The night wind blew by silently, and in its wake the outer layers of buildings around the group swirled. It reminded Karon a little bit of the ghost mist in the Everfree forest, but this was nothing but ordinary clouds held together by the natural flows of magic pervading all of the Equestrian world.

Some of the effects that brought were advantageous. The clouds had enough density to allow the ponies and human to walk on the cloud, but sounds were muffled making it far easier to silently sneak towards the factory than it would have been on ordinary ground.

Dusk Keeper had led the way through strange archways, rolling hills and vaguely romanesque buildings. It was obvious by even the shallowest of glances that the city was designed for those with the ability to fly.

Open areas and wide gateways filled the cloud city and wherever you looked there seemed to be little in the way of walls or doors to hinder freedom of movement. Of course, it was a simple thing for a pegasus to take a piece of cloud and make a door out of it, but it was equally as simple for another pegasus to take it away. The city was not built with security or suspicion in mind.

In Cloudsdale ponies trusted each other, like they did in most pony cities or villages, and it was that very mindset More-than Tardy had relied on. After having spent half a year now in Equestria, it had been made clear to Karon that the ponies considered threats and 'evil' to be an outside danger.

It was the scary thing in the distant forests or mountains, or the creeping darkness in caves and deep waters. They never imagined it could be something hiding within. Something that would be clever enough to hide in anything as ridiculous as a factory making pastries.

They were all lucky that Celestia was wise and cunning enough to understand the enemies her ponies faced, and of course they were also lucky that a mischievous dark god had decided to dump Karon in their world.

The human in question and his pony companions halted behind a small hill and scouted the looming factory before them. It was different from the way humans built their factories, which were sturdy and without unneeded shapes. The dream factory was different. It was a basic parabolic shape from which several towers soared up and archways stretched from the wall and joined to other buildings creating bridges that led everywhere. Not that the pegasi needed bridges.

“Is this it?” Karon whispered quietly to Dusk Keeper and got a nod in affirmative. Karon glanced over at the other ponies and saw that they all looked focused and ready for the mission. Even Twilight had left her fears behind in exchange for a look of analytic attentiveness.

Her eyes roamed over the entire structure and took in every detail carefully. When she appeared to be done she gave Karon a stare that needed no spoken words to be understood. It was a big place and a stealthy strategy would only work for so long until they were discovered.

They would need a prisoner to interrogate.

“Okay everypony. We're here and we have a job to do. I want you keep your eyes open for any pony that looks important or of a higher rank than just the front line thugs the place will be crawling with. We need a pony to guide us to where we can find our needed information. Does everypony understand?”

Seven ponies pounded their armor slowly and Twilight gave a determined nod. Karon waved them forward, and they darted silently towards the factory as the human's wings began beating until he took to the air.

He rose higher and higher until he reached enough of a vantage point to watch how the ponies down below made their way to the target, keeping to the shadows. There were no visible guards posted on the outside as far as Karon could see, there wasn't even a gate or door barring entrance into the structure. He flew forward, still a bit shakily, and landed on a small outcrop sticking out from the factory and scanned the ground below.

He couldn't see any hidden guards at all, which meant that their attention was focused on the inside. Karon considered what the best course of action would be and decided on a new one. When the ponies below reached the entrance and looked up at him, waiting for him to come down, he stretched out his mind and connected to Twilight's.

“Twilight I want you and the rest to head on inside, make your way up towards me from whatever factory floor they have. If there are a lot of thugs or traps you run into keep them busy and I will hit them from behind while you act as a distraction. I'm counting on your magic to keep the rest safe.”

“Understood.”

Her voice rang back, and she told the others what their new instructions were before heading inside. Karon hoped it was good enough of a plan but it was impossible to truly say. More-than Tardy was smart, he wouldn't have ignored the possibility that there could be a both ground and air based assault.

It was all he could do at the moment, but no pegasus could veil themselves in invisibility, so he still had an advantage.

His wings fluttered and took him into the building through the closest window. It was darker inside, but the white of the clouds made everything visible despite the low light conditions. Karon looked around the hallway he found himself in and decided on a random path to see what he could find.

The sound of his footsteps could barely be heard, but the same went for any hoofsteps coming from the guards that must surely be lurking around. Which was why Karon sneaked forward as carefully as he could, his ears and eyes searching for any other signs of life.

And so it went for ten minutes, then twenty, then fifty. When nearly an hour of creeping through corridors and inspecting rooms had passed without a sign of any other ponies, Karon had grown increasingly annoyed.

“Where the hell is everypony supposed to be?”

“We should find the others and see if they've found anything.”

It was a better than wandering aimlessly through empty corridors, so Karon tried to find a way to get down to the factory floor. It was in a stairwell hopefully leading him there he first encountered the first sign of life within.

Unfortunately it was one of the nocturnal guards.

Karon barely avoided blasting him with electricity, and was irritated to have his hope of taking a prisoner dashed. However, that was only until the guard informed him they had found a group of tough looking ponies on the ground floor and had them restrained, waiting for Karon's orders.

It was music to his ears, so Karon ushered the guard to lead the way and five minutes later they came out into a grand open space. Boxes stood lined against the walls, and in the center of the room were several large cylindrical ovens with tables strewn around and barrels of ingredients close by.

Next to one of the tables Twilight, Dusk and five guard ponies stood watch over three other ponies. Three of the guards had their hooves placed on the captives necks, restraining them from doing anything stupid. Karon and the guard hurried over to the group.

“They were just sitting here when we entered, but when they saw us the attacked without any questions. We've tried to question them but they've refused to say anything.”

Twilight said and looked down on the prisoners with a mixture of anger and pity.

“They will answer my questions.” Karon stated with an ice cold voice that demanded the attention of all three captives.

They were pegasi, all of them, and looked more hardened than ponies usually did. The dark made it more difficult to see what colors their coat and mane were, but they were all heavily muscled in a stereotypical thug-for-hire kind of way. They looked up at Karon as best they could while the guards hooves still pushed down on their necks and stared defiantly.

In truth breaking into someones mind was dangerous, it was their mind after all. If their will was strong or they just happened to be very imaginative then they could keep Karon at bay forever. He doubted any one of these brutes were particularly gifted mentality, but all minds had automatic defenses protecting it. Theirs would be no exception.

It would be easier to try deception at first. He kneeled down in front of them and tried his best to sound intimidating.

“I want to know where M is keeping all of his records and information, and anything else you can tell me. Lay-out of the place, if there are any important ponies here and so on.”

“We have no idea what you're talking about. We're just innocent ponies that decided to hang around after work and play some cards.”

It was the middle one that replied, and his voice was as insincere as was possible, he didn't even try to hide that he was lying.

“He must think this is just a standard investigation playing by the rules.”

“Maybe you should show him otherwise.”

Karon brought his right hand down before the pegasus that had spoken's face. It looked surprised until sparks started to erupt from Karon's palm in steady pulses. The pegasu's eyes widened and he began to squirm, but the guards hold was unrelenting.

“Either you start talking or I will began a little session of shock therapy.”

“That's against the law!” The pegasus to the left shouted loudly with rising panic in his voice.

Karon had no idea if that was true or not. It's not like he actually had checked up on what was illegal in Equestria, but it sounded reasonable so he accepted the information and filed it away for later.

“Yes it is. How fortunate then that none of us are actually here...and when somepony discovers your charred corpses tomorrow there will be no suspects to look for.”

All three of them started squirming even more, and in their eyes Karon saw the raging conflict between their fear of their employer and their new fear of Karon warred. He needed something to push the odds in his favor.

He grabbed hold of the middle pony's mane, which he was still kneeling in front of, and twisted his head to the side. The pegasu's eyes flickered fearfully around before he was forced to meet Karon's gaze.

Emotions are simple in their essence. They are generated energy taking different forms depending on what plane you are looking into. You have the basic chemical agents coursing through the blood stream on the physical plane and on the astral you have the purely energy based clouds of emotions. Thing is, energy reacts differently to energy depending on what type or form it is composed of, and emotional energy, that is magnetic. If you have a little generated fear from the stimuli the brain received, then all that is needed is a little push for the flood-dams to open and mind numbing terror to take hold.

It is the same principle that love potions, love spells and other such magic is based on. You can't create or impart emotions into another being, but you can either create a string of data that naturally makes the being react with a specific emotion, or you can simply encourage one that is already there, and every creature has more or less every emotion possible within their heart somewhere.

Finding the pegasus' fear was easy. It was practically shining out of his eyes after all.

Karon reached out to the ponies aura. It was flickering like a candle's flame in the wind, fear erupting in sparks sending streaming patterns coursing through his entire being. From the lowest of bodily flesh to the highest corners within his soul fear infested him as the pony was trapped between two equally frightening beings. One wanted his silence, the other wanted him to talk.

Karon was fine with letting it come out along a lot of screaming if need be.

He found the heart of the pony and forced his will upon it, encouraging the fear the pegasus felt for Karon and lessening the one he felt for M. It was easy, like blowing air into the dying embers of a fire and watch as it erupted into flames once more.

The pegasus' eyes widened beyond belief and several muscles in his face started to spasm. He opened his mouth but no sound came out except that of a trembling breathing. Karon watched as the pony's terror increased by the minute, replacing rational thought and shutting down all higher brain functions. It seemed like barely any time at all had passed before the pegasus was no more than an animal frozen in fear.

He hadn't meant for it to go this far, but the stallion already had a lot of fear in his heart. More-than Tardy had made sure his followers would not betray him lightly, but he hadn't counted on facing off against someone almost as ruthless as he.

Almost...

The poor pegasus' mind broke and with a shrill wail of utter terror he threw off the guard holding him down and raced towards the entrance. He soared through the air with speed even Rainbow Dash would find impressive. However Karon still had a firm connection to the stallion and he cut off his connection to Equestria like he had with Dash.

The stallion didn't stop screaming and barely stopped at all as he fell down to the ground, his wings unable to work anymore. The guard that had been restraining him rushed after the fleeing pegasus together with one of his comrades. They managed to catch him before he escaped and dragged the screaming pegasus back.

“Shut him up.” Karon said and to his surprise his voice didn't tremble at all. It was steady, cold, demanding. The guards responded by shoving the stallions face down into the clouds ground and the screams instantly became muffled and distant.

Karon felt sick inside. He hadn't meant to push the pony quite that far. His mind had snapped. It would take years to recover from it, or maybe he never would. However, even though Karon's attempt at getting the prisoner to talk was a failure, it had worked in a different way.

“We'll talk! Just don't do anything more to us!” The pegasus on the right shouted. Karon was surprised when he heard the feminine voice and realized it had been a mare.

“Start talking.” He responded and swallowed the bile that had risen in his throat. From behind him the muffled screams of the insane pegasus could still be heard.

“The oven! There's a lever in the oven! We're supposed to guard it and make sure no pony gets into the base.”

“Which is?”

“Down below. They've hollowed out the cloud underneath the factory.”

“Good. Are there any traps, guards or anything else we should know of?”

“There are guards down there. I don't know how many! I don't know anything about traps.”

“Is M down there?”

“No, he never goes here. He's got some place over in Canterlot, but he has somepony else down there taking care of business for him.”

“Who?”

“I don't know, I promise! It's a unicorn, we just call him boss.”

“What exactly are M's plans for this place.”

“I don't know! I just know this is where most of his crew is. He's only got a few spies over in Canterlot and a few soldiers.”

“Soldiers?”

“That's what boss calls them! Some badflanks they're training like the royal guards are trained.”

That sent a chill down Karon's spine. That most likely meant they had somepony within the guard or they were training their 'soldiers' to infiltrate the guard later on. Either way they had access to somepony that knew the guards and how they worked and trained.

That could be problematic.

“So most of M's forces are here?”

“Yes!” She cried out, once she had gotten going the mare seemed more than willing to tell Karon whatever he wanted.

“How many?”

“I don't know, I swear.”

“Give me an estimate.”

“Maybe a few hundred.”

All the guards and Twilight drew in their breath sharply when that piece of news was revealed. Karon would have done the same if he hadn't been rendered both speech and breathless.

“A few...hundred.”

“Yup, he's got a fucking army waiting for his call to war.”

“We need to stop them.”

“Then we're lucky we brought a surprise with us.”

Karon felt the reassuring weight of the bag behind his back and let out the air he had been holding. He could do this, as long as they kept silent and weren't discovered. It was a shame repeating that internally did nothing to make his hands stop shaking.

“Where's that lever you mentioned?”

“Inside that oven, there is always fire burning in it so you need a unicorn to open it.”

“Are there any others right below guarding the entrance?”

“Yeah there's three more. After that I don't know.”

“Thank you for the information.”

“You'll let us go now right!?”  

The mare's voice was both hopeful and despairing, every eye in the large room was on Karon, waiting for his orders. He turned to Dusk Keeper who was restraining the pegasus on the left and shook his head gently.

Dusk Keeper hesitated for an instant, but than he steeled himself and put all his weight on the hoof over his captives neck. A sickening crack could be heard as the pegasus neck broke and two more like it followed. Karon closed his eyes and breathed deeply, suppressing all feelings of remorse. When he opened his eyes all the guards were gathered in front of him in a line, awaiting orders with unshaken stoicism. They were warriors. They understood hard choices.

Twilight didn't.

“W-why?” She asked with a trembling voice and looked at Karon with fear and disgust written all over her face.

“If they didn't want to die they shouldn't have been preparing to kill others.”

Even to Karon the words sounded hollow, but the truth was that there was nothing good about what they had just done. It was just a practical choice, not a moral one.

She looked down on the cooling corpses at her hooves and stared at them for a moment. Then she looked back up at Karon, her emotions held restrained with the mental discipline years and years of practice had given her.

“What now?”

“We open the lever and rush the guards below. I don't think they can miss the entrance to their secret base opening, so no time for subterfuge. Just move fast and take them down immediately. We can't have them raising any kind of alarm...especially not if they're are hundreds of them down there.”

They all understood what that meant. As soon as they entered the base it would be kill or be killed. The only thing worrying Karon was Twilight. He couldn't see her killing anypony. However, she was still here despite what had happened. She wanted to help.

She walked over to the oven the now dead mare had been referring to and her horn shone as it opened. A golden glow came out from the opening and the gentle roaring of a fire could be heard. Twilight spotted the lever and with a flick of her horn turned it and jumped back quickly.

The oven began shifting to the side and revealed stairs leading down into the darkness. Karon reached into his inner pocket and felt for the item Feather had brought him before he left. When the opening beneath the oven was large enough to allow a pony through, Dusk Keeper rushed down and Karon followed after.

It was even darker down below, but the cloud was still a pearly white and three shadowy pony shapes stood out clearly against the background. Dusk Keeper rushed to one furthest away to keep him from escaping and Karon ran up to the one closest. His hand grasped the hilt of the large kitchen knife he had Feather bring him and before the shocked pony could utter a sound Karon crashed into him.

There was a sound that reminded him a lot of a squeal when Karon plunged the knife into the soft belly of the pony. He bore him down to the ground and stabbed him over and over again while he covered his mouth with the other hand. After a while Karon noticed that the pony was no longer moving or making any sounds. And the only thing that could be heard in the dark corridor was the squelching sound as his knife passed in and out of the dead flesh.

It had been mostly instinct. Karon hadn't given a thought to cutting him more precisely or lessen the creatures pain. It had been nothing but the thought of killing it before he had a chance to raise any alarm.

Karon stood back up and carefully avoided looking down on the mess he had made. When a soft purple light shone behind him he didn't turn around, he didn't want Twilight to see the blood staining his robe. Not that she needed to see, they could all smell it.

“Let's get moving.” He said and gripped the knife harder, keeping his shaking, blood-soaked hand from losing its grip.

He needed no replies and sneaked forward, the ponies following close behind him with Twilight's light illuminating the way.

Karon knew what they were doing right now was as close to suicide you could get while still being able to blame it on someone else. They were in a secret base filled to the brim with enemies and without any idea of the size or layout of the place, moving blindly forward, hoping they wouldn't accidentally bump into any greater groups of M's thugs.

Every now and then Karon would stop and take out a glowing crystal from the bag on his back and shove it hard into the cloud wall beside him. The guards didn't know what they were but when he did this for the first time Twilight had to stop herself from screaming at him. She was very familiar with Celestia's sun crystals and knew that the princess would have never given one over to Karon.

And definitely not an entire sack full of them.

However, the human led group of ponies still retained some form of luck it seemed. Instead of a maze of underground tunnels, the hidden base was just one long corridor. They passed by several openings leading into rooms every now and then, but didn't investigate beyond confirming no pony was awake and able to see them pass by.

After maybe twenty minutes of skulking through the corridor, they arrived at a larger opening leading into a grand hall of some kind. Karon stopped and shoved two crystals into either side of it before he motioned for all of them to enter slowly.

When Twilight passed through and her horn shone into the darkness it became apparent what the hall was. It was a huge training ground complete with an obstacle course and dummy dolls of ponies with spears sticking out of them.

They all sneaked forward towards the far end. Surely the boss would have his room somewhere close by? But there was something bothering Karon immensely, an itch on his back. It took a few seconds for him to realize it came from being observed by somepony.

His head snapped around and he scanned the surrounding room, but he couldn't see anypony watching him. That was until Twilight's eyes widened and pointed a hoof straight ahead. Karon turned back and saw a similar glow to Twilight's shining on the far end of the room. However unlike her purple, the glow shone with a gray color.

It showed a unicorn waiting for them, his coat a dark brown and eyes shining with the same color of his magic. It was too obvious that it was the boss, but why would he stand there like the most cliche villain ever and wait for them unless...

“It's a trap.”

“God damnit!”

Karon looked around the room but could see no other ponies hiding. That was until he turned his eyes towards the ceiling and nearly fainted. High above the group hundreds of pegasi were lazily flapping their wings and staring down on them with malicious grins.

“Oh dear.”

When the unicorn noticed Karon had realized the trap he waved them over, urging them to come forward. Karon looked back and saw how the entrance they had passed through was gone, the pegasi must have flown down silently and covered it up.

The trap was sprung.

Dread clasped Karon's heart as he made his way towards the waiting unicorn. Behind him the rest of the ponies had realized their predicament and walked tensely after him. There was nothing they could do now besides hoping their leader would find a way out of this.

But when they got close to the unicorn, Dusk Keeper ran right past Karon towards him. However he stopped what Karon had thought was a foolish attack and just stared. When the group reached Dusk Karon looked down on him confused. The stallion was just staring at the unicorn with his mouth open in shock.

“S-Steel?”

“Yes its me Duskie.”

“H-how...why?”

“Its a long and unpleasant story.”

“Let me fill in for you then.” Karon said in an annoyed tone. He had no patience for the kind of irritating B-lines the unicorn and Dusk Keeper would be exchanging in the next few minutes. The appearance of the lost pony was a surprise to him, but it was not a good one.

“The professor kidnaps Steel Runner after he gains evidence against him. He decides that a guard pony could be useful and most likely tortured him for a while. No doubt he held out for a long time, or maybe he caved at the first touch I don't care. Point is, your friend here became delirious and easily brainwashed after a while from all the pain More-than Tardy caused him. He was put in charge of training the professor's ragtag scums of society into someponies actually useful in preparation for the coup. Your former friend here is now going to give us some kind of join or die ultimatum, though it will most likely only extend to you while the rest of us will die either way. Sounds about right?” Karon finished and looked over at the unicorn.

“Excellent deduction, and yes that was mostly correct.” The unicorn answered.

“But why? I don't understand w-”

“Save your breath Dusk. Your old friend is dead. More-than Tardy killed that pony and twisted what little was left of his mind into a loyal slave.” Karon interrupted.

“I am nopony's slave!” Steel Runner spat out and anger entered his eyes for the first time. Things weren't going as he had planned. He looked into Dusk Keeper's eyes and asked calmly.

“You don't understand what M is creating here. Things will be so much better once he is in control.”

“Oh please, can anypony say craaaaazyyyyyy!” Karon mocked.

“That's enough! I was told to try and keep you alive for questioning bu-”

The unicorn didn't have time to finish before he was interrupted by a hoof from Dusk Keeper punching him straight in the face.

“TRAITOR!” The stallion roared and threw himself at his former friend. Karon was screaming inside at the idiocy of the pony as the sound of hundreds of wings began beating furiously and an entire army of pegasi launched down towards them.

There was a brief second before they reached them, and in that time Twilight had managed to erect a purple barrier around herself that several pegasi crashed down on and bounced off. Karon did the only sensible thing he could do and veiled himself in invisibility. The six guard ponies however had no magic to draw from, and even though the fought back valiantly, it was in vain.

The pegasi descended on them like a pack of piranhas and soon the guards disappeared beneath the flood of kicks, punches and stomps accompanied by a chorus of gleeful laughs. It took less than a minute before little else remained of the guards but broken bones and maimed flesh.

Karon had thrown himself down on the ground and was crawling towards where Dusk Keeper was battling Steel Runner. Perhaps calling it a battle was wrong. Dusk Keeper was not thinking properly and tried to land any kind of kick or punch on his traitor friend possible, but the unicorn was dancing around and easily avoided the rage blinded earth pony.

Karon took a look behind him and saw that Twilight was holding out strong, despite that what looked like a cloud of pegasi was covering every inch of her shield and battering down on it. Above him, pegasi were flying around trying to find the vanished human. Thankfully they stirred up so much of the lose cloud floor that it swirled without pause, hiding him from anypony that might look a little closer at the way the floor was moving.

“So what now?”

“I don't know!” He screamed and despair threatened to overwhelm him. They were trapped with an entire army of pegasi eager to tear them to pieces.

“The crystals?”

“I am not blowing up myself in some heroic sacrifice.”

“It would mean killing most of More-than Tardy's forces.”

“I don't care! I would DIE!”

“So what about plan B?”

“We don't have one!”

“Then make one up.”

“I..I..”

“Sigh, fine allow me. There is nothing we can do on our own, and Twilight will be torn apart if she lets her shield down even for an instance. And Dusk Keeper is busy being stupid.”

“You're not helping!”

“So use the crystals.”

“I'm not blowing myself up I said!”

“We don't need to release the energy and let it expand thoughtlessly, let's channel it.”

“You're...you're right. But into what? What kind of magic could I fuel with so much power? I can't send a huge storm of lightning out it would kill us all the same.”

“Yes, so how about...hmmmmm.”

“Yes?”

“I got it!”

“What do you........you can't be serious.”

“It would solve everything.”

“And we have no way to survive it!”

“I'm sure Twilight can think of something.”

“.......FUCK!”

Karon really, really wasn't interested in the plan his subconscious had cooked up but he had no other option. Twilight could only hold out for so long and Steel Runner will get tired of dodging blows soon.

Karon cursed loudly and stood up, his knife still clutched tightly in his hand and allowed the invisibility to fall off him.

“HEY DUSK KEEPER!” He screamed as loud as he could, hoping the momentary shock of seeing him appear out of nowhere would keep the pegasi from killing him. Both Dusk Keeper and Steel Runner stopped when they heard him and before the pegasi or their unicorn boss had time to react he shouted again.

“HERE!” He threw his knife over to the last remaining guard pony and watched as he grabbed it from the air. How Dusk managed to do so while using a hoof was a mystery, a pony mystery. But he did and before his former friend could do or say anything the blade was turned in his direction and Dusk Keeper plunged it deep into his eye.

The entire hall fell silent save for the sound of the pegasi's beating wings. Steel Runner had a look of surprise on his face as he stood on uncertain hooves. Then they folded beneath him and he fell down to the ground, dead.

The pegasi around all stared, then like one mind they reacted with murderous intent and swooped down to end them all. However, in the split second before they reached them Karon clasped his hand around one of the crystals in his bag and released all of it's power.

More than just that, he released ALL the crystals power, to his great delight earlier he had discovered one could link them all together.

Twenty three crystals in total, thirteen that were planted around the secret base, all erupted in a violent golden light and was channeled into the most basic spell imaginable. It was no more complex than hitting an off switch, and when that spell went off all things caught within the energy from the crystals suddenly found themselves cut off from Equestria's magical streams.

The result of this was two fold, one was that the clouds that were simultaneously held together and maintained as gas form suddenly weren't forced into their misty existence anymore. And the sudden lack of pressure that dragged all of them together turned the entire base, and a great bit of the factory, made out of clouds into water. The second result was the pegasi, without their connection to Equestria they suddenly found themselves unable to fly as their wings locked to their bodies.

Then gravity kicked in.

It all occurred within the blink of an eye. One moment they were standing within a grand training hall about to be crushed by a swarm of angry pegasi, and the next they were all falling down through a spray of water towards the cold, hard ground.

When all of them were yanked downwards so suddenly all was silent, their breath stolen from them. But as they regained their voices, the sound of over two hundred ponies screaming together in terror could be heard echoing over Equestria. The stories surrounding that incident would last for many years in Cloudsdale.

Karon had the fleeting sensation of being light as a feather and for some reason he found the deafening sound of all the wailing pegasi around him annoying. In proud defiance of their displayed terror he decided to mix it up instead, imminent death has a tendency to make you do weird things.

“I BELIEVE I CAN FLYYYYYY! I BELIEVE I CAN TOUCH THE SKYYYYYYY!”

He screamed as loudly as he could, but was hardly able to hear himself over the shrieking of the pegasi all around him. To be honest it probably looked kinda funny from a bystanders perspective, a few hundred wet ponies dropping out of the sky like a bunch of dead bumblebees.

But after the first few seconds of falling down Karon's hysteria calmed down and rational thought entered into his mind again. He needed to find Twilight. Which was very difficult since his surroundings was cluttered with very distracting pegasi. He reached out with his mind and mentally sent out a call with as much force he could bring to bear. The view of the quickly approaching ground beneath him was quite motivating.

“TWILIGHT!?”

And to Karon's infinite relief a voice answered back inside the very agitated confines of his mind.

“Karon!? Where are you!?”

He tracked the trail the mental signal had left and briefly spotted something purple to his upper right. His wings were unresponsive just like everypony else but his couldn't fold to his body, and so Karon used them to glide through the air towards Twilight – or what he had hoped was her. Discerning color on a falling pony in the middle of the night while surrounded by hundreds of screaming pegasi is not an easy task.

He punched and pushed at all the falling ponies that got in his way. In their hysteria, they didn't even seem to notice it. Finally, after smacking yet another pegasus in the head with his fists, Karon spotted Twilight again. Her horn was glowing as she tried to cast some kind of spell that would hopefully save them.

Karon glanced down and his heart skipped a beat as he saw the ground was close enough for him to make out details. It would be a minute or less before he hit the earth below.

“TWILIGHT DO SOMETHING!” He screamed at her. He could still be barely heard, but Twilight looked over at him anyway. She gave one confident nod and her horn began to glow even stronger. When nothing seemed to happen Karon cast one last look down and finally gave into the urge to scream. And so his terror induced wail joined that of hundreds of others as the ground came closer and closer and the world disappeared in a haze of purple.

Next Chapter: Chapter 29: Party of the century (part 1) Estimated time remaining: 13 Hours, 16 Minutes