be back in the morning, I promise you."

"Yes, ma'am," Spitfire said with another weak salute. "Just, uh... be careful, okay? If something's going on that's bigger than the invasions... well. It's an honor to serve you, Your Highness, and I'd hate to hafta take orders from somepony else."

"I'll be fine," Celestia said. She stepped into the fading sunlight, closed her eyes, and was gone.

Shining groaned and tried to roll over. He couldn't quite manage it. There was something wet and gooey covering him, and it smelled awful, like garbage left in the sun. He could even taste it, sitting in his mouth like gelatin. He tried to swallow it, but try though he might, he couldn't move his tongue, either.

This is probably not good, he decided. He opened his eyes, and found that he was correct.

Everything around him was tinted a sort of greenish-brown and was blurred, like trying to look through muddy water. It stung at his eyes, and he felt that same, squishy gel pressing against them, but he steadfastly ignored it as he focused on his surroundings. Some sort of membranous shell divided him from the outside world just a few inches away from his nose, and beyond that... more greenish blobs of various sizes. Some of them had shapes floating in them, too. In fact, the largest held a pair of familiar eyes that were staring at him with panic.

Cadance, he tried to say. His mouth, held in place by the thick slime, did not cooperate. Chrysalis, he remembered suddenly. Chrysalis... poisoned us? But Blueblood said she was dead...

Celestia, but they'd fallen right into a trap. He should have known better. The camel ships had paused just an hour or so from the city, clearly waiting for some sort of signal. They must have been communicating with Chrysalis, or perhaps Zujada, waiting for the signal to move in. Meanwhile, he'd been too busy with the promise of a good meal to fully think things through. Maybe Blueblood was right after all; maybe he was an idiot. Unless...

Whispered voices caught his attention, and he shifted his eyes until, at the corner of his peripheral vision, he could just make out Zujada leaning close to another pod. Zecora's, he thought. She was speaking quietly and in a language he didn't recognize, but he thought he recognized the tone: it was an apology, for whatever good that might do.

"Our prisoners are awake?"

Zujada turned regretfully from her granddaughter and nodded. "Not all, but some. Like the princess, and her husband."

"Ahh, yes, I see their little eyes darting about," Chrysalis' said. She appeared in front of Shining's pod a moment later, grinning that unsettling grin as she looked him over. "Awake, my luscious lover? Mm, ready for a little fun?"

She raised a jagged hoof to his face and lightly brushed aside the layers of membrane and jelly covering his face. He spat a thick glob of the stuff out, aiming for her face but barely clearing the pod. "Go to Tartarus," he growled.

"Yes, I do love it when you talk dirty." Giggling, she turned to Cadance. "And you, my angry little princess. I told you I'd make you suffer for each one of my children you murdered. Oh, we are going to have such fun together, the three of us."

"Where are Pinkie and Applejack?" Shining demanded.

Chrysalis turned to him with an amused smirk. "Nearby. I wasn't planning to kill them just yet; better to torture them in front of their beloved princess, mm?" She giggled again. "I have to say, lover boy, I did not expect things to go so well. Taking Manehattan? That was easy. All I had to do was replace a few key figures. A few Royal Guards, a few well-placed civilians, that fat fool's personal butler... 'Jeeves.' Honestly, 'Jeeves.' I truly hope that wasn't his real name.

"Then, with the help of my dear friend Zujada, we simply had to apply the lionsbane poison she'd brewed up to the feast he'd had prepared for you. Fortunately for you, we had a few doses of the antidote prepared. It was a shame we didn't have enough for Hilltop and his little friend, though. Well, c'est la vie."

Shining shook his head. "How are you here? How are you alive? Was Blueblood working with you this whole time?"

"Blueblood?" she giggled. "No, my stallion. He thought me dead, and I was. Fortunately, that's hardly the end for the Queen of the Changelings. We are not, after all, physically immortal like your princesses. Every few decades, the old queen dies, and a new one receives all her memories and power and steps up to take her place. I was one of the dozen or so autonomous 'nobles' of the swarm, tasked with preparing the fall of this pathetic city. When the old Chrysalis passed, I was... promoted. And rather put-off with your beloved wife, I should add."

"That's... really, incredibly unfair."

"Isn't it?" Chrysalis agreed. "But, I think, no less fair than your immortal goddesses controlling the heavens and claiming the richest lands in the world as their private utopia."

"So... why? Why are you helping the camels?" He glanced at Zujada, who was standing behind the changeling, silently watching the proceedings. "Why is she?"

"Blueblood didn't tell you?" Chrysalis giggled again. "The Eclipse is coming. Nightmare Moon will rise again, and we all stand to benefit greatly. You pathetic little ponies will pay for the centuries you've lorded over us all, meddling in our affairs and hiding behind the skirts of your rulers. My changelings have starved, starved in droves, while you grow fat and happy on the love you all share. Zujada's folk are considered freaks and monsters, slandered for centuries based on the idiocy of one idiotic explorer. The camels' culture dates back millenia, even older than yours, yet you presume to scold them for their practices. Every species in this world bears you a grudge, little pony. The griffons, the minotaurs, the dragons, the diamond dogs, the buffalo... you've given them all reason to see you fall. It's time for your reckoning."

"It is not so bleak," Zujada said quietly. "We do not seek to destroy you, just to make you weak. You have lived too long apart from the rest; you must struggle back to the top to prove yourselves best. Such is the way of life: conflict, turmoil, and strife."

"And somehow returning Nightmare Moon to the throne will make that happen?" Shining scoffed. "She wants to rule Equestria. Why would she let it turn into some kind of no-pony's-land?"

"Because she agrees," Chrysalis said smoothly. "Your kind have grown complacent. Your culture has all but stagnated. If you wish to advance as a species, if you wish to grow, you need to be sheared back first. And if you rise again, well, this time your tide will lift all ships, not just your own."

Shining, to their surprise, laughed. "I can't believe this. Do you listen to yourselves? 'We'll destroy the ponies to help the ponies!' How does this sound like a good plan and not some shallow justification for your own greed and jealousy?"

He noticed with interest that Zujada flinched at the accusation. Chrysalis just smiled all the wider. "I think we're done here, lovely. But don't worry, I'll be back. And it'll be just like old times... "

Her horn glowed, and suddenly the pod was sealed again and the sickening jelly was pressed against his face and mouth. He struggled against the implacable bonds, but again found himself unable to move anything but his eyelids. Damn it, he thought bitterly. This is bad. We have to escape somehow, to warn Celestia and Luna.

But try as he might, he could do nothing. He couldn't move, and the slime that encased him seemed to nullify his magic, too. Across the room, he saw that Cadance had closed her eyes, probably trying to draw upon her own power. She seemed to be having as much luck as him.

He closed his own eyes, but he didn't bother trying to summon his magic. Instead, he said a simple little prayer, repeated over and over like a mantra: Help us. Somepony, please. Help us.

Celestia appeared in the grand foyer of Canterlot Castle, at the center of the great mural depicting her and her sister circling their sun and moon. It was an ancient piece of art, dating back almost to the founding of Equestria. It also marked another, darker part of Equestria's history, of which only she and Luna knew.

She raised her head, expecting the usual respectful greetings from the guards stationed here, but none came. The chamber was empty and silent. Celestia's own hoofsteps echoed oddly in the stillness, cold and unwelcome. It was like walking through a tomb.

"Oh, stars," she whispered.

Something was badly amiss. Her palace was always full of life, from the bustle of the daylight hours to the whispers and giggles of her sister's night. Only once before had her home felt so empty: the night that the draconequus Tyranny had come to claim her throne.

Very well, then. Something had happened. Something had lured her here, using Cadance as bait. She glanced out a high window, as the last rays of the setting sun winked out on the horizon. She could leave. Now that the sun was set and the responsibility of managing the heavens shifted to Luna, she had access to more of her power. It would leave her exhausted nonetheless, teleporting again so soon as taxed as she was, but she could manage it. It was certainly a wiser course than marching into an obvious trap with her power so drained.

No. Something was wrong, here, in her home, in the very heart of her kingdom. Something had happened to her guards, her advisers, her servants. And if they had Cadance, Shining and the others...

She was Celestia, the immortal ruler of Equestria. She would not turn and flee at the first hint of danger.

Her hoofsteps were firm and steady as she pushed through the heavy double doors into her throne room. She marched in boldly, ignoring the startled intakes of breath from the shadows around her, and stopped at the base of the raised dais. Somepony was seated before her, their features concealed beneath a hooded cloak. Other figures, also hidden beneath black robes, tensed at her approach. She braced herself for what was to come and summoned up all the confidence and regal bluster she could manage.

"You're in my chair," she told the intruder calmly.

The figure above her stirred, gently pushing back the hood of her cloak and regarding her with an amused smile. Celestia's mask of confidence faltered as recognition washed over her. "Twilight Sparkle?"

"Not quite," the unicorn smirked. Her horn flared with deep violet energy. Celestia reached for her own power, raising a shield around her just in time to stop a blast that nonetheless drove her back several steps.

As if that were a signal, two of the figures leapt into action. One threw back its cloak to reveal a minotaur with a broad, gray-furred chest and a long-shafted battleaxe; it raised its weapon and charged. Almost unseen against the beast's bulk, a smaller figure sprang forward, orange eyes blazing wickedly in the darkness of its hood and a simple, bloodstained scalpel dancing in its tail.

Celestia recovered from Twilight's attack in time to duck her head beneath the smaller creature's dive, then quickly scamper out of the way of the charging minotaur. Her eyes widened at the familiar sound of an eagle's shriek, and she turned just in time to see a red-feathered griffon charging at her from the other side, her claws covered in steel gauntlets that gave off a faint, crimson glow.

She tried to pivot on her front hooves, but the griffon's strengthened claws tore into her and left three long, shallow gashes along her flank. Celestia's knees weakened as she felt something being drained out of her, and she was suddenly, vividly reminded of how long it had been since she'd slept more than a few hours at a time. She steadied herself and shook the weariness away. The gauntlets are enchanted, she realized. Some sort of life-draining spell.

Another of the robed figures stepped forward, throwing back his hood to reveal a vaguely familiar-looking unicorn of dull green. Lightning crackled along the length of his horn, and he released the energy in a narrow blast. Celestia almost scoffed. She caught the bolt easily on her own horn and fired it back, sending the unicorn scrambling to the side as the stone he'd stood upon disintegrated. She turned her attention to the final creature, a huge, misshapen behemoth that could only be a camel. She tensed as the beast dipped a hoof into its robes, then paused in confusion as it simply tossed a hooffull of sand on the ground.

"BLEED!" screeched a tiny voice behind her. Celestia turned to find the little monkey thing running at her from behind. Abruptly, it vanished in a puff of black smoke, and then appeared above her, its grin shining in the darkness as its knife scored a cut across her cheek. She snorted and smashed her head into him from below, launching him across the room.

And then the minotaur was there again, axe coming down in an overhead chop. Celestia tensed herself for the impact and set her shoulders, catching the axe just below the head with her horn. A deft twist, assisted by just an ounce of magic, tore the blade from the surprised minotaur's hands and sent it clattering across the room. She raised her front hooves and kicked the creature in the chest, hard; it stumbled back and fell against the wall.

The griffon shrieked again, and Celestia whipped around, prepared to meet its charge. To her surprise, the griffon was simply standing at the far end of the throne room, watching her with a faintly amused expression. "So, this is the mighty protector of the ponies. I was always told you were a great magician, yet you face us physically. I am disappointed."

"Perhaps I simply don't think you worth impressing."

"Perhaps," the griffon agreed. "Or, perhaps, you are weak, you are exhausted, and you are terrified to call upon your reserves knowing that you still have our mistress to face."

Celestia narrowed her eyes. "Who are you people? Why are you here? What do you want?"

"I am Bloodwing, of the Skysunder griffon clan. The others are Tiktakthanga of the Skull tribe, Chieftan Xorrat of the Stormhoof Clan, and I believe you'll remember Bank Ledger, of the Bureau of Infrastructure, should you try. Oh, yes, and Vizier Addawser."

Something bellowed thunderously behind her. Celestia turned in surprise to see that the camel's little pile of sand had begun to take form, expanding and replicating far beyond its original size. Bones began to take shape, four great legs tipped with razor-sharp claws. A long, serpentine neck topped with a long, narrow skull, fangs gleaming. Wings spread and flexed, filling the entire throne room. And the thing was still growing.

Celestia cursed herself. A sandshaper! I should have realized-

There would be time for self-recrimination later. The sand dragon bellowed again and swept one of its claws at the alicorn. Celestia narrowly jumped out of the way, and began backing up and out of the room as the beast advanced. Through its fleshless body, she could see Twilight Sparkle, still sitting on the throne and watching it all with an expression of mild amusement.

The thick double doors buckled and shattered as the massive construct shouldered its way through them. Celestia raced down the hall, in full flight now, desperate to reach open ground. Sandshapers were, potentially, extremely dangerous. With enough power and training, they could shield their creations from magic, make them physically nigh-invulnerable, and even take control of them directly. In all her centuries, though, she had never seen a sandshaper capable of creating something like this. The power that camel wielded...

Behind her, the dragon stopped. She felt as much as heard the sharp intake of breath. And then wind, as strong as a tornado, had picked her up and launched her forward, sending her tumbling out of the hall and into the grand foyer. A second later, minuscule bits of sand pelted her, tearing hair-thin gashes all across her exposed side, but most of it passing harmlessly overhead.

She scrambled to her hooves as the construct came on again, its footsteps shaking the ground with its passing. She ducked behind one of the pillars ringing the hall as it burst in, its green, pinprick eyes searching for her. Celestia let out a breath as it turned away, searching for her.

She needed a plan. She needed to get past the dragon and to reach its master; once he was rendered unconscious, his construct would dissolve away. She just needed to distract it somehow.

"Pony hiding..." a high, sinister voice called. "Pony knows she's dead. Come out, pony. Come on and play."

That might work.

A puff of black smoke appeared in front of her. She winced as the lemur's little knife sank into her shoulder and retracted before she could even react. She turned to swat the little monster, but all she hit was more smoke.

"Pony slow," Tiktakthanga mocked, his voice distorted and echoing. "We play for long time, I think. I cut you, you bleed. It will be fun."

The sand dragon snorted and looked in the direction of the lemur's voice. Black smoke puffed again, and suddenly Tiktakthanga was there again, his flashing blade scoring two, crossed cuts over Celestia's cutie mark. She grimaced and spun again, but he was gone.

"Pony weak," the lemur continued. "Just like other pony. We cut him for days, he never fight back. Weak, stupid pony."

The dragon's head pivoted again. Celestia cast her eyes around, watching for the tell-tale puff of smoke.

"I'm weak? Yet I could crush your tiny little skull with hardly an effort."

Tiktakthanga laughed. "Yes, you could, if you could catch me. But you can't. That why we lemurs so strong now. We teach others... zebras, antelopes, even lions... we teach them to fear us. We shadows in the night, cruel and merciless. They do not prey on us anymore, pony. They are prey."

Celestia smirked. "And you really think your little knife is going to be enough to make me, the Princess of the Sun, fear you?"

The dragon's eyes narrowed as it began to figure out Celestia's position.

"You will learn, pony. You will learn."

"Try me."

Celestia stepped out from behind the pillar. The dragon reared its head in surprise, then began to intake breath. A puff of black smoke appeared behind Celestia, just where she had expected it. Calling on her magic, she siezed the lemur in mid-pounce and held him there. As the dragon released its sandstorm, she ducked back behind another pillar, loosing her telekinetic hold.

There was a satisfying crunch as Tiktaktanga was slammed into the far wall and pelted with sand. What hit the floor was still breathing, but only just.

The dragon bellowed in frustration and charged, skeletal claws smashing apart the pillar Celestia had hidden behind. She, however, was already moving past, making a run for the castle doors and the gardens outside.

"She's escaping!" Bloodwing snarled from down the hall. "Get her!"

Escaping? the princess thought. Hardly.

Celestia slammed the doors open and leapt into the sky, wings spread wide and pushing hard to gain speed and altitude. She glanced behind her to see Bloodwing already in pursuit and the sand dragon trying to force its way out.

This was going to be difficult. Celestia had never excelled at flying--Luna had always been the more physical of the two--but a few centuries of practice, not to mention watching the best flyers in her kingdom perform regularly, had left their mark. The griffon would be the main problem; she was intelligent, clearly enough, but judging from her gauntlets, she was also an artificer of some sort. Who knew what other tricks she might have prepared?

Indeed, if the glow around her wings was any indication, she had found a way to increase her flight speed, and she was gaining rapidly. Celestia frowned in concentration and went into a sideways roll, narrowly avoiding the griffon's energy-draining claws as she streaked past. Immediately, though, the griffon pulled an impossible turn and came around again. Celestia folded her wings and dropped, again narrowly avoiding her opponent, then spread them again as she caught an updraft.

"You will not escape!" Bloodwing screeched. "The ritual will be completed! We will have your power!"

"What ritual?" Celestia shouted, rolling again as the griffon raced by. "What are you talking about?"

"Your kingdom's fall will be complete! We will take your strength and make it our own! Then, our armies will march unopposed, and Equestria will be ours!"

Celestia couldn't help it. She laughed. "Do you have any idea how often I've heard that over the last few thousand years?"

"Mock all you want," Bloodwing snarled. "The Eclipse is coming!"

Below, the dragon bellowed as it finally tore itself free and launched into the air. Celestia ignored it and focused on the griffon in front of her. She dodged again as Bloodwing dove at her, but this time, she reached out and clamped her teeth around the griffon's wing. Bloodwing cried out in surprise and pain as Celestia wrenched with all her strength, not to dislodge the griffon's wing, but to tear away the tiny bit of metal plating she'd enchanted for speed. Bloodwing spun on her, raking her wicked claws across Celestia's chest, but she accepted the blow unflinchingly and rolled back, putting her hooves against the griffon's chest and launching her away.

Bloodwing cursed as she fumbled to right herself, one wing moving faster than the other. She tore away the second bit of enchanted steel and narrowed her eyes. "Do you really think that was my only advantage?"

Celestia grinned. "Of course not. By all means, bring it."

The griffon reached into her robes and came out holding a tiny crossbow loaded with a ruby-tipped dart. Celestia dove as Bloodwing fired; the bolt flew past harmlessly. And then, its tip glowing, it stopped, realigned itself on Celestia, and darted forward again. The princess rolled desperately away as the dart narrowly missed again, only to stop and adjust its trajectory once more.

"I call it the Lifeseeker Bolt," Bloodwing explained, her tone superior and mocking. "My own design, of course. Once it is fired, it will not stop until it hits its target. And then... well, whatever it hits will be thoroughly dead."

"An impressive bit of artifice," Celestia admitted, dodging it again. "May I borrow it for a minute?"


Celestia smirked and turned towards the slowly, steadily rising sand dragon.

"No!" Bloodwing cried.

The alicorn doved straight at the beast, focusing on the moves she had seen her Wonderbolts perform time and time again. Adjust the shoulders just so. Tuck the legs in just so. Tilt wings...

The dragon's mouth opened as it began to suck in breath.

The Lifeseeker Bolt closed in.

Celestia swooped into the dragon's mouth, twisted, and darted out around its jaw.

The bolt slammed into a tooth.

The sand dragon erupted in an explosion of crimson flame, shards of bone disintegrating into sand as they fell away.

Celestia tucked in her wings and rolled with the explosion, diving almost straight down, the wind whipping at her face. Below, the fat camel, Addawser, skulked in the doorway. Of course; sandcrafters had to maintain visual contact with their constructs. He was busily trying to sprinkle more sand, but as he looked up at the approaching alicorn, he realized he was too late.

Celestia hit him at speeds just shy of a Sonic Rainboom, and Addawser was hurled across the foyer, through a pillar, and halfway through the far wall. Celestia followed almost as far, spreading her wings to slow herself, and finally came to a skidding halt halfway across the room.

Bloodwing was right behind her, shrieking in fury. Celestia turned to her with a glare and channeled just a fraction of her magic. Suddenly, the griffon's wings were bound tightly to her sides. Her savage war cry turned into a scream of surprise, ending abruptly as she slammed into the far wall herself.

Celestia allowed her head to sink for just a moment. She was very, very tired. She was also feeling a bit lightheaded, likely from the blood trickling out of her many, small wounds. She'd need to heal those before she confronted Twilight Sparkle... or whatever was pretending to be her. For now, though, it was enough to catch her breath.

"Very impressive, Your Highness," a calm, monotone voice called.

"Ledger," Celestia replied. She looked up to find the bland, green unicorn standing at the hall to the throne room, the huge, silent minotaur behind him. "Could you explain why, exactly, one of my little ponies is plotting treachery alongside griffons, camels, and psychotic monkeys?"

"Of course, Your Highness. You see, I plan to help end your tyrannical rule once and for all. The true ruler of Equestria, the sister you wronged and imprisoned, will ascend in your place. Nightmare Moon."

Celestia sighed and put a hoof to her forehead. "You do realize that Luna and I have made up, don't you?"

"Luna, yes," Ledger said dismissively. "I am not fooled. She is... merely some sort of puppet. After all, she looks nothing like the Princess Luna we saw after the Elements of Harmony returned. Through Nightmare Moon's old writings, however, I have determined that she is not merely a physical shell, but a spirit, a soul independent unto itself. Since you drove it from its body, it has taken the form of your faithful student, Twilight Sparkle."

"Luna is Luna," the princess said firmly. "Whatever is possessing my student is something unnatural and evil. You're a fool if you think otherwise."

"As you say, Your Highness. Xorrat? I believe it is up to us to subdue the princess. Shall we?"

The minotaur nodded and stepped forward, pounding the haft of his axe against his palm. As he walked, the rubble from the broken columns began to tremble, to shake, and then to roll towards him. It began to shift and change shape, forming leggaurds, a breastplate, and gauntlets that attached themselves to him. More and more stone surged towards the minotaur and formed around him, until he looked more like a statue than a living being. His hooves shook the floor with every step.

Celestia called up her magic, lifted him into the air, and chucked him at Ledger.

"I am done playing games," she told the unconscious unicorn and dazed minotaur as she walked past them to the throne room. For added emphasis, she brought her hoof down across Xorrat's temple, knocking him cold.

She entered her throne room with her head held high, her demeanor proud and confident despite the many small cuts marking her hide. Her ethereal mane billowed behind her at full extension, and her horn glowed with held power as she summoned up every ounce of strength she could find.

"Creature, spirit, whatever you are," she told the thing that inhabited her student, "release her, or I will destroy you. I've defeated your minions, and I will defeat you if need be."

Twilight Sparkle looked at her mentor calmly through half-lidded eyes, her confident smirk never shifting. "No, you haven't."


A figure stepped out from behind the throne.

He was a tall, broad-chested unicorn. His coat was white, where she could see it beneath the plates of armor and latticework of fresh, red scars. His face was concealed beneath a steel mask, but his golden mane was loose and touselled across his neck. And his eyes were an achingly familiar shade of blue, though distant, glassy, and empty.

"Blueblood?" Celestia whispered.

His horn flared turquoise. Frantically, Celestia tried to focus her own, readied power. She managed to put up a shield in time to deflect his blast, yet it still hit like a sledgehammer and drove her back several feet. And then he hit her again, even harder. And again, harder still.

"Blueblood, don't... "

"He can't really stop himself," Twilight said casually. "It took quite a bit of convincing, but he finally gave in. After being tortured for days on end, the sweet, sensual ecstasy of feeding his power was just too much for him. Poor boy."

He hit her again, and this time, her shield shattered. Celestia fell to the floor, trying in futility to summon more magic, but there was nothing left. Days of fighting, trying to protect her ponies, worrying over her kingdom... the wounds she'd suffered... the shock of her son's betrayal...

It was too much. She had no more left to give.

She looked up into Blueblood's eyes, and she saw nothing there.

The next hit granted her blissful peace.

The Prince Gets Devoured


He stirred, the jelly of the changeling pod shifting and pressing against his face as he did. I'm trying to sleep, he thought grouchily. Leamme alone.

Shining. Wake up!

Something about the voice sounded familiar, and its insistent tone suggested that it wouldn't be giving up and letting him be any time soon. Reluctantly, he opened his eyes. It was dark, nearly pitch black, though somehow the pod seemed to amplify what little light there was and make it easier to pick out the greenish outlines of the objects around him. He looked around, eyes straining to focus through the strange gel, searching the for the voice's source.

Shining, Cadance's voice called again, a hint of relief brushing its edges.

His eyes snapped up to the mod across from his, and he could just make out the silhouette of his wife inside. Somehow, though, he could see her eyes, wide and worried and staring into his. Cadance? How... ?

The pods don't block magic perfectly, she explained tersely. Shining, I need your help.


Good. I need you to concentrate on me. Remember our wedding, when we defeated the old Chrysalis?

Actually, it's kind of a blur... but yeah, I remember. When we used our love to amplify my shielding spell.

He could almost hear the guilty shift in her posture. Right, well... we need to do that again. Only you need to amplify one of my spells.

Okay. I can do that. Hold on, Cade.

He tried to remember what had triggered the effect before. What had happened? He'd opened his eyes for what felt like the first time in weeks, finally stepping out of the cloud that had muddled his thoughts. The first thing he'd seen had been her eyes, her warm, beautiful, violet eyes. He'd been filled with such... happiness. Such peace. Just knowing that she was near, that she was with him...

Combining their magic had been as easy and natural as breathing then. But as he concentrated on the memory, focusing every ounce of will he had into it, something just refused to click into place. After few, futile minutes, he let out a muted sigh and opened his eyes. It's not working.

Try harder, Cadance urged him, her expression determined and grim.

Shining closed his eyes again and concentrated. He held on to that memory of awakening from Chrysalis' stupor and then put it to the side. He called up other memories, all the warm and cherished ones he could think of. There was the first time he'd seen Cadance; she'd come to foalsit Twiley, her mane tied up girlishly behind her, her voice still a bit squeaky as she grew into the mare she'd become. They'd only exchanged a greeting and a smile; Shining had been on his way out to hoofball practice. And then he'd been so distracted thinking about her that the coach had sent him to the showers early.

There was the first time he asked her out. He was on leave, after the disastrous mission into griffon lands. He'd been... numb. Empty. After the things he had seen, life had seemed so fragile, so... ultimately pointless. He'd planned to head to the nearest bar and drink himself into a blissful stupor, but a memory came to him of this girl, this beautiful alicorn girl who used to foalsit his sister. He knew she was royalty, that she lived at the castle with Princess Celestia, and that she was, undeniably, out of his league. At that point, what did he have to lose? So he changed his course and trotted off to the castle instead. She'd been right there, out in the gardens, sprawling on the grass over a copy of A Midwinter Night's Dream. He'd introduced himself, not as Lieutenant Shining Armor of the Stormguards, but just as Twiley's older brother. He'd asked her if she'd like to get some dinner. The surprise he'd felt at her accepting had been the first real emotion he'd experienced in weeks.

There was their first kiss, later that night. They'd stood at the crest of the white, marble bridge leading back to the castle, the small stream below cascading down the mountainside. The stars had been shining, the moon had been full... it had been like a fairy tale. Later, he'd suspected Princess Celestia had had a hoof in that. In the moment, all he saw was this incredible, beautiful, kind, gentle, funny, clumsy, amazing filly, gazing at him with those eyes like the first rays of a sunrise...

There was the time they went to Whinnypeg, to a little "lodge"--really, more of a small castle--nestled in the mountains. A blizzard had trapped them there for three days. Oh, sure, Cadance could have sent a message to the local weather team and gotten them out, but... the way her eyes had sparkled, the way she'd smiled so knowingly at him... He remembered the first time they made love, that first night, in front of a warm fire, cut off from the world, all alone but for each other.

And he remembered more. Their first argument. The time they convinced Princess Luna that she'd slept late and forgotten to raise the moon. Her declaration that "if Aunt Celestia cares so much about how this wedding should happen, she can plan it." The wedding, the real one, with Twiley beside him and Cadance walking down the aisle, the sense of deep, honest satisfaction that filled him. The reception, and her adorable, strange, dorky little dance with Pinkie Pie. The way her eyes had lit up with every bit of food she tasted. The way she'd looked at him when the guests had finally retired and they were alone.

And he remembered when she'd flown off after her adopted brother. She'd been so worried about him, so worried that he'd done something foalish and suicidal. He'd never liked Blueblood--abrasive personality aside, he'd caught the stallion more than once staring at his so-called "sister's" flank--but he admired her loyalty to him. And then she hadn't returned. And then... well, then there had been the whole thing with Blueblood and the draconequus and the undead army. And when he'd finally seen his wife again...

She was different. She'd grown into her full power. She wasn't a mortal anymore, wasn't just a normal filly who happened to have wings and a horn. She was important. She was powerful. And... as much as he hadn't wanted to admit it, as much as they both hadn't... she wasn't the same pony. Not anymore. How could she be? And he, like an idiot, like a coward, had tried to "give her space." A euphanism for burying himself in his work and trying to pretend the problem didn't exist.

Hay, if he was being honest, he'd changed, too. Even fighting griffons, even after seeing what they had done, he'd never felt hate. He'd killed, yes, but he'd done it quickly and efficiently. He was a soldier. But that day, as the sun sank over the horizon and Blueblood confessed that he had hurt Cadance... he had known hate. He had been prepared to beat the pathetic little noble to death with his bare hooves. Only the barest sliver of conscience held him back.

And he hadn't let go of that hate. He couldn't. He fostered it, let him grow inside of him every time he spared a thought for the fool. Celestia, an innocent filly had been attacked, and his concern wasn't for her, it was for the look he'd see on Blueblood's face when he shared the news. And then, to find his sister, his beautiful, strong, intelligent sister, lying there entwined with him...

He could blame the curse. He could say that it wasn't his fault, that he'd never have learned to hate somepony so badly had it not been for that. But he knew it wasn't true. He chose to hate Blueblood. He made that decision for himself. And that decision had made him unworthy of the mare Cadance once was, let alone the one she had become.

Or perhaps not. Perhaps she, too, had learned to hate. He had seen the cold, all-too-rational fury in her eyes when she'd told Blueblood she would have to destroy him. He'd seen the concerned looks Rainbow Dash gave her when she thought nopony was looking. He'd heard the dark certainty, the grim finality in her voice when she told the camel captain, Gilad, that she could simply obliterate his ship. He'd seen the change in her tone and posture when she addressed others: less like the girl he'd known, and more like the ruler she was destined to become.

They had both changed. And, quite frankly, he wasn't sure either could love the other anymore.

He opened his eyes again. He didn't meet Cadance's gaze. I can't do it. I'm sorry.

I understand, she told him softly.

Cadance, I...

They stopped at the muffled sound of hoofsteps coming down the stairs. Moments later, Zujada appeared, her gait slow and awkward with her missing foreleg. She made her way slowly towards them, pausing a few pods down to examine its occupant. She stared sadly at it for a few seconds, then sighed and moved to scrape some of the pod's membrane away. "Zecora, please change your mind. I do not wish to leave you behind."

Zecora spat a glob of green goo on the floor. "I told you, I will not abandon my friends. I don't know why you bothered asking again."

"But you can return home! You'd no longer be alone! Your mistakes are long since past, all would rejoice to have you back."

"I have made my place in Ponyville. And why would I believe you, servant of evil?"

Zujada recoiled. "The powers I serve may be dark, but not vile. Your words are misguided and full of bile."

"Ponies are little different than us. Your masters will harm them, yet they hold your trust?"

"You have been away too long. You have forgotten the ancient wrongs."

"Ancient is the proper phrase!" Zecora snapped. "These events occurred in forgotten days!"

"Dear child, we must remember the past, for one day we'll be gone but our stories shall last."

Zecora scowled at her grandmother in silence for a long moment. And then, her voice empty of its usual lyrical quality, she shook her head and spoke. "Old rhymes and games, empty of meaning. All of it. Your stories are just those, grandmother: stories. You make them rhyme, you make them dance, but they are only tales of days of glory long lost. Our people fell from grace long ago, grandmother, and I tell you truly that the ponies do not bear us ill will. They do not even remember the events of that ancient past. And you would inflict death and suffering upon them for a crime their ancestors' ancestors committed. A crime that they do not share the sole blame for."

Zujada blinked back tears and shook her head. "Zecora... why do you not address me as a shaman?"

"Because a shaman must look after and protect her tribe. You are a madmare, fallen in with evil, and you have abandoned your people to avenge their ghosts."

"No... "

"Yes," Zecora said firmly. "I will hear no more of this, grandmother. If you seek to punish the ponies for their good fortune and our ancestors' hubris, then you must count me among them. I will be proud to die for Equestria."

"Zecora, please... just listen to me... "

She remained silent, staring just past the elder zebra's head. Finally, with great reluctance, Zujada smeared the membrane back over Zecora's face, entombing her once more. She stared sadly at her granddaughter for another moment, her shoulders drooped and her eyes wet with tears.

"I must go, little one. There is a ritual to be done. When I return from Canterlot, we will speak again. Please, don't let this be your end."

She's going to Canterlot? Shining nearly jumped as Cadance's voice returned to him. They must have some sort of transportation, or perhaps one of those teleportation circles like Twilight used to take Blueblood!

Okay, that's good, but none of us know how to activate those circles.

I'm sure the new Chrysalis would cooperate if we asked her nicely.

Shining grinned inwardly. Okay, we've got the beginnings of a plan. But we still need to get out of here. Is there any way...

I'm trying to draw in more power, but it could take awhile.

You can do it, Cade. I know you can.

He felt her sigh. Thanks, Shining. But...

It would be a lot easier if your first idea had worked.


If he could have bowed his head, he would have. Cadance, I... I'm sorry. I know I said we'd talk as soon as we could...

It's okay. Things have been complicated. We can work things out.

Can we, though? I...


Something heavy thudded open, and faint moonlight poured into the chamber. Their eyes went to the cellar doors, where a pegasus stood silhouetted against the night sky, her wings spread wide and her posture confident and cocky. She floated down the stairs a moment later, her rainbow-hued mane and mischievous grin making her instantly recognizable. Rainbow Dash! Shining nearly shouted in Cadance's mind. Make a connection with her! Tell her where we are!

A moment later, Dash's head perked up, her ears twitching and pivoting towards their pods. She approached cautiously, a skeptical look on her face, but that shifted to a broad smile as she got close enough to recognize the trapped princess. "One sec!" she whispered. She jammed a hoof into the membrane and began tearing it away haphazardly until Cadance, her legs weak and shaky, nearly collapsed on top of her.

"I gotcha!" Dash hissed, catching the princess and lowering her to the ground. Satisfied, she turned to Shining's pod and went to work.

"Rainbow Dash," Cadance asked softly, "what in Equestria are you doing here?"

"Well, it took me a little longer to get back to Canterlot than I thought, 'cause I hit another storm and figured I'd, y'know, not fly through it. Once I got there, though, I told the guards what happened and then... well, kinda passed out for awhile. Once I was up, though, I remembered that I promised you I'd meet you guys at Manehattan with your own personal train car, but since all the rail lines are cut, I figured showing up in person'd be cool enough."

"So Celestia knows?" Shining asked, falling free of his pod but managing to catch himself before he fell. He nodded towards Zecora's, and Dash trotted over to it.

"Well, yeah, but... things are pretty bad, guys. Like, there's griffons attacking from the northwest--that's where Princess Celestia is--and minotaurs attacking Ponyville--and, um, no offense, but I was gonna go there first until I heard Princess Luna was there, and I figured she can look after everypony almost as well I as I could--and now I get here and there's camels and changelings all over Manehattan."

"Ponyfeathers," Cadance spat.

"And the others, did you spy?" asked Zecora, giving Dash a quick, unsteady hug. "Applejack and Pinkie Pie?"

"I was kinda hoping they'd be here," the pegasus admitted. "Like, this is the biggest house I saw, and there's those weird changeling pods all over it. But there's another big cluster in the middle of Median Park. Maybe they're there?"

Cadance nodded firmly. "We have to check. We're not leaving without them."

"What about Blueblood?" Shining asked. "Has he shown up anywhere? What about Twiley?"

Dash shook her head. "No sign, but Princess Celestia knows something's up with them. I bet this whole 'massive invasion of Equestria' thing is just a distraction from whatever's really going on, though."

Shining raised an eyebrow. "You think there's something worse than three, huge armies invading Equestria at the same time?"

"Well, sure. I mean, we know Chrysalis was working for somepony else. She was even willing to die for them."

"We know things are run by a shady cabal," Zecora added. "That something else is ahoof isn't surprising at all."

"That's also where Zujada said she was going, isn't it? For some sort of ritual?" Shining asked. Zecora nodded.

Cadance nodded. "Okay. We have a goal, then. We need to find Applejack and Pinkie Pie and get back to Canterlot in time to stop whatever's about to happen."

"And all we have to do is get past an army of changelings and camel soldiers," Shining noted dryly.

"Cool," Rainbow Dash grinned. "No time to waste, then; let's kick some flank."

Celestia came back to consciousness gradually. The first sensation she felt was warmth, as if one of her servants had been kind enough to light a fire for her while she slept. The second, when she tried to shift into a more comfortable position, was restraint. Something was keeping her legs and neck from moving where she wanted them to. The third was a strange numbness, something she had never felt before in her centuries of life. It was as if something inside of him had been hidden and locked away, so expertly concealed that she wasn't even sure what was lost.

And then it hit her: her magic. Her magic was gone.

Her eyes flashed open. She was lying on her back in a large, open chamber. She tried to roll over, but the manacles around her legs were too short to allow any real movement. Arranged around her in a circle were five iron braziers of ancient design--far cruder and uglier than the magical lights and candles she used in modern times. They burned with sickly green flames, casting everything in a slightly unreal, alien light.

She turned her head as much as she could, ignoring the chafing at her throat, and immediately recognized her surroundings. She was in the great entrance hall to her castle. The rubble from the pillars destroyed by the sandshaper's dragon had been cleared away from the mural at the chamber's center, the one showing herself and Luna forever circling in harmony with the heavens. She realized that another circle had been drawn around the mural, this one marked by strange, spidery runes she immediately recognized as the blackest magic.

She knew what was going on. Oh, stars, she knew what was happening.

"Don't do this," she whispered aloud. "You don't know what you're doing. Don't do this."

"We know quite well what we're doing, Your Highness," a dull, monotone voice informed her. Bank Ledger, her traitorous Bureau of Infrastructure secretary, stepped up to the edge of the circle and regarded her placidly. "We are removing your power and granting it to our mistress, that she might more effectively lead this new, glorious Equestria."

"No, you're not," Celestia told him earnestly. "Don't you understand? Don't you... "

No. Of course they didn't. There were so many things that she and Luna had kept secret to protect their ponies. So many monsters whose names, whose stories had been lost to history by their decision to erase them. Of course Ledger wouldn't realize what it meant that the ritual was here, that the most dangerous secret the sisters had kept lay buried beneath his hooves. Nopony could know... except, perhaps, for the spirit that had shared Luna's mind.

"Ledger. Bank. Please. I remember you when you were a colt. You attended my school for gifted unicorns. You were always an exceptional student, perhaps one of the most gifted arcane theorists I've ever seen. Think. Why would your mistress want this ritual performed here, of all places? Why not somewhere secret, less likely to be discovered and interrupted?"

"It is not for me to question my mistress," Ledger told her calmly. "She wished to hold the ritual here, and so here it shall be held. I do admit I have some concerns about security, but... "

"Bank. Please. I don't know why you hate me, I don't know what I could have possibly done to you, but it doesn't matter. For the sake of everypony, for the entire world, please. Don't do this. She's not going to take my power for herself. She's... "

"Ah, Celestia," a familiar voice called. "Trying to sow dissent among my followers, are we?"

"Nightmare Moon." Celestia craned her neck to see the purple unicorn, once her beloved student, now merely the host for this... thing. "Why? Why are you doing this?"

"Because it is my purpose," she answered simply. "It is what I was created to do. Your sister struck this bargain in her most desperate hour, and the bill has been three thousand years in paying. You knew it would have to come due some day."

More cloaked figures appeared behind her. There was the lemur, Tiktakthanga, leaning heavily on a tiny cane and glaring at her with intense hate. The griffon, Bloodwing, stood behind him. The camel sandshaper, Addawser, and the unreadable, silent minotaur, Xorat. They were joined by a new figure. She did not look at the chained princess, her head bowed beneath the hood of her cloak, but the stripes on her one intact foreleg marked her as a zebra.

Finally, his scars hidden beneath a black robe and iron mask, came Blueblood.

"It is time to end this," Nightmare Moon said quietly. The others went to their places, spreading out equally along the perimeter of the great circle. Blueblood took his place directly behind Celestia, opposite the possessed Twilight Sparkle. A low chant began with the minotaur, his voice low enough to rattle Celestia's bones. The camel joined in, then the griffon, and gradually the others. Even Blueblood murmured along, his voice indistinct and slurred.

"Blue... please," Celestia said softly, craning her neck as far as she could to look her adopted son in the eyes. "Please. I know you're in there. I know you haven't given in fully."

She closed her eyes and sighed. "I know I've made mistakes. Stars, I have. I should have told you about the curse. I should have trusted you would be strong enough. I should have trusted that I could be a mother to you. I am so, so sorry.

"But I know you're not doing this out of hate. This isn't your choice. She's manipulated you, brainwashed you. I understand. All I can do is... is hope that you can hear me. That you can understand my words."

She felt hot tears welling at the corners of her eyes, and did not try to stop them. "You need to understand, because you need to know what is happening here. That thing inside of Twilight Sparkle... it isn't her. It isn't Luna. It's... something else. Something created when Luna called upon the only power that could save her... that could save me. It's part of its master. And this ritual... it intends to free its master, to break the bonds Luna and I placed upon it. And if that happens... "

"Yes, waste your last breaths," Nightmare hissed, her voice quiet yet distinct over the low chanting around them. "He can't hear you, Celestia. His mind is broken. He is little more than a puppet now, a font of power that I can direct as I wish. Perhaps if he'd cooperated earlier, there would still be somepony left in there to save... but his own courage destroyed him."

"Blueblood, please," Celestia urged, ignoring the spirit's taunts. "I told you of her master once. Even now, thousands of years after we sealed it away, I hesitate to speak its name. We called it the Devourer. And if it is released, it will consume everything: every pony, every griffon, every minotaur, everything. And when no life remains in this world, it will consume the world itself, until not even the smallest speck of rock remains. It is not mindless, but it is consumed by its unending hunger. It will destroy everything if it isn't stopped."

Blueblood never so much as blinked. Nightmare Moon laughed, slowly and malevolently. "You see? A waste of breath. Prepare yourself for oblivion, Celestia."

Blueblood didn't move. But the zebra beside him did.

"You lied to us!" she called, throwing back her hood and pointing an accusing hoof at the possessed unicorn. "What she says has no hint of of a falsehood! You intend to betray us!"

Nightmare raised an eyebrow in mild surprise. The others stopped their chanting and looked tensely between the two.

"My dear Zujada, I assure you... "

"No," the zebra said firmly, shaking her head. "No more lies. My granddaughter was right. You are evil, and I am blind to have not seen it until now. Look what you have done to this innocent stallion!" She tore away the robes from Blueblood's back, revealing his countless scars. He remained motionless. "You are a kishi. How can any look upon what was done to this boy and not see evil's work?"

"Zujada," Nightmare continued calmly, as if she hadn't been interrupted, "Celestia is desperate. She is simply trying to turn somepony, anypony, against me to save her own skin. Think of all I have done for you, Zujada. Think of all I have promised your people."

"Then deny her claims. Tell us what she says is untrue."

Bank Ledger moved to Zujada's side and put a restraining hoof on her shoulder. "My dear, we can perform the ritual without you. Perhaps you could use some rest."

"Do not touch me," the zebra spat. She turned her gaze back to Nightmare Moon. "Speak, kishi."

Nightmare smiled. "Zujada, we all know that your particular powers grant you the ability to sense truth... but that has never precluded you from lying. Why, I could observe that the sky is blue, and you could announce it to be a lie--and some would believe you."

"Say it," she said again.

The unicorn mare just smiled.

"Then so be it," Zujada said softly.

With unexpected speed, she reached her mouth into her robes and produced a small, black ball. She slammed it against the ground, and suddenly black smoke began to fill the room. Nightmare screamed an indistinct command, and suddenly her followers leapt into action, trying to pin down the zebra shaman. But she was already gone, appearing next to Celestia and pouring liquid from some unmarked vial onto her chains. The metal began to sizzle and melt away, and a healthy tug tore her forehoof free.

"Thank you," she whispered quietly.

"Do not waste time thanking me," Zujada answered. "Just grab your boy and get yourselves free. I will hold them as long as I may. Please... forgive my part in this wretched play."

And then, the smoke was gone. Xorrat stood before them, his expression agitated, stone armor again encasing his chest and legs and a miniature tornado dancing in his open palm.

"Run," Zujada said, pouring acid on the last chain.

Celestia ripped herself free and leapt to her feet. She still couldn't reach her magic--the manacles themselves must have been enchanted--but she still had her wings and a great deal more strength than the average pony. She hefted the still-motionless Blueblood onto her shoulders and charged towards the great double doors, claws and hooves clattering against the stone in pursuit.

And then Nightmare appeared in front of her, and walls of magic encased her on all sides. "I think not."

Something heavy slammed into flesh behind her, and Celestia turned in time to see Zujada smash into a pillar and crumple to the ground.

"You are doomed, Celestia," Nightmare told her, her grin tight and wicked. "There is no escape. Not for you, not for Prince Blueblood, not for poor, little Twilight Sparkle. Everypony you know, everypony you love will die. Equestria will fall."

Blueblood's eyes opened.

"No," he said.

The shield around Celestia shattered as raw power smashed into it and broke it apart. Beams of teal energy lashed out, striking the conspirators in the chest and launching them away. Nightmare herself raised a shield before her and grunted in effort as blasts of power slammed into it, hammering away like a flurry of blows from a giant boxer. Finally, her shield cracked apart and splintered, and she herself was hurled through the doors at the far end and into Celestia's great throne room.

He turned to the princess, his eyes burning with power beneath the iron mask. "Celestia. Mother. Run."

The reached a hoof towards his face. "Blueblood... "

"Please," he said. "Go."

She stared at him for a moment longer, biting her lip in hesitance.

"I don't... I don't know how long this will last," he explained. "I've never... just go. Find help. I'll try to stop her."

"I love you," she told him softly. "I'm so sorry... "

"It's okay. I love you, too."

Celestia ran. Blueblood turned to face the others, finally staggering back to their hooves and claws after his barrage. Xorrat was the first one up, his stone armor cracked and crumbling around him. He hefted his greataxe and charged. Blueblood concentrated for a moment and then added his power to the minotaur's momentum, hurling him into the air and across the room. Ledger came in next, and he could feel the unicorn's mind trying to worm his way past his defenses to cripple him with his precision nerve holds; Blueblood simply clamped down on that mental tendril, holding it in place, and then poured his own will, enhanced by the pain and helplessness and ecstasy he had experienced, back into him. Ledger shrieked and fell to the floor, clutching his temples.

He wasted no time with the others. He smashed Bloodwing into the floor as she tried to take flight. He ripped Addawser's bag of sand right out of his fetlock, then threw him across the room. And then there was only Tiktak left, staring at him with an expression he had never hoped to see on the lemur's face: terror.

"Pony... how?" the little monkey managed, cringing back, leaning on his cane for support.

"Equestria is my home. I may be a worthless, abrasive, hate-inspiring buckup, but I will protect Equestria."

"O-okay... um... Tiktak surrender. No hard feelings, right, pony? Just doing job."

Blueblood advanced a step. The lemur backed up further and found himself pinned against a pillar.

"You surrender?" he asked. "You tortured me. Disfigured me. And you'd do the same to anyone, any time, and you'd enjoy it. Surrender, little monkey?" He laughed. "You said we'd be good friends, Tiktak. Let me show you the magic of friendship."

Tiktak screamed and vanished in a puff of smoke, Blueblood blinked in surprise and whipped around. Another puff of smoke appeared near the doors, and he saw the lemur sprint out of it as fast as he could hobble. Blueblood smirked and slammed the doors as he reached them; he hit with a satisfying crunch and fell on his back, twitching.

"Inspiring fear... pain... terror... " Nightmare called from the darkness of the throne room. "Perhaps you would make a fine consort after all, my love."

"Nightmare," he said, turning towards her. "You're finished. With all the power you fed me, I can beat you. Even if I can't, Celestia's escaped. Your plan's ruined. Give up now, get out of Twilight's body, and maybe I won't find a way to destroy you."

"Yes, well done. You saved Celestia. Well, my traitorous zebra saved her, but you can take credit if you wish. Fortunately, my love, we can still both have what we want."

"What do you mean?"

Nightmare emerged from the shadows of the throne room. She was limping slightly, her left foreleg apparently injured, but her confident smirk never changed. "Did you really think I wouldn't have a contingency plan? Sacrificing Celestia would have been convenient; her death would have weakened the seals chaining my master and provided him with a hearty meal after his millenia of imprisonment. But without her, I can still make do. He will simply have to devour Equestria instead."

"And then the world."

"Of course," she agreed. "The master is a primal entity. He exists to consume. Once this world is gone, he will drift on to the next one, devouring the entire universe one planet at a time."

"Then you'll die along with everpony else."

She shrugged. "I told you, my love. I was never really alive. My purpose has always been this day, this moment, when I would free my master from his imprisonment. Whatever... entertainments this world may provide me, I've never forgotten my master."

Blueblood shook his head. "Come on, that's insane. Surely the world means more to you than a simple snack for some monster."

"Perhaps it does, but that hardly matters. I am part of him. This is my destiny."

"Then I'll stop you."

Blueblood's eyes flared again. His horn began to glow with the same, burning aura of teal energy as before. The hair on his coat, where it was still intact, rose to stand on end. He faced Nightmare fully, hooves set apart in an aggressive stance.

She winked at him.

And suddenly, all the power was gone. He swooned and almost fell over with its sudden absence. He could still feel it, but it was locked away inside him, and he strongly suspected only she had the key.

"My love, really now," she said mockingly. "If Ledger could disable you with ease, why in Equestria wouldn't I be able to do the same? My followers created you to serve me. All the power in the world won't let you harm me.

"Now then," she said, turning to cast an appraising look around the room. "Ah, excellent. You're all still alive. That will make this easier."

"W-we live to serve, mistress," Bank Ledger mumbled quietly from where he lay.

"Yes, well." She walked over to him, placed a hoof against his neck, and snapped it. "You'll die to serve, as well."

Bloodwing gave a strangled cry of surprise and tried to get up, but Nightmare's magic ensnared her and pulled her into the air before her. She managed to spit one, final curse at the unicorn mare before she, too, was dead. The others followed suit, one at a time, struggling to escape but helpless to do so. Tiktak was last, his orange eyes wide and terrified. He stared at Blueblood, silently begging him for help. For one, brief moment, the prince pitied him. And then he was dead, too.

Nightmare's horn was still glowing, and strange, reddish shapes drifted around it. Blueblood looked closely, then recoiled in surprise as he recognized the slain conspirators, their faces twisted in shrieks of agony and fear. "What are you doing?!" he demanded.

"I need power to break the Sisters' seals," Nightmare explained calmly as she stopped before the ritual circle and the great mural it surrounded. "Theirs... and yours."

Blueblood let out a small, panicked scream as he felt himself pulled into the air. His hooves scrabbled uselessly at the stone floor for a hold. Helpless, he could only stare at the swirling souls around Nightmare's horn as he neared, knowing he'd soon be joining them.

"Celestia will stop you," he told her, hating the whimper in his own voice. "She will. She has to."

"She won't."

Agony wracked Blueblood's body as he felt something being torn out of him. The pain was unimaginable; it made the worst excesses of Tiktak and Ledger's ministrations seem mild in comparison. Every nerve in his body, and something beyond his body, shrieked as his power was ripped away from him, from his very soul. He didn't know how long it went on. Hours, perhaps. Or only seconds. But then he was lying on the ground, gasping, trying hard to see through the tears filling his eyes.

"W-why... ?" he managed.

"Why did I let you live?" she asked mildly. "Because, my love, without the power I gave you, you are weak. Helpless. Useless. I want you to suffer, my love. I want you to see what my master does to your beloved Equestria. And I want you to know you are powerless to stop it."

"No... "

"Yes." She turned back to the circle. The runes were glowing now, the same sickening green as the flames in the braziers. She reared, raising her forehooves to the sky as she focused on the final stage of her spell. "Don't worry, my love. You won't suffer alone."

Her eyes flashed. Not the cool purple of Twilight's magic, not this time, but a deeper, darker violet, almost pure black. Her body went rigid. She rose into the air.

"I go now to join you, my master. You will be free. You will devour Equestria, you will strip it of all life. You will feast, and the screams of the dying shall be like the finest wine. None will be able to stand before you."

She turned her head, meeting Blueblood's helpless gaze, and smiled. "Nothing can stop the Smooze."

The Prince Gets Heroic

The Smooze was free.

It began in the crystalline chambers beneath the palace. One, great, multifaceted jewel began to crack apart. Tendrils of purple ooze, steaming as it dissolved away that which it touched, seeped out it. It dripped to the floor, slowly at first, then more quickly, until the crystal was lost beneath the flood of slime it had contained.

An eyeball emerged. It regarded its surroundings curiously. And then it receded back into the ichorous mass as more and more of its form poured out into the cavern, filling it, filling the chambers beyond...

The first pony to see the Smooze since time forgotten was a young unicorn filly. She'd been having a sleepover at a friend's house, but an argument had broken out, hurtful things had been said, and she'd stepped outside for a bit of air--a tactic she'd learned from her mother. As she passed an alley, she happened to glance down it and, in the moonlight, noticed something strange bubbling up out of a sewer grate.

She was not an adventurous unicorn, nor an especially inquisitive one, but something about it... it seemed to be calling to her. Perhaps even singing. She moved forward until she could see it more clearly. Whatever it was, it seemed to be purple, and...

A tiny little creature formed. It was just a mound, really, with two bulbous eyes and a mouth that almost split it in two. It regarded the filly curiously.

"Um... hello?" she asked. "I'm Lullaby. W-were you singing? I like to sing, too."

The little creature tilted its head, or rather, its eyes and mouth shifted on its body. Lullaby giggled at the sight. Whatever this thing was, it was pretty cute. She reached a hoof towards it. "What's your name, little guy?"

She never saw the tendril of purple ichor slithering up behind her. She never had the chance to scream.

Alarm bells went up minutes later. Royal Guards poured into the streets, warning citizens to flee, that Princess Celestia herself had ordered them to evacuate the city immediately. But it would be too late. The Smooze emerged from every grate, every opening, every crack and crevice. And still he grew, bigger and bigger, until he was simply too huge to be contained within the mountain.

Stone splintered. Towers toppled. Canterlot Mountain began to crumble. The city began to break apart, the spells reinforcing it and holding it aloft failing when its ponies needed them most.

Slowly, inevitably, the mountain collapsed. Stone, mud and rock began to cascade down its steep slopes. It was followed by buildings and streets and screaming, doomed ponies. And after them, like a crashing tidal wave, came the Smooze.

Celestia watched as her great city, and all the thousands of ponies within, fell to the earth and were consumed. She looked to the chest she carried, the one she had delayed her warning to retrieve, and she hoped it would prove worth the cost.

Median Park was one of Manehattan's great landmarks. Located at almost the center of the city, it divided its upper-crust business district from a middle-class residential one. It was a beautiful, scenic place, an oasis of nature in the midst of the bustling metropolis, and it had seen several transformations over the years. Decades ago, it was simply a patch of forest that nopony wanted to cut down. Later, hoof-made lakes were dug, and paths and bridges began to wind through them. For an unfortunate while, Median Park became the place one went to be robbed by unkempt, unscrupulous criminals. In modern days, with improvements in security, it had become a popular destination for tourists and young lover.

It had changed a lot over the years. Though it had never, to Shining's knowledge, been used as a changeling prison and spawning ground.

He, Cadance, Zecora and Rainbow Dash crouched behind a large boulder near the lake at the center of the park. The small island and gazebo at its center, connected by a pair of delicate white bridges, had been completely overtaken by changeling pods. They covered the small structure, obscuring it almost completely, sprawled out in lumps and piles towards the shoreline, and now the greenish ooze covering them was forming a solid crust over the surface of the water itself. A few changeling drones buzzed here and there, tending to the translucent pods and their equine occupants, but the group's primary concern was the pair of camel soldiers, armed with muskets, who were standing guard at the nearer bridge.

Shining ducked back behind the boulder as one of the guards' heads swiveled idly towards him. He was chewing his cud with a bored expression while his partner stared out into the perfectly manicured woods.

"Do you ever wonder why we are here?" the cud-chewer asked, turning back to his comrade.

"It is one of life's great mysteries, is it not? Why are we here? I mean, are we the product of some cosmic coincidence, or are there really gods, watching everything, with a concrete plan for our lives?" He shrugged. "I do not know, my friend, but it sometimes makes it difficult to sleep."

His companion stared at him for a long moment. "... What? I meant, why are we here, guarding this bridge?"

"Oh... uh." The soldier coughed. "Hm."

"What was this about the gods?"


"Do you want to talk about it?"

Behind the boulder, Shining turned to his companions. "They're distracted. Dash, if you can get behind them and draw their attention, I can... "

Cadance raised a hoof to quiet him. "I can handle this."

She raised her head so that her eyes and horn were just peaking over its top, and focused. Shining recognized the dancing, illusive hearts of her signature spell, and arched a skeptical eyebrow. She caught his look, grinned, and winked.

The hearts danced through the air and struck the camels in the chest. They froze.

"I love you," the second soldier said suddenly, leaning towards his companion. "I know that there are regulations, that our people frown upon such things, but I cannot hide my feelings any longer. I love you. I have always loved you."

The first camel stared at the second for awhile, his expression stunned. "I... I love you, too. I never realized until... until you said those words."

"Our people, they will not understand," the second said sadly.

"Then we must away. We must find someplace that will accept us."

"But so suddenly? What of our careers? What of our duty?"

"Damn our duty!" the first cried dramatically. "Love is the only duty which truly matters!"

"Yes, yes, you speak truly! Come, let us throw down our weapons and escape into the night, together... 'til the end!"

They threw their muskets to the ground and embraced for an intense, heartfelt moment before turning and galloping off in their awkward gait towards the city. Shining watched them go, his expression bemused. Zecora was grinning ear to ear, and Rainbow Dash was trying desperately to hold in her giggles. Cadance was smiling serenely.

"Nicely done," Shining told her.

She shook her head lightly, breaking whatever trance she was in. "Yes... it's been far too long since I've used that spell."

"I didn't know you could make ponies fall in love."

"I can't," she said, her smile wistful.

"Oh." Shining turned to look after the two departing camels, thought about it for a moment, and grinned. "Good for them."

Rainbow Dash snickered. "Okay, if we're done playing matchmaker, how about we rescue Pinkie and AJ?"

Together, they trotted across the bridge as quietly as they could manage--hooves on wood did not make for stealth--and towards the mound of pods. The few changeling attendants were on the other side of the mound, buzzing and clicking amongst themselves. The ponies took shelter behind a large mound of pods, doing their best not to disturb the occupants, and turned to eachother again.

"Okay, suggestions on finding them?" Shining asked.

Zecora nodded at Cadance. "You are familiar with their minds; if you could contact them, it would save much time."

"I'll try," she agreed.

She closed her eyes and concentrated, her horn glowing with just the faintest pink light. "Celestia," she gasped a moment later. "There are so many... hundreds. And they're so scared... "

Shining put a hoof on her shoulder. "We'll help them as soon as we can, but we have to get our friends and get to Canterlot."

"I know." She sighed and lapsed into silence again. Several seconds passed before she opened her eyes again and nodded towards the gazebo. "I found Pinkie. She's there, and Applejack is nearby."

"Great work. Let's go."

A quick dash of a few dozen yards brought them to the once-scenic structure. Cadance looked around, her ears twitching as if listening to instructions, until she finally settled on a particular pod and motioned towards it. Rainbow Dash was there in an instance, tearing it open until a bright pink pony tumbled into her arms.

"Dashie!" Pinkie pulled her friend into as tight a hug as she could manage, given her weakness and dizziness. "You're okay!"

"Yeah, c'mon, of course I am," the pegasus blustered. "Hush up, though, there are guards. Where's AJ?"

Pinkie pointed towards another pod further down the subsumed gazebo, and Zecora tore it open to reveal Applejack, slime-drenched hat in tow. She staggered out and managed to keep her hooves as she offered the group a grateful smile. "I ain't never been so glad to see anypony as I am to see y'all."

"We're glad you're okay," Cadance said, putting a hoof on her shoulder.

Shining nodded. "We need to get going, though. Chrysalis has some way to get back to Canterlot, and we need to get there before-"

"Whoah, whoah, hold yer horses," Applejack told him, raising a hoof. "First off, Chrysalis? Thought she was dead."

"Well, I guess she got better," Rainbow Dash said crossly.

Shining waved vaguely towards the mansion they'd escaped. "It's... some sort of genetic racial memory thing. It's not really her, but it's her personality and memories... look, never mind. She's back, and something bad's gonna happen if we don't get back to Canterlot and stop it. So as soon as you're ready... "

Applejack stomped a hoof. "Well, I ain't ready. We ain't leavin' all these ponies trapped to be turned inta bug food or whatever."

"I understand you wishing them to save them all," Zecora said coolly, "but if we do not hurry, Equestria may fall!"

"Seriously, AJ," Dash added. "You don't know what's going on. There are, like, three huge armies invading at once, and we still don't know what's up with Twilight and Blueblood. I don't like leavin' ponies behind, either, but we need to go."

Applejack let out an aggravated breath. "So yer plan is to, what? Go sneak through the biggest city in Equestria, knockin' on everypony's door, askin' 'em if they know where Chrysalis is or how she gets ta Canterlot?"

Shining frowned. "No. We figure she's back at the big mansion we escaped from."

"Ya think? Or ya know?"

He growled in annoyance. "Okay, fine. So what's your plan?"

She grinned. "We free all the prisoners an' cause a big ruckus. When Chrysalis shows up, Princess Cadance here stomps another mudhole in her 'til she tells us how ta get to Canterlot, an' then we skedaddle."

"I kinda like her plan," Rainbow Dash said, moving to hover behind the farmer.

Zecora nodded. "Though it may lack a certain subtlety, it would also give these ponies a chance to get free."

"It'll be like the ending of a big story!" Pinkie cheered. She quieted when the others shot her a distressed look. "Um, you know; set all the prisoners free, foil the bad guys' plans, trot off into the sunset. Like that one cowpony movie?"

Already sensing defeat, Shining gave Cadance one, last, pleading look. She shook her head. "We don't know how long it would take to find Chrysalis, and fighting her might bring a lot of attention. Freeing the prisoners will create a distraction for all the soldiers, and maybe even lure her out. It's the best plan."

"Fine," he conceded. "It's a good plan. It's just riskier than I'd like."

Applejack nodded and grinned triumphantly. "Then let's get started, everypony. Time's a-wastin'."


Cheerilee winced and cringed away from the Princess of the Night's thunderous voice. The movement brought her face to face with another minotaur, his axe raised over his head as he closed in for the kill. Cheerilee raised her hammer defensively, but was spared the need to parry as a hoof-sized stone came spinning through the air and struck the beast above the eye, knocking it senseless and sending it head-over-hooves as its momentum carried it forward.

She offered a quick, appreciative grin to Rarity, then turned back to the princess. "Your Highness, with all due respect, we can handle a wave or two on our own. Please, get some rest. It's been almost two days!"

"I will not abandon mine subjects when they've need of me," Luna said hotly, her armor shimmering in the moonlight as she deflected a sword blow with her foreleg.

"You'll be abandoning us if you die!" Cheerilee retorted, swinging her hammer at the princess' opponent and laying him flat.

"I will not die from a little sleep deprivation. I am the Princess of the Night, and my physical limitations lie far beyond the limits of mortal ponies. Well struck, by the by."

"Thanks." The teacher swung the hammer around again, intercepting a hurled spear that was bearing down on her and flipping it harmlessly behind her. The unicorns could make good use of it. "But you're getting tired, Your Highness. I can see that. You don't need to throw yourself into every fight just to prove you care about us. Nopony thinks... "

"Thinks what?" Luna demanded, ignoring another spear as it bounced harmlessly off her chestplate. "That I do not love my subjects? That I am not as willing as my sister to protect them?"

"Yes, exactly. Nopony thinks that at all." She kicked the spear behind her, just as the first one launched forward and struck an advancing minotaur in the chest. "You don't have anything to prove, Your Highness."

"Perhaps not to you," she agreed, stopping a charging warrior in his tracks with a pair of blows to his sternum. "But I have much to prove to myself."

They passed the rest of the fight in silence. Several minutes and dozens of slain or wounded minotaurs later, the assault finally let up and the creatures retreated to their torch lit entrenchments along the Everfree's edge. The moment the last one left the town, the team of craftsponies, functional wounded, and volunteer fillies that made up the newly-minted Engineering Corps. scrambled out to the palisade walls, relighting torches and patching holes and replacing fallen posts with practiced efficiency. Cheerilee watched them idly, rolling her neck and shoulders so they wouldn't stiffen before the next attack, and considered Luna's words as the princess retreated to her grand tent.

"Hey, Cheeri," Ditzy called as she floated down beside her and pulled her friend into a one-hoofed hug. "Everything okay here?"

"Mostly," she answered with a sigh. "A couple managed to get past us, and Pokey took a bad hit. Broken leg, we think. You?"

"No casualties, but it was close. Thunderlane got grabbed by the mane during a strafing run. He got most of it ripped out. Now Cloud Kicker's complaining that everypony's copying her style, and pretty soon every pegasus in Ponyville's gonna be bald." She touched her mane and frowned. "I hope not."

"I think Rarity might have a conniption if they did," Cheerilee laughed.

Ditzy put a hoof to her chest and adopted a regal accent. "Darling, really, there are so many things one can do with a mane, it is simply a crime against fashion to do without!"

Cheerilee nodded and tried her own imitation. "There is only one solution to this epidemic of manelessness!" She took in a deep breath and widened her eyes. "Giant! Hats!"

Ditzy snorted and fell on her back, giggling. Cheerilee snickered and covered her mouth, fighting back her own laughter.

"Well, you have to admit, giant hats would be the only way to properly address the issue."

They froze and looked up to find Rarity staring at them with an amused grin. "Er, sorry," Cheerilee offered.

She waved it away. "No offense taken at all, though I would like to note that my accent isn't quite so Canterlotian. I'm just happy to see laughter, even at my expense, after all these days of fighting."

"It's been pretty bad," Cheerilee agreed.

Rarity nodded and sighed. "Dear, I never did apologize for what happened to Big Macintosh."


"His uniform. It was an early design. My later ones, like yours, have additional layers of padding over vital areas. I had intended to make Macintosh a new one as soon as I could, but... "

Cheerilee nodded and put a hoof on the unicorn's shoulder. "It wasn't your fault. Hay, Hacksaw did have one of your improved designs, and Torrax still cut right through it. I'm just glad that Macintosh survived."

"Thank you." Rarity told her with a grateful smile. "It's just... been troubling me. If something happened... well, I didn't want that to go unsaid."

Cheerilee nodded. Rarity flashed her and Ditzy another tired smile before turning and trotting away.

"She's worried about her friends," Ditzy observed as she walked away. Cheerilee looked questioningly at her, and she shrugged. "They had her early armor designs, too, remember? She's worried that they weren't good enough. That that's why they're not back yet."

The teacher sighed. "I'm sure they're fine. They're the Elements of Harmony. Well, half of them. They're the greatest heroes in Equestria. What's out there that could possibly stop them?"

"An army of minotaurs, griffons, and camels?"

"Okay, granted, I don't think Applejack could take out a whole army by herself, but... "

"Miss Cheerilee!"

She and Ditzy looked down to find the Cutie Mark Crusaders, orange hard hats on their heads, staring at them with urgency. "What is it, girls?" she asked.

Applebloom sucked in a deep breath. "Miss Mjolna said we needed more wood for the palisade an' said they should tear down yer classroom but it's yer classroom an' we thought you should have the final say-so but she wouldn't listen and went off and ya gotta stop her, Miss Cheerilee!"

Scootaloo and Sweetie Belle nodded emphatically.

"Girls... " Cheerilee began.

"Yer gonna let 'er?!"

"You can't!" Sweetie Belle squeaked.

Scootaloo stomped a hoof. "It's our classroom, too!"

Cheerilee shook her head and sighed. "Girls, if the wall falls, we won't need a classroom anymore. It's... "

Ditzy put a hoof on her shoulder. "Cheeri, there's a lot of... empty houses now. Couldn't they tear down one of them instead?"

"Ditzy, really, it's okay... "

"But Miss Cheerilee!" Sweetie protested. "You've still got all your teaching stuff in there!"

"And what about our science projects?!" Scootaloo demanded. "Those petri dishes are gonna look awesome!"

"An' what about all our water color paintin's?" Apple Bloom added. "She ain't gonna know to save 'em!"

"Girls, it doesn't matter!"

They recoiled from their teacher's sudden outburst. Even Ditzy leaned away in surprise. Cheerilee stared at them all for a few seconds, then sighed. "It doesn't matter. What matters is that we hold out as long as we can, okay? There will be time for petri dishes and watercoloring and fancy borders and glossy posters and everything else later. What's important right now is making sure we live long enough for that day to come."

The girls stared at her in shock. Sweetie Belle finally broke the silence, her voice trembling. "But... I thought school was important."

"It is," Cheerilee said seriously, bending down to look her students in the eye. "And one day soon, I promise you, it will be the most important thing in the world again. But right now... "

"Hey, Cheerilee!" She looked up to find Cloud Kicker, her head shaved clean of the burnt remains of her once-golden mane, grinning down at her. "Some busybody engineer was eyeballing your school for spare parts. I told her to buzz off."

She covered her eyes with her hoof and let out something halfway between a sigh and a laugh. "Thanks, Cloud Kicker."

"No problem! You and Mac can pay me back some day." She winked. "Better get some rest while ya can, though. Looks like they're massing for another attack from the north. I give it an hour, tops."

"Thanks." She turned to the girls and managed a rueful grin. "Okay, girls. Go find Mjolna and help her find a new building, all right?"

"Okay," Apple Bloom said with an awkward little salute. Scootaloo and Sweetie Belle did the same, and then the three were off to lend their services as Cutie Mark Crusader Abandoned Home Demolishers.

Ditzy gave Cheerilee another hug and lifted off to join Cloud Kicker; the two exchanged a few quiet words and flew off to the north. She watched all of them go, and as she did, she felt an odd little sensation shimmering in her heart. She'd been ready to give up. She'd been ready to abandon her school, once her source of pride and joy and warmth and confidence, the place she belonged in and did important work in, just to delay death a little longer. Maybe it wouldn't stand forever; maybe they'd eventually have to tear it down. But somehow, knowing that it was still there, that some day she might be able to return to it...

She hadn't realized how close she had come to giving up. Everything that happened, ever since the night Mac was injured, the night the siege began... In less than a week, she'd forgotten what hope was.

But her coltfriend was still alive. Princess Luna was still fighting at her side. And her classroom was still standing. Some day, all of this fighting would be over. Her life would go back to normal. She'd put her hammer back on a shelf. She'd spend her evenings grading papers and writing lesson plans. She'd be a teacher again.

She glanced towards her little schoolhouse, its cozy little silhouette standing out against the night sky, and she smiled. She'd have her life back some day. And nothing this world could throw at her would stand in her way.

That was when she felt the earth shake beneath her hooves.

Blueblood stood in the castle's grand foyer, looking down at the death of Canterlot.

The Smooze's escape had shattered the mountain. The southern facing had been sheared away cleanly as the creature burst from its prison, sending it and the city and all its occupants plummeting to the earth so far below. The stone floor had crumbled away beneath Blueblood's hooves, ending somehow exactly halfway across the mural at the chamber's center. Half of Celestia and half of Luna, half the sun and half the moon, remained.

He'd watched the city fall. He'd watched as the Smooze had erupted from every opening, even as thousands of screaming innocents fell to their deaths, snatching them mid-fall in one of a hundred mouths and consuming them whole. It had taken, perhaps, thirty seconds for the city to plummet from the peak to the earth, and in that time he could not count how many terrified ponies he'd seen snatched up and devoured.

He was glad for the cloud of dust that rose from the site of impact. It kept him from having to see any more.

Beside him lay Twilight Sparkle, or at least her body. She was breathing, of course, but her eyes were closed and she'd never so much as budged through his attempts to wake her. After a brief and fruitless search to find some way down, Blueblood had given up and simply taken a seat beside the comatose unicorn and stared down at the ruined city he had failed to save.

Several minutes passed before Twilight finally stirred. He stood immediately, pressing a hoof to her shoulder and shaking her gently. She groaned in protest and tried to roll away, but at his urging finally opened her eyes... and immediately screamed and recoiled.

"Wait, wait, it's me!" he protested as Twilight staggered to her hooves, her eyes narrowed as she tried to focus magic into her horn. The effort was beyond her, though, and she swooned and started to fall. He rushed to her and caught her, letting her slide gently to the floor.

"Who... ?" she asked, looking up at him.

"Blueblood," he answered. When her confused expression didn't change, he raised a hoof to his face and pushed the iron mask away, letting it drop with a clatter to the ground.

Her eyes went wide. "Blueblood? Your face... "

He ignored that. "Are you okay? Do you... remember?"

She blinked and shook her head. "It's... it's fuzzy. I remember... the changelings. I fought them. Something hit me. And then... there was this... place. Underground, I think. Green fire everywhere. And something pressing against my mind, trying to hold me down... " She paled. "The Nightmare?"

"She's gone," he said with a heavy sigh, sitting down beside her. "Her little fan club turned you into her new host body. We tried to stop her, but... she won."

She looked at him in concern, her eyes wide. "What happened? What did she do?"

"She released some ancient monster. Celestia called it 'the Devourer.' I guess its real name is 'the Smooze.'" He grunted a humorless laugh. "I'd have stuck with the first one, personally."

Twilight got to her hooves unsteadily, her expression determined. "Then we have to stop it."

He laughed again. " 'Nothing can stop the Smooze.' "

She frowned at him and walked over to the edge of the broken floor, looking down at the thick cloud of dust below. "Where are we?"

"Canterlot Castle."

Her eyes went wide. "Then that's... "

"Canterlot, yes."

"Oh, Celestia, my parents... "

Blueblood winced and bowed his head. "Yeah."

Twilight was breathing hard and much too quickly. She started to teeter again. Blueblood went to her quickly and pulled her back from the edge, and she crumpled to the floor like a puppet with its strings cut. "Oh, Celestia... no, no... "

He ran a hoof tentatively over her mane. He tried to say something comforting, however meaningless it may be, but the words stuck in his throat. Tears burned at his eyes. "I'm so sorry," he finally choked.

They sat there for awhile, crying in silence, all alone but for each other. An hour passed. The first rays of sunlight began to brighten the eastern sky. He saw Twilight staring at it as it rose, as if somehow drawing strength from it, until finally she pushed herself away and stood up. "We have to go. Do you know where Princess Celestia is?"

"No, just that she escaped. And if she's raising the sun, she must have gotten those damned magic-nullifying manacles off."

She nodded. "Then we go to Ponyville. Let me just... " She closed her eyes and concentrated. Her horn began to glow again, much brighter this time, but once again she swooned and almost fell. Blueblood moved to help her, but she found her hooves again without his help. "My magic... it's not all there," she explained, her voice more curious than alarmed. "I'm going to need a minute to charge up a teleportation spell."

Blueblood nodded and walked away. He picked his way around the room, moving around the piles of rubble left by Celestia's brawl with the conspirators and his own, shorter one. As he neared the northward wall, he heard a faint, soft groan. Surprised, he moved towards its source: a zebra, mostly concealed beneath black robes, resting at an unnatural angle against the wall. He went to her and knelt down, gently moving back her hood.

The zebra stared at him through a single, dull eye, her expression one of dim recognition. "The prince," she murmured.

"Yes," he said. "You are the zebra who helped Auntie Celestia."

"Zujada," she told him. "Forgive me... I mean no disrespect... "


"I am not rhyming. I am... too busy dying." She managed a weak little laugh.

"That was terrible."

"Yes," she agreed. "Prince... you must stop her. Stop the Nightmare. Stop her plans."

He shook his head. "It's too late. She's won. She's rejoined her master and broken him free."

"Not too late," she said urgently. Her voice seemed to be gaining strength now with every word. "Never too late. If he was sealed away once, he was beaten. He can be beaten again. Ponies always find a way."

"Well, Princess Celestia and Luna are free. Perhaps they can, but... "

She shook her head. "Do not trust all to your princesses, prince. Powerful as they are, it is you, the ponies, who always prevail in the end."

He glanced up at the sound of Twilight approaching, her horn glowing brightly. She nodded at him, then looked at the broken zebra and frowned sympathetically.

"Do you know of the great war between our kinds?" Zujada asked, drawing his attention again. "Ours was a great empire. We, too, were ruled by a mighty creature. He was cruel, at times, but under his rule we were safe and prosperous and powerful. And then we came into conflict with the ponies. We wished for their lands, and we wished for them to serve us. This was before Equestria," she added.

"The ponies resisted, and what's more, they insulted our great leader. And so we made war on them. There were many great battles. And all those who were slain, our master raised as the most loyal and untiring soldiers imaginable. We were winning, until one day your princesses, known then as Celestial Light and Lunar Sky, drew him out and engaged him in battle. He was more powerful, but he underestimated them, and they held him at bay while a small group of ponies, led by one known as Star Swirl the Bearded... "

"Used a specially-enchanted crystal to disrupt the spells animating his undead army," Twilight finished. Zujada nodded, and the unicorn continued. "With the bulk of his forces suddenly gone, the ponies counterattacked. Not only that, but rebels within the Zebran Empire rose up and started a civil war. The emperor, meanwhile, was hit by a magical backlash from the disruption of his spell that stunned him long enough for the Sisters to capture him and lock him in Tartarus."

"Just so," Zujada agreed.

Blueblood grunted. "So we just have to find some way to set the Smooze up so Celestia and Luna can take him down. Sure, that sounds simple enough."

The zebra shook her head. "You miss one point, prince. The Zebran emperor. Who do you think it was?"

He shrugged. "It sounds an awful lot like Tyranny."

"Indeed. And tell me, prince. The last time he broke free, how was he beaten?"

"Cadance came into her full power and defeated him."

"No," said Twilight, putting a hoof on his shoulder. "Well, not quite. You distracted him. You outsmarted him. If you hadn't... "

Zujada smiled. "I heard the story, prince. We all did. Why else were we so eager to bring you willingly into the fold? Not just for the power of your curse. For your mind."

Blueblood snorted. "Ladies, I'm a reasonably intelligent stallion, but I'm not some sort of genius tactician. I have no idea how to defeat a giant, planet-eating purple blob of death."

"We'll find a way," Twilight urged him. "Together, I know we can."

He shook his head. "Okay, here's one idea. How about, rather than placing all our hopes on the two of us coming up with some brilliant idea out of nowhere, we go find Celestia and Luna, maybe even find the rest of the Elements of Harmony, and blast that thing off the face of the earth?"

Twilight grinned. "See? That's a good start."

Zujada chuckled, but it turned into a cry of pain as it caused her spine to shift. The unicorns looked at her in concern and knelt beside her, but she brushed them away. "Do not worry for me. I am still dying, I think. My spine is shattered. There is little to be done."

Blueblood shook his head. "Pony medical technology is a bit more advanced than your peoples', I'd imagine. We can take you with to the hospital in Ponyville."

She laughed darkly. "Can you not take a hint? I am trying to repent. I did not realize the evil I served until it was too late. Let me die and meet my deserved fate."

"Yeah, no," Blueblood said, gently lifting her onto his shoulders. "You saved Aunt Celestia. You saved me. Maybe we can't stop the Smooze, and maybe we're all going to die, but you're not going to do it alone in the ruins of this castle. You've earned better than that."

"Foolish colt," Zujada muttered quietly, though she didn't try to resist. "Idealistic dolt."

"Yeah, yeah." He turned to Twilight and grinned. "Ready?"

She grinned back at him, though there was just a hint of a wince in it as she looked at his face. He frowned and raised a hoof to it, running it over the scabs and scars left from Tiktak's work. Celestia, he hadn't realized there were so many of them. So much for Nightmare's orders to keep his face intact.

"Sorry," he said quietly. "Let me find that mask... "

She placed a hoof against his jaw, forcing him to meet her gaze, and smiled. He smiled back tentatively. Then, she closed her eyes and touched her horn to his, and then they were gone.

The Smooze fed.

He took its time doing so; there was no need to rush anymore. Ideally, he took his victims alive, the better to feel them writhing and screaming as the acids churning within him dissolved their flesh and melted their bones into warm, filling nutrients. It had been so long since he fed. For awhile, he lost himself to the sensation, the satisfaction of finally filling the aching pit inside him that had gone untended for so long.

Now, though, that primal thrill had faded. Though he still hungered, he was in control of himself again. He could think. He could consider his next course of action. And he could remember.

The seed. His little Nightmare. She had learned so much while she was apart from him. All of that knowledge was his, now, and he ruminated on it even as his tendrils snaked their way through the ruins, seeking any still alive.

And then, suddenly, I hit a wall.

Yeah. It's been six months since I started writing this final chapter, and I've made zero progress on it. There are plenty of excuses to be made, but the long and short of it is this: I lost the magic. And so I set myself a deadline; if I couldn't finish the story by April 19th, 2013, I'd just post what I had and a synopsis of what was supposed to happen. That way, the folks who wanted a conclusion could have one, however much of a letdown its presentation might be, and maybe I could get out from under the boulder of "I really should be writing Prince" and work on something else.

So, without further ado: here's how it would have gone.

Back in Manehattan, Shining, Cadance, Pinkie, AJ, and Dashie free the ponies being held prisoner in Median Park. This doesn't go without notice; changelings and camel soldiers start sounding the alarm, and Shining, Cadance, and Applejack (along with some of the civilians) hold them off while Pinkie and Dash finish breaking people out. The melee keeps getting wilder, as more and more Manehattan ponies come out of hiding to fight back against the occupying forces. Chrysalis herself finally shows up, accompanied by a hooffull of giant, tank-like insectoids. (Cadance and Dash recognize them as grown-up versions of the weird bugs they saw back in the Everfree lair.) Boss battle ensues.

Meanwhile, in Ponyville, battle has un-ensued. Everyone's attention is focused on distant Canterlot, or rather, the huge cloud of smoke and dust rising from where it should be. Luna seems to know what's going on, and tries to contact her sister. The minotaurs, after a bit, decide that the mountain's fall is a sign of their impending victory, and launch an all-out attack. Cheerilee, Derpy, Rarity, Cloud Kicker, and even Blossomforth all get chances to show their mettle. Even Fluttershy finally get some screen time. But for all their heroism, Ponyville looks like it's going to fall; Luna's on her last legs, the minotaurs are pouring over the pallisade... but, just in time to save her sister's life, a battered and power-drained Celestia (along with the ornate chest she's carrying) arrive and helps hold the line.

Back at Manehattan, the Boss Battle is underway. Shining, AJ, Dash, and Pinkie handle the big tank-bugs, while Cadance goes hoof-to-hoof with Chrysalis. The battle goes back and forth for awhile, neither demigodess able to land a knockout blow on the other, until their battle is interrupted by a sudden and powerful earthquake. Their attention is drawn to the distant horizon, where Canterlot should be just barely visible. Instead, there's only a column of smoke. Chrysalis immediately puts things together; she, alone among the conspirators, knew about the Smooze, and knew where he was being kept. She realizes that the Nightmare must have betrayed them; unleashing the Smooze means she wants to destroy Equestria, not conquer it, and destroying Equestria means destroying the changelings as well. She tells Cadance all of this, but Cade isn't calming down; her blood's up, and her violent tendencies are out to play. Shining manages to trap himself in a bubble with her, infuriating her, but manages to calm her down before she fries him. Together, the heroes and the anti-villain head towards Chrysalis' teleportation station, headed for Ponyville.

Back at Ponyville, the battle's still raging as Twilight, Blueblood, and Zujada appear in front of the Golden Oaks Library. They find Luna and Celestia (and Rarity and 'Shy and Cheeri, of course) and have an all-too-brief reunion. A moment later, Chrysalis and Team Shining arrive as well. Chrysalis sends her tank-like minions out to drive off the minotaurs while she explains to the understandably distrustful Sisters that they have a common enemy. Meanwhile, Twilight, retaining a bit of memory from her time as the Nightmare's host, is able to remove Celestia's power-nullifying manacles. With four super-powered pony royals, the strongest mage in Equestria, the Captain of the Royal Guard, and a guy who can set sticks on fire and wave them around in a vaguely threatening manner, the good guys turn the tide of the battle and start driving the minotaurs back...

... Until the Smooze arrives, naturally. Flooding across the plains like a purple, ichorous ocean, the Smooze's approach is marked my a thousand terrified, gibbering voices: his victims, now joined into his gooey essence. The minotaurs, seeing his arrival as yet another sign of impending victory, rally to him. The Smooze starts eating them. They finally realize they're just disposable mooks in this story and start running for their lives.

Celestia explains to everypony (albeit briefly) what this thing is, what it wants, and what it can do. (Dissolve and consume anything it touches.) Fortunately, she managed to smuggle out the Elements of Harmony as she fled Canterlot. Between the Princesses, Chrysalis, and the Elements, she thinks they can beat it. Blueblood asks how in Equestria she and Luna beat it before; she replies, "With great sacrifice."

Our powerful heroines take the field against the oncoming flood. In a show of magical force never before seen in Equestria's history, they hit the Smooze with everything they've got. They utterly obliterate huge swaths of the creature, burning it to ash and dust as they sweep their power over the landscape. Finally, exhausted, their power spent, they release the spell and sink back to the ground.

And the Smooze begins to bubble up out of cracks in the earth and reform.

They try again, but it's less effective a second time. Everypony is getting concerned and desperate now. Cheerilee, Mac, Blueblood, and the Crusaders watch in helpless frustration as the Smooze keeps coming back, stronger each time. And finally, Blue has an idea.

He runs out to the field and grabs Twilight. He tells her to cast the Ancestral Memory spell. She asks why, but then pauses; she understands. Together, they draw a magic circle around them as the Smooze comes rushing in. The others try to stop them, asking them what they're doing; they insist there isn't time to explain. Twi asks Shining to cast a shielding spell around them once they're done, leaving only a small opening for the Smooze to pour through.

Preparations complete, they stand shoulder-to-shoulder and wait.

The Smooze rushes over their shield. Twilight begins to cast the spell. A small tendril of acidic gunk drips through the hole in the barrier, and, wincing, Blueblood touches his hoof to it.

They're in Blueblood's dreamscape again. Images of his life rush by around him, but there's a more pressing concern: the Smooze is there with them, and it does not want to be. The unicorns struggle to pin him down, pulling him through various memories and emotions, trying to keep him from breaking free of the spell. The Smooze's perceived form constantly shifts and changes, going from equine to humanoid to multi-tentacled eldritch horror and everything in between. It seems like a hopeless, desperate struggle; they just need to hold him down long enough for the Princesses to destroy every trace of his physical essence, but they don't know how much time is passing outside the spell, and they don't know how much longer they can last.

Finally, Blueblood has another idea, though he doesn't share it with Twi. Instead, he figures out how to control the spell to some degree, and forces her out of it. As he does, he charges directly at the Smooze, allowing himself to be enveloped and consumed even as he pushes the creature back towards a specific, strong memory: the night of his parents' death, where he and Twi had almost been permanently trapped before. The Smooze may destroy him, but it will be contained in the half-formed memories of an infant, unable to escape for years of real-time.

Back in the real world, Twi comes to. Beside her, Blueblood is unresponsive and glassy-eyed. The Smooze, as well, seems to have come to a complete stop. The Princesses have already cleared away some of it, enough to let Shining drop his shield spell. Celestia asks what happened, but... she already knows.

A year or so later, Twilight--now alicorned--is writing a letter to her mentor, and conveniently recapping the events of the time skip for the audience. The Smooze, its consciousness sealed away in Blueblood's head, has been utterly destroyed. Every last molecule of it has been found and eliminated. Canterlot is being rebuilt, but... well. It obviously won't be the same as it was before. Peace has returned to Equestria; once word got out of what the conspirators actually intended (or, at least, what their leader did), their followers were shunned, ostracized, and some even imprisoned. The griffons made a show of brutally decimating (literally) Bloodwing's tribe and issued a formal apology. The camels quietly tried to pretend the whole thing never happened.

Zujada is well, her damaged spine having been mostly repaired by magic, and living with Zecora. Cheerilee and Big Mac are married. (So are Cloud Kicker and Blossom.) Shining and Cadance are still a little rocky, but they're receiving the pony equivalent of couples' counselling. And Blueblood has been lying in the hospital, comatose, since the battle. Twi's been visiting him whenever she can.

A statue's been built in Blueblood's honor, on the site of his sacrifice. He's widely regarded as a hero, now, the pony who gave his life to protect Equestria. But... he's not actually dead. And Twi believes, some day, he's going to wake up.

Well. Him... or the Smooze.

And, that's it. I told you it would be a (sort of) happy-ish ending, didn't I? I mean, aside from the widespread death and destruction. And Shining and Cadance not really resolving their issues. And Blueblood's body possibly becoming a host for the Smooze.

Anyway, Seriously: thank you, all of you, for reading this. I can't thank you enough for the kind words and support you've given me since I started writing these stories about poor ol' Blueblood, and I can't express how disappointed I am with myself that after all this time, I couldn't deliver the ending you deserved. Maybe, some day in the future, I'll come back and give this the proper ending I had wanted it to have. I hope this poor, Cliff's Notes version of it will suffice until then.

Thank you for reading.

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