A brutal punch smashed into the wall next to Sunset's face. If it had struck, her head would have burst like a pumpkin smashed with a sledgehammer. As it was, she barely dodged the blow. The wall behind her wasn't so luck, and it buckled causing cement bricks to rain down and send up a cloud of dust. The candy coated monster in front of her wasn't messing around. She defiantly not pulling her punches.

Sunset rolled away just in time to avoid being pounded into the floor by two massive fists descending descending from above. This time the entire facility shook like it was being hit by an earthquake. It was hard to believe that, In truth, it had only been hit by Fluttershy.

Fluttershy!

There was no way that Sunset was going to be able to keep dodging. Eventually she was going to have to go on the attack.

She just didn't want to.

Sunset needed answers.

"So, Fluttershy, long time no see, right? I think the last time I saw you there was a lot of cotton candy and melting involved. How did you survive that?"

"Not!" Roared the monster, each word punctuated by a thrown punch or kick,"Your! Fluttershy! Raahhhh!"

As she roared, black tendrils swept out from her body and smashed into Sunset's mid section. The lashing appendages must have been covered in sharpened spines, because the blow stung like being stabbed by a thousand wasp stingers. Sunset back flipped away, putting some distance between herself and the enraged Not-Her-Fluttershy.

"Okay, okay, I thought that might be the case," Sunset replied, scooping up a fistful of pulverized masonry and cement dust. As the hulking monster chased after her, Sunset tossed the dross it into the larger monsters face.

Fluttershy shrieked, blinded, which gave Sunset the opportunity to take her legs out from under her. She landed hard, but Sunset kept her distance. Just because she was down that didn't mean she was out.

"So, what then? You're some Fluttershy from another time? Another dimension?" When the monster didn't answer, Sunset figured she must have hit the mark. "I'd guess you'er from the dimension where the Candy Mare originally came from. Only problem with that theory is I torched that Equestria and ever candy ghoul in it."

That got a harsh chuckle from the fallen creature that didn't sound at all like Fluttershy. "You don't have a clue do you? Just because I look like this you think I'm anything like you?" Sunset been right to keep her distance. In a maelstrom of teeth, claws, and tendrils, Fluttershy went from prone to standing in the blink of an eye. "You're kind are nothing more than prey for me!"

"My kind?" questioned Sunset, "Do you mean Equestrians or teenagers?"

"Puppets! Her puppets!" roared the candied beast as she pointed an angry claw at Sunset Shimmer. "You talk like you think you have some kind of control over her, but the Candy Mare is the one pulling the strings!"

Surprisingly, that sent a chill up Sunset's spine. She'd suspected the same for some time now. In fact, Sunset had been wondering if somehow the set back she had dealt the Candy Mare in her version of Equestria hadn't been somehow calculated. If it was, surely the Candy Mare must have made a mistake to end up in the sorry state she was in now, a phantom of a phantom, stuck with Sunset in this prison.

But she wasn't going to be stuck for much longer, was she?

Still, something didn't add up...

"So what? It's better for me to just be your prey?" sneered Sunset through gnashing teeth. "Better for me to let you kick me around and jab me with needles whenever you want?"

Sunset threw a kick at Fluttershy's head with a leg that had morphed into an ax blade. The larger monster caught her by the self-same leg and grinned wide before smashing Sunset into the ceiling, She did this repeatedly until she seemed to grow bored and hurled Sunset at high speed at the nearest wall where she crumpled into a heap after a bone cracking impact.

The power gap was just too wide. It was clear now that Sunset's strength was flagging, but Fluttershy's was only growing the longer they fought. The black candy fiend just popped her neck as if she was just getting started

"The beatings and the needles are for your own good," Fluttershy said matter-of-factly. "It's all meant to cut the Candy Mare's strings and keep you sane. It hurts, doesn't it? You don't have to tell me, because I know. I went through it all back in Equestria. The hunger gnaws and gnaws at you, until you can't tell what is real and what isn't," Fluttershy was eerily calm. Calmer than she had even been when she was pretending to be Dr. Lemon Drop. "You don't remember trying to eat the first orderly that attended you, but I do. Taking the form of Lemon Drop was the only thing I could think of to shock the Candy Mare without blowing my cover. It worked for awhile, directing the bulk of her rage and attention on me. But now you're loose. you're a threat to every living creature on this planet. You need to be put back in your cage, willingly or not."

Saying this, a long, sharp needle like tendril extended from Fluttershy's wrist. Sunset didn't want to think about what that was for. "Right, right, so I should just be a good little girl and take my medicine, huh? I don't think so!"

Sunset mustered her strength, but instead of attacking she slipped under Fluttershy's legs and into Starlight's cell. Picking up the unconscious teen in one arm and forming a drill with the other, Sunset leaped up to the ceiling and started tunneling to freedom.

Fluttershy cried out in frustration as rocks and soil sprayed out of the hole in the ceiling. "You can run, Sunset! But you can't hide! I will hunt you down no matter where you go!" Her arms turning into mantis-like claws, the beast tunneled after her prey.

Cadance was amazed by the flurry of activity.

Men and women in lab coats much like Twilight's ran to and fro; running calculations, checking monitors, and barking orders into microphones. They were in some kind of monitor room, banks of screens occupying every surface of the walls. Some of the screens were blank, while others showed soldiers running and exchanging fire, both with one another and with... well, some of them looked human but others clearly didn't.

At a glance, all of the people and creatures the soldiers were engaged with seemed dangerous in one way or another. That was pretty obvious given the damage they were doing to the heavily armed men. But at the silent flash of assault rifles barking came to occupy more and more of the screens, Cadance couldn't help feeling bad for whoever was on the other end of all that fire power. Dangerous or not, Cadance couldn't just sit there and feel alright with living creatures being shredded into hamburger meat.

In the middle of the room, the nerve center of the facility, sat Twilight Sparkle.

She was giving orders and commands which were followed promptly. If they weren't followed promptly, whoever had failed to do her bidding was quickly escorted out of the room by armed guards. Twilight was so focused on managing what was clearly a catastrophe that Cadance half thought she might be able to slip away unnoticed. Just because she knew the person who seemed to be in charge, that didn't mean she wasn't still in some serious trouble. Even if she still had unanswered questions, it was obvious that her chances of survival sticking around here were not the best.

Sadly, she knew she wouldn't get far with all these soldiers around, and she was certain it would be just her luck to get caught up in the carnage that seemed to be raging through-out the facility. If she didn't get mowed down by a hail of gun-fire, then one of these escaped inmates would probably take her as a hostage. Probably best to stay by Twilight's side until she had a better grasp of just how deep she was in.

As if reading Cadance's mind, her former student turned towards her with a crestfallen look. "This isn't how I wanted our meeting to go. Despite what you might think, I was going to try to rejoin the world after this crisis was averted. I know I've caused you harm that I can't take back, but you can see that this organization is struggling to keep this kind of chaos at bay. Even with my help, it's a constant struggle."

"With your help?" Cadance asked. "What is it that you do here Twilight?"

"I provide certain devices that aid in securing, containing, and protecting certain... Anomalies," was Twilight's reply. "I'd apparently done so for years, unknowingly, thinking I was just helping out a government research team. I work for the organization directly now... Freely and willingly. Unfortunately that's all I have clearance to share with you right now, but our work is vitally important to the continued survival of humanity and society as we know it."

"These 'anomalies', what are they? I assume your referring to the people and things on these monitors," Cadance grimaced at a splash of red that blurred the video-feed on one of the monitors. "Some of them look like monsters, but others appear like ordinary people..."

"True. Some of them could even pass as, say, an average teenager. A student whom adults would mostly overlook or dismiss," Twilight was obviously alluding to Diamond Tiara's 'cousin'. Suddenly Cadance wondered just how much Twilight knew. "That's what makes them so dangerous. But don't let what you are seeing here overly color your perception of our work. The anomalies I spoke of are not just confined to organic life, but also places and things. Objects that are both animate and inanimate. Even things like concepts, unnatural forms of energy, or dimensions that humans could not normally perceive. Things that our ancestors labeled 'magic' or 'spirits' in ages past still exist in this world today... We're just working to have a better understanding of them."

Twilight picked up a manila folder and spread its contents across her desk. Cadance didn't realize at first what she was looking at, but as she looked closer, certain things started to jump out at her as familiar. "Is that... Camp Everfree...?" Cadance could be excused for her confusion, as Crystal Prep had long since abandoned its yearly trips to the campgrounds by the time she graduated. Even if the memory of the camp had been fresh in her mind, however, the camp grounds looked nothing like they had before. They seemed to be covered in some disgusting patina of rotting candy. Half melted chocolates and other sweets were smeared over every surface and seemed to be dripping off the roofs of the otherwise familiar lodges and cottages.

"We found Camp Everfree like this a few months ago. The site has since been sterilized, but at the time we found it nearly eighty percent of the structures and the surrounding forest had been subsumed and partially converted into a kind of flesh that resembles candy," Here Twilight paused, letting her hand rest on a particular image of a small cavern entrance. "We suspect that the contagion would have spread unchecked, but it lacked a proper energy source to sustain itself. Hence the melting and rotting you see here. The entire area for fifty square miles was deforested and burned to be on the safe side, but unfortunately we suspect the source of the contagion remains at large."

It was not surprising that Cadance barely understood half of that. What was somewhat surprising was that she managed to figure out why Twilight was telling her about this. "You knew," she said, accusingly. "You knew about the monster that infiltrated Crystal Prep! You've known about it for months!"

"I need you to understand something Cadance," replied Twilight with a serious expression on her face. "Civilians that have learned as much as you have are advised to be administered amnesiacs for both secrecy and their own sanity's sake. I'm breaking protocol just having this conversation with you. For you to learn more, to know more than you do already, may lead to orders being handed down from the council for your termination. If you are really unlucky, you might end up designated as a D-Class test subject and end up a prisoner here yourself."

Again, Cadance didn't really know what any of that meant, but her anger wouldn't let her pause to consider the ramifications of Twilights words. Instead she shouted, "Are you threatening me!?"

"NO!" was Twilight's impassioned reply that caused nearby guards to raise their weapons, tears of anger and frustration at the corners of her eyes. There was something more in her voice as she gestured the soldiers to lower their weapons... Remorse. "No, Cadance, that's what I'm trying to make you understand. My disappearance. The cover up of what really happened at CHS last year. The hands-off approach to the situation at Crystal Prep. All of it is meant for your safety. Everything we've done is meant to protect as many people as possible! I know it may not seem like it, but you have to understand that what we do is meant for the good of all humanity. The alternative is what you see here," Twilight gestures to the monitors. "Chaos and destruction."

This was not the first time Cadance had seen Twilight cry. She'd been her babysitter for years for crying out loud, so she had seen Twilight's many ups and downs. She'd seen her heart broken and sad, and she had seen her throw fits and tantrums too. This wasn't like any of those times though. The tears Twilight shed now were those of someone who, despite everything, was trying her best to be a good person despite having to make decisions that were 'acceptable' at best.

"Okay Twilight," Cadance relented. "I understand that you mean well, and that you think this organization you are a part of also means well. But people are still dying. I'm going to need a real explanation as to what is going on."

"Containment breach! We have a containment breach in sector zero!" Came a panicked cry from one of the computer technicians.

"Sector zero!? How did they get that far!?" Twilight cried in surprise.

"We're showing subsurface distortions and heavy damage in a straight line through parts of the facility," reported a female tech. "It looks like they tunneled past our defenses sir."

Twilight slammed a fist onto her desk. "What about Agent Butterfly? She's supposed to be on top of this!"

"Still in pursuit sir, but the anomaly is gaining speed as she reaches the surface," came the report from a rather chubby tech. "At this rate they will hit the city sewer system in less than five minutes."

Putting her head in her hands Twilight groaned, "Every moment they're in that sewer network is one more moment closer to us losing them entirely!" The teenager whipped up her head so fast her glasses nearly flew off. "Lock down the facility. Have all personnel that aren't involved in re-containment report to auditorium B in preparation for surface mobilization!" Twilight turned to Cadance. "Good news, it seems there will be an opportunity for a proper explanation after all."