Shining Armor's head was still spinning even when they were back on the move. Trixie had agreed to join his entourage in return for his body, bringing Lavender Lace and Fuschia Blush in tow. But most curious of all was the child he'd sired with her. She was unlike anything he'd ever seen; not quite human or pony but something in between.

With a muzzle and horn like a pony, but a figure like her mother's, only much smaller due to her age, he could see traces of himself in the girl, who wore a similar ensemble to her mother, who'd thankfully put on star-covered leotard with the rest of her usual flashy attire. “So this is the father that abandoned us? My name is Beatrix!”

“Original,” replied Diamond Tiara who folded her arms, seated inside Trixie's caravan with the others. There was a heavy treasure chest nearby, a variety of costumes and baubles strewn about, and a large bed complete with star-covered curtains.

“Belladonna Beatrix, one day to be as Great and Powerful as my mother!” She bowed with a flourish.

“Great. Just what we needed. A smaller, more annoying version of Trixie!” Tiara shook her head, the cart bumping as it was pulled along by stallions. They'd hired a few mercenaries with a good reputation to aid them, knowing they could use the help. Thankfully the deep pockets of Capper and now Trixie were helping keep their ragtag crew afloat.

Flurry Heart hovered by the girl. “You're weird!”

“Don't say things like that,” warned Shining. Granted they all agreed, even if none of them said so aloud.

“Sort of reminds me of myself,” admitted Capper who stroked his chin.

“I think you're cool though!” Flurry darted around Beatrix. “So you're my half-sister?”

Beatrix nodded. “Indeed!” She posed alongside her mother like they were about to put on a magic routine. “I'm simply an amateur now, but someday I'll make heaven and earth tremble as I dazzle all onlookers!”

“She's certainly energetic,” said Babs Seed who played with her bangs. “We could certainly use the help!”

Silver Spoon turned the pages, looking over their finances. “We should be set for quite a while. Shouldn't be long before we arrive at the ruins of the Canterlot Gardens. Tree Hugger is said to be pretty reclusive, so hopefully she's still there.”

“I've sent letters to everypony I can think of,” said Derpy who was desperate to get her pals back together.

The procession came to an abrupt stop signalling their arrival at Canterlot Gardens. Shining Armor hopped out, seeing lush overgrowth covered in a variety of exotic flowers, fruits, and vegetables. There were statues everywhere covered in moss, including the smashed remains of Discord who'd returned here when the enemy cornered him, petrifying himself when they were torturing him rather than surrender the secrets of his friends. The Necronomicon had neutralized most of his powers and he'd chosen to destroy himself out of desperation, fearing the harm he'd do were they able to turn him to the cult's side.

Animals gathered from all over the moist grasslands under a dim blue sky. The air was moist and misty. He decided to approach alone, aware that she rarely entertained visitors. “Tree Hugger? It's Shining Armor. Sorry I came on such short notice.”

He trotted in further. Eventually he came upon a marble fountain that tinkled with water, Tree Hugger seated in a lotus position with hooves raised at her sides and eyes closed, surrounded by a number of creatures, including some that once belonged to Fluttershy. “I see him, Mr. Bear.” She cast Shining a warm, crooked smile. “I take it this isn't, like, a social call?”

“Afraid not. I hate to ask this since you seem so at peace here, but we could use all the help we can get. We thought Bon Bon was dead, but...it appears she's been brainwashed by the cult. She...even mortally wounded Gilda.”

“I'm sorry. Didn't know her well, but she was a fellow comrade-in-arms, you know?” She was visibly aged but otherwise seemed just like he remembered; only now she didn't seem so haunted deep down. She'd found an inner peace despite the horrors she'd experienced. He hated to take that away from her. “It's much worse than that, though.”

She patted an empty space beside her, and he took her invitation to sit down, the pair listening to the chirp of birds for a moment, the flutter of butterflies. It was a painful reminder of what had happened to Fluttershy. Finally she continued. “My pals have kept me abreast of what's happening across Equestria. A little birdie told me the Smooze came back.”

His heart nearly stopped. “The Smooze?! But even the enemy wasn't crazy enough to keep that thing around!”

“Well, looks like the doomsday cult is living up to its reputation. Seems they were seen directing it. The worst part is...the Smooze descended on Los Pegasus.” She looked far away into the distance. “Thousands upon thousands were killed instantly. It's unlikely any of them survived.” She was suddenly visibly shaken, recalling past disasters.

“No! Fancy Pants...Fleur...” He'd done so much to rebuild Equestria, while she'd been a close friend of Cadance's, and an incredibly skilled soldier in his service. He snarled. “Damn those murdering bastards!”

“No use getting worked up.” She laid a hoof on his shoulder. “I'll do what I can to help. But you know I've never been, like, much of a fighter, plus I'm pretty rusty.” She looked to her animal companions. “I'd rather none of you came because it's so dangerous, but I know that won't stop most of you. Especially you, Mr. Bear.” She nuzzled him with a hearty chuckle.

He hugged her to his breastplate. “Glad to have you back.” She was weird as ever but that was part of her appeal. They set off towards the caravans, Hugs stopping to grab some stuff including baskets she filled with fresh fruits and veggies, a trail of animals following behind her the entire time. Once more a mare who longed for peace would have to take up a weapon.

Neon slime oozed throughout the wreckage of Los Pegasus, hissing and bubbling, bloating carcasses floating to the translucent surface. The Smooze writhed, growing ever bigger from the flesh it slowly consumed, the dead trapped within in a preserved state, to be dissolved when it needed the substance. They sloshed inside, thousands-upon-thousands.

The cultists barely kept the monstrosity under control. They were perched atop overturned buildings high above the flooded streets, overlooking the devastation. Salty tears dripped down Sunset Shimmer's cheeks. She looked to Bon Bon who stood impassive with a rifle slung on her shoulder. “Can't you remember who you were?”

“Who I was is immaterial. Only what I've become.,” she said with detachment.

“This is pure evil. Nothing could possibly justify all this.” She'd attempted to teleport away when nopony was looking, only for the spell to fizzle out in sparks. She was far too weak after her resurrection to draw upon her old power. All she could do was look on helplessly while one victim after another fell to this living disaster. “Please. Remember who you were!”

“Shut up,” hissed Bon Bon. “I don't want to hear it. I live to serve Mother.” She couldn't see beyond her programming. They had reshaped her into nothing more than a loyal murder machine.

Mother flew over to them with the wings of a pegasus she'd had attached to her, still weak but able to let her glide short distances. She carried the Necronomicon and pressed it to her bosom. “It's okay, Bon Bon. Scout the area.”

With a clipped salute Bon Bon hopped to another vantage point far away from them. In truth Mother hardly needed her to stay on lookout at the moment; she simply wished to speak to Shimmer in private. “Do you think I'm evil?”

The results speak for themselves.” She pointed at the dead that surrounded them.

Mother shook her head. “You think I enjoy this? No. I'm cold but not completely heartless. Not even now. Once this is over nopony will ever need suffer anymore. One way or another...”

“You're contradicting yourself. You don't know who you are anymore.”

“Perhaps. But that goes for both of us.” Whenever another cultist straining to control the Smooze collapsed, she'd light up her unicorn horn, telekinetically pushing the corpse into the slime. These sorts of constant sacrifices were necessary to appease it. To keep it somewhat tame. “The truth is, Sunset, you're the closest thing I have to a friend.”

“Then as a friend please stop this. It's not too late.” She raised her cold hoof to Mother's face, carefully removed the mask, and caressed her warm cheek. Mother's eyes had polygonal shapes in them, like most crystal ponies. “Nopony but us even knows who you are. We could settle back into a normal life, put all this behind us. Equestria is already dying. Why hasten its end?”

“Friendship can't solve everything. Perhaps it never could. That fairy tale world is dead.” She remembered the times when she and Wet Nurse were foals, happily playing in a nursery, sharing each other's pains and pleasures. Without that shard connection she was empty. “What I need to do is find Starlight Glimmer. With her I can manipulate time itself...”

“At least return the Smooze to its imprisonment. It's too dangerous!”

Mother shrugged her shoulders. “I suppose its served its purpose for the moment. I can always recall it later if necessary.” She opened the Necronomicon, trying to parse the alien words with little success. “Perhaps you can read this?”

Sunset tried to resist, knowing it was sheer a malevolence, but the tome had a certain compulsion, promising to fulfill the deepest wishes of whoever read it. Her lips seemed to move on their own, translating a spell, the markings lighting up with a subdued hiss. Suddenly the fabric of reality itself seemed to bend and twist in one portion of Los Pegasus, a portal opening wider-and-wider, showing the parallel world where she had lived as a human and made so many wonderful friends.

She watched in slack-jawed horror as the rift sucked in the Smooze, which slurped and sloshed, the tsunami of slime vanishing as the tear in reality closed completely over it. “No! Celestia, no!” Already she could picture the abomination devouring that world. Worse still they lacked much in the way of Equestrian magic to fight back. She'd unintentionally doomed them all.

She collapsed and wailed helplessly. The Necronomicon had used her as an unwilling conduit, attempting to seek out the most powerful mage it could find, so that it might thoroughly corrupt before it ultimately destroyed. Around her the cultists collected the stray dead left behind to be sacrificed or used in experimentation. Once more she was helpless to intervene.

It was a long trip to the massive graveyard of heroes, a monument to those fallen in the last major conflict. The procession headed there without pausing unless necessary, Shining Armor determined to make good time now that he knew just how much was at stake. He wasn't certain how many days passed before they made their way there.

Tombstones that numbered in the thousands dotted the hilltops. And at the center sat a monumental statue carved from marble in the likeness of Spike after his transformation by the enemy, a three-headed dragon that utterly dwarfed the average pony. From the last moment they'd parted ways, Rarity visited the area every day, unable to simply let sleeping dragons lie.

He stalked up seeing the sleeping beauty beneath the main head of the beast. He told himself Spike wasn't responsible for the genocide of his citizens, the death of Cadance and the real Flurry Heart, but despite Spike's heroics in stopping the Necronomicon, he couldn't help but feel ambivalent when he saw the image in his likeness.

“Rarity?” She stirred slightly at her name as he stood over her, casting a long shadow. “It's Shining Armor.”

She jumped up, threw her hooves around his neck, and hugged him. “I've missed you.” She was wearing the heart-shaped fire ruby on a necklace, something she only took off when she bathed. “Who else is with you?”

“Mostly friends you haven't met. We lost Gilda.” They shared a moment of silence. “Derpy's with me. Redheart, Trixie, and Tree Hugger, too. And someone who claims to be an old friend of yours?” He shot a look at Capper who hid behind a gravestone.

Capper popped out with a wave of his paw and a toothy smirk. “Hey there, beautiful. Long time no see!”

“Capper?!?” A rare warmth lit Rarity's tired features. “I thought you were dead!”

She nearly tackled him, and he gently wiped her tears, chuckling. “Leave it to me to leave a lady in tears.” He stroked her tresses, kissing her cheeks. “I was almost done in.” He stared at the Spike statue, recalling the day when the dragon had torched his airship, wiping out his crew. “Long story short, Equestria's in trouble. Will you help us?”

Rarity looked back at the memorial. “Of course. I...can't lament my fortunes forever.”

“The years have been quite kind to you,” said Capper who traced her chin. “Lovely and radiant as ever.”

Rarity flushed and reflexively batted her lashes, then frowned, feeling ashamed like Spike could still see her. She told herself he was dead, that she was supposed to move on, but her heart wouldn't believe it. “Pinkamena?”

On cue the pink mare popped up, seated atop the statue with a wide smile, mane and tail now permanently straight. “Hey there! Embarking on another end-of-the-world scenario? Count me in! It's gotten kind of boring here, anyhow! No offense, Rarity!” She slid down, a sword suddenly somehow clenched between her teeth, landing with unbelievable grace.

Rarity cantered up to the wagons. “Babs Seed? Oh, Diamond Tiara, Silver Spoon.”

The latter pair suddenly looked shame-faced. “Sorry,” mumbled Tiara who avoided her eyes. I know we used to bully-”

“Think nothing of it. That was a long time ago. It's obvious you've done your best to honor the legacy of the Cutie Mark Crusaders. They would be proud, I'm certain. Sweetie Belle had such a big heart.” Tears formed in the corners of her eyes. She thankfully hadn't seen her little sister die, just another victim of a purge carried out on Ponyville.

Silver Spoon bowed and used her cape to feign a curtsy. “Thank you, Lady Rarity.”

She smiled. “Just Rarity. Although I do like to think of myself as very lady-like.” Taking a moment to embrace each of them, she made her way to one of the carts, stopping to stare at Flurry Heart. “My, you've gotten so big since last I saw you!”

Flurry cheerfully darted about. “And you're much older! Oops, um, sorry!”

She tittered with a hoof raised to her mouth. “It's true. Older but not much wiser I'm afraid.”

Babs said, “So where to now? Who else can we recruit who's nearby?”

“I may know a place,” said Rarity who thought it over. With a nod Shining Armor consulted his map, showing it to her. It had been purchased by Capper and was now well-marked with possible leads. From the letters Derpy regularly exchanged with her former pals, they knew the likely places where they might be. Thankfully none of them but Fancy Pants and Fleur de Lis had been in Los Pegasus during its fall. They set out determined to reunite with everypony possible.

Baltimare had been rebuilt to livable conditions, or at least what passed for them, now that it had become a slum, frequented by scummier mercenaries and other low-lives. Trash littered the streets. Graffiti was scrawled over walls slick with piss, feces, and vomit. A number of criminals chose to hide in this den of sin, where a pimp and prostitute seemed to line every corner.

Every time Flash Sentry went to a local dive bar he wondered what had happened to this place? Oh yeah. End of the world. He sat at a stool, taking a swig from a mug filled with beer, his chin scruffy with an unkempt beard. He'd smack the rumps of the sexier serving wenches that passed by, slurring his words as he tried to hit on them. “Hey there...” He hiccuped.

Some liked to play along, but he'd lost count of the drinks poured over his head or thrown in his face. Thanks to a healing elixir from Sunburst he'd at least been able to recover his lost wing, though it had always been a smidge weaker as a result. “How 'bout a lap dance?” His vision blurred as he almost passed out for the tenth time this night.

The interior resembled a saloon, complete with double doors, a piano where a particularly delectable mare in a saloon barmaid outfit, making her wonder if she double as a hooker and how much she ran for. He reached into his pouch to count his bits, several of them rolling across the dirty floor. “Damn...” He crawled to recover them, slamming face-first into a tasty muff.

“Oh,” cried Rarity who blushed and spun to face him. “I figured you'd be here!”

He smiled weakly, trying to sober up. He'd unsuccessfully hit on her a number of times in the past, he and Nurse Redheart falling out since he couldn't help but constantly flirt with other mares. Not that she expected him to be totally loyal in a time where mares outnumbered stallions to such an insane degrees, but he'd failed to respect the boundaries she'd set.

“This isn't the place for a lady.” He took her hoof and sloppily kissed it.

“No need to be concerned there. I'm not alone.” She nodded to Shining Armor and Capper who were carefully keeping watch in case some stallion decided to make a move. Thankfully most of them were busy drinking, smoking, playing cards, and watching the barmaids like him. “You look terrible, darling. Come with us, I'll give you a makeover.”

“Come with you? Why? I left that life behind.”

“We were like brothers,” reminded Shining who studied him with barely contained disapproval. “You were one of my best soldiers. We could really use your help. It's been a terrible tragedy. Fancy Pants and Fleur de Lis are likely dead.”

“What? No.” He grabbed his mug to take another drink, his hoof shaking as he squeezed, until it shattered, leaving a bloodied mess he barely noticed. “Fleur...she was wonderful. She whipped my sorry butt into shape.” He let Rarity take his hoof, using a silk napkin to wipe up the red mess. “Count me in. I'll make sure whoever is responsible pays!”

“Glad to have you,” purred Capper, recognizing a fellow player.

“We're looking to put the old gang back together,” explained Shining. “We lost Gilda too, but the cult has resurfaced in force, and it looks like they've turned Bon Bon to their side. Seems she hadn't died after all.”

Flash took a moment to take this all in. “Lucky you, another old friend happens to be here. Not sure she'll help, though. You know how reclusive Time Turner is these days. I've stopped bothering her since she's tucked herself away on the outskirts of town. Doing more experiments and observing the denizens, I guess. She even keeps her hideout a secret from Derpy.”

He paid as much of his tab as he could, not intending to return, and with a shrug Capper paid off the rest, Flash setting out from the saloon and leading them through the unnaturally dusty town. They headed to the borders of Baltimare, through clouds of thick dust, following an uneven path until they came upon a lone shack in the middle of nowhere.

He knocked a couple times, waited, then rapped harder and more insistently. “Time Turner, it's Flash Sentry. I know you're in there. Stop being so immature. That's supposed to be my thing! Besides, your friends have come a long way to see you! Shining Armor, Rarity, Pinkamena, Derpy...” He rattled off names they'd shared on the trip here. “We're not going to leave!”

After a few moments the door creaked open. They entered and to the surprise of everypony but him, since he'd been inside before, the interior was much larger than the exterior. Inside was a rather pristine laboratory filled with equipment and schematics. A blonde mare was seated at a table. “Well, hello there!” She waved at them.

“I know your time is precious so I'll cut to the chase,” said Shining who stepped forward. “We need your help.”

“I've turned away from the reckless lifestyle. Burned through so many bodies in a short amount of time. Probably don't have more in me. Better that I work my experiments here to improve Equestria. I've almost perfected a time machine...”

He doubted that but knew better than to challenge her. She'd just use all her obscure knowledge to make him look like a complete fool. “Please. You don't have to take to the field. Just lend us whatever aid you can.”

She twirled her wand-like sonic device, thinking it over. “I suppose there isn't much more I can accomplish here. Maybe it is time I traveled again. Derpy's with you, right?” He nodded. “I'd like to see how far my companion's come!”

She directed them to help her collect her equipment, unwilling to leave anything behind. Within the hour they had loaded up the wagons with what appeared to be junk, but she assured them was vital. Afterwards she pointed her device at the shed, put it on full charge, and let the vibrations blow it to smithereens. They set off into the dusty badlands with the sun hanging overhead.

It seemed somepony was still lowering the sun and moon. Perhaps even the cultists. Companions old and new continued to acclimate to their new circumstances, his forces ever growing in numbers and resources.

Author's Notes:

Sorry there's very little that's clop in this chapter since I wanted to help move the plot along, hopefully there will be a decent amount next chapter!