The winds howled through the concrete towers of Manehatten and rain fell in torrential waves. The force of the storm drove everypony who couldn't flee the city into their homes, or into their neighbors homes. Even the industrious sandbagging of the earth ponies, and the attempted mitigation of the mighty storm by the elite weather pegasi of Cloudsdale couldn't hope to pull the reigns in on the most devastating storm to strike the shores of Equestria in two centuries.

“Twilight! Ah need more sandbag's over here!” Applejack called through the gale-force winds, her stetson forgone in favor of a waterproofed and fitted rain hood, visor, and jacket. She still felt the ice-cold water dribbling down the back of her neck through some breach in the lining. It had been doing that for an hour and her back was soaked.

“SANDBAGS INCOMING!” Twilight answered, giving her friend a brief warning before a half-dozen of the fifty pound bags came telekinetically flying over towards the weather-beaten farmpony. With expert precision Applejack bucked each one into place, reinforcing the barrier between the Manehatten Public Library and the encroaching floodwater.

With a weary sigh Applejack dragged herself back in, for the past hour she'd been fighting the waters of the Eastern Sea. All keep them from flooding the place where over four hundred ponies had sought refuge. Of course Twilight would have probably protected it solely on the merit of the books. The exhausted earth pony collapsed onto one of the make-shift cots and let out a breath of relief.

“Looks like we bought'em another few hour eh Twilight?” Applejack asked as Twilight Sparkle slumped onto a cot of her own and nodded wordlessly. Applejack was impressed, she'd never seen Twilight like this. Twilight was always a driven type of pony but it was usually for things like scholarly-type pursuits. Not any manner of thing Applejack had ever been interested in. Yet here she was, exhausting herself hour after hour to protect ponies she didn't know, so even Applejack had to strain to keep pace with the frantic purple unicorn. One minute she'd been reinforcing barriers, and another she'd be shoring up the wind shields, and then she'd be distributing water and food rations. “Hey Twili-” Applejack started, she cut herself off as she recognized the easy and measured breathing of very tired and very asleep unicorn.

“Heh, looks like she finally wore herself out huh AJ?” said Pinkie, as she cantered up with a plate of square brown cakes balanced perfectly on her back, “Here ya go AJ, gotta keep up your strength y'know.”

“Oh ah reckon yer right sugarcube, thank ya kindly,” Applejack answered as she reached out and claimed one of the little cakes. A few bites later she felt better by a degree of magnitude. “Ah'll be a diamond dogs second cousin Pinkie,” Applejack said halfway through her cake, “one day yer gonna teach me how'ta make these cakes o' yers, ah feel like ah could go two more rounds with that storm out there now.”

Pinkie grinned mischievously, “mmmmmaaaaaybe,” was her only answer before she bounced off towards another bedraggled group of refugees. Applejack let out a short sigh and grinned, even now Pinkie was moving like a fluorescent blur between the huddled groups and families, handing out bits of food and hooffulls of good cheer. Applejack couldn't really decide which was more important in a situation like this but she was leaning toward the latter. Even the Element of Laughter was getting worn down though, Applejack could tell, she moved a little slower and her smile was a little less wide. She needed shut-eye like anypony else and Applejack knew her friend wasn't getting it. She resolved to talk to Pinkie about that after she got some shut-eye of her own.

She had just curled up under the itchy blanket before her attempts to rest were interrupted by a pastel pegasus drifting quietly into her periphery. Then, she stopped, stared at her hooves, and waited. Applejack let out another sigh against the uncomfortable pillow. Something she was doing a lot these days, and turned to face Fluttershy.

“Sugar, if y'all need somethin' ya gotta speak up,” Applejack advised before rethinking her tone, slumping back into her cot and saying, “Ah, ah'm sorry 'Shy, ah'm all worn out, what'd ya need?”

“Oh, uhm, I just, I was wondering if you'd seen Pinkie Pie? The little ones will be getting hungry soon,” answered Fluttershy. The demure pegasus had wordlessly taken up the thankless, and incredibly necessary, task of looking after many of the littlest colts and fillies that had found refuge. She did her best to help them locate their parents if they were lost, or keep them happy and comfortable while they waited the storm out. There was something calming about being around Fluttershy, and it made a world of difference with them. Besides, for the unruliest foals there was always 'The Stare'.

“Ah think ah saw her go down towards the non-fiction aisles,” Applejack pointed vaguely in the direction that Pinkie had bounced towards.

“Oh, good, ok, I'll see if I can find her before the little ones wake up, thank you Applejack,” Said Fluttershy as she hovered off towards the stacks.

Applejack made a small defeated noise and threw the blanket off and got to her hooves. “Nah, c'mon Fluttershy, we'll find her faster if we're both looki-”

Everypony's conversations were cut short by a CRACK-THOOM of lightning and the sound of shattering glass from one of the high windows. A polychromatic blur went zooming past on a contrail of smoke, before colliding with the tax law section.

“DASHIE!” Applejack cried out as she ran towards the crash sight, feeling her heart leap into her throat.

“Oh no, oh no oh no oh no...” Fluttershy muttered, her eyes wide with worry, as she flew over towards the books and began digging for the cyan weather pegasus.

Another explosion kicked Fluttershy off into the air with a startled squeak as a slightly singed Rainbow Dash erupted out of the mess. “HEY! YOU WANT A PIECE'A'ME YA STUPID STORM!? COME AND GET IT!” she roared, and without another word she was in the air and out through the broken window. Immediately after which Applejack heard the tell-tale 'Boom' of one of Dashie's Sonic Rainbooms. The entire room was silent for a moment before a wave of cheering, laughter, and applause broke out. Even Applejack was chuckling good-naturedly when she found Fluttershy cowering behind Tax Law Section 660(i). “Leave it ta Rainbow Dash ta pick a fight with a hurricane and actually start winnin' eh?” said the chortling cowpony.

Fluttershy came out from behind the massive tome and gave a shy but adorable giggle, and nodded before catching sight of a pink blur. “Oh! I see her!” Fluttershy exclaimed excitedly as she lifted off the ground, “thank you so much for helping me find her Applejack.”

“Anytime sugarcube, hey, that reminds me, you haven't seen Rarity about have ya?” Applejack questioned, a sudden notion entering her mind.

“Uhm, I did see her talking to Spike up on the second floor a couple minutes ago, I don't know if they're still there though...” she answered thoughtfully, “I hope you find her though, if you can't then come find me and I'll help you look ok?” Applejack nodded wearily as Fluttershy flew off towards Pinkie, to secure some more rations for the foals, and made her way up the great marble steps.

Twenty-Two Hours Earlier – Four Hours Before Stormfall

The six Element bearers and one baby dragon stood side-by-side in Celestia's audience chamber. They were in a somber mood as they had been called as a group to aid Equestria for the first time since the Changeling Invasion almost six months ago. It was no mystery as to why they had been called either. Everypony in Equestria had heard of the brutal hurricane that had risen from out of the midst of the Eastern Sea.

“My little ponies,” Celestia began, addressing them formally as her beloved subjects, “Manehatten is in a state of crisis. One of the strongest storms Equestria has even seen is poised to sweep over the city in a matter of hours, and while we are doing our best to evacuate the city there are simple too many ponies to complete it.”

Twilight, with a quick look to each of her best friends, who each gave her an affirming nod, spoke up in answer to her mentor, “What can we do Princess?”

Celestia gave them a radiant smile of gratitude, “What I will ask of you is dangerous, but nowhere in Equestria are each of your talents better suited than to this emergency right now.” With a steadying breath the Princess gestured and an ornate box appeared. Within the container were five flawless necklaces and an ornate tiara, The Elements of Harmony. “Bearers of the Elements, you are called now to aid those in need who are suffering from wind and storm, they are fearful and need guidance.” Each of the six, even Pinkie, solemnly nodded and took up their respective Element. “Pinkamena, never has laughter been more necessary, so I charge you to keep care of the hearts and spirits of those you encounter,” Celestia intoned. In response Pinkie, who actually looked a little intimidated by the sudden responsibility, took a deep and steadying breath and nodded. “Rainbow Dash, your loyalty to your friends, your home, and your people, is needed, so I charge you to protect them as you would your closest kin.”

“You got it Princess!” Rainbow Dash exclaimed with a dramatic salute that drew a small smile from the Sun Goddess.

“Juliet Rarity, your generous spirit will lift many ponies to great heights in these desperate times, so I charge you to look after those less fortunate and give them hope,” Celestia said to the pure-white unicorn fashionista.

“I will fulfill that charge my lady,” Rarity replied with steel in her voice that surprised even Rainbow Dash.

“Jacquelyn Apple, your honest heart and soul will keep the ponies trapped in the city from giving in to fear,”Applejack blushed slightly at the use of her full given name but stood tall, “they must trust one another and you must be their example, so I charge you with the duty to lead by example and never give in to fear.”

“Ah'll do mah best Princess, count on it,” Applejack stated calmly.

“I will Applejack, make no mistake,” said Princess Celestia sternly, with that she turned to Fluttershy who, to everypony's surprise, looked her straight in the eyes. “Emilé Fluttershy, the kindness of a stranger can lift the heart of anypony, even in the most dire situations,” Fluttershy didn't bat a single dainty eyelash at the use, and for once the proper pronunciation, of her name, she only nodded, “therefore, I charge you to show your kindness to each pony you find, to lift their hearts and give them strength to persevere.” Fluttershy nodded again and finally Celestia turned to the final Element bearer. “Twilight Starla Sparkle, my faithful student,” Twilight smiled proudly at her teacher, “The magic of friendship holds ponies together even through the worst events, as the Element of Magic and the spark that ignites Harmony I charge you with the care of your friends, with the Elements of Harmony together the ponies of Manehatten have a flicker of hope, do not let that flicker die out my little pony.” Twilight nodded solemnly, a sliver of fear in her eyes and doubt seeding in her heart. A warm crush bore her to the ground suddenly with a scream of “PONY PILE!” as Pinkie tackled all six into a ball on the floor. Their laughter echoed through the halls of Canterlot Castle, even the Princess joined in.

After extricating herself from the impromptu pony pile Twilight gasped for breath and said, “Pinkie, as much fun as that was... why?”

“Silly-filly,” came the pink party-pony's answer, “Every time you have to do something big you get all 'grrrrrr' face and you're all afraid, but don't worry, because we're all here for you!”

Celestia smiled as the friends talked, seeing them together gave the ancient Alicorn hope.Perhaps Manehatten might survive. After all, the city couldn't be in better hooves.

“Now, my little ponies, I'm going to teleport you all directly to the town hall where you'll speak to the Mayor, Spike is going with you so that you'll always be able to contact me,” she gestured to the tiny dragon who puffed out his chest in what he surely thought was an impressive manner. “Even if all other lines of communication go down, and they will,” she added in a serious tone, “you will not be alone.”

“W-what about you and Princess Luna?” Twilight asked hesitantly. With excellent timing the second of the divine sisters entered through a side door still dressed in baggy pajamas, her coat and mane ruffled with sleep. With a wide yawn the Princess of the Moon drifted into the kitchen and a mighty crash was heard. “And... uhm... is she ok?”

“My sister and I will be attempting to curtail the storm's progress, hopefully cutting it short, but at the very least tempering the worst of its effects on Equestria's climate as a whole,” Celestia answered impassively, after which she let a small conspiratorial smile edge onto her face as she leaned in and whispered, “and yes, she's fine. My sister was, is, and always will be, an absolute disaster in the kitchen.”

“Spike, I need you to send this message to the castle, we're running low on bedding for the poor souls who are coming in, we're getting a dozen by the hour at least.”

“No problem Rarity!” the little dragon answered with stars and hearts in his eyes as he followed the worn-out white unicorn around as she took stock.

“Ingredients for those delightful cakes that Pinkie makes are also getting short, add it to the list.”

“Right away Rarity!” he answered.

Applejack followed the voices until she reached one of the larger cleaning supply closets that had been emptied out and put to use as a make-shift larder-stroke-warehouse. “Rarity! Y'all in there?” Applejack called into the labyrinthine chamber. It didn't seem possible that so much could fit in that kind of space but leave it Rarity to manage. She'd been acting as a hybrid logistics and quartermaster for the entire group.

“I'm lodged between the grain-sacks and the last mattress darling, I'll be with you a moment!” came the muffled answer, Applejack waited patiently by the door, and was caught entirely by surprise when a small crack sound followed by a rush of displaced air heralded a mattress falling directly on top of her. Another small snapping sound put two extra lumps of weight appeared on top of it.

“Oh, I daresay I'm getting the hang of this translocation magic, I couldn't do much more than a bolt of fabric before and now here I am popping in and out of-”

“Ah'm so happy fer ya.” came Applejack's grim and stifled voice from beneath the down mattress and, consequently, Rarity and Spike.

“Oh dear, I'm so sorry Applejack, I suppose I still need some practice,” Rarity said apologetically, as she hopped gracefully off with the baby dragon on her back and levitated the mattress off of her friend. “Was there something you needed darling?”

Applejack lifted herself up and cracked her neck, waving off the apology, “Ah'm fine sugarcube, t'was an accident, and yeah ah do. Ah was hopin' y'all could take a look at mah rain gear, it's been leakin' somethin fierce and tha's a downright problem out there with that kinda rain.”

Rarity seized the offending outfit with her magic and inspected it, “Darling this won't do at all, I refuse to stand by and let you go out there in that horrid weather with such shoddily made outfits.”

“Don't bother yerself too much Rares, I know y'all're busy wi-” Applejack was cut off by a powder-white hoof in front her face.

“I won't hear of it Applejack, this suit will be fixed within the hour. Spike, find somewhere in that wonderful schedule of Twilight's, that I can take time to inspect the other outfits.” Spike immediately pulled out a clipboard from Rarity's saddlebag and started flipping through it. “After all,” she continued, “If one is compromised, so might others. Thank you for letting me know Applejack." Applejack nodded, taking the compliment. Finally finished with business Rarity looked Applejack up and down and said gently, "If you don't mind me saying dear, you look like you could use some sleep.”

Applejack let out a huff and nodded, “Yeah ah reckon so, y'all ain't exactly peaches n' cream yerself though. Don't forget that y'all gotta sleep too sometime,” Rarity laughed mellifluously and nodded, the two friends stood in comfortable silence for a moment. Rarity broke it by moving in and pulling Applejack into a strong hug. “Whoa nelly, uh, y'all ok Rarity?” Applejack said, a little surprised at the sudden contact, but returning the hug with equal warmth nonetheless.

Rarity pulled away and nodded, wiping moisture from her eyes. “Oh yes, I'm fine, just feeling a little worn thin I suppose,” she answered as she mastered herself. “I've been up for almost twenty hours, so I don't know why I did that except that I just suddenly needed a hug somewhat badly.”

“Nothing for it darlin', we all need somepony sometime, ah'm here for ya whenever ya need me,” Applejack put a comforting hoof on Rarity's shoulder, “But in this case ah think ah'll actually be over on one o' them cots for a few hours if y'all need me.”

Rarity and Applejack shared a small laugh, one soft and girly, the other boisterous, and they parted ways. There was a storm to fight, ponies to save, and sleep to be had in the case of one very exhausted farmpony.