History Repeats

by SaddlesoapOpera

First published 13th of March, 2013

The return of an ancient threat spurs the Ponies to seek out an ancient ally... but is she still the heroine she once was?

The history of Equestria spans dozens of centuries, and many terrible foes have risen up from the past to threaten the future once more, only to be defeated.

When a vicious and powerful enemy older than any Twilight, her friends, or even the Princesses have faced before returns, they will have to reach out to an ally just as ancient for help... but is she still the heroine she once was?

This story takes place after the end of Season 3.

Honourable Mention: Best Fimfiction, Pony Awards 2013

Prologue

“Yes! Everything’s gonna be just fine!”

The newly crowned Princess Twilight Sparkle soared above the alabaster spires of Canterlot, her broad wings catching the wind as if she’d been born in the skies. Raucous cheers and stomped applause echoed up from below as she took an aerial victory lap around the lofty capital.

All was well.

The festivities lasted well into the night, with Twilight and her friends and family the centre of everypony’s delighted attention. Music and song filled the air, and many a glass was tipped in joyful toasting. With the departure of Princess Luna to attend to the raising of the moon, the guests of honour retired for the night in luxurious chambers in the Royal Palace.

Several hours later, on the highest balcony of the Palace, Princess Luna opened her eyes.

She was standing with her legs firmly planted and her head turned toward the huge full moon she’d raised earlier. Her horn was blazing. Her ageless heart pounded, and her immortal lungs fought for breath. Sweat shone on her dusky hide.

Like her Royal Sister, Luna had no need to sleep or eat or drink - doing so merely as an affectation. In years past she had survived for ten centuries bound on the moon, with frustration and boredom far greater threats than starvation and thirst. But every night for the past week, when she had focused her magic and sought to explore the night-time imaginings of her sleeping subjects, she’d found herself asleep and gripped by a dream of her own instead.

Luna spread her wings and took to the air, cutting through the sky like a blue-black arrow.

Seconds later she was standing at the edge of Princess Celestia’s silken bed. The elder Alicorn soon stirred and awoke.

“M-My Sister,” Luna said, her voice slurred with the disorientation of one not quite fully awake, “we must s-speak. Now.”

Celestia was not wearing her enchanted Regalia, and without the relics she was closer to Luna’s size and a touch less awesome in demeanour - but no less lovely. She raised her head, her lustrous pink mane shifting on her pale neck.

“Luna. The dream, again?” Celestia smiled warmly. “Everything is fine, my Sister. I promise.”

Luna flapped her wings huffily. “Vision, Sister. It is a vision. A warning. We must find her. We must bring her here! As long as she stands on Equestrian soil, we shall prevail!”

Celestia frowned, but her eyes carried no anger. “Sister... the legends about those creatures were ancient before Equestria was even founded. It’s been countless generations since one was even rumoured to have come to our world. What makes you think-”

“Please, Celly!” Luna surged forward until her face was inches from Celestia’s. Her wings spread. “There is no time to lose! We have to send somepony to find her!”

“Luna!” Celestia drew back in alarm, but then settled down and gave her sibling a silent, appraising look. “Sister... today was a wonderful day for us. For Equestria. There wasn’t the slightest hint of any trouble. What aren’t you telling me?”

“I...” Luna looked away. She bit her lip. “There are secrets in the dark that the light never touches, Celestia. I... I see things you don’t.” Luna folded her wings and hung her head. “I need you to trust me on this. Please.”

Celestia watched the gentle flowing of her sister’s translucent, star-speckled mane for a long moment before moving closer and ducking to nuzzle her neck.

“I do trust you, Luna. I do. If you’re so sure it’s important... we can talk about deciding on somepony to go and find this creature and bring her back.”

“Thank you, Sister.” Luna nuzzled Celestia back, but her eyes were troubled and distant.

The volcano was wreathed in acrid ashen smoke, filtering the early morning light and casting all colours in muted shades of grey. The only brightness came from the orange glow of the magma in the crater’s core.

On the volcano’s rim, a dark figure stood staring down at the molten rock.

The elderly Ram’s emaciated frame was ill-suited even to the task of supporting the black hooded cloak that covered it. Only his curling, blue-black horns were visible, stuck through holes in the sides of his hood. He didn’t turn around when a teal Pegasus alighted a few paces behind him. The mare carried a full pair of saddlebags on her haunches.

“You took longer than I expected you to, Lightning Dust,” the Ram wheezed. His voice was dry as tinder. “I was beginning to think you wouldn’t come back.”

The Pegasus snorted disdainfully and flipped her short orange mane out of her eyes with a flick of her head. The action revealed a fresh claw-mark on the side of her face. “I work better when the folks who hire me keep me in the loop. Maybe I would have got back quicker if you’d mentioned the DRAGONS?”

The Ram let out a dessicated chuckle. “You said you were the fastest Pony there is. I assumed you’d outpace them without any trouble.” His voice dropped in tone. “It’s the nectar you needed to focus on. Did you fetch it?”

“Yeah. I got your plant goo.” Dust rummaged in her bags and retrieved a small clay jug. “It wasn’t as tough as you said it would be. I guess those young Dragons like dipping gems in this stuff to polish them - they’d pretty much cut it to pieces by the time I showed up!”

The Ram tensed; an irritated growl made the edge of his hood ripple.

“Those SIMPLETONS!” His voice took on a fierce, throaty edge. “That was the first full-grown specimen in two hundred years! They could have-” The Ram caught himself, and then took a moment to calm down. “No. No matter. With this, I can begin.”

The folds of the Ram’s coiled horns glowed with a starkly colourless inner light, and a similar aura surrounded the clay jug. It floated over to hang in midair next to the Ram as he trotted up to a small black-iron cauldron sitting on the edge of the crater.

With a further glow, a dollop of black mud lifted out of the cauldron.

“Muck from a battlefield’s blood-soaked soil,” the Ram intoned, and then tossed the filth into the magma below.

“Uh, hay,” said Dust, “aren’t you forgetting something?”

The Ram ignored her, magicking up and un-stoppering the clay jug. “Nectar of full-grown Lashing Flume.” The thick golden syrup spilled into the crater.

Dust took a step toward the Ram. “You SAID you’d pay me!”

Again, the Ram’s only reply was to continue feeding the volcano. “Fungus fed on black rock-oil.”

Dust scowled. “Can you hear me?”

“A Tainted Sea’s unwholesome spume.”

“Stop ignoring me, you old goat!” The Pegasus stomped over to within a pace of the hooded Ram and snagged his robe in her teeth. She jerked backward, uncovering her erstwhile employer.

She gasped.

The thing before her was bare to its blackened bones. Its fleshless jaws were lined with hooked fangs, and its empty sockets glowed with baleful red pinpoints in place of eyes. A tarnished silver bell on a black cord hung around its neck-bones.

“A scrap of pickled Hydra skin...”

The skeletal horror turned to face her at last.

“... and blood from a traitor to her kin!”

A silver-bladed sickle floated up out of the cauldron.

Dust backed away; her ears drooped. “Wh-What are you talking about? Me? You mean me? N-No way! I’m no traitor!” She turned and spread her wings.

With a flare from the undead Ram’s horns Dust found herself hanging in the air, as still as a stone. Her saddlebags slipped off her haunches and dropped to the barren ground.

“Oh, but you are,” the Ram replied with a mirthless laugh. “By helping me you’ve damned your entire WORLD!”

The Ram’s magic swung the helpless Pegasus around, dangling her over the molten pit. The hovering sickle lashed out and made a thin slash across her right Cutie Mark.

Dust cried out, galloping in midair and struggling against the monster’s magical grip. Blood ran down her leg, and a few drops fell down into the darkening magma.

“Ah, but you were right. I did promise you a reward, didn’t I? Very well, then. Have your life - if you can keep it!”

The aura surrounding the Pegasus vanished.

Dust struggled to right herself and catch an updraft as she tumbled down toward the bubbling surface. The heat singed her hide, but she gathered some precious lift.

All around her the magma began to bubble and seethe, a purple-black corruption spreading through the orange ooze like venom in a wound. The magma’s level began to rise, and columns of the darkened sludge surged upward like the tentacles of some vast undersea beast.

Dust squinted against the eye-stinging smoke and trusted her wind-sense alone to help her dodge the rising obstacles. She streaked out of the crater a tail-length ahead of a rising flood of boiling slime, a jagged lightning-contrail marking her path. Behind her, the Ram’s hollow, cackling laughter echoed, followed by his mocking cry:

“Yes-s-s! Flee! Run! IT WILL DO YOU NO GOOD!”

A Thousand Eyes

Applejack narrowed her eyes and tilted her head at the portable blackboard standing out in the open, grassy courtyard near the sculpture garden on the Palace grounds.

Not far away, Rarity was leafing through a romance novel at the base of a statue, Fluttershy was covered in local birds busily braiding her mane, and Pinkie Pie was teetering precariously atop a stone vase, trying to mimic a statue’s pose.

“Hmm.” Applejack tilted her head still further and then straightened. “Nope... I don’t get it.”

Rainbow Dash frowned. “Oh, come ON! It’s easy as falling off a cloud! Just follow the-”

She turned to face the board she’d only just finished covering in curling, coiling dotted lines, X’s, O’s and chevrons in three different colours of chalk. The board now looked like a schematic illustrating a bowl of noodles exploding.

“Huh. Okay, MAYBE aerial hoofball is a LITTLE complicated.” Dash chuckled sheepishly. “But still! You’re one of the top athletes in Ponyville! You should TOTALLY be able to figure it out.”

Applejack adjusted her Stetson with a front hoof. “And why, exactly, do ya wamme ta learn a sport that ya can’t play without wings?”

Rainbow Dash sighed in frustration. “So that when Twilight gets back from her talk with Princess Celestia you’ll know what you’re talkin’ about when we BOTH convince her to play on my team in the next big game! Did you SEE those wings of hers? She’ll be a NATURAL!” She smiled broadly at the prospect.

“Ah,” replied Applejack dryly, “well as long as it’s fer a good cause.”

Rainbow Dash chuckled, and then dusted the board clean with a few swipes of a sky-blue wing. She picked up a piece of chalk with her teeth.

“Uhh-kay. Ret’s thtart wiff vuh wall of ffcrimm-”

A sudden chilling breeze caught Dash’s attention mid-sentence and sent a shiver down her spine; her multi-coloured tail frizzed. She turned around, and found herself face-to-face with a dark-blue Alicorn clad in platinum jewelry.

The chalk dropped out of Dash’s mouth. “...Princess Luna? Don’t You usually, uh... not come out much in the daytime?”

Luna straightened. Her translucent mane and tail were dusk-pale in the bright daylight, and her eyes were narrow behind a pair of platinum-framed dark glasses. “This is no normal situation. We have an urgent task for thee... if thou art not too occupied with thy stalwart friend.” Luna nodded toward Applejack, who doffed her Stetson nervously.

Dash stared, and then caught herself. “Uh, no, not really, Princess. I’m ready for anything!”

Applejack stepped forward, putting her hat back in place. “Me too, Princess!”

Luna spread her wings. “Thy courage is admirable, Applejack, but sadly We cannot accept thy aid. This task calls for flight.” The Alicorn leaped into the air. “Come, Rainbow Dash. We must make haste!”

Dash hovered, but then paused. “Flight? Should we go get Twilight, too? Or Fluttershy?”

Luna’s shaded eyes betrayed nothing. “...Neigh, loyal Rainbow Dash. The new Princess is swift-winged, but unaccustomed to her new nature as of yet. And though gentle Fluttershy is most virtuous, this mission calls for a flyer of consummate skill!” Luna resumed her flight.

A faint blush coloured Dash’s cheeks. “I won’t let you down, Princess!” Rainbow Dash gave a quick salute and then took off after the princess. She looked back over her shoulder and called out: “AJ - tell the gang I’ll be gone for a little while, okay?”

Applejack craned her neck to watch the pair, shifting awkwardly. “Uh, awright! I’ll... I’ll just be goin’, then, I reckon...” She turned and headed over to meet up with her other friends.

Luna flew with phenomenal speed, forcing Rainbow Dash to do something she hadn’t needed to do since her assessment at the Wonderbolts Academy:

Put in an effort.

“Where are we going, Princess?” she shouted over the roar of the wind.

“To Cloudsdale’s weather smithy!” Luna shouted back. “Thou hast a rainbow to follow!”

“I... what?”

Luna offered no further explanation, and soon the pair approached the Pegasus cloud-city’s industrial district.

The air was cold and damp and heavy with the spicy tang of liquid rainbow. Pegasi in safety gear toted baskets of snowflakes and barrels of rainbow to and fro, and heavy machinery thrummed and clanked in a constant basso backbeat.

Luna approached one of the largest and oldest pumps moving raw rainbow down to the assorted pools and basins and cloud-ponds from which it spilled down to the ground below. Her horn flared, and the machine’s controls glowed and adjusted themselves.

“Whoa, hay!” Dash said, “You can’t do that, Princess! The pipes will-”

A rumble shook the cloud under Dash’s hooves, and the needles in the machine’s status gauges jerked to the right.

A worried beige Pegasus stallion flapped over in a hurry, but then skidded to a halt on sight of the princess.

“P-Princess Luna! We didn’t expect a Royal inspection today! Err... could I help You with whatever it is You’re-”

“Neigh, We have no need of thee,” said Luna flatly. “Thou art dismissed.” She continued adjusting the machine. The cloud lurched heavily enough to make Dash and the technician stagger.

The technician stepped to and fro nervously. “I... I don’t want to be a bother, b-but-”

Luna magicked off her dark glasses and then turned to glare at him, her eyes blazing white.

He fled.

Dash hovered over to Luna and angled to look her in the eyes. “Princess, this is a really bad idea! If You keep turning up the pressure, the machine’s gonna blow!”

Luna met Dash’s gaze. “That is precisely Our intention. We have need of a rainbow that reaches beyond the edge of the skies themselves.”

Dash stared in confusion, but she quickly put the pieces together.

“Princess... what exactly do You need me to do?”

In the far distance behind Dash, Luna watched a teal-and-orange streak gouge into the cloud-street like a falling star. A crowd quickly gathered around the crashed Pegasus.

Luna narrowed her eyes; a magicked fog-bank obscured the view.

“Thou must follow a rainbow beyond the very borders of the world, Rainbow Dash, and seek out a creature of vast power - for Equestria shall soon have desperate need of her. Speed thee hence, swift one, and bring Us back... the Megan.”

Rainbow Dash listened in respectful silence while Luna spoke.

And then she flinched, sputtered, snickered, and finally collapsed in a fit of raspy, choking laughter.

Luna frowned; her magically-enhanced ears picked out bits and pieces of the distant crashed Pony’s gasped entreaties:

...like a living wave... covering everything... nopony left... no time, go now...

“RAINBOW DASH!” Luna bellowed, stomping thunder from the cloud beneath her hooves. “This is no laughing matter!”

Dash struggled to control herself. “I’m s-sorry, I’m sorry! But, Princess... how could I find the Megan? Isn’t she just an old Pony-tale?”

“Like Nightmare Moon?” Luna replied.

An instant later the machine finally ruptured, and the entire cloud sank by a Pony’s height from the recoil as a massive multi-hued ribbon exploded forth from the shattered upper pipes. The glaringly bright rainbow stretched away into the distance, shrinking beyond sight.

Rainbow Dash looked up in awe. Her smirk dissolved.

“Go forth, Rainbow Dash,” said Luna firmly. “Fly as fast as thy wings can carry thee - the rainbow will guide thee. Seek out the Megan, and bring her back with thee to Canterlot. We shall await thy return there.”

The Pegasus gave a single resolute nod before rocketing into the sky, arcing to follow the colourful path cutting the sky in two.

Mere moments later, Pegasi swarmed into the area - some reacting to the explosion and others spreading the word about the exhausted messenger’s dire message.

“Enough!” Luna boomed with Royal confidence. “There is no cause for such alarm. This matter is well in horn, We promise you.”

Luna stole a glance upward, where Rainbow Dash was already a speck on the horizon.

“Everything will be all right.”

Twilight, Applejack, Pinkie Pie, Rarity and Fluttershy were gathered in the Palace’s Grand Hall, facing Princess Luna as she strode through the doorway. Princess Celestia waited at the back of the room.

“Princess Luna,” said Twilight, “Applejack mentioned You needed Rainbow Dash for something important. Is she back yet? We were going to head out soon.”

Luna shook her head. “Thy friend is far away, and swift though she is, she shan’t return so quickly.”

Twilight Sparkle raised an eyebrow at Luna’s statement. “Far away? What do you mean?”

Luna trotted forward; the group parted to allow her passage and followed.

“Rest assured, it is a matter of crucial import, and her return shall merit a heroine’s welcome.”

Twilight turned to face her mentor. “Princess Celestia... did You know anything about this?”

Princess Celestia stepped closer to the group of Ponies. “My Sister acted faster than I expected her to, but I was aware of her concerns. Luna believes there is a great danger coming to Equestria, and she...” Celestia paused; she met her sister’s gaze and let a rare awkward silence pass. “...she has sent Rainbow Dash to recruit an ally.”

“More than that, Sister!” Luna insisted. “A SAVIOUR!” She stomped a hoof, the blow echoing in the vaulted room. “Now that she is being retrieved, we can all breathe easy. No matter what danger is coming, we-”

“Not coming! It’s already HERE!”

The five Ponies and their two sovereigns turned toward the vast double-doors, where a teal Pegasus mare was struggling in the grasp of two Royal guards. The mare was wild-eyed and haggard; sweat shone on her hide and her tangled mane, and a hastily-wrapped bandage covered her right flank.

“Apologies, Princess,” said one of the guards. “She crashed into the topiary garden and then flew straight here. She was too fast for us!”

Twilight squinted, and then her eyes widened. “Hay! I remember you! From the Academy! Lightning Dust! You nearly-”

Dust cut her off.

“That’s not important! You need to evacuate. Head as far north as you can. Now!”

Twilight, Rarity, Fluttershy, Pinkie Pie and Applejack spoke up at once, peppering the Pegasus with questions.

Princess Celestia spread her wings for silence and then spoke when the Ponies complied:

“Lightning Dust, please tell us what’s happening.”

Dust sagged in the guards’ grip. “I... I don’t really know, Princess. I tried to explain in Cloudsdale! There was this Ram, but he wasn’t a Ram - more like a monster - and he did something to a volcano in the Badlands, and it-”

It was Twilight’s turn to interrupt.

“The Badlands? That’s halfway across Equestria from here! Why aren’t you warning Dodge Junction or Appleoosa?”

Dust winced and looked away. Her wings drooped. “Appleoosa and Dodge are gone.”

The Ponies standing before Dust shared a shocked silence. Applejack reacted first, her voice a faint whisper:

“Wh-What do ya mean, gone?”

Dust closed her eyes against the ugly memory. “This huge wave of purple slime hit them and covered everything. It moved on its own - like it was alive - and it was covered in these big, staring eyes. Everypony who got covered in it just... just gave up. They lay there in the muck and they wouldn’t move. They hardly even breathed.” Dust shuddered; her voice cracked. When she opened her eyes, they shone with tears. “I wanted to do right this time! I wanted to prove that I wasn’t a... I tried to help them! I tried! I tried to tell them! But they weren’t fast enough! I wasn’t fast enough!” She huddled up and hung her head, slouching on the marble floor like a vulture. “I couldn’t save them. I flew. I flew away.”

Luna’s eyes showed sympathy, but her righteous expression did not falter.

Twilight’s eyes tightened. She swallowed despite her dry mouth. “And now this... slime... is coming this way?”

Dust nodded silently.

Twilight stomped a hoof and spread her wings in defiance. “Well, we’re not gonna let it get to Canterlot! Or to Ponyville! Or anywhere else!”

Her friends agreed with varying degrees of enthusiasm.

Princess Celestia smiled proudly and nodded in approval.

Princess Luna remained silent.

“You sound just like him,” Dust muttered.

Pinkie Pie tilted her head. “Who?”

“The Sheriff in Dodge.”

Twilight lowered her gaze; her wings folded. “Princess...?”

Celestia nodded. “Go. Go back to Ponyville, all of you. Protect the ones dear to you. And you, Lightning Dust - spread the word in Cloudsdale. We’ll send a Royal escort with you this time. In the meantime, Luna and I will watch over Canterlot.” Her eyes met her sister’s once more.

“... There is a lot we need to discuss.”

A world away, a creature heedless of portents and Pegasi spoke:

“So. Would you like to tell me what’s on your mind?”

Doctor Sewell’s voice was smooth and even. He spoke without corners, all in gentle curves - not unlike his plump physique. His pale green eyes peered over his wire-framed glasses as he stroked his salt-and-pepper goatee. He wore a cheery green sweater-vest over a business-casual shirt and slacks. The sweater was the same shade as the drapes in the wood-floored office. He clasped his hands in his lap.

His current patient lit a cigarette and held a drag for a long moment before sighing out smoke. She slid low in the heavily cushioned leather armchair. She spoke to the ceiling:

“I... I started dreaming again.”

Her voice was husky and wearied, all in sharp edges - not unlike her emaciated physique. Her watery blue eyes stared up at the acoustic tiles through the strands of unruly straw-blonde hair that had escaped being tied back. She wore torn blue jeans and a faded black t-shirt decorated with white block-letters that read KMFDM and GODLIKE above and below a harsh woodcut image of a hand reaching out to grab the world.

“Bad dreams, you mean.” Sewell didn’t pose it as a question.

She let her right hand hang down over the side of the chair - her cigarette sprinkling ash on the floor - and slid her left down her pale face. “Yeah.”

“I noticed you cancelled the trip to the petting zoo.” Sewell made the observation with the benignity of a comment about the weather, but a subtle note of accusation rang through.

His patient shifted to sit upright and then sagged forward, resting her forearms on her thighs.

“I can’t. I can’t go.”

Sewell let a silent moment pass and watched his patient take another drag before he replied.

“You can’t make progress until you confront your fears, Megan. You need to see that these animals are perfectly normal and safe, so you can get beyond your coping mechanism and remember what really happened to you.”

Megan’s fingers squeezed her legs. “I know! I know, okay? I messed up! I’m sorry.” She frowned.

Sewell gave a sympathetic half-smile. “I’m not trying to shame you. And you don’t need to apologize. But it’s important that you do everything you can to get well. We need to work together, here, Megan. Can you do that?”

She raised her head to look into his eyes. “ …I’ll try.”

Fifty-two minutes later, Megan wrapped her gunmetal-grey raincoat closer and leaned forward into the rain spitting from the night sky as she walked down the sidewalk. She listened to the growls and splashes of passing cars on her right as they echoed off the soaring buildings to her left, and the rhythmic slapping of her sneakers on the wet pavement. They were normal sounds. Real-world sounds.

While stopped at a crosswalk waiting for the light to change, she rummaged in her pockets for a cigarette and her lighter.

Both fell into a puddle at the sound of trotting hooves.

It’s a mounted cop, Megan silently told herself as she felt her muscles clench and her pulse start racing. It’s always a cop. Look at him. Just turn and look.

She didn’t.

The hoofbeats got louder. She hugged herself and tightly closed her eyes. In the silent fireworks playing out behind her eyelids, every distorted shape was a threatening one. A snarling horned face. Roaring dragons. Chains. A boiling whirlpool. A hissing wildcat with glowing eyes. A tolling bell. And everywhere, tiny horses screaming.

They aren’t real. Damn it, they aren’t real! She let out a small whimper.

“Are you okay, miss?”

Megan jerked her head upward and looked at the source of the voice with the desperate haste of someone tearing off an adhesive bandage.

“I’m f-fine, officer,” she managed after a few seconds of wide-eyed staring.

“Weather’s turned sour. You should probably get indoors.” The addendum if you have anywhere to go was unspoken, but clear nonetheless.

“Just heading home now, sir,” said Megan.

The officer slowly nodded, and then directed his mount onward. The chestnut mare trotted on.

Megan stayed where she was until the noise of the city swallowed up every trace of the receding hoofbeats.

Far above her, past the rain clouds, in the deep black of the night sky, a shooting star with a multi-hued tail flared into being.

By sunset, a wall of piled sandbags encircled the outskirts of Ponyville in anticipation of the sinister flood.

The townsponies had worked together with diligence and song, finishing the work in record time. All of the youngest and oldest Ponies were safe and sound on the upper floors of homes and buildings, and most things of value were packed up with them.

A heavy silence fell over the town, full of tension and anticipation.

Fluttershy set down a tray of refreshments for the breakwall workers and then alighted on the town-side of the new wall, folding her wings and knitting her brows.

“It’s so quiet...” she whispered.

“A little TOO quiet!” Pinkie Pie hopped out from behind a dirt-pile and began playing a raucous tune on a small coiled horn made of crystal. Her frizzy pink tail flopped to and fro in time with the honking notes.

Several watchful Ponies in the surrounding area jerked in surprise and then fixed the pink party-Pony with disapproving glares.

Pinkie’s music petered out and stopped. “Suh-whee...” she said through the horn, and backed away sheepishly.

“There! In the distance!” A Pegasus stallion hovering a few Pony-heights above Pinkie pointed a hoof southward.

A dark-purple shadow was covering ground far in the distance, spreading toward Ponyville from the south like the nightfall spreading from the east.

The Ponies at the wall leaped into action, double-checking its construction and shoring up thinner areas.

“Lightning Dust seemed so afraid of this thing,” said Fluttershy, hovering over to stand next to Pinkie. “What should we do?”

Pinkie inhaled to speak, but then a full-body spasm sent her wobbling back and forth. Her tail swirled and her eyelids fluttered. She finally came to rest after a straight-legged backflip.

Fluttershy drew back in alarm. “P-Pinkie! I’ve never seen you get a Pinkie Sense like that before! What does it mean?”

Pinkie Pie was suddenly very, very quiet. She was as still as a stone for five heartbeats, but then she perked back up to her usual broad grin and loud, high voice.

“It means we should go check on everypony else! C’mon, Fluttershy!” Pinkie bounded away. Fluttershy scrambled to take off and hover after her.

At the centre of town, Twilight Sparkle and her favourite assistant were hard at work organizing the preparation efforts. Twilight’s horn was glowing, as were the dozen parchments and half-dozen quills orbiting around her. The pens all wrote at once - a testament to the Alicorn’s burgeoning arcane power.

Spike the Dragon was scurrying this way and that, maintaining Twilight’s in and out boxes by toting fresh and completed checklists and papers.

A few yards away, Rarity’s horn was also aglow. Seven blue-glowing canvas sacks were assembling themselves one by one as they hovered around her, casting shadows over her pristine white hide. Each bag was stitched to sandbag-perfection and embroidered with her stylized R insignia.

Pinkie hopped over with a cheery smile. “Hay, Twilight! Hay, Rarity! Looks like the... whatever-it-is is coming pretty soon! Have you seen Applejack anywhere? And is Dashie back yet?”

Twilight’s eyes didn’t leave her work. “Applejack is fortifying Sweet Apple Acres. And Rainbow Dash is...” A few of the floating papers wavered. “...still not back yet.”

“Oh.” Pinkie Pie’s smile lost an inch or two of width. “Uh, okie dokie then! If you see them, tell them...” Pinkie pondered for a moment. “Tell them Pinkie said to keep on smilin’!”

“Will do.” Twilight was already half-obscured by her swarming busywork, but the enchanted pages soon slowed once again. “Hold on. Why can’t you just tell them your-”

Pinkie was already gone.

“What was that all about?” Twilight asked in consternation.

“I dunno,” said Spike, passing by with a pile of inventory sheets. “Just Pinkie being Pinkie?”

“Maybe so,” Rarity chimed in. She narrowed her well-decorated eyes. “Maybe not.”

Fluttershy shrugged apologetically, at a loss to contribute to the conversation. Her front hooves were outstretched to received Rarity’s shipment of haute-couture sandbags for delivery.

The timid Pegasus took to the air and headed back to the breakwall’s dirt-pile to have the bags filled and distributed, but a few wingbeats from the site a shadow loomed in the southern distance. Fluttershy drifted to the ground, and the bags dropped. Fluttershy’s jaw did likewise.

A surging, boiling, purple-black tidal wave was building a few hundred yards from Ponyville. The viscous sludge lashed and lunged as it flowed, like a clot of worms writhing in a thin bag. The outer surface was dotted with staring, shallow-socketed eyes that rolled to and fro in mindless stares. The wave crested and fell, and a rolling wall of the slime streaked toward the breakwall at a galloping pace.

All around Fluttershy, Ponies broke and ran and flew in a panic, desperate to escape. Fluttershy stood in mute shock until a galloping Earth Pony jostled her aside and she snapped to her senses. She spread her wings and took flight seconds before the syrupy mass struck the sandbag wall. The first impact knocked half the sandbags flying, but the wall held back the noxious tide.

Until the tide began to climb.

Fluttershy rose higher and sprinted for her cottage on the town outskirts. Placed on a hilltop as it was, the home had seemed pointless to fortify. But now...

At the same time, not far away, Applejack and her bulky brother approached a second breakwall around Sweet Apple Acres that encompassed the Zap-Apple field and the farm’s primary buildings.

“Welp, Apple Bloom’s with Miss Cheerilee at school in town, an’ Granny Smith’s up in the farmhouse. Now that the Pony-folks are safe, no reason not ta shore up this here wall. Gotta keep our livelihood protected!”

Applejack knelt and tugged a sandbag higher up on the pile with her teeth.

“Eeeyup,” agreed Big Macintosh.

Above them, a pink and yellow streak shot past and then briefly doubled back.

“Get off the g-ground!” Fluttershy panted. “The walls won’t stop it! It’s coming! HURRY!” She took off without another word.

Before the Apple siblings could do more than share a look of concern, a low, bone-shaking thud turned their gazes to the nearby first breakwall, where bubbling slime with a thousand eyes had struck and was already spilling over.

“I’ll watch over the wall!” shouted Applejack. “You make sure the barn’s secure an’ Granny’s safe!”

Big Mac stared out at the endless tide of purple filth surging toward the closer sandbag-wall. He hung his head and let the grass stem between his teeth fall.

“Love ya, Jackie.”

The stallion’s kick sent Applejack sailing upward, smashing through the hayloft doors to crash down on the attic’s soft contents, senseless but safe and out of reach.

Back in the middle of town, the air was thick with the stench of the purple muck and the sounds of Ponies shouting and screaming and crying.

Twilight and Rarity stood side-by-side, backing away from the roiling slime pouring through the street. Spike stood on the ground between them, weaving to peek between their legs as he followed them in retreat.

“You should fly away, Twilight,” said Rarity firmly. “Those wings aren’t just for show, you know!”

“I’m not leaving you,” replied Twilight with an equally hard tone.

“Can’t you carry her?” asked Spike. “I could sit on your back, and you could-”

Twilight shook her head. “I don’t think I’m strong enough yet to fly while carrying a full-grown Pony for long...” She turned to face Rarity. “And I don’t want to risk losing you if I carry you with magic or try to wink you out. One jostle to my horn and I might lose the spell-matrix. We need to find another way.”

Rarity nodded.

A fresh wave of the slime surged down the street, driving the trio back.

“What IS this stuff?” Spike asked. His snout wrinkled. “It smells like a used lava-bath!”

“Whatever it is, don’t let it touch you - not even the tip of your tail!” Twilight ignited her horn. “Lightning Dust said it’s dangerous!”

She magicked up a rain-barrel and cracked it like an egg, brandishing the two broad halves defensively.

Rarity’s horn flared as she magicked up a spare sheet of burlap and spread it like a matador’s cape. “Let THAT touch my coiffure?” She huffed and gave a flick of her tail. “I assure you, Twilight... that is the LAST thing I will d-”

The wall behind Rarity exploded outward as a sludge-bloated home finally reached its breaking point. Twilight winked out by reflex, disappearing in a reddish flash and reappearing on clear ground a few yards away. Spike was close enough to be caught in the spell’s effects, and he found himself tumbling to the dirt beneath Twilight, singed and smoking.

The pressure slowly eased, and the slime flowed down the paths of least resistance. Twilight opened her eyes and got her bearings.

“Oh, no...!”

Rarity had lunged in the opposite direction that Twilight had travelled, and her gamble had not paid off as Twilight’s had.

Her entire right side was plastered with the thick muck; her right eye was as wide and blankly staring as the half-dozen ghastly others now dotting her hide. Her gaze turned to meet Twilight’s. The unnatural eyes did likewise. Rarity’s lips quivered and parted, but no sounds escaped.

A tear fell from her left eye, and she collapsed.

“RARITY!” Spike leaped to his feet and raced toward the stricken Unicorn, but the glow of Twilight’s magic snatched him into the air. “No! Twilight, lemme go! We have to... we have to..!” He struggled against the magical aura, his legs flailing. He howled in anguish.

Twilight spun the little Dragon around and held him in front of her face. She shook him.

“SPIKE! LISTEN! We’ll help Rarity, do you hear me? We will!” She bashed aside a reaching tendril of the slime with a swing of one of the barrel-halves. “But we can’t help her if this stuff gets us, too! Do you understand? We need. To get. To safety.”

Spike sagged in midair. Tears shone in his eyes, but he nodded.

A few streets away, Cup and Carrot Cake cringed on Sugarcube Corner’s upper floor, hugging around the basket holding their twin babies.

At ground level, shallow waves of slime ebbed and flowed through the bakery and the surrounding buildings. Here and there panicked Ponies screamed and galloped to escape, but most only succeeded in being doused in purple filth and left still and silent. Countless inequine eyes rolled in their translucent sockets, seeking any further sign of movement. One of the tentacle-like waves swept through the bakery’s back room, and pots and pans crashed to the damp floor.

Little Pumpkin Cake flinched at the noise and began to whimper. Her brother followed suit.

“N-No...! No, no, no... please... it’s all right! Sh-sh-sh! Don’t c-cry!” Cup Cake’s desperate whispers were as soothing as she could make them.

After a second crash, the foals burst into tears.

All around, faceless eyes turned to focus on the bakery. The thick pseudopods inside the building reached and probed in search of the stairs up.

Carrot Cake ducked to press his lips to his wife’s forehead and then cantered over to the room’s door and braced himself against it. “I won’t let it get in, honey!” he said. “I promise!” His voice was firm; his legs were shaking.

Not far away, Twilight Sparkle galloped along the untouched upper walls of downtown Ponyville’s buildings as if they were level ground. Her horn was blazing from the gravity-bending spell, and Spike was clinging to her back between her spread wings, still and silent.

Twilight vaulted the chasm that was a side-street and skidded to a stop near an abandoned cart on the wall-that-was-the-ground. She magicked up the cart and smashed it into a narrow alleyway, wedging it in place and blocking the vile flood’s path.

She released the spell and flapped down onto the ground. Her stance wavered for a moment from the vertigo of realigned up-and-down.

“That’s all the major side-streets,” she said. “That should slow it down, and buy us a little time.”

“Time to do what?” Spike muttered. He huddled on Twilight’s back, feeling small and useless.

Twilight’s expression hardened. “Time to prepare the balloon. We’re evacuating Ponyville.”

Spike’s emerald-green eyes widened. “B-But, Twilight!”

“We don’t have a choice! This sludge is spreading too fast! Lightning Dust was right. We need to run and find somewhere safe so we can figure out what to do. We’ll air-lift as many as we can in the balloon. The Pegasi will carry out as many others as possible, and I’ll enchant them so they can stand on the clouds.”

Spike’s lip quivered. “What about everypony else? What about Rarity?” He wrung his tail in his claws. “...Twilight?”

Twilight looked down the abandoned, barricaded street; she made no reply.

On the outskirts of town, Fluttershy flapped her wings and strained against the weight of the brown bear above her. She pushed animal upwards with her outstretched front hooves, helping him climb up the side of her grass-thatched cottage.

Above them, dozens of animals crowded on the rooftop. Chipmunks and squirrels and beavers and weasels and kittens and otters and rabbits stood among birds of every size and colour.

“Please, Harry!” Fluttershy said through gritted teeth. “You have to climb a little faster, all right?”

She gave another heave, and the bear finished his ascent. The job was done. A moment later, the sweating Pegasus felt her overworked left wing clench and spasm after an off-flap; a sprain. Fluttershy fell to the ground, writhing and whimpering in pain.

Nearby, the tide of purple corruption approached.

Some of the animals chattered amongst themselves, and several raced over to the edge of the roof. Angel Bunny took the lead.

Fluttershy squirmed around to look up at them. She frowned. “Nnngh! N-NO! Don’t you dare come down for me! You stay where you are! All of you! STAY!”

Fluttershy focused through the throbbing pain in her wing and unleashed her fiercest Stare. The animals froze in shock.

She was still Staring when the slime reached her.

On Sugarcube Corner’s top floor, Carrot Cake’s hooves skidded on the floor as the encroaching slime bashed against the door. He adjusted his stance and leaned harder against the cracked wood. Separated from the majority of its mass by the trip up the stairs, the slime-wave was weaker than its wall-rupturing brethren below. But the door was thin, and Carrot’s gangly yellow frame made for a poor blockade.

Please, Celestia, Carrot silently begged, let them get away. I don’t care what happens to me - just let them get away...

An incongruously squeaky explosion sounded in the distance, and a blur of pink arced down to strike ground in front of the besieged bakery. The Cakes stared out of the upstairs window in confusion.

Pinkie Pie fixed her stance and looked up through the rain of sprinkles and confetti that had accompanied her party-cannon-powered flight.

“HAY!” she bellowed at the sludge flooding her home. “You wanna pick on Ponies? Then pick on Pinkie Pie, punk!” She waved her tail and blew an echoing raspberry.

Cup Cake leaned out of the bakery’s window. “Pinkie! NO!”

Pinkie ignored her. “You’re making Ponies all sad and floppy, huh? Betcha can’t stop THIS!” She unleashed a smile a few degrees wider than her head.

The bare eyeballs speckling every patch of slime turned to face her, and the amorphous mass slowly seeped out of the bakery and into the street.

Pinkie capered to and fro, waving her balloon-marked rump at the blob. “Nyah-nyah!” She hopped farther from the bakery.

The slime gathered itself up and extruded an arm-like wave wider than Pinkie was tall. She moved to dodge, but the wave splattered when it missed and soaked her in purple. The impact knocked her off her hooves.

“PINKIE!” Cup Cake screamed from the window. Carrot, watching from behind her, turned away.

The slime withdrew and shifted to return to the bakery, but then a voice made it pause:

“H-Hah! You’re gonna... hafta... do better than th-that!”

Pinkie was struggling to get back on her hooves. Her knees wobbled but she stood, and her broad smile split the muck staining her face.

A ripple of something not unlike irritation passed through the slime. It pulled away from the bakery once more and raised up a fresh pseudopod.

“I’m... I’m feelin’ f-fine!” Pinkie scoffed. “It’s not so bad! Just kinda smelly!”

The second wave smashed down on her. When it withdrew she was flat on her back, completely coated.

The slime’s lidless eyes somehow managed to widen when Pinkie spat out a mouthful of muck and turned onto her side.

“Bleah!” She coughed and retched and spat out an eyeball as she staggered back upright. “Wh-What, all this p-pudding... and no SPRINKLES?”

The slime wave hit her again.

Pinkie let out a choked moan. Her knees buckled, but she righted herself. Her smile returned. “You’re not s-so good at this, are you? I’m not even GRUMPY!”

It hit her again.

Pinkie sobbed, and tears cut through the purple splatters on her cheeks. Her hooves skated on the slime until she slammed into a public trough. Her smile returned. “I th-think you missed a spot!”

It hit her again. The trough cracked.

Pinkie whimpered through her gritted teeth. She leaned heavily against the trough’s remains, straining to raise her head under the weight of her sludge-sodden mane. The slime on her flanks sizzled and bubbled over her Cutie Marks.

And her smile returned.

She narrowed her bloodshot eyes at the largest slime-mass and coughed out a chuckle. “H-heh. This isn’t working. If you aren’t gonna try h-harder, you might as well just turn tail and run right now.” Her eyes darted upward for a moment and met Mrs. Cake’s. “Y-You hear me? RUN!”

The slime was furious, now; the bakery was forgotten. The bubbling muck pounded the purpled pink party-Pony with layer after layer of liquid horror, knocking her back down whenever she tried to move. Pinkie cackled hysterically, writhing under the onslaught like a worm on a hook. Through her choking, half-sobbed laughter, she shouted again and again:

“RUN! RUN! RUN! RU-U-U-U-UN!”

The Cakes galloped out the bakery’s front door. Mrs. Cake carried the baby-basket’s handle in her mouth.

The shadow of Twilight Sparkle’s hot-air balloon fell over the Cakes, and behind them all was silence.

Storybook Monsters

Megan was about half a block from her apartment building when the world went quiet.

The silence had fallen subtly, with the perpetual noises of the city night being subtracted one by one. Now, on the vacant sidewalk next to the empty street, the falling rain made the only sounds. No cars or buses or subways provided a background roar. No sirens or horns or burglar alarms or gunshots rang out. There was just the white-noise hiss and patter of the rain, as constant and chaotic as television static.

Megan shuffled to a halt, unable to find the strength to walk under the weight of the silence.

“H-Hello...?” she softly called out.

Nothing.

“Hello?” she repeated, louder this time. She prayed for someone to answer - even with shouted abuse.

No answer came.

Megan pulled her raincoat close and hugged herself; the damp chill in the air suddenly felt bone-deep. A shift in some filth lodged in a sewer drain made a splash, and Megan jerked around to face it fast enough for her heel to kick up a fan of water from the puddle at her feet.

Back the way she’d been facing, a whistling-fast descent ended in a massive crash in a nearby alleyway. A trashcan and assorted debris tumbled out into the street, propelled by a gust of multi-hued smoke.

Megan turned back around too fast and slipped off her feet, sitting down hard in a shallow puddle. She could feel the aftershocks of the blast through her palms as she pushed herself standing again. Her ears were ringing, but the silence had already returned. No car alarms had been set off. No day-shift workers were shouting from their windows. Nothing. Not even a stray cat.

“Hello? Anybody?”

Megan wiped her hands on her jeans and then slipped her right hand into her coat pocket. She squeezed the black-plastic rectangle there, and felt its reassuring heft. She squeezed the thing harder when the rain-accented stillness was broken again - this time by the sound of something moving in the alley.

Megan walked forward with a dreamer’s gait, tugged toward the impact site by some intangible yet unbreakable pull. She held her breath as she turned to look into the alley.

The whatever-it-was had cratered the asphalt, scarred the walls, and scattered trash in all directions. The closest street light had lost its bulb; the narrow space was infested with shadows.

Megan stared into the darkness, trying to pick out any detail she could.

“I-Is...” She swallowed hard, and willed her voice to stop quavering. “Is someone there?”

There was movement in the alley - something low to the ground shifted and turned.

It’s a dog, Megan thought to herself. A car hit a big stray dog and drove away...

Despite the plausible notion, Megan drew the device from her coat pocket. She slowly stepped closer, still in the grip of nightmare-logic curiosity.

When Megan got within three paces of the thing it jerked up onto all fours and raised its head. Huge eyes the colour of raw liver caught what little light reached them. The eyes widened, and the dog surged forward.

Megan let out a startled yelp and then thrust her hand against the animal’s shoulder. With the click of a switch, the stun-gun pumped three million volts through the no-doubt-rabid dog. Harsh, crackling blue light brightened the alley like a camera flash, casting everything into stark relief for an instant.

“Ow!” said the creature. “What the hay?”

It wasn’t a dog.

Megan’s world lurched; she stumbled backward, letting her weapon drop.

“N-No...” Megan was gasping for breath. Her lungs refused to fill.

Bright blue. Dayglo hair. Feathered wings.

“It can’t be...” She felt icy adrenaline soak her veins.

Talking.

“It... can’t...” Black smoke seeped into the edges of her vision. Her pupils were pinpricks.

Hooves.

Megan’s knees gave out. The pavement rushed up to meet her.

The creature trotted out of the alley and looked down at the fallen being who had just slapped a lightning bolt into her hide.

“It’s okay,” she said as she nudged Megan onto her stomach with her hooves and slipped her front legs under the woman’s arms, “I didn’t think YOU were real, either!”

“Careful, now, Lyra,” said Twilight Sparkle as she magically held the balloon’s basket up against a low-hanging cloud. “The spell feels a little slippery at first.”

The mint-green Unicorn stepped onto the cloud with caution, and then fell into her housemate’s waiting embrace.

“I was so worried!” the beige Earth Pony whimpered into Lyra’s streaked mane.

A tiny smile creased Twilight’s mouth, but it didn’t last long. She turned away with a flap of her wings and looked around.

The evening skies were full of clouds. Pegasi had brought dozens of them, and most were full of huddled refugees. Other townsponies had fled north by hoof or ridden the awful tide to higher ground in makeshift rafts and boats - but not nearly enough had made it.

Twilight’s horn was burning-hot from directing the balloon and enchanting the rescued Unicorns’ and Earth Ponies’ hooves; she welcomed the distraction the pain brought.

Nearby, Cup Cake still sat in the balloon’s basket, cradling her babies and softly weeping. Her husband crouched next to her, one front leg draped over her shoulders. His eyes were no drier.

Twilight Sparkle flew closer and magicked heated air into the balloon, leaving the cloud behind and resuming the search for Ponies untouched by the slime. Her expression grew hard from the inner pressure of her grief when she looked down at the mournful couple. Next to the Cakes, Spike peered through a pair of binoculars resting on the edge of the basket.

“Anything?” Twilight asked.

They were nearing the southern edge of town, now; Spike peered down at the schoolhouse through the slowly deepening gloom.

Like the home that had split and doused poor Rarity, the place had been filled to bursting. The roof had ruptured, and slime covered the building like frosting on a gingerbread house. Spike caught only a glimpse of the foal-sized bumps in the purple-covered yard before jerking the binoculars away.

“It... it got the school...” he said hollowly.

Twilight squeezed her eyes shut and slowly nodded.

For lack of anything else to say, Spike returned to his surveying.

Spike’s view focused further south, on a discarded Stetson sitting near a lump in the surface of the slime. Not far from there, he could see the farmhouse’s sludge-filled windows. With a shift of the focus dial, row upon row of soaked and drooping trees came into sight as well.

Spike gulped. “Sweet Apple Acres... it’s...”

Applejack, too, then. Twilight’s horn flared and the balloon rose higher. She tightened her lips against the quiver building in them. “And Fl-” Twilight’s voice cracked. She took a shaky breath, forcing herself through the motions of the calming technique Princess Cadance had taught her.

Breathe in, hold, and out.

“And the cottage?”

In Spike’s magnified view of Fluttershy’s rustic home, a small team of Pegasi was struggling to evacuate the animals off the roof. Angel Bunny kicked and screamed in a Pegasus’s grasp, flailing his legs toward The edge of a pale-yellow hoof sticking out of the purple muck below

Spike lowered the binoculars. They slipped from his slackened grasp and fell to the basket’s wicker floor. He turned to face Twilight.

His wide, watery eyes spoke for him.

It got them all... Twilight hung her head. Her horn’s light went out. Dash, where ARE you?

Just then, down below, her eyes settled on a small pool of colours in the dark, glistening expanse.

She pointed a hoof. “Spike! Spike, look!”

The balloon had drifted to the edge of town proper, and a small wooden shack peeked out from the slime coating the ground like an island in a dark sea. Four fillies were huddled on its roof, quivering in fear.

“Girls!” Twilight shouted. “Up here!”

At the Cutie Mark Crusaders clubhouse, Apple Bloom, Scootaloo, Sweetie Belle and their classmate Silver Spoon perked up at the sound of Twilight’s voice.

Twilight swooped down to hover a short distance above the group.

“Are you all okay?”

The crusaders all nodded. Apple Bloom’s customary bow was missing; in its place a small tiara partly held back her loose crimson mane.

Silver Spoon pointed a shaking slate-grey hoof downward. “Diamond Tiara’s still down there! She pushed me in ahead of her. Please, get her out! Please!”

Twilight turned, and spotted a small lump in the slime. Apple Bloom’s ribbon was visible atop it like a garnish on a pudding. Twilight winced.

“I don’t know if I can right now, Silver Spoon,” she said gently. “That stuff is very dangerous to touch. I still need to figure out how to-”

Silver Spoon shuddered; tears filled her eyes.

Twilight’s gaze passed from Silver, to her fallen friend, and back again. “All right. I’ll try.”

She flapped over to Diamond Tiara’s prone form, and ignited her horn.

An aura of magic surrounded the little Earth Pony; she jerked and tensed and let out a strangled cry as the slime covering her suddenly thickened and expanded. The closest eyes turned to focus on Twilight, and tendrils of the stuff lashed out at her.

Twilight drew back in shock and flapped out of the slime’s reach.

The fillies on the clubhouse roof gasped.

“I’m sorry,” said Twilight, hanging her head. “It’s feeding on the magic somehow! I can’t lift her.”

Silver Spoon sagged.

Twilight flew back up and then dropped a rope from the balloon’s basket. “Wrap up in this - I’ll pull you up!”

The fillies wound the rope around themselves. Twilight gripped its upper third with magic and slowly pulled the little Ponies up to the balloon. At the same time, Spike dropped ballast sacks one after another. The sandbags made wet splatters as they struck the slime below.

The Ponies tumbled into the basket, all wide eyes and tiny mouths.

“I’m so sorry, Twilight!” cried Apple Bloom before the Unicorn could speak. “This’s all our f-fault!”

“We didn’t know!” agreed Sweetie Belle.

“It was their idea!” said Scootaloo, pointing an accusing hoof at Silver Spoon.

As her only retort, the little grey Earth Pony winced, hiccuped, and then burst into tears.

Forgetting her mourning over Pinkie Pie for a moment, Cup Cake frowned and shifted to face the fillies. “Now, what in Celestia’s name are you all talking about?”

Apple Bloom brushed a forelock out of her eyes. “W-We were havin’ a game o’ Dares, and Diamond Tiara dared me ta let her wear my ribbon-”

“And then Apple Bloom dared Diamond to let her wear her tiara!” added Scootaloo.

“And... and then,” Apple Bloom continued, struggling to push out the words, “Diamond Tiara dared us ALL ta... ta play hooky after lunch!”

Sweetie Belle cringed. “Miss Cheerilee SAID there’d be trouble if we ever skipped school!”

Scootaloo reared up against Mrs. Cake. “We didn’t know! We didn’t think it would be this bad! You gotta believe us!”

SIlver Spoon fell on her side, curling into a ball. “DIAMO-O-OND!” she wailed. She hid her face with her hooves; her eyeglasses fell askew.

The Cake twins fussed and fidgeted against their mother at the sound of the fillies’ cries.

Cup Cake put on her sternest face, and spoke in the firm, commanding, yet non-threatening tone that only mothers could muster:

“All right, that’s enough - all of you get a hold of yourselves right this minute!”

The four fillies froze in mid-upset, staring up at Mrs. Cake in shock and awe.

“What happened today was NOT your fault,” she continued. “Whatever caused this was...” She paused to keep her voice steady. “Whatever caused this was a LOT worse than some misbehaving foals. This is evil, plain and simple. And it has nothing whatsoever to do with sweet, good-hearted, w-wonderful little girls like you. Understand?” Despite her best efforts, Mrs. Cake’s voice had cracked, and fresh tears shone in her eyes. She held her babies close.

Apple Bloom, Scootaloo, Sweetie Belle and Silver Spoon silently crept forward and leaned against Mrs. Cake, taking comfort in her motherly presence. After a short pause, Spike joined them.

Mister Cake stroked his wife’s back with a hoof and sniffled back tears.

A moment later, worry creased Sweetie Belle’s features, and she looked up at Twilight.

“Twilight? What about my mom and dad? And Rarity! Are they okay?”

“Yeah!” added Apple Bloom, now matching Sweetie’s look of concern. “An’ Applejack an’ Granny Smith an’ Big Macintosh! Is Sweet Apple Acres all right?”

Silver Spoon adjusted her glasses to look up at Twilight imploringly. “Please... please tell me if...”

Scootaloo nodded in agreement, her eyes similarly wide and worried.

“Silver Spoon, Scootaloo, your families are safe, and Rainbow Dash is away getting help. Sweetie Belle, your parents have been air-lifted and are on their way to Canterlot. But your sister...” Twilight bit her lower lip, struggling to find proper words. “It all happened too fast. Rarity didn’t get away in time. And Apple Bloom... the f-farm is-” Twilight took a shaky breath, but it escaped in a choked squeak before she could complete her calming routine. “I’m so sorry!”

Sweetie Belle’s eyes widened further still. “R-Rarity?” Her lip quivered.

Apple Bloom hung her head; her loose mane half-hid her face. “B-But, we were s’posed ta look after each other! All together! A-All...” Apple Bloom’s shoulders shook with silent sobs.

Scootaloo reached out and pulled Sweetie Belle into a hug. Silver Spoon made the same offer to Apple Bloom, who only hesitated for a moment before giving in.

The pain on the fillies’ faces and the sounds of their tiny sobs cut through Twilight like Dragon-fangs through crystal. She turned to face the group. “I’ll help them,” she said. Her oath sounded meek and desperate in her ears, but she pressed on. “I’ll help Pinkie. And Rarity. And the Apples. And Fluttershy! Ponyville and Dodge and Appleoosa! I’ll save them all! I will! I promise, I won’t rest until I find a way to stop this!”

Mrs. Cake looked up at Twilight and smiled. “I know, dear. I believe in you.”

There was more than goodwill in that wearied, pained, damp-eyed smile. For the first time in her life, Twilight was looking down at a face looking up at her in faith. The same look of utter, awe-tinged trust she’d seen on the crowds at the Summer Sun Celebration all those years ago, when she’d first laid eyes on Princess Celestia.

All at once, as she flapped along next to the balloon and guided it toward Canterlot, Twilight felt very, very alone.

Princess Celestia stood on the upper landing of the stairs into Canterlot Castle. She peered down at the Palace’s expansive courtyard, her gaze easily piercing the gloom as she watched the ongoing trickle of fleeing refugees arrive. She narrowed her eyes.

“You were there. In Cloudsdale. Why didn’t you call out the Wonderbolts right away? Why didn’t you raise the alarm?”

Princess Luna stood behind her in the open doorway, out of reach of the light from the two enchanted lanterns flanking the massive arch.

“I did all that was necessary, Sister,” she replied. “The Megan will come, and our troubles will be over. Why raise a panic when-”

Celestia whirled around to face her sister. “Ponies are SUFFERING, Luna! We could have helped! We could have started the evacuations sooner!”

“Neigh, Sister,” said Luna solemnly. “You know Harmony... but I know fear. This is no mere parasprite swarm or heavy rainstorm. There is little more they could have done. The populace would have filled their extra time with worry, and that worry would have bloomed into chaos or stagnated into carelessness. Better it came suddenly, and forced them into action with less time to ponder.”

“There’s no way to know that for certain!” Celestia frowned. “...You know more about all this than you’re saying. I can tell.”

Luna backed away deeper into the shadows. Her turquoise eyes shone in the dark. “I know nothing of how to end this, Sister. If there was anything I could do, I promise you I would do it.”

Celestia stared into her sister’s eyes for a silent moment that seemed to stretch on for centuries. But then her expression softened. “You don’t have to be afraid of me, Luna. You know that, don’t you?” Her tone was gentle, but faintly pleading.

“I do. I’m not. I...” Luna shifted uneasily. “I must go raise the moon.” She turned and fled, her shod hooves loudly ringing off the polished stone floor.

Celestia inhaled to speak - to call her sister back - but then let out the breath in a soft sigh. She trotted back into the castle.

Luna galloped through the castle and found her way to the roof of one of Canterlot’s many spires. She fixed her stance, set her gaze on the horizon, and ignited her horn.

The vast, silvery moon slowly crept up over the horizon, bathing the night in soft moonlight and calling forth long, translucent shadows.

Luna’s own shadow on the parapets grew a second horn, which then split into a branched antler. The shadow of her mane vanished, and the shadow of her chin sprouted a short, tufted beard. The distorted silhouette stroked its chin with an eagle-taloned paw and then spoke:

“Luna, you seem troubled. Do you want to talk about it?”

Luna’s back twitched; she gritted her teeth. “We have nothing to say to creatures of thy ilk, Discord.”

“Aww. Now, that hurts.” The shadow peeled away from the wall and inflated into full and opaque depth. Discord wiped away the black covering him with a swipe of his leonine paw, revealing himself in all his patchwork, chimerical glory. “I’m actually a very good listener, you know. In fact... I was listening the whole time I was turned to stone.” He gave a toothy grin and chuckled.

Luna kept her back to the Draconequus, but her eyes widened. “The whole...?”

“Yes, indeed! It’s just incredible, the meetings Ponies will have around stone statues. The things they’ll say. The things they’ll do...”

Luna turned to stare into Discord’s eyes. “It was long ago, and a grave mistake. We have made peace with Our past.”

“Well, that’s no fun at all!” Discord frowned a frown so deep that it pulled his muzzle downward like a falling dollop of honey. He jerked it back into place with a sound like a tight metal spring wobbling. “But, I was more thinking about the present, really...” He steepled his mismatched fingers and tapped them together while rolling his eyes in an expression of faux nonchalance.

Luna’s eyes blazed white, her mane blew back from an unseen tempest, and her voice took on a booming echo:

“DO NOT TOY WITH US, DEMON!”

The outburst blew Discord’s flesh away like dry leaves in a wind-storm, leaving his implausible skeleton exposed.

“Now, now,” he chided, his jawbone rattling as he spoke, “there’s no need to get all Royal on me. We both know you recognize the magic at work down there.”

Luna scowled. “Dark Magic is scarcely novel.”

“Maybe. Ah, but whose Dark Magic, hmm?” He reached up and twirled his horn and antler in his skeletal fingers, curling them downward in spirals. His voice took on a low, growling edge. “Does this ring a bell?”

Luna’s fury gave way to horror.

Discord put a bony thumb between his teeth and blew; his flesh reappeared with a faint pop. “Yes, that’s right. I know all about him.” He slithered up to the Alicorn and draped his serpentine frame across her back like a saddle. “The one who taught you Black Magic all those years ago is back on his hooves and up to his old tricks again. And your little temper-tantrum when you left the moon was what set him free!”

Discord thrust his head skyward, put a paw to his chest, and then gave a formally inflected recitation: “In shadows bound lies Tambelon... ‘til dark as midnight shines the dawn!”
He ducked back down, brought his head up to Luna’s ear, and whispered: “This is all. Your. Fault!”

A sickened shudder shook Luna from her head to her hooves. She squeezed her eyes shut and then sagged morosely. “We couldn’t have known what effects bringing night to midday would create! And as far as We knew, Grogar was long dead! We... I...” Luna took a shaky breath. “I’ll just explain things to her. She’ll understand. And once the Megan arrives-”

“Yes, of course,” cooed Discord, “I’m sure Celestia won’t mind that you endangered the world. Again. And I’m sure your storybook monster will do great. But, just in case things don’t pan out, I’ve got a backup plan.” He slithered off of Luna’s back and stood next to her. “We villains have to look out for each other, you know.”

Luna turned away once more. “I am NOT a villain.”

Discord heaved a long-suffering sigh. “Luna, please. We’re both ex-convicts, here. You don’t have to pretend. After all, if Celestia trusted you to keep doing good, why did she train a replacement?”

Luna’s wings twitched. She swished her tail. “Twilight Sparkle earned her rightful place among us. She is no threat to me - she has her own destiny to fulfill.”

Discord sat in midair and curled into a pensive pose, his chin on his palm and his elbow on his knee. “Ah, I see. My mistake. I’m sure you’re right. I mean, Cadance came into her own just fine.” Discord’s eyes widened as though he were struck by a sudden insight. “But then again... there aren’t that many unruled Empires around, now, are there? Not so many empty thrones. And Celestia does seem awfully close with her most faithful studen-”

Luna stomped a hoof, unleashing thunder from the clear sky. “Leave Us.”

Discord slowly faded from sight, his voice taking on a hollow echo:

“Remember what I said, Luna. Believe me... even when you’re on top of the world, things can turn against you just. Like. That.” He snapped his fingers, and was gone.

Alone once more, Luna looked up at the moon she’d escaped: so familiar, and yet so cold and so distant and so heavy with memories of past hurt.

She sighed.

Applejack flinched when a moonbeam peeked through the broken hayloft doors and shone on her face as she lay on a bed of hay-bales. She inhaled, only to wince as the motion strained the bruises on her side.

“Big Mac?” she croaked. “Wh-Whut...?” Memories of recent events sliced through her mental fog; she rolled over and got to her hooves. “Big Mac! Granny Smith!”

She galloped over to the doors she’d broken when her brother had kicked her up into the loft, and looked out at the farm.

“Oh, Celestia!”

Baleful eyeballs dotted the dark expanse of Sweet Apple Acres’ fields in a mocking reflection of the star-studded night sky. No longer flooding and surging, the slime sat still and silent as spilled blood. The hideous stuff covered every surface, from the orchards to the farmhouse.

Every floor of the farmhouse.

“Granny!”

Applejack nearly fell as the instinct to race toward the house seized her. She stumbled on the edge of the doorway and sat down heavily. Looking down between her front legs, she saw her brother’s massive form all but hidden by the muck, stricken in mid-gallop and pointed toward the farmhouse. Her Stetson lay on the surface next to him. Applejack cried out to him:

“Big Mac! It’s me! It’s Jackie! Wake up! P-Please!”

The stallion didn’t move a muscle.

Applejack turned and grabbed a horseshoe off the wall with her mouth, and then hurled the thing down at him. The shaped iron thudded hollowly on the side of his barrel-chest.

“Dang it, you wake up, y-ya big oaf! You listen ta me fer once an’ get up right this m-minute or so help me, I... I’ll...” Her voice cracked, and her mouth refused to form more words.

Thoughts about the slime’s spread quickly turned to thoughts of the schoolhouse up the road.

Apple Bloom!

Applejack cast about for somewhere - anywhere - to safely land. Her eyes settled on an empty apple-cart near the base of the barn, bogged down in the sludge but untouched inside. She crouched down, folding up her densely muscled legs, and leaped.

The landing sent a shock from her hooves to her back, but the cart stayed in one piece. Once she got her bearings, Applejack crouched and then lashed out with a back leg. Her kick smashed one wheel off the cart; a second kick took off the other.

“Don’t worry, Apple Bloom! I’m comin’!”

Applejack snatched up a hoe left leaning against the barn and reared up, using her front legs to hold the tool and pole the cart forward as a makeshift boat. At first she pushed as quickly as she could, but a few ripples from the otherwise-still slime and some glances from its sleepily lolling eyeballs soon convinced her to move with more care.

The delicacy of her movement through the filth cast her thoughts back to Ponyville’s last big storm, and the night spent at Twilight’s library. The memory of Rarity slapping beauty mud onto her face seemed darkly ironic, now; the memory of the dainty Unicorn splattered with dirt, even moreso.

Did this terrible muck get her, too?

An agonizing eternity of cautious nudges propelled the cart through the slime toward the schoolhouse. Applejack clamped down on the urge to scream her little sister’s name.

She was about halfway to her destination when a speck of colour caught her eye:

Apple Bloom’s loosened ribbon fluttered softly in the breeze as it stuck out from a small lump in the slime not far from the little clubhouse on the edge of Apple lands.

A crushing sensation far stronger than Big Mac’s earlier kick pushed the breath from Applejack’s lungs. She let go of the hoe and slumped down in the cart, her eyes wide and her pupils tiny, locked on that tiny splash of pale red in that awful purple sea.

Applejack slowly sank down onto her side on the bottom of the cart. The forgotten hoe slid across the rim of the cart and fell into the slime; Applejack made no effort to stop it.

Twilight Sparkle set down the balloon in Canterlot Castle’s main courtyard. The open space was dotted with tents and campfires and lanterns, and dozens of refugees huddled together against the chill of the night and the sting of their misery.

Twilight helped her passengers disembark; the Cakes gave her one last look of wearied gratitude before trotting off. Moments later, parents came galloping on sight of their foals.

Scootaloo was quickly hustled off. Silver Spoon soon followed suit. Sweetie’s parents paused in mid-hug of their foal, however, when they spotted the haunted look on Twilight’s face.

Sweetie’s mother faced Twilight, an awful question sitting unasked in her mouth like a squirming insect.

Twilight squinted back tears and slowly shook her head.

The older mare turned back to her remaining foal and held her close. Her husband did the same.

Apple Bloom sat and watched her friends make their apologies and get taken away one by one, her slouch and her frown deepening with every departure. By the time a cousin trotted up to see to her, she had tipped over on her side.

“Apple Bloom...?” asked the green-maned yellow mare softly. “It’s me - Apple Fritter. From the reunion, remember?”

Apple Bloom didn’t answer.

“I saw the farm when the Pegasi lifted me. It’s just terrible. I’m so sorry, sugarcu-”

Apple Bloom tensed. “Don’t call me that.”

Twilight was trying to come up with something to say when a male voice sounded off to her right:

“Where is she? Where did you get that?”

A pale-brown Earth Pony stallion wearing a monogrammed bit-symbol tie and saddlebags stormed over and snatched the tiara from Apple Bloom’s head with his mouth. He sat down and then held the delicate metal loop in his front hooves. His lips trembled, and he quickly stowed the tiara in his bags before turning his attention back to Apple Bloom.

“Where is she? Where’s Diamond Tiara? TELL ME!”

Apple Bloom cringed; Apple Fritter stepped over her in a protective pose and stared the stallion down.

Twilight spread her wings. “Filthy Rich, STOP!” Even Twilight was surprised when her voice briefly took on a booming echo. Dozens of staring eyes fell upon her. She paused for a moment and swallowed hard before continuing at a more reasonable volume. “Diamond Tiara isn’t here. I’m sorry, but... but she didn’t get out of Ponyville in time.”

Filthy Rich shook his head. “No! By the time I got the raft to the school, it was all... But I couldn’t see her. She wasn’t there. I hoped, I hoped she’d... no. No, no, no...” His shoulders jerked; a low moan slipped past his gritted teeth.

Twilight shifted her weight side-to-side; the image of Diamond Tiara convulsing in the slime dominated her thoughts.

“Please... please, no...” Filthy Rich choked on a sob.

Twilight reached out a hoof, but the stallion batted it away. He gave Twilight a bloodshot stare and scowled.

“You...” he stepped closer to her, moving away from the Apples. His voice was a low growl. “You’re a Princess now, aren’t you? You’re the ones we all turn to. You stopped Nightmare Moon. And Discord. And everything else. So do it again. Fix this. You fix this now.”

Twilight found herself backing away. “I tried...! I’m trying! I rescued everypony I could! I’m trying to-”

“Then try harder!” Rich stomped; his hoof cracked the flagstone path beneath him.

Twilight stopped and held her ground. She met Rich’s accusing stare and scowled right back at him. “Do you think this has been EASY for me? I lost friends today!”

“AND I LOST MY LITTLE GIRL!”

Rich slapped Twilight across the face hard enough to make her stagger. In a heartbeat, Pegasus royal guards descended from above to restrain him. He struggled in their grasp, tears streaking down his cheeks as he continued to scream at the Alicorn before him:

“You fix this, damn it! Do you hear me? YOU FIX THIS!”

Twilight stared in wide-eyed silence as Filthy Rich was dragged away, and then she turned and ran deeper into the castle grounds, straining under the weight of the crowd’s shocked stares as she galloped toward the castle.

Megan drifted into consciousness with a chill wind roaring in her ears and stinging on her cheeks. She opened her eyes, and then squinted against a jarring blaze of colour.

A rainbow?

“You’re awake? Try not to squirm, okay? You’re pretty heavy.” The high but husky voice had come from above her.

Coming fully to her senses, Megan realized that she was who-knew-how-far off the ground, dangling in the grasp of a small, winged, garishly-coloured, talking horse that was following the course of a massive rainbow.

“Oh, Gawd, no,” she whispered. “I was doing so good...”

The jarring path of colours in the sky grew less blinding; Megan could make out a starry night sky beyond it.

“Uh-oh!” said the Pegasus. “The rainbow’s fading! BRACE YOURSELF!”

Megan’s captor tripled her speed, streaking everything around them into a blur. The wind felt like icy razors, and its howling was deafening. Megan thought she screamed, but she couldn’t hear herself over the noise.

A half-solid impact and a splash of wetness marked their passage through a dense cloud-bank. Seconds later, Megan felt her innards lurch as the Pegasus forced a safe landing in only a few dozen yards. The Pony released her, and Megan tumbled onto a polished marble floor.

Megan’s fingers slid on the cold stone as she tried to catch her breath while struggling her way onto all fours.

Where are you really? City Hall? Library? Think. Think!

“Phew! Just... just wait h-here a second, okay?” asked the Pegasus breathlessly. “I gotta go tell the Princesses we’re here!” She raced off through an archway.

Dozens of hoofbeats echoing on the stone filled the air with noise. High-pitched male and female voices clamoured and barked orders. Words like everypony and princesses stood out like grenade-blasts in the background din.

“It’s not real,” Megan whispered to herself. “Wake up. You aren’t out in the country this time. This isn’t safe. Wake up!” She pounded the stone with a fist. The pain - and the stone - felt wretchedly real.

Dammit.

Megan squeezed her eyes shut and concentrated on her last sane memories. The sidewalk. The alley. The rain. Rough asphalt and tazing a mad dog. She got to her feet and opened her eyes.

Dammit!

The balcony was a wide-open space more than half the size of her entire apartment. The polished stone was sparkling-white even by moonlight, and gilded lanterns holding magical glows provided warm, golden light. The shadows of many more spires and towers were visible in the distance - the place was easily a dozen times the size of the Dream Castle she remembered. And the air smelled of... garbage and car-exhaust.

What? Ponyland is supposed to smell of sweet grass and flowers and fresh baking, so the monsters can sneak up on you. Maybe I’m not all the way gone. Oh, please, yes. Maybe I’m getting better after all. Maybe I’m right about to snap ou-

“The Megan! You’ve come at last! Rainbow Dash hath brought forth our salvation!”

Megan tensed; the booming voice carried an inhuman, sepulchral echo, but somehow it sounded familiar. She turned to face the speaker: a tall, lean, winged Unicorn with a deep-blue hide and a flowing mane and tail cut from the night sky. Megan’s eyes widened; she backed away from the creature.

“Don’t!” she said, holding up her hands defensively. “Don’t come any closer! I remember you from my dream! You were chasing me!”

“Neigh, mighty one!” the thing replied with an apologetic bow, “We were seeking you out. We are the Royal Princess Luna. It is a profound relief to see you here in the flesh! Equestria’s future hangs in the balance, and only a-”

“Stop it!” said Megan, standing her ground and facing down the twisted hallucination. “Just stop! Why is this always what happens? This doesn’t even make sense! I’m not a hero! I’m not your salvation! I can’t even hold down a steady job! I don’t want this, okay?” She turned away from the Pony and shouted to the night sky: “I DON’T WANT THIS! Can anyone hear me? Get me help! Lock me up!” Megan’s legs trembled. She fell to her knees and closed her eyes once more. “I don’t want this.”

“Y-Your voyage has been long, and many centuries have passed since last you walked these lands, O Megan,” said Luna in a halting tone. “Your upset is understandable. Please, know that We only sought you out because of urgent and desperate need.”

“Centuries?” Megan opened her eyes. A shiver ran up her spine.

“At least fifteen hundred years, yes,” said the nightmare. “Perhaps longer. We cannot be sure - parts of our history are unclear, due to the depredations of Discord, Spirit of Chaos.”

Megan shuddered. So they’re all long-dead, now? Every single one of them? Not even one familiar face? Punishing myself for staying sane for too long, huh? Gawd, that’s sick. I’M sick.

“As We said,” the winged Unicorn continued, “the need is dire. A terrible tide of living slime is covering the land, leaving despair and devastation in its wake.”

“Slime...?” Megan staggered to her feet. That smell. That rotten, stinking, burning-tires smell. Oh, no. Not that. Not again. Not after... Pulled once again by grim nightmare-momentum, she stepped over to the edge of the balcony and looked down. Without the rainbow and the stinging wind and the blur of impossible speed, her view of the land below was now crystal clear.

The pastoral splendour of the tableau had been vandalized, like dark-purple paint splashed over a masterpiece. An updraft wind carried up a stronger waft of the stuff’s repulsively familiar stench.

Megan’s fingers squeezed the balcony’s stone railing. “No. NO! Not Smooze! Not now! That’s not fair!”

Luna stepped closer to her. “You know this scourge, O Megan?”

Megan turned and then snatched Luna’s spiraled horn in her right hand. She wrenched the Pony into a head-on stare. “You KNOW I do! We did this one! We did The Smooze! Why? Why am I doing this again?”

Luna struggled in Megan’s grasp; her platinum-shod hooves skated on the polished floor. “Please, try to remain calm! If you have vanquished this threat before, can we not-”

Megan pressed her forehead to Luna’s, just below the base of her horn, stared into her enormous cyan eyes, and snarled:

“Nothing. Can stop. The Smooze. Not anymore.”

She pushed Luna away and stalked past her into the castle, pulling her coat around herself against a chill that had nothing to do with the cool night air.

Princess Celestia sat in the castle’s main throne-room, surrounded by royal guards and functionaries and harried town mayors and scrolls held in midair by golden glows.

“Princess, something must be done!” Mayor Mare’s pince-nez was missing, and her cravat hung loose around her sand-coloured neck. “Two thirds of Ponyville’s citizens are trapped in that sludge - who knows how long they can survive that way!”

“The fields can’t get any sun underneath all that muck, either!” added an older stallion with a bunch of carrots marking his flank. “What’ll we do if our crops die?”

“I was told that the magic keeping the refugees able to walk on clouds only lasts for three days, Your Highness!” piped up a pale-pink Pegasus mare. “If we don’t deal with this soon, the Unicorns and Earth Ponies we rescued will fall right out of Cloudsdale!”

Princess Celestia sat in the eye of the hurricane of pressing crises, calm and collected and serene. When she spoke, the clamouring crowd around her fell silent at once.

“There is no cause for panic,” she said firmly - making the words a statement of fact rather than soothing blandishment. “The danger is great, but we will overcome it. My Sister is summoning a powerful ally of Ponykind, and even now my greatest student, the new Princess Twilight Sparkle, has joined her brave friends to-”

The doors on the far side of the room glowed red and hurled themselves open, revealing Twilight Sparkle in the hallway beyond. She was gasping for breath through trembling lips, and her eyes shone with anguish. “P-Princess...” she tried to speak on, but her voice lost all volume.

Princess Celestia showed not even the faintest sign of shock as she calmly addressed her entourage. “Give us a moment, if you please.”

The group reluctantly dispersed, leaving the two Alicorns alone in the expansive hall. Celestia gestured in welcome with her wings, beckoning her student forward.

Twilight hung her head and slowly came closer; her legs shook with every step. “P-Please...” She looked up at Celestia through a blur of tears. “Please, tell me this is another test!” She galloped forward and threw herself against the Princess. Her damp, bruised cheek slid on the elder Alicorn’s golden peytral.

Celestia gently hugged Twilight back. “A test?”

“I’ll fail it! I’ll flunk right out! I don’t care! Take it all away! Send me back! Please!” A shudder made her body jerk in Celestia’s embrace. “Please, JUST MAKE IT STOP!”

Celestia held her closer and unfolded her wings to wrap around them in a second hug. “Oh, Twilight Sparkle. I am so sorry. This is no test. But no matter what’s happened, you’ll never disappoint me. I am so proud of how far you’ve come.”

Twilight pressed her face into Celestia’s chest, hiding in the shade of her wings. “But they’re all g-gone! It got them all! R-Rarity and P-Pinkie... Applejack and Fluttershy... I let them down! We should have prepared f-faster! If I’d hurried more... if I hadn’t tried to keep everything so organized, I... I... I could have...”

“Enough, Twilight.” Celestia spoke in the same tone Mrs. Cake had used. The stern kindness of a mother. “You tried your best - that’s all anypony could have asked of you. Even now, as a Princess, you will sometimes face challenges that are beyond you. You aren’t perfect... but that doesn’t mean you’re a failure.” She paused. “...Did you think less of me when I couldn’t defeat Queen Chrysalis at your brother’s wedding?”

Twilight looked up at Celestia, her eyes wide. “No! Of course not! Never!” Her head drooped again. “B-But... all those Ponies...”

“It’s because of them that you need to be strong, Twilight. Thousands of Ponies are in danger, and thousands more may join them soon. It can seem like a painful and lonely burden sometimes to be the one everypony turns to.” A flicker of sadness passed through Celestia’s features. “But that’s when the magic of friendship lightens the load. When you feel frightened or alone or uncertain, think of the ones who love and support you - whether here or far away, whether safe or endangered - and be strong. For them.”

Twilight wiped her eyes with a front hoof and then looked into Celestia’s eyes for a long, silent moment. She managed a weak smile and slowly nodded. “I will, Princess. Thank you.”

Celestia squeezed her student closer before releasing her, and smiled back.

Just then, the clatter of hooves on marble rang out in the hallway, and Rainbow Dash skidded to a landing in the great hall, followed by several guards and castle servants.

“Princess Celestia! Twilight! I’m back! And I brought a Megan!” She took a few breaths before speaking on. “I already told Princess Luna, but then I saw what’s happening out there - what’s going on? What is that stuff? Where’s everypony else?”

Celestia looked down at her student; Twilight returned the look and then shook her head before stepping forward.

“That slime came from the south, and it leaves whoever it touches helpless. It’s... it’s just you and me left right now, Rainbow.” Twilight’s face was calm, but the mask was thin.

“What?” Dash’s wings drooped. “I was... too late?”

“No!” Twilight cantered forward to stand before her friend. “No. Canterlot is still safe, the Princesses are all right, and you did what you were asked to. I’m sure we can beat this now that we’ve got-” Twilight’s features jerked in confusion. “Wait. Did you say A MEGAN?”

Dash briefly forgot her worry. “I KNOW, right? I thought they were just made-up!”

Twilight’s wings spread. “I’ve read so many legends about the Megan! A creature that powerful is just what we need! Where is it? There’s no time to lose!”

Celestia stood and trotted closer. “Yes. Please, take us to the Megan, Rainbow Dash.”

“Right!” Dash gave a quick salute and then took off. “This way! On one of the balconies!”

She raced through the halls at speed, haphazardly dodging statues and passersby. Twilight and Celestia sped along behind her, magicking right what tipped over in Dash’s wake.

The trio soon came to the balcony where Dash had arrived, and came to a halt on sight of-

Princess Luna. Alone.

Rainbow Dash frowned. “Whah..? Where’s the Megan? I left her right here!”

Luna took a slow breath. “She is gone.”

Twilight stared in shock. “Gone? Gone where? Is she helping already?”

Luna winced. “She is not. Nor does she plan to. She says... she says there is nothing we can do.”

Celestia met her gaze. “Sister...”

Luna turned away. Her shoulders shuddered. “I’ve made a terrible mistake. I’ve pinned our hopes on a silly dream. And now all of Equestria will pay the price for my folly. All is lost!” She heaved a heavy sigh. “All is lost.”

Dash shook her head in horrified denial. “No! I only left because You... and now all our friends..!” The Pegasus gritted her teeth, squeezing her features tight to hold in her shame, and then turned and galloped back into the castle with a frustrated growl.

Twilight backed away, her resolute expression melting by the moment. She went after Dash, but soon found herself left behind when Dash started flying through the halls again.

Princess Celestia looked down at the polished stone between her front hooves. For a time the only movement on the balcony was the weightless flowing of the Royal Pony Sisters’ manes.

“Celly, please! I didn’t... I never meant...!” Luna faced her sister, her eyes shining.

“Luna...” Celestia closed her eyes and softly sighed before turning away. “I must go raise the sun.”

Luna watched her older sister leave and then sat alone again under the cold moonlight; she knew that it was still many hours before the dawn.

Half a continent away, Grogar the skeletal Ram stood on a smooth outcropping of rock in the Smooze-flooded Badlands and watched the Ponies’ despair reflected in the pale-white glow of an enchanted slime-pool. His jawbone clacked as he let out a raspy chuckle.

“Hmm! Well, it seems they brought back Megan after all! And here I was, about to start worrying!” He laughed harder.

Long, jagged, snaking shadows crept at the edges of the light from the slime-pool; a rumbling growl made the still air shiver.

Grogar turned to peer at the darkness. The hourglass-shaped red pinpoints that served as his eyes narrowed. “Yes, my minions. It’s your turn, now. Time to make up for your earlier misdeeds. After all, the best time to strike at a foe... is when they’ve lost hope!”

Grogar’s coiled horns flared, and the slime-pool’s glow snuffed out. He unleashed an echoing laugh, and was soon joined in his sadistic glee by the deep, throaty cackling of the growing horde of Smooze-splattered Dragons gathering around him.

Author's Notes:

The song in this chapter has original lyrics, and is not based on any existing work. Any musicians who feel inclined to set it to music or even (omigosh!) record a rendition of it are more than welcome to do so. Just credit me for the words and let me know about it!

Empty Inside

Twilight Sparkle pushed aside the four teetering towers of books on the Canterlot Castle Royal Library’s largest work-table and then magicked down three more piles. She pulled out three tomes, set them down side-by-side, and started leafing through them all at once.

“Your Highness..?” The blonde-maned Earth Pony hoofmaiden had approached with such silence that Twilight hadn’t even noticed her.

“Yes, what is it?” replied Twilight without looking up.

The mare scuffed at the floor with a front hoof. “Well, er, it’s just that You’ve been in here all night. I wondered if You needed anything, Your Highness. Perhaps some food?”

“No. I’m fine. I have to find a solution - I don’t have time to eat.” Twilight frowned. “And you don’t have to call me that.”

The mare gave a quick curtsy. “Yes, Princess. Sorry, Princess.”

Twilight heaved a sigh as the mare backed out of the room.

The night felt like it had passed in moments - especially after Spike had fallen asleep. The little Dragon was curled up in the corner, half-buried under a pile of unshelved scrolls. Hours of study and dozens of books and scrolls had turned up practically nothing of value.

“What am I missing?” Twilight asked the silent room and her snoozing assistant. She sagged. “This is where Pinkie would usually pipe up with some weird advice that points me in the right direction.”

She turned away from the work-table and mussed her mane with her hooves until it puffed into a frizzy cloud around her head. “Gee, Twilight!” she said to herself in a squeaky impression of her friend’s voice, “You shouldn’t feel bad! There are still a whole BUNCHA sections you haven’t looked through!” Twilight pranced past the still-undisturbed stacks. “Cookbooks and joke-books and picture-books, and- OOH! Storybooks for little foals! I love stories!” Twilight clopped her front hooves together and bounded in place, giggling.

Her giggling soon became choked and forced, however, and her bounds lost altitude until she was just shuddering in place. Twilight dropped to her knees and squeezed her eyes shut. “Pinkie... I’m s-sorry!”

When the Alicorn opened her eyes a crack, her gaze settled on the spine of one of the storybooks on the low-set shelf before her. The book’s title read:

Twilight stared at it for a silent moment. And then she got to her hooves, magicked her mane straight, and levitated the book off the shelf.

“This is ridiculous,” said Twilight. “I’ve looked up ancient myths and legends before, but bedtime stories?” She sat down in front of the work-table, set down the book and then opened it.

Antique illustrations of Ponies standing alongside the odd bipedal figure of the Megan were accompanied by doggerel verse in swirling, cursive mouthwriting:

Twilight ran a hoof over the illustration of the otherworldly creature, noting the long, spidery paws, the missing tail, and the awkwardly-straight hind legs. She shuddered. “Creepy.”

“Huh,” said Twilight. “Rainbow’s light. Just like when... No. That’s silly.” She turned the page.

The illustration showed a purple shadow spreading over the land, covered in sneering, ghostly faces. Ponies fled in terror, but the Megan approached in the distance, followed by silhouetted Pegasi. Twilight read on.

Twilight frowned at the picture of elegant, sharp-featured Pegasi with insect antennae. “Fairies, now? Puh-leeze.” She leaned in closer, studying the strangely familiar design of the creatures’ wings. She raised an eyebrow. “But then, I never did find out where that gossamer-wing spell I used on Rarity first came from...” She caught herself and blushed at her own whimsy. “Everypony’s counting on me. I shouldn’t be wasting time with a bedtime story for foals!”

She turned the page.

Twilight gasped.

Spike snorted and sputtered in confusion as Twilight magicked him onto her back and galloped out of the library.

Megan awoke stiff and sore, with the warmth of the sun on her face and the stench of burnt rubber filling her nostrils.

“Uhgh. What...? Did I sing?”

She opened her eyes to the sight of a town soaked with dark-purple Smooze.

“No... it’s not real!” She tried to stand up, but faltered on all fours when the wooden raft beneath her tilted ominously. She tensed, her stance wide, until the makeshift boat steadied itself.

“Okay, that felt pretty real.”

She carefully shifted into sitting cross-legged, and then hid her face in her hands. She groaned.

“What happened?” she muttered to herself. “I haven’t had a relapse in ten years. Why? What’s wrong with me?”

What if nothing’s wrong? What’s if it’s all real? What if you’re back in Ponyland?

The thought crept up unbidden, tempting Megan with its soothing surrender of sanity. It would be so easy to give in to the madness...

Megan violently shook her head. “Ponies can’t talk,” she told herself with the dull rhythm of endless repetition. “Unicorns don’t exist.”

She reached into her shirt and pulled out a heart-shaped metal locket covered in bright-red lacquer and strung on a thick cord. She opened it, revealing a smooth, mirrored, and utterly empty interior.

“Magic isn’t real.”

As if in answer, a soft sob echoed in the silent distance.

Megan closed the locket and stuffed it back inside her shirt. She looked in the direction of the cry.

A wooden cart was floating in the Smooze, slowly drifting on the stuff’s unnatural currents. And whoever was inside the cart was crying.

Megan stifled the urge to call out. Instead, she sat still and did nothing. From inside the cart, a female voice with a cowboy twang spoke:

“Momma! Poppa! I’m sorry I letcha down!”

Megan frowned; her hallucinations were playing dirty.

“I tried ta do right... I tried ta keep th’family an’ th’farm safe, but...” The voice lost itself to further sobs.

Megan’s raft was slowly drifting closer to the cart. She wiped her eyes - the Smooze’s stink was clearly making them water - and then squeezed her knees with her hands. “Stop being stupid,” she chided herself. “She’s not real.”

“P-Please...” the voice begged, “I don’t know what ta do!”

Megan took a slow, deep breath, and let it out with a resigned sigh. Fine. Just this one. Just to shut her up. Here we go again...

“Aww, come on,” said Megan half-heartedly. “It’ll be okay, you’ll see.” She rolled her eyes.

The Pony in the cart shifted. “It’s n-not! They’re all gone! I just buckin’ NAPPED while all my nearest ‘n’ dearest kin got... got...” The Pony jerked to her hooves and reared up over the edge of the cart to shout: “IT’S NEVER GONNA BE OKAY!”

Megan shared the Pony’s gasp when their eyes met.

“Omigawd... APPLEJACK?” Megan scrambled for the oar and paddled her raft closer with desperate, splashing strokes.

Applejack’s jaw dropped further. For the moment, shock buried her grief. “Wh-What? How do ya...? What in Celestia’s name ARE you?”

“You s-silly Pony!” Megan croaked through the sudden lump in her throat. “It’s me! MEGAN!” The raft bumped into the edge of the drifting cart. Megan reached out and seized Applejack in her arms. “I thought you were dead!” She squeezed the Pony close, looked up and whispered: “This is a thank-you, right? For playing along?”

Applejack squirmed in the strange creature’s grasp. “M-Megan? Like in the stories?” Applejack raised an eyebrow. “But, I ain’t...” she squirmed harder. “Fer cryin’ out loud, it’s just a NAME!”

Megan frowned. “No, it’s you! You’ve got the same mane... the same coat... even your little butt symbol!” Megan slid a hand over Applejack’s Cutie Mark.

“Hay now!” Applejack shoved her back and sat down heavily in the cart. “Quit foalin’ around! This ain’t the time or the place!”

Megan nodded. “You’re right. We should leave. Find some high ground.”

Applejack shook her head. “I can’t. I can’t just turn tail and go! My family’s still stuck in this awful stuff! Big Macintosh an’ Granny Smith an’ little Apple Bloom...” She met Megan’s gaze. “Yer The Megan, right? Well, can’t ya help?”

Annnnd yeah. Here it comes. Sorry, brain. One familiar face won’t make me give up on getting better. Megan sighed in annoyance. “SCREW your granny! We gotta get out of here!”

Applejack’s forehead smashed into Megan’s face in a blur of orange and yellow. The human fell back onto the raft, clutching her nose and groaning.

Applejack’s lunge had taken her out of the cart. She stood on the raft and stared down at Megan with fire in her grass-green eyes. “Don’t you EVER talk about my Granny like that!”

Megan hovered her hand over her own face and strained to focus her watering eyes on the blood covering her fingers. “Wh-Whuh...?”

“I don’t care if you ARE The Megan! NO ONE puts down my family! I’d do anything fer them! ANYTHING!”

Megan stared at the panting, scowling Pony. She heard the hiss of her breath. She smelled the stink of the Smooze. She tasted blood. She felt the rough wood beneath her and the sting of pain in her nose and upper lip. And she sensed the honest heartache and fearsome rage radiating from this same-but-different Applejack. This warm, breathing, talking, living thing.

“Sunovabitch...” Megan whispered. “I’m really here!”

Discord sat on his own tail as if riding in a canoe, propelling himself across the surface of the Smooze on the outskirts of Ponyville with an invisible paddle and humming tunelessly.

He eventually came to the island that was once Fluttershy’s hilltop cottage, and drifted to a stop in front of the stricken Pegasus.

He wiggled his lion-paw’s fingers in greeting. “Hello again, Fluttershy! Thought I’d stop by and see how you’re doing!”

Fluttershy said nothing.

Discord’s cheery grin rotated on his face, becoming a frown. “Oh, come on, now!” he chided. “This stuff isn’t THAT bad!” He scooped up some Smooze and stretched it between his paws. “You get dirty all the time caring for all those animals, don’t you?”

Fluttershy remained as still as a statue.

Discord tossed the blob of Smooze over his shoulder, heaved a melodramatic sigh and then folded his arms. “Ohhhh, fine. If you’re going to give me the silent treatment, I suppose I could be convinced to clean you off. But you’ll owe me one!”

He gestured as if rolling up the sleeves he didn’t have, and wound up for a theatrical point of his finger. But just then his ear twitched and he paused.

“Ah! Hold that thought. My ears are burning!” His ears burst into flame. “I just need to take care of this, and then I’ll be right back.” He reached up to snuff the flames and then ducked down to whisper to Fluttershy. “Now, don’t you go anywhere!”

Discord snapped his eagle-talons and disappeared in a white flash.

Fluttershy stayed where she was, half-buried in Smooze, her eyes wide and her pupils tiny.

“I know you can hear me, Discord! Come forth!”

Princess Luna paced in the shadowy depths of the crystal-studded mines beneath Canterlot, her face locked in a dismal scowl. She had called for the Demon three times, now, but her expression did not brighten when the flash of Discord’s arrival reflected off the faceted walls.

Discord appeared in midair, reclining on nothing with blithe nonchalance. “Hello, Princess. How are things?”

Luna narrowed her eyes. “You knew it would happen.”

Discord batted his eyelashes in feigned innocent confusion. “Hmm? Knew what would happen?”

Luna’s eyes began to glow. She gritted her teeth. The air around her grew dense and dark.

All at once, Discord dropped the pretense. “Oh-h-h-h, you mean your legendary, heroic, Megan... thing. I take it things didn’t go as planned?”

Luna’s dark fury dribbled away, leaving her sagging and small in its wake. She spoke to the ground. “I was so sure...”

“I know, Luna. It’s not as easy to be good as they make it look, is it?” Discord’s voice was soft velvet. Warm honey.

Luna turned away from the Demon. “The way my sister looked at me, I-” She choked up. “She’s upset, but she loves me still. She will forgive me.” Luna ignited her horn and jerked her head; a row of crystals shattered. “And that makes it SO MUCH WORSE!”

Discord drew back. He stayed silent.

Luna began to pace around the crystalline cavern. “We used to depend on each other! We were as one, united against the evils of the world.” She shot Discord a toxic glare. “Against you.”

Discord made a sheepish shrug that silently said: Guilty!

Luna sighed. “I was so grateful she forgave me for becoming the Night Mare. But now all she DOES is forgive me! I’m just somepony she forgives. Somepony she apologizes for. She is not my sister... she is my KEEPER!”

“Well, it’s not ALL she does,” offered Discord. “She also spends a LOT of time tutoring Twilight Sparkle.”

Luna bellowed in rage; her horn blazed.

Discord licked his lion-fingers and then calmly reached out and snuffed Luna’s horn like a candle-flame. “Temper-temper, Princess. Don’t you remember? I’ve got a backup plan.”

Luna jerked her horn free from Discord’s fingertips, but she kept her gaze locked on his.

“Tell me.”

Princess Celestia tilted her head inquisitively. “I was just going to check on the refugees, Twilight. What’s all this about?”

Twilight Sparkle stopped in front of Celestia on the castle’s front stairs. Spike hopped off her back. Twilight magically waved the storybook before Princess Celestia’s eyes and held it open to the page that bore the shocking passage.

“It’s this! You see? This is it! It all makes sense! This is why The Megan didn’t act like she was supposed to! If I can find Applejack, bring her here, and cure her somehow, then The Megan will come back properly! And this will all be over!”

Celestia’s eyes quickly darted over the page. Her golden magic enveloped the book and gently but firmly pushed it down to the floor. “My dear student... when was the last time you slept? Or ate?”

Spike raised a claw. “Not since-”

“I used magic instead!” said Twilight, cutting him off. “But it doesn’t matter! I found it! I found the answer!” Twilight spoke faster and faster, a manic edge spreading through her voice like a spiderweb-crack through glass. “If I can help Applejack, then I can help everypony! And I will help them! I will! I won’t fail them! I won’t abandon them! I won’t leave them out there, alone! Stuck in muck while I flapped my wings and got away!” Her left eyelid twitched. “It’s perfect!”

Celestia’s brow furrowed. “Twilight-” She paused; her head angled upward. Her eyes widened.

“Princess?” Twilight stepped back and then turned around to follow her mentor’s gaze.

Princess Luna and Discord were in flight, spiralling around one of Canterlot Castle’s tallest spires. When they reached the top, Luna alighted on the side of the conical roof while Discord coiled around the tower below her.

“HEAR US, EQUESTRIANS!” Luna boomed with the full, echoing might of the Royal Canterlot Voice, “WE HAVE COME TO YOUR AID!” She gestured to the Draconequus at her hooves. “WE HAVE BOUND THIS ONCE-HEINOUS FOE TO A GOODLY PURPOSE!”

Discord waved at the crowd of Ponies in the courtyard below, all of whom were now staring up at them. “That’s right!” he said, his voice carrying as well as Luna’s without any apparent rise in volume. “Princess Luna has convinced me to do the right thing!” He smiled benignly, and a golden halo appeared between his mismatched horns. “With my help, she’ll clean up this little mud puddle before you know it!”

A few scattered cheers from the crowd quickly blossomed into concerted hurrahs and thunderous stomped applause.

Luna and Discord shared a sidelong glance and a satisfied nod.

Twilight’s ears drooped. “No... they aren’t going to...!”

Princess Celestia frowned. “What’s wrong?”

Twilight spread her wings. “I already TRIED to use magic on the slime. It just feeds on it - magic makes it GROW! I’ve got to stop them!” She took to the air.

“NOW, DISCORD!” Luna roared. “REDEEM THYSELF! BRING AN END TO THIS DISASTER!”

Discord gave a playful salute and then coiled up into the air above Luna. He clapped his hands together, unleashing white sparks, and starting rubbing them together. His hands began to glow.

And then his tail blazed purple-red and his entire serpentine body jerked back and whirled around in the air before lashing out with a bullwhip crack. His concentration lost, the glow in his hands disappeared.

“Stop!” Twilight raced up into view, her horn flaring. “Stop before it’s too late!”

“Twilight Sparkle?” Luna grimaced in confusion. “What is this? Hast thou taken leave of thy senses?”

“Yes, what’s the big idea, hmm?” Discord added, shaking the red aura off his tail like so much rainwater. “I almost chipped a tooth!” He conjured a small mirror and parted his lips, studying the reflection of ghastly dentition from a dozen species.

“That slime EATS magic!” Twilight shouted, loudly enough for the gathered crowd below to hear. “If Discord tries to make it disappear, Equestria will end up BURIED in it!”

The gathered Ponies in the courtyard fell to nervous whispers and murmuring.

“Wh-What?” Luna’s gaze jumped from her fellow Alicorn, to the nearby Draconequus, to the masses on the ground, and back again. She bit her lip. “Neigh... ‘tis a lie! A LIE!” Luna lunged forward and spread her wings, flying up to stare Twilight down. “Our plan is a sound one! Thou art simply... jealous! Hoarding all the glory for thyself!” Luna’s accusing hoof trembled as it pointed at Twilight.

“Discord, please.” Twilight turned to face her erstwhile nemesis. “You know I still don’t really trust you yet, no matter what Fluttershy thinks. But you also know I’d never lie about something like this!”

Discord sat on nothing and rested his chin in his eagle-taloned hand with a roll of his eyes. “It’s true, Luna,” he said. “Fancy new wings or not, Twilight’s nothing if not a goody-goody.” He straightened and then turned away, hazarding a brief glance at the tiny speck of a distant cottage on the horizon. “Looks like it’s back to the drawing board.” In a white flash, he was gone.

Luna’s jaw dropped. “Neigh... neigh! What hast thou done?” Luna looked down at the crowd, now dispersing with their heads hung low. Her older sister’s majestic white form moved down to stand among them and offer comfort, followed by the purple dot of Twilight’s little Dragon. Luna silently shook as she squeezed her eyes tightly shut, and a dull roar of poorly-contained power surrounded her. When she opened eyes, they glowed with cold white radiance. “We thank thee, Twilight Sparkle,” she said with glacial calm, “for opening Our eyes.” She ignited her horn.

“Luna...” Twilight reached out to the Princess, but Luna’s body burst into a swarm of black bats. Twilight yelped in shock as the creatures scattered and fled.

Twilight looked down at the courtyard, and her eyes met Celestia’s. The fact that her mentor wore the same look of saddened helplessness that she did offered no comfort.

Rainbow Dash had watched Twilight’s confrontation with Luna and Discord from several spires away, perched on a parapet like a living gargoyle. She’d been nursing a stormy mood ever since Luna’s first plan had fallen through, but her grim amusement at the Alicorn’s second humiliation was quickly followed by a twinge of guilt.

She folded her front legs under her chin and sighed. “I guess not even DISCORD knows how to fix this.”

Just then, a shadow fell over her from above, and a voice called out:

“H-Hello? Anypony? Uh... I think there’s a problem!”

Dash looked up.

A pale cloud overloaded with a dozen enchanted Earth Ponies and Unicorns was slowly but surely sinking; it was barely above the capital’s highest towers, now.

“Whoa!” Dash leaped to her hooves and took flight. She pressed her front hooves to the cloud’s underside and shifted its course as quickly as she dared without breaking it.

The cloud draped over the edge of a nearby tower-wall and the tipped, spilling its occupants onto a large terrace. The cloud finally ruptured, leaving Dash exposed and hovering, slightly damp, before the dazed Ponies.

“What happened?” she asked once they’d gathered their wits. She shook her head and tail clean of the water-droplets.

“I don’t know,” said Lyra. The mint-green Unicorn gingerly rubbed a bump on the side of her head. “This spiky-maned Pegasus showed up with some Royal Guards, and moved us off the cloud we’d been on.”

“Us too!” agreed a dark-blue Earth Pony stallion. “She dropped us off here, and took our old cloud!”

Dash frowned. “Did she tell you why?”

Lyra shrugged. “Something about a big storm?”

The stallion nodded. “Yeah - some weather plan.”

Dash mentally ran over what she’d seen of the last meteorological plans; there wasn’t any harsh weather planned for weeks, yet. Just then, a fearsome possibility flickered through her mind.

“Oh, no! No-no-no! No way!” She looked up at the sky. “Ponies are still trapped down there!”

The gathered Ponies huddled close in worry, but then their gazes left Rainbow Dash.

“What is it, Rainbow? What’s wrong?” Twilight Sparkle flapped over to hover before her friend.

Dash turned to face her. “I think Lightning Dust is gonna try to fry that slime using storm-clouds!”

Twilight gasped. “But, all the Ponies-”

Dash nodded. “I know! I gotta stop her!” She soared upward. “I’ll be back as soon as I can!”

“Wait!” Twilight reached out a hoof, but the Pegasus was already flying faster than she could follow.

Dash surged into the sky, straining for every ounce of speed. In moments Canterlot was a tiny white island in the purple sea below.

Applejack glared in bemused outrage at the creature she’d come to blows with.

The Megan had said little more after her shocked statement, opting instead to stare at her hand in wide-eyed silence.

Applejack decided to press the issue.

“Really here? O’course yer really here! Fer Celestia’s sake, snap out of it! I didn’t hitcha THAT hard!”

The Megan rolled over onto all fours, and spoke:

“N-No... I can’t be here. It can’t be real. It CAN’T!” She pounded the raft with her long-fingered paw and let out a strangled groan. She hit the raft again.

Applejack backed up to the edge of the raft. “Hay, now... don’t get angry...” She was suddenly acutely aware of the legendary creature’s sheer size - and of the meagre scale of their wooden island in the Smooze.

But the Megan didn’t attack. Instead, she curled herself into a ball and started softly sobbing.

Applejack shifted uncomfortably. “Uhh...”

“Wh-Where WERE you, Applejack?” the Megan asked the raft’s floor. “Why didn’t any of you come FIND me? I d-didn’t mean to leave! I was just gone, and then I couldn’t find the way back!” She let out a low moan and dragged her spidery digits through her thick blonde mane, scraping her scalp. “I told them about you, but nobody would believe me! Nobody! I went back to the ranch over and over - I begged and pleaded and then I ran away and hitchhiked! But Firefly never came for me! None of you came for me! A-And then... then!” Another surge of sobs briefly drowned the Megan’s voice. “I’m s-sorry!”

Applejack stared in frozen silence as she listened to the creature’s meandering confessions and accusations. It all barely made any sense... but the hurt shone through clear as a bell. The Megan was in pain, and rude though she was, the creature had reached out when Applejack had let her own suffering show.

Granny didn’t raise me ta turn tail on some... some-one havin’ troubles.

“I... I don’t rightly know what yer goin’ through, really, but fer what it’s worth, I’m sorry. It musta been hard, not seein’ yer friends fer all these hundreds o’ years.”

The Megan’s sobs blended with coughs of laughter. She fell on her side facing Applejack. “S-Sometimes it felt like that, Applejack. Sometimes it felt like centuries.”

Applejack raised an eyebrow.

“Never mind,” said the Megan, wiping her eyes. “Whatever I-” she paused. “Whatever happened, it’s fixed now. You were real. You were real, and you brought me back. I won’t let you down again. I can’t.”

Applejack frowned. “I don’t understand. You’re the Megan! You’re a hero! You never let Pony-folk down! Not ever! Shewt, I got named after an Earth Pony who’s been remembered fer all this time, just fer havin’ known ya!”

The Megan stayed silent for a long time, her tiny but bright eyes fixed on Applejack’s. And then she sat up.

“This place is the same horror-show it’s always been. You can’t ever let your guard down. Well, we’re going to fix this. I swear to you, we are.” She held out her paw, the fingers spread wide.

“I... I think I believe ya.” Applejack reached out in kind, and only flinched slightly when the Megan gripped her hoof and shook it. “We should head to Canterlot. If anypony can help us put an end ta this, the Princesses can.”

The Megan turned and took up the paddle once more, halting the raft’s aimless drifting.

As Applejack pointed the way to Canterlot, she gave her new comrade a sidelong glance and asked:

“So, uh... I always wondered - what’s yer actual name, anyway?”

On the outskirts of Ponyville, Discord appeared with a flash a few yards from Fluttershy’s prone, Smooze-covered form.

The Draconequus cautiously dipped an eagle-claw into the purple goo and frowned. A minuscule magical spark left his claw, and the Smooze rippled and bubbled. A tiny new eyeball crested the surface.

Discord drew back his hand and sucked his claw clean. His eyes widened, and he spat out ten times as much Smooze as he’d tasted.

“Uhhgh, yuck!” He grimaced. “It really DOES feed on magic!” He folded his arms. “Hmph! Cheating! I expected better of you, Grogar!”

Discord hovered over and craned his neck to look down at Fluttershy. He opened his mouth to speak, but to his surprise he found himself at a loss for words.

He cleared his throat and then took his tufted tail in his hands, wringing it absently. “All right, here it is,” he finally began, “I know I said I was going to clean all that sludge off of you, but...” He looked away, meeting the unfeeling gaze of one of the Smooze’s countless eyes. “...Well, I thought about it, and now I’m not sure if you really NEED my help. You’re a grown mare, and I don’t want you to get all dependent on me!” He chuckled, a bit too loudly. “So, why don’t you just go ahead and get up on your own, hmm?” He made a shooing gesture with both hands. “Go on - up you get!”

Fluttershy didn’t.

Discord strained and then sagged. “Okay, fine. You got me. I would have figured out that I can’t help you sooner, but I’ve been... having a little fun at the Princesses’ expense. They’re both so stodgy and proper, I just couldn’t resist! I played one off the other, so I could come in and save the day.” He stooped in midair, assuming a contrite pose. “It was very not-nice of me, and I’ve learned a valuable lesson about being good, or... whatever. And as soon as you get up, we can go and make sure they know it was all a misunderstanding.” He smiled expectantly and waggled his eyebrows.

Fluttershy’s expression stayed the same.

Discord scowled. “Hay! I thought... friends... listened to each other! I’ll have you know you aren’t being a very good role model right now!” He snorted huffily. “My rehabilitation is at risk, here! Stop being so selfish!”

Fluttershy did not react.

“Fine, then,” Discord warned, “looks like you leave me no other choice!” He lashed out his lion-arm and snagged a passing robin. “Fluttershy, stand up at once, or I will turn this adorable little bird into a commemorative dinner-plate! And not the classy kind, either! It’ll be absolutely DREADFUL!” His eagle-talons glowed with hostile white magic. The bird panicked.

Fluttershy’s body shifted.

Discord let the robin go to clap in triumph. “A-HA! I knew you were faking, you sly Pegasus!” He winked and then waved a chiding lion-finger. “I’ll make a prankster out of you yet!” He dropped down into the Smooze and lifted Fluttershy onto her hooves. “There we go! Up and at ‘em!” He let go.

Fluttershy collapsed. She remained as still as a fallen doll... until Discord felt another wave in the Smooze like the one that had moved her in the first place.

“Wh-what the...?” Discord looked in the direction of the current.

An ancient Dragon half again the length of a Pony city block was wading forward through the Smooze. Its dark-green scales were splattered all over with the stuff, including a thick layer over its face. It ignored its liquid blindfold, apparently navigating via the array of Smooze-eyes studding its outstretched wings. And standing on the enormous beast’s broad head were the blackened, skeletal remains of a Ram. The Dragon plodded within a few yards of Fluttershy and then angled its head to put the Ram at eye-level with Discord.

“Hello, Discord,” said Grogar. “You look... lighter... than the last time I saw you.”

Discord rubbed his paws together to wipe the Smooze off them. “So do you.”

Grogar gave a mirthless chuckle. He hopped down off the Dragon’s head to stand on the surface of the Smooze like an insect on pond-water. “You never fail to surprise, Demon. I was busily formulating plans for how to compete with you for control of the world, and then I find out you’ve gone soft.”

“S-Soft? You’re crazy!” Discord’s paws balled into fists; Smooze squeezed out between his fingers. He looked down at them in annoyance before going back to rubbing them together - harder, this time.

“Am I? From where I’m standing, it looks like my Smooze has found a little something to stick to.” He clucked his absent tongue. “Careless, Discord. Letting yourself care.”

Discord’s red-pupiled eyes flicked toward Fluttershy for a moment. “I don’t...! I’m not... That’s ridiculous!” He puffed out his chest. “I am the Spirit of Chaos and Disharmony! I do NOT have FRIENDS!” He jerked upward, clear of the Smooze, but long, ropy tendrils of the stuff stuck fast and followed him up like the rigging of a ship. Smooze-eyes for dozens of yards in every direction turned to focus on him.

Grogar laughed again, this time with some genuine amusement. “The Smooze begs to differ.”

Discord gritted his snaggle-teeth and raised a glowing paw. The closest strands of Smooze seethed and thickened.

“Ah-ah-ah! Careful!” Grogar dipped his skull to give the impression of a grin. “As you may have noticed, I made some... adjustments. You won’t be using any magic on my Smooze unless you want to end up neck-deep in it.”

Discord narrowed his eyes. “I could just freeze it all solid at once before it has a CHANCE to grow, you know. Or make it rain boiling acid until it all dissolves. Or flip everything over onto the clean side like turning a mattress.”

Grogar’s red eye-lights met Discord’s gaze. “Oh? And how would those sweet little Ponies fare if you did, I wonder?”

Discord said nothing.

“Face facts, Discord. Sentiment makes you AND those Ponies weak. I am going to raze this pathetic kingdom to the ground!”

Discord let out a low growl. “You and what army?”

Grogar angled his skull to give Discord a sidelong glance. “You really have turned good, if you’re saying things like that!”

A line of hulking draconic shapes rose into view on the horizon.

Grogar looked up at Discord smugly. The Smooze-tendrils were pulling the Draconequus lower and lower, now. “Your worthless mortal friends are done for. Maybe, if you turn your back on them, the Smooze won’t cripple you.” He trotted over and patted the side of his huge Dragon’s head with a front hoof. “Like Veridgris, here. He’s empty inside. Dragons don’t love - they just want. And now he just wants to destroy. Don’t you?” The blinded Dragon grinned toothily. Grogar turned back to face Discord. “So... what do you say?”

“I.... I say...” Discord stared into Grogar’s eye-sockets for an endless instant. “Gesundheit.”

“What?”

Behind Grogar, Verdigris reared up, snorting. The Dragon coughed and gasped, shaking its head, before finally inhaling until its chest swelled and then unleashing a gigantic and echoing sneeze. The Dragon’s entire skeleton, bleached and pristine, blew out of its nose and mouth, tumbling in all directions. The beast collapsed like a deflated balloon.

In the distance, the closest row of the Dragon army staggered to a halt. The Dragons on the wing fell to earth. One by one, the stricken creatures sneezed. Some popped like bubbles and unleashed a rain of confetti and streamers, some lost their bones like their bigger cousin, and some stifled fiery sneezes so intense that they burned to a crisp from the inside out. By the time the mayhem subsided, Grogar’s Dragon army was smaller by nearly half.

All around Discord, the Smooze surged in boiling, bubbling waves in response to the massive magical display. Countless tendrils reached up to splash and bind him, pulling him down all the quicker.

Grogar snarled in rage. “You FOOL! WHY? Why throw your life away for THEM?”

Discord grinned impishly as the Smooze covered him. “I’m not. Those little Ponies managed to beat ME, Grogar, and I’m a GOD. You? You’re just a dead sheep. When they destroy your big scary plan and leave you just like THAT...” He nodded at the scattered piles of Dragon-bones. “...I’ll still be free.” Discord shuddered and winced, and then fell silent and still.

Grogar threw back his skull and let out a furious roar. The remaining Dragons responded in kind.

One of the larger survivors dipped its head to allow Grogar to climb aboard, and the army marched and flew toward Canterlot.

Moments later, once the Smooze had rippled and settled and grown smooth once more in their wake, a far, far smaller ripple made Discord and Fluttershy’s bodies shift as a shadow fell over the space between them...

Lyra and Bon Bon trotted through the cavernous halls of Canterlot Castle, heading for Canterlot proper. Their hooves made no sound on the plush crimson carpet.

“It’s all just so awful,” said Bon Bon with a shudder. “What are we going to do?”

Lyra nuzzled the Earth Pony’s neck. “We’ll be okay, you’ll see.” She forced a smile.

The pair trotted on in silence for a time but then an echoing roar was following by an immense impact that shook the floor and shattered the glass in a nearby window.

Bon Bon cried out and threw herself on top of the Unicorn at her side as shards rained down around them. The pair staggered back onto their hooves and looked around.

“Wh-What’s happening?” asked Bon Bon.

“I don’t know!” replied Lyra. “C’mon - we gotta move!”

As they cantered through the halls, more and more roars and tremors sounded from afar and close-by, and other Ponies raced through the crisscrossing hallways. The first sign of the true nature of the crisis came when a section of outside wall tore away and a scaly, Smooze-covered head thrust inside.

Lyra and Bon Bon skidded to a stop less than two yards from the monster. They pulled up the carpet as they threw themselves back the way they came. Fire-honed fangs clipped an inch of hair off the tip of Lyra’s tail, but the pair escaped around a corner and began galloping in earnest.

“D-D-Dragons!” panted Bon Bon. “It’s DRAGONS!”

Another roar drowned out Lyra’s reply as they came to the Castle’s front doors.

The Dragon standing in the courtyard was half again the size of the one from which they’d fled. Its dark-red, Smooze-stained scales were already caked with dirt and rubble from the havoc it was wreaking, and refugee-Ponies were fleeing from it in all directions.

The beast turned its blinded head toward Lyra and Bon Bon and spread its wings; countless eyeballs rolled around to focus on them.

The Ponies cringed and held one another, awaiting certain doom...

But then three-storeys-worth of white-stone tower swung down like a falling tree and shattered over the Dragon’s back, and a vision of holy fury descended from the sky. The blazing, corona-wreathed, golden-plate-armoured form of Princess Celestia alighted on a clear patch of ground. She spread her wings wide, and spoke in the booming, stentorian tone of the Royal Canterlot Voice:

“WE WILL ASK THEE ONCE, DRAGON: GO IN PEACE. NOW!”

Her aura intensified; the grass around her smoldered, and the stone bleached.

The Dragon shook like a wet dog, sending masonry scattering. It squinted its wing-eyes against the Princess’s glare and then unleashed a furious roar.

Celestia fixed her stance and lowered her head, leveling the razor-keen golden blade sitting flush with her flaming horn at the tainted beast. She addressed Lyra and Bon Bon in a tone only slightly softer:

“RUN.”

Snapped from their awestruck reverie, the two Ponies fled as quickly as their hooves could carry them.

At least a dozen full-grown Dragons were assaulting the city, and countless wyrmlings rampaged through the streets. Royal Guards and able-bodied civilians clashed with the invaders with hoof and spear and tool. Every turn brought fresh dangers, and the pair galloped until their breath came in wheezing gasps.

Lyra strained to keep up with Bon Bon, but she simply couldn’t match Earth Pony endurance. She started to fall behind.

“Lyra!” Bon Bon slowed to keep her close.

“N-No!” Lyra gasped. “Go! You go! Get to safety!”

Behind Lyra, a black-scaled wyrmling plodded into view from an alleyway, and snarled menacingly.

“I’m not leaving you!” Bon Bon shoved Lyra forward, her tears leaving a damp streak on the Unicorn’s shoulder.

“YOU HAVE TO!” Lyra ignited her horn, and her golden aura surrounded Bon Bon. With a flick of her head, the Earth Pony tumbled down the street. Lyra turned to face the wyrmling.

Bon Bon screamed in denial as the aura faded. She was halfway back onto her hooves when a blur of yellow and orange and blue and brown raced past her.

The wyrmling inhaled, puffing out its chest to ready a fiery blast - and then caught the swing of a smithing-hammer on the side of its jaw. It tumbled to the side, spraying out smoke and sparks like a Catherine wheel.

Lyra and Bon Bon both stared through the rain of ash and embers at the towering, inequine figure that had just saved them, and the orange mare that followed her.

The two impossible figures turned toward the Castle and moved on without a word.

Lyra sat down heavily, the chaos of the moment forgotten. “B-Bonnie...” she whispered. “From the story... the one you always read your niece. That... that was her! That was The Megan!”

Bon Bon trotted up to stand by her side, and gave a hollow nod. “And that means...”

It was Lyra’s turn to nod. “We buy apples from THE Applejack!”

Twilight Sparkle weaved through the air between towers in Canterlot, magically snatching up fleeing Ponies as she went. The effort of carrying so many made her horn burn painfully bright, but she gritted her teeth and flew on.

Spike stood on Twilight’s back between her wings, holding onto Twilight’s mane with one paw and pointing out Dragon-threatened citizens with the other.

“There’re so many of them!” Spike shouted over the din of roars and sundering impacts. “Why are they doing this?”

“It must be the slime!” Twilight shouted back. She swooped low and levitated a mare and her foal without even looking at them. She magicked up a heavy chunk of fallen stone and hurled it at the wyrmling that had been menacing the pair.

Spike winced at his distant relative’s lung-emptying grunt as the Dragon was pinned between the rock and a hard wall.

Twilight frowned. “Sorry, Spike. I’m trying not to hurt them...”

He nodded. “I know...” He squinted against the glare from Twilight’s horn. “We gotta find somewhere safe for all these Ponies! It’s just like in Ponyville - you can’t carry them all!”

Twilight sighed in frustration. “You’re right.” She cast about in search of somewhere - anywhere - to drop off the dozen-odd Ponies hovering in her wake. And then she saw it.

“There!” Twilight swooped down toward a wide crack in the street that opened onto a familiar tunnel. She put down the magicked crowd in a semicircle around the crack. Her horn let off wisps of grey smoke as its glow flickered and went out.

She pointed at the crack. “Those tunnels lead deep into the mountain - they won’t find you there!”

“Get inside!” Spike added. “Hurry!”

The Ponies began to scramble their way down into the tunnel.

Suddenly, a red wyrmling hopped down from a nearby rooftop. His upturned muzzle parted in a bloodthirsty snarl.

Spike stared. “G-Garble?” He waved his claws. “Garble! It’s me! Spike!”

Twilight fixed her stance. “Spike! Watch out!” She gritted her teeth, straining to reignite her aching horn.

The eyes on the Smooze-blinded Dragon’s wings narrowed. He growled low as he crouched in readiness to pounce, but he never got the chance to make good on the threat.

A thick lasso shot forward and cinched around his ribs, pinning his wings and arms to his sides. The rope jerked, and he was pulled off his feet. He flipped in midair and landed on his head. He groaned but didn’t get up.

Spike and Twilight shared a startled “Wh-What...?”

The rope’s Earth Pony owner trotted into view, followed by a creature of legend.

Twilight’s jaw dropped. “It can’t be...!”

Applejack’s eyes widened. “Twilight! Yer awright!” She galloped up to her.

Twilight stayed dumbstruck for a time, her eyes darting between her friend and the coat-clad, bipedal beast at Applejack’s side.

Applejack frowned. “Twilight...?”

“...Applejack?” The voice that replied wasn’t Twilight’s.

Applejack turned to the crack in the street, where a yellow filly was climbing her way back out.

“A-Apple Bloom!” Applejack fell silent, now as stricken as Twilight.

The little Earth Pony raced over to Applejack and leaped into a hug, nuzzling the mare’s chest.

The act snapped the two older Ponies out of their reverie.

Applejack squeezed her sister back. “Oh, Apple Bloom! Thank Celestia yer okay!” She rubbed her cheek against the top of Apple Bloom’s head. “I thought... I thought you...” She squinted back tears. “How...?”

Apple Bloom fidgeted in Applejack’s grasp. “Uh, well, ya see...”

Twilight smiled. “Apple Bloom and some of her classmates made it to the clubhouse - I rescued them from there.” She cleared her throat. “They were, ah, having an unscheduled field-trip.”

Applejack gasped. “Playin’ hooky? You little varmint!” She frowned. “When all this is over, yer gonna be grounded fer a WEEK!” She hugged her again, and let out a half-sobbed laugh. “Shewt, I’m so h-happy yer safe!” She gave Apple Bloom a gentle shake. “Don’t you ever, EVER skip school again, y’hear?” She squeezed her close once more, laughing again.

Apple Bloom gave Twilight a pleading sidelong look.

“So, Applejack...” Twilight said gently, “who’s your friend?”

The creature stepped forward and dropped to one knee - a storybook drawing come to life. She set down the hammer and held out her hand.

“My name is Megan Williams,” she said, “and I’m here to help.”

Deep beneath the Castle and far beyond the reach of the din above, in Luna’s dimly-lit and darkly-decorated private chambers, the Princess reassembled herself with an echoing shout:

“NOCTURNES! ATTEND US!”

A herd of bat-winged grey Pegasus stallions with slit-pupiled eyes galloped and flapped into the chamber, skidding to a stop before their sovereign and sitting to salute. They responded “At once, Princess!” in perfect unison.

“Praytell...” Luna asked once they had all arrived. “did you retrieve the Mantle from the Old Castle, as We once bade you?”

“Yes, Princess!” said the leader of the dark Pegasi. “It was found, and repaired, in accordance with Your wishes! We’ve kept it in the Royal Vaults.”

Luna nodded. “Good. Fetch it and ready it for Our use.”

The leader stared. “...Your Highness?”

Luna narrowed her eyes. “Was Our command too complex? Need We repeat Ourselves?”

The leader cringed back. “N-No, Princess. It’s just that...” He swallowed. “There is a commotion on the surface. The city is-”

“Do as We command! Prepare the Mantle! NOW!” Luna folded her wings. As she turned and trotted away from her minions, a silvery tear stood out on her midnight-blue cheek.

“I know what I am.”

Always Darkest

Rainbow Dash burst up through a white, puffy cloud, knocking aside two Earth Pony refugees and leaving them sprawling on the spongy surface. She didn’t even pause to apologize.

Every one of the clouds was pale and soft and smooth. Not a single one dark or ominous or carrying a charge. The storm-clouds had all been cleared. Or rather, taken.

“Don’t do this, Dust!” Dash shouted into the wind rushing into her face. “There are Ponies down there. Friends! If you won’t stop, I’ll...”

She strained to gather more speed, nudging at the edge of the crackling barrier of air-friction that signalled the buildup to a Sonic Rainboom.

And then, in the distance ahead, Dash’s innate weather-sense caught the brooding potence of a storm that spanned the better part of the horizon.

Lightning Dust’s pale-green form stood out in sharp contrast against the looming black wall of the gigantic stormfront she was assembling. The air was thick with the moist ozone-tang of the clouds, and close and heavy with the looming threat of the charge they carried.

“LIGHTNING DUST!” Dash cried out as she surged up to hover before her former academy partner. “What do you think you’re doing?”

The Pegasus swooped down and alighted on top of the vast black plain and stared up at Dash, her brass-coloured eyes narrow and hard.

“I’m fixing this,” she said. “Today.”

“That’s crazy!” Dash protested, flapping over to stand before Dust on the rumbling cloudscape. “How is putting all those Ponies down there in danger supposed to fix ANYTHING?”

Lightning Dust looked away. “I have to try.” Her voice remained low and flat, its rising tension matching the barely contained storm under her hooves.

“Well try something ELSE!” Dash charged forward, skidding to a stop with her face inches from Dust’s. Electric crackles kicked up under her hooves. “If you burn that goop with lightning, Ponies are gonna get hurt! Maybe even DIE! Don’t you CARE?”

The Pegasus winced, but she stood her ground. “Have you seen them? They’re as good as dead. There’s nothing we can do. Nothing but...” She looked down.

“You don’t know that!” Dash spread her wings in anger. “We’ve beaten everything else that’s showed up! Nightmare Moon! Discord! Changelings! King Sombra! We can beat this, too!”

Dust scowled. “YOU don’t know THAT.” The two locked eyes for second-long eternity. “I’m fixing this,” she repeated, and then turned to spread her wings and take off.

She didn’t get the chance.

Dash charged with a frustrated growl and tackled her fellow Pegasus, sending them both sprawling on the dark clouds. She bashed a front hoof across Dust’s jaw, but before she could strike again Dust hoofed her in the gut and surged up to fight back.

The pair wrestled across the storm, every impact and shift of weight setting off threatening tremors and flickers of pent-up lightning. At length Dash got the upper hoof, pushing Dust down into the black, yielding expanse and scowling down at her.

“Why?” Dash snarled. “Huh? Why do this? Because you wanna do something big and flashy? Because you wanna be the coolest flyer, no matter who gets hurt?”

Dust gritted her teeth before Dash’s verbal onslaught, squirming underneath her, before she finally shouted back:

“NO! BECAUSE THIS IS ALL MY FAULT!”

Dash drew back at Dust’s sudden outburst. She got to her hooves, letting Dust roll over and do the same. “All your...? What are you talking about?”

Dust hung her head. “What I told you back at the castle? That Ram? The one who did this. I... I...” She pounded the stormy cloudscape with a front hoof. “I h-helped him. I didn’t know what he was planning - I swear! But he never would have gotten all of the stuff he needed without me.” She craned her neck to peer at the covered wound on her flank. “First that sludge, and now Dragons... I can’t stand it. I can’t let this go on. I’ve gotta stop it. I’ve got to!”

Rainbow Dash’s brow furrowed in sympathy. “I’m sorry. I mean it. But burning the ground won’t fix things. You’re just gonna make it worse-”

Dash paused, looking above and beyond Dust at dark, winged shapes rising up in the distance.

“Rainbow...? What are you-” Dust turned to follow Dash’s gaze; her ears drooped.

A scattering of dark shapes was approaching by air, moving in chaotic unison like a swarm of angry hornets.

“C’mon!” Dash shouted, and took to the air. Dust followed after her.

A few moments later they were close enough to see the invaders more clearly; they both wished they couldn’t.

A flight of Smooze-soaked Dragons was advancing on Cloudsdale, roaring and snarling and flexing cruel talons. They ranged in size from barely larger than a foal to behemoths larger than a farmhouse. They stared at Cloudsdale and its inhabitants with the mindless yet hungry eyes studding their slimy hides.

All around, Pegasi and wingless Ponies with enchanted hooves raced about to rally defenses against the marauding beasts.

“We have to stop them!” Dust said. She moved to confront the beasts.

Dash followed, but then a sudden flash of inspiration shone in her magenta eyes. She snagged Dust’s tail in her teeth and wheeled around, jerking her comrade backward.

“Ow! What they hay? Lemme go!” Dust struggled against the pull, slowing their progress. “I’m not gonna run! Not again! I can’t lose my home to these things! I CAN’T!”

Dash spat out Dust’s tail and surged around to press her front hooves to Dust’s shoulders and stare her down. “We aren’t running. I promise.”

Dust frowned. “Then what-”

Dash hazarded a glance back the way they’d come, and chuckled. “We’re gonna save the day,” she said, “and it’s gonna be REALLY big and flashy!”

“My name is Megan Williams,” the living legend said, “and I’m here to help.”

Twilight Sparkle stared for a long moment before snapping out of it and putting a front hoof to the strange blonde-maned creature’s outstretched hand. The thing’s resemblance to the storybook’s drawings was uncanny. A fairytale come to life. She might as well have been meeting Sleipnir or Little Red Saddle Blanket.

“Uhh... pleased to meet you, Megan,” she managed. “My name is Twilight Sparkle.” Her wings shifted. “I’m a princess. Oh, but not a princess-princess! Princess Celestia and Princess Luna rule Equestria, but I’m - well, it’s a little complex, but you see, we have these special enchanted relics called the Elements of Harmony, and when I was studying an ancient spell about-”

Megan cut her off. “You talk a lot when you get nervous, huh?”

“She sure does!” Spike piped up. “I’m Spike, by the way.”

“Huh!” said Megan as she looked the little Dragon up and down. “I think I might have met a distant relative or two of yours...”

Twilight blushed. “Give me a break! It’s not every day I meet a mythical being in the middle of a Dragon invasion AND an ecological disaster, you know!”

“Really? I guess Ponyland has calmed down a bit since I was first here.” Megan snatched up her hammer and got to her feet. “But yeah... these Dragons have got to go. You can tell me everything later.”

Apple Bloom stepped forward. “Megan...? Hold on a second! Ya mean ta say that you’re THAT Megan? Like from the stories?”

Megan cleared her throat. “Yeah. I guess I am.”

The little foal’s eyes widened, and then turned to settle on her sister. “But... does that mean my sister is really...?” She swallowed, as if trying to digest the incredible truth. “Big Sister... are... are you THE Applejack?”

“Yes,” said Megan, at the same instant that Applejack barked: “O’course not!”

Twilight stepped in to interject. “Please... Megan was right. We really don’t have time right now. We’ll talk once we’ve dealt with all this.”

The group sheepishly murmured in agreement, and then Megan took a look around, shading her eyes with a hand.

“Which reminds me... where are they?” she asked. “The Witches. If there’s Smooze, the Witches must be back. Or, their descendants, I guess...”

Applejack, Apple Bloom, Twilight and Spike all stared blankly.

“I don’t know anything about any witches,” offered Twilight, “but somepony who warned us about all this mentioned a Ram. Maybe you-”

Megan was off and running in a heartbeat.

“Hay!” said Twilight, turning after her. “Where are you going?”

Twilight magicked Spike onto her back, spread her wings and half-ran-half-flew after Megan, followed by Applejack, who dipped her head to lift her little sister onto her back before tearing off as well.

The Megan ran at a full sprint, her long legs taking massive strides. She came to a spired tower set with a spiraling ramp hugging its outside walls, and quickly climbed to the top.

Twilight, Spike and the Apples stayed at the bottom, staring up at her in confusion.

“GROGAR!” Megan bellowed to the empty sky. “Come out and face me, you sunovabitch! I’m here! I came back!”

At first it seemed no answer was forthcoming. But then one of the larger marauding Dragons changed course in midair, its massive bulk heading straight for the tower.

Megan moved to dodge, leaping from the stone spire just before the Smooze-covered beast knocked it over like a Pony tipping a candlestick. Megan tumbled down onto a nearby rooftop; her hammer clattered down next to her.

Twilight ignited her horn and spread her wings, adopting a protective stance in front of Applejack and Apple Bloom.

The Dragon bowed its head at the roof, and a blackened, weathered, skeletal Ram hopped down to stand on the pebbled surface.

“Hello, Megan,” he rasped. “It’s been a long time. Look at you... all grown up.” The smooze-covered Dragon behind him growled.

“Megan!” Twilight called up. “What’s happening?” She spread her wings and took off, flapping up to the rooftop across the street. Spike held onto her mane and cried out in surprise.

Megan picked up the hammer and narrowed her eyes. “Looks like one of these Ponies finally wised up and just killed you, huh? I was wondering which one of you monsters would end up crossing that line. Hmph. Too bad it didn’t stick.”

Grogar chuckled, the sound as dry as tinder. “Actually, another ‘monster’ was the one who did me in. My second most promising student, and he betrayed me. Stabbed me through the heart with the very horn I gave him. I was so proud...” He gave another mirthless laugh.

“Whatever. I’m putting an end to this. Just like I always do.” Megan hefted her hammer.

The undead Ram adjusted his stance, ready to move. His horns shone with a transparent aura of magic. “Not this time. You’re out of your depth, girl.” Grogar nodded his head at the beast behind him, and the thing inhaled for a blast of fiery breath.

“Megan!” Twilight shouted. “Watch out!”

Megan charged toward Grogar, diving forward and tucking into a roll. A sheet of flame poured above and past her, setting the far side of the roof alight. At ground level, Applejack and Apple Bloom raced aside as blazing embers and flaming debris rained down around them.

Megan tumbled to a halt less than a yard in front of Grogar. She surged to her feet and swung the hammer in a brutal upward arc, catching the Ram on the underside of his jawbone. “This time... STAY dead!” The echoing impact shattered the front half of the brittle skull like an antique vase. Sharp teeth clattered across the rooftop like hailstones.

The Dragon rumbled in shock and drew back, uncertain how to react without guidance.

“You sent me back!” Megan shouted as she brought the hammer down between Grogar’s shoulders. His thin ribs cracked. “You broke the Sunstone, and it sent me back!”

On the far rooftop, Twilight winced and averted her eyes at the sound of the next shattering blow. She held up a wing to shield Spike from the sight.

“You made me LEAVE THEM! When they NEEDED me!” Megan’s face was locked in a bloodthirsty scowl as she pounded the skeleton over and over, smashing it to jagged shards. “JUST DIE!”

Megan dropped the hammer on top of Grogar’s demolished remains, and wiped a shaking hand down her face. The Dragon rumbled out a growl, but did not retaliate. Instead, it stayed where it was, eyeing Megan warily.

“M-Megan...?” Twilight gulped. Ally or not, the creature’s sheer fury had been terrifying.

Megan heaved a deep sigh, and then knelt down to rummage in the bone-shards. She retrieved the Ram’s tarnished bell-pendant and tossed it to the ground. She stood up and stomped on it hard, crushing the fragile metal, and then stared up into the Dragon’s blind face.

“This is over. Go back where you came from.”

The eyes studding the beast’s wings all turned to stared down at Megan, and the thing grinned.

Suddenly, a hollow, echoing voice called out:

“Oh, no, Megan... we’re just getting started.”

A whirling storm of shattered bone struck Megan like a battering ram, throwing her off her feet to land within a few feet of the wall of fire at the roof’s edge.

Twilight and Megan watched in stunned horror as the bones reassembled themselves; in seconds, Grogar stood restored in all his dark, skeletal glory.

“Oh, dear...” he said in mock concern, “it seems it ‘didn’t stick’ again!”

Megan rolled onto her stomach and dragged herself onto all fours. Her cheek bled from a nick by a sharp-edged bone-shard. “H-How...? Your bell... I broke it...”

Grogar barked out a laugh. “I’ve studied Magic for thirteen centuries since we last met, Megan. I’ve given up on shortcuts. No more relics to steal. No more bell to ring. No... I’ve learned Magic the hard way.” His horns blazed, and seething starbursts spilled off them like eels being born. The white-hot magical constructs shrieked their way across the roof toward Megan.

Megan stumbled to her feet and dodged as the spells detonated; she avoided the blasts by a split-second. Dimly glowing pockmarks scarred the roof where she’d knelt.

There wasn’t time to enjoy her escape, however, before she had to leap once again to dodge a second magical salvo. And then a third. The last roll brought her close to the wall of flames, and the tails of her coat caught fire. She hastily shrugged it off, leaving it to burn.

This is too much for her! Twilight realized. Even if Megan found some way to defeat the dark sorcerer, his Dragon was waiting to finish her off. Grogar was toying with her. Twilight frowned, and then ignited her horn.

“Megan! Hold on! we’re coming!” The glow from Twilight’s horn spread out, surrounding her and Spike.

“Whoa... what are you doing?” asked Spike, eyeing the aura anxiously.

“It’s too dangerous to fly to her with that Dragon guarding them,” Twilight replied. “We’ll teleport in and rescue her before they can stop us!”

Grogar turned to face the young Alicorn as her horn’s glow caught his notice. The next wave of his magical blasts faded out, yet the Ram’s horns glowed brighter still.

Megan’s eyes widened in recognition. She held out a hand in warning. “TWILIGHT! DON’T!”

The warning came too late; Twilight Sparkle and her Dragon assistant winked out in a flash of purple-red magic.

They did not reappear.

Lightning Dust’s hooves tingled as she gripped her payload and poured on more speed to catch up with her comrade. Rainbow Dash’s plan was reckless, ill-advised and suicidally dangerous.

So far, it was working like a charm.

“Ready, Dust?” Rainbow Dash shouted over the roar of the wind. “On three, the Buccaneer Blaze! One... two... THREE!”

The two Pegasi corkscrewed forward with angry storm-clouds gripped in their hooves, coiling around and past the massive Dragon’s snapping jaws and reaching talons. As they passed its meaty torso Dust squeezed her cloud and Dash did the same, and fierce bolts of lightning streaked between the clouds - and through the Dragon.

The Smooze-covered monster let out a shuddering roar. The sludge covering its scales charred and sizzled. When the flash faded the thing fell downward, scorched and senseless.

“YES!” Lightning Dust shouted, tossing aside her spent cloud and reaching out a front hoof. “That makes six!”

Dash dropped her cloud and clopped her own hoof against Dust’s. “Yup! Time to load up again!”

The pair raced off toward the dwindling stormfront that Dust had assembled and snatched up a pair of fresh clouds. Once they were rearmed they surveyed the horizon, looking for further invaders.

“There!” Dust cried out. “At the Cloudaseum!”

“Right!”

The Pegasi took off toward the site of the next largest Dragon’s attack. As they flew they passed numerous smaller skirmishes, with Pegasi unleashing lightning- or wing-powered hoof-strikes on the smaller attacking Dragons, and magic-blessed Earth Ponies and Unicorns fighting alongside them.

Dash and Dust parted ways as they drew closer to the majestic building, arcing around the hulking brown monster raising its Smooze-splattered talons to smash the Cloudaseum’s side wall.

“This looks like the last big one!” Dash shouted to her partner. “Give ‘im everything we got!”

Dust nodded. “Piece of cake!”

Without another word, two of the fastest Pegasi the Wonderbolts Academy had ever seen surged toward the tainted Dragon with victory shining in their eyes.

The maneuver was flawless; the pair lined themselves up, triggered their clouds, and sent fierce lightning blasting through the beast in both directions.

But then, as the thing howled and spasmed under the onslaught, its meaty tail lashed out toward Dust.

“No-!”

The impact burst the storm-cloud and knocked the breath from Dust’s lungs with more force than any crash she’d ever endured. In a heartbeat she was rocketing backward in a blur of dizzying, pain-wracked speed, falling before she even understood she was moving.

Somewhere in the receding distance Rainbow Dash cried out, but her voice was so far away that Dust couldn’t make out the words. The stricken Dragon had thrashed and flailed between them for far too long before it fell.

Dust struggled to take in breath while wind roared in her ears and black curtains danced before her stinging eyes. Her wings flapped drunkenly, out of sync with each other. The Smooze-covered ground rose up before Dust, hungry to devour her, but then fate intervened...

And so did a large birch tree.

A multilayered gauntlet of leafy branches lashed Dust’s hide and wings; she broke smaller branches and cracked larger ones. She was less than five yards from the ground when she struck a limb too large to crack, and then she knew no more.

Megan stared in horror at the empty space where Twilight and her Dragon had vanished. The grey clouds above dripped cold discomfort on her.

“Awww...” crooned Grogar with feigned dismay, “those magical Ponies never do learn, do they?”

“You.... you MONSTER!” Megan turned to face Grogar, her hands balling into fists. “Why? Why do you all keep doing this? What’s wrong with these Ponies, huh? Why do you have to keep hurting them?” She was shaking with fury, now half-considering charging the unkillable fiend, Dragon guardian or no.

“Why?” Grogar tilted his skull. “Because I can.” He rasped out a laugh. “You aren’t going to move me with a speech, Megan. You won’t show me the error of my ways. You remember - even before I died, I was free of the foolish burden of a conscience.” He reignited his horns. “And now... I don’t have a heart to stir.”

Megan scowled. “They’ll stop you. Even if you kill me, they’ll find a way.”

Grogar slowly shook his head. “You haven’t changed. Still so deluded.” His horns flared brighter. “This time... the Pony-tale won’t have a happy ending.”

Grogar prepared a larger magical blast; Megan tensed.

“WRONG.”

The nearby fallen tower blazed with a golden glow and hurled itself upward. The aura flickered out an instant before the mass of stone smashed into Grogar’s Dragon guardian. The beast grunted in surprise, knocked senseless amid a rain of broken masonry.

Princess Celestia flapped down from above, her golden-armoured form wreathed in solar flames.

Grogar took a step backward; the pinpoints that served as his eyes shrank.

Megan stared in awe; the barding-clad white Alicorn was taller even than she was, and the warmth and splendour flowing off of her felt like the summer sun at noon. The resemblance to a Pony she’d once known was uncanny.

“...Majesty?”

“No need to be formal,” Celestia said, and offered a slight bow of greeting. “I am Princess Celestia. You must be the Megan. I have many questions for you - but first...” She turned to face the skeletal Ram before them.

Grogar let out a small, frustrated growl. He sagged slightly, his skeletal joints settling. “Old habits die hard, it seems. I hadn’t planned to face you, yet... but Megan drew me out with the chance to gloat...”

Just then, a tremor shook the roof under the three; when Grogar spoke again, the fatalism was gone from his voice and his disdainful sneer was back in force.

“...Ah! Never mind! I guess luck is with me, after all.” His latest chuckle was very amused, indeed.

Celestia narrowed her eyes. “What are you talking about?”

Another tremor shook the ground; Megan staggered and steadied herself with a hand on Celestia’s side. She pulled it away an instant later, wincing from the heat.

Grogar nodded toward the Royal Palace. “I doubt you’ll have time to deal with me... since you’ll be so busy dealing with my most promising student!”

Celestia gasped. “No!”

A towering blast of dusky purple flames erupted in the Palace’s central courtyard, and a grimly glorious midnight-black Alicorn clad in silvery-blue Equinium armour rode the blaze up into the sky.

“PONIES OF EQUESTRIA!” The Alicorn bellowed, “FACE YOUR DARKEST FEARS MADE FLESH!” Thunder boomed from the dark clouds above to emphasize her cry.

Grogar leaped to the next rooftop with weightless grace, his hooves glowing with his pale magic. He shouted over his shoulder: “You two have fun, now!”

Celestia faced Megan, her eyes full of worry. Megan sensed the expression was not one the sovereign wore lightly.

“Megan, take Applejack and get to safety. If Twilight was right, you two can find a way to help fix things if you work together.” She turned to face the dark inferno in the distance. “Stay away from the Palace. I don’t want to risk hurting you by accident if... if I come to blows with her.” Her fiery aura glowed brighter, and she took to the air.

Megan watched the black Alicorn in horror. “Princess... is... is that Luna?”

Celestia lowered her head and closed her eyes as she rose upward.

“I hope so.”

Pinkie Pie waded through the pastern-deep Smooze with heaving, forward-leaning wrenches of her hooves, each step taking her entire body’s effort to complete. Ponyville was long behind her, and the looming mountain that was home to Canterlot lay in the distance ahead.

Her rosy hide was soaked with sweat underneath the layers of purple filth, and a thick hemp rope slung around her shoulders bit deep into the sludge as she dragged her precious cargo behind her.

“Not far now...” she said. “Only a f-few more miles. Just... just a little ways. Just a teensy, weensy, ti-i-i-i-i-iny bit. Just a h-hop, skip and... and a jump.”

She paused and performed an anemic vertical wiggle that could charitably be called a jump before moving on.

“Remember? Huh? Like in the mountains? You were so... so scared! But then you saw you reached all the way without even jumping! Hee hee!” Pinkie managed a thin giggle, even though the act made her legs tremble and her teeth clench. The Smooze covering her shifted, and the edges of it around her exposed Cutie Marks sizzled and bubbled. The eyes studding the stuff here and there narrowed in annoyance.

Pinkie looked over her shoulder.

Fluttershy was as lifeless as she’d been since Pinkie had retrieved her. Rarity and Discord were the same, moving only as the ropes tied around them pulled them. If anything, being towed through the sludge had only gotten them even more covered in the stuff.

Pinkie stared at Fluttershy for a long moment. “Aww, it was nothin’!” She pushed on, striding through the vile ocean with relentless Earth-Pony endurance.

“Wooooow-wee!” she suddenly cried out a minute or two later. “This stuff sure stinks, huh? Makes me wish I had some s-sneezing powder, just to get my nose all stuffy!”

She tilted her head as if listening to an unheard answer from Rarity.

“Yeah! Just like then! Me and Dashie had super-duper fun that day! It’s a good thing you’ve got a s-sense of humour, huh? Huh?”

She squeezed out another laugh, but a couple of sobs escaped along with it. She angled her head to the other side, and shifted one ear.

“Hmm? O-Ohh... nah. Not... not really. Only... only when I laugh!”

Pinkie couldn’t stop herself this time; the gallows humour hit her right in her funny bone. The Smooze bubbled and hissed on her flanks as she cackled, her peals of laughter making her body shudder as if each guffaw were the lash of a whip on her back. Tears followed the channels their previous fellows had washed into the Smooze on her cheeks.

“ONLY WHEN I LAUGH!”

She fell to her knees in the fading echoes of her scream, and decided to release a few more sobs. Better out than in - that’s what Granny Pie used to say. A little crying wouldn’t be so bad, would it? Lots of Ponies cried when they were happy. She stooped lower, her shoulders heaving with the force of her wails. The Smooze around her rippled hungrily.

Just then she froze, and opened one eye. Her ears twitched.

“T-Twilight?” she whimpered at the empty expanse of Smooze before her. “Is... is that you?”

Her ears swiveled forward to listen to nothing. She took a step backward.

“...Uh-oh.”

Applejack had watched the impressive display of Celestia’s arrival and departure from ground level, and now the farm Pony cantered over to Megan with her sister on her back as the strange creature climbed down the building’s one remaining fire escape.

“Megan?” Applejack asked. “What happened? Where are Twilight n' Spike? Who is this Grogar fella?”

“An’ what about that over there?” Apple Bloom chimed in, pointing a small hoof toward the Palace. “Is that NIGHTMARE MOON?”

Megan held up her hands in a warding gesture. “Slow down! Grogar’s an evil bastard of a Necromancer from back when I first came to Ponyland. If Twilight's as smart as she sounded, her and Spike are probably okay for now, especially if Grogar is out here. Grogar’s just banished her to his kingdom - Tambelon.”

“Tambelon? The Kingdom of Shadows?” Applejack tilted her head incredulously. “But that’s just an old-” She caught herself. “...Oh. Uh, awright.”

Megan smirked. “Yeah. So... who’s Nightmare Moon? Is she Luna? Or something else?”

Applejack frowned. “That’s kind of a long story. Let’s just say we REALLY don’t need her ta be here right now, on top o’ the Dragon invasion and that purple crud.”

“Smooze,” corrected Megan.

“Right. Smooze. Well, if you’ve seen it before, do ya know how to stop it?”

Megan folded her arms, her fingers squeezing her biceps, and turned away.

“Yes... and no. The only way to destroy the stuff for good was the Flutter-Ponies, but...” Megan shuddered. “They can’t help us, now.”

“What?” said Apple Bloom. “Why not? The Fairies ALWAYS helped ya in the books!”

When Megan turned back to face them, her face was pale and her eyes were shining. She knelt down and sat with her legs underneath her. “They lived in a valley where this huge jewel was kept. The Sunstone. The thing kept the land lush and full of life - it even made the sun rise in Ponyland! But the last time I saw Grogar, he... he destroyed it.”

Applejack gasped. “Shewt! That’s awful!”

Megan shook her head. “No. Awful was finding out that since I rode a rainbow to come here, putting out the sun let him send me back.” Her hands squeezed her arms tighter. “Wh-When I finally managed to return to Ponyland, it was... it was a nightmare!” Tears slid down her cheeks.

Apple Bloom hopped off her sister’s back and approached Megan, putting a gentle hoof on her knee.

Megan picked up the little foal and held her close as she continued her reminiscence:

“Flutter Valley had turned into a ruined wasteland, and the Flutter Ponies had become these twisted, ugly bug-monsters. All black and shot through with holes - like worm-eaten wood.”

Applejack’s eyes widened in recognition.

“I’d let them down, and the whole world had suffered for it. I ran away from the Valley, but everywhere I went things were even worse. Day and night coming at random. Trees coming to life and attacking Ponies. Burning rain and freezing-cold forest fires. I wasn’t here when you Ponies needed me... and everything got destroyed! I couldn’t stay and watch that. I came back to Earth as soon as I could.”

Apple Bloom stood up in Megan’s lap and gave her a hug around the neck.

“I don’t think all that was your fault, Miss Megan,” said Apple Bloom.

“Ya got that right,” agreed Applejack. “It sounds like ya came back right in the middle of the first time Discord showed up an’ caused trouble.”

“Discord...” Megan idly stroked Apple Bloom’s mane as she spoke. “Luna mentioned Discord before. Some kind of evil spirit?”

Applejack rolled her eyes and let out a shudder. “Yeah. But not the angry kind. More like the kind that plays with the world an’ everythin’ in it like some bratty colt breakin’ his toys-”

A roar echoed through the streets; Grogar’s guardian had woken up.

“We’ll talk about this later!” Megan said, getting to her feet with Apple Bloom still held in her arms. “For now... RUN!”

Twilight Sparkle and her assistant appeared in a flash of magic, and when the light faded there was nothing to replace it.

The place was utterly dark, and the gravel underhoof was uneven and dusty. The air smelled of old death and dry rot.

“Twilight...?” Spike coughed. “Where are we? It’s so c-cold...”

“I’m not sure... let’s take a look.” Twilight reignited her horn.

She gasped.

The pair stood in the ruins of a stone building that had apparently been shattered by a massive earthquake. Only a few lonely sections of wall remained standing, like the jutting ribs of some enormous beast’s skeleton. All around, archaic buildings stood in various states of disrepair. Some looked freshly evacuated, while others were mere rubble.

Twilight slowly turned in a circle, surveying the strange city, until her eyes fell on a sign bearing a familiar seal in the shape of a stylized ram’s head.

“Tambelon...” she whispered.

Spike rubbed his upper arms and then breathed warm air between his paws. “Wh-What?”

“Tambelon!” she repeated. “The Kingdom of Shadows! That Ram must have used Black Magic and banished us here! When I researched Black Magic after we defeated King Sombra, I read that the dark power that he drew on - the same power that Princess Luna used as Nightmare Moon - all came from...” She gulped. “...here.”

Spike’s brows knitted. “Oh. That’s n-not good.” A shiver ran from his head down to his tail. “T-Twilight... aren’t you cold? It’s f-freezing here!”

Twilight frowned. “No... I’m okay. It’s kind of chilly, I guess. And creepy.” She looked down at her assistant in worry. “Are you all right?”

Spike nodded, hugging himself again. “...Let’s just g-get out of here, okay?”

“Yes. We need to get back to Canterlot. Megan and our friends might be in danger! Stay close to me, Spike...” Twilight’s horn glowed brighter, and then flashed.

They stayed where they were.

Twilight stomped a hoof. “Shoot! Wait, I can do this...”

She fixed her stance and prepared another spell-matrix. Her horn blazed again, even brighter, and the flash that followed left spots before their eyes... in their view of Tambelon.

Twilight growled in frustration, spreading her wings and unleashing a miniature red-purple sun at the tip of her horn. Pebbles around her hooves shuddered and drifted up into the air. Her third teleport-flash knocked Spike off his feet and pushed her to her knees with the force of its light.

But they were still in Tambelon.

Twilight’s horn snuffed out, but kept glowing just from the sheer heat it had built up. She winced in pain and gasped for breath.

“...It’s... it’s no use. I can’t teleport us out of here.” She hung her head. “We’ll just have to try to find some other way out...”

Spike nodded. He gritted his teeth to keep them from chattering.

Once the heat in her horn had faded somewhat, Twilight once more lit their way, and they set off through the abandoned streets.

There were signs of what could have been an old battle, but the general decay of the place made it hard to be sure. Spike shivered all the while as they walked.

After a few minutes of travel the road angled upward, and they crested a hill. Spike pointed down into the valley below:

“Twilight! LOOK!”

The vast open space, cleared of any ruins taller than a foot or two, was speckled with a seemingly endless collection of stars.

The softly-glowing, hoof-sized motes sat shimmering on the ground; seemingly discarded, as through the sky had shed them like falling leaves.

Spike slowly stepped forward, the cold momentarily forgotten. “What are they?”

Twilight followed the little Dragon. “I’m not sure...”

Just then, a familiar meek, gentle voice carried on the wind.

“Pinkie... you sang a song...”

Twilight looked around with wide, disbelieving eyes. “Fluttershy? Where are you?”

Spike waved from a few paces away and called out. “Over here!”

Twilight trotted over to find Spike holding one of the glowing orbs in his paws. The thing’s glow flickered in echoes of pale yellow and pink, and it spoke with the kind Pegasus’s voice:

“I never would have done it. I was too scared.”

The voice was undeniably Fluttershy’s, but it was heavy with sadness and self-doubt. It was the sound of their friend at her worst.

Spike met Twilight’s eyes. “What is this? I don’t understand...” Despite his confusion, his shivers subsided as he held the Fluttershy-orb. “...It’s warm...” He clutched the thing close, cradling it like a treasure.

Twilight was about to reply when Rarity’s morose and weary voice sounded from nearby:

“Those flowers. You and Rainbow Dash played a trick...”

Twilight galloped over to the source of the sound, and found a white-and-purple flickering orb among the countless masses.

“You two love your tricks.”

Spike’s lower lip quivered. “R-Rarity...?”

The little Dragon walked up to the orb as if approaching the edge of a cliff. Tears shone in his eyes. He picked up the Rarity-orb and held both of his finds in a hug. “Rarity! I let you down! I’m s-so sorry!”

“I’m so sorry!” the Fluttershy-orb seemed to echo. “It must hurt so much...”

“No!” Spike lied. “I’m being b-brave! Honest!” Tears slid down his cheeks, and fresh shivers shook his body. His breath came out in puffs of fog.

Just then, a burst of searing pink sparks exploded a few feet away from Twilight and Spike. Spike hunched over the two orbs protectively.

The rosy fireworks briefly outlined the shape of a frizzy-maned Earth Pony, and a half-mad voice screamed:

“ONLY WHEN I LAUGH!”

The pyrotechnic display was gone as quickly as it came.

Twilight stared at the spotty after-images in her vision. “...Pinkie Pie?”

A further sputter of sparks created a silhouette of Pinkie standing facing Twilight.

“T-Twilight? Is... is that you?”

Twilight stepped closer to the pink glitter. “Yes! Pinkie, it’s me! It’s Twilight!”

Behind her, Spike was reaching out to hold more and more of the glowing orbs. He muttered softly to himself as he worked.

“Don’t worry, Rarity. I’ll keep you safe. You and everypony else. Nothing will get you while you’re with me. Yeah... I’ll keep you nice and safe. You keep me warm...” He gathered more orbs, scooping in motes that had been out of his reach a moment earlier. “It’s so cold, Rarity. I gotta stay warm. That’s all I want... all... I...” He squeezed his eyes tightly shut.

Still distracted by the phantom party-Pony, Twilight tried again.

“Pinkie? Can you hear me? Say something!”

The swarm of pink sparks shifted, as though Pinkie were leaning to look past Twilight. Curious, Twilight turned around.

Her ears drooped.

Spike was swelling up with every breath, his purple scales darkening and his limbs - and his claws - becoming longer and thicker. He growled, and the sound traveled up a neck that now stretched out to a long-muzzled, lantern-jawed head full of jagged fangs.

The Pinkie-presence took a step backward, and spoke once more in a horrified whisper:

“... Uh-oh.”

Before Sunrise

Princess Celestia soared between the spires of Canterlot like a blazing comet, heading for the Royal Palace and the dark inferno that was her sister. She rose up to hover ten yards from the dark Alicorn and then called out to her:

“LUNA! Sister... what are you doing?”

Luna turned her turquoise gaze toward Celestia, squinting against the light of the Princess’s fiery aura.

“Is it not clear, Sister?” she asked. “I am doing what I am meant to do. What I was always meant to do.” She spread her wings wide, unleashing a hail of dark-purple gouts of arcane fire on the ground below.

Celestia winced at the eldritch display. “That’s not true! It’s that Ram! He’s lying to you! Like he lied to-”

Luna cut her off. “Sombra was a FOOL! He murdered Grogar before he’d learned even HALF of what that Ram had to teach! But I listened, Celestia. Oh, I did.” She narrowed her eyes. “His shade whispered to me in the dark... showed me such... such...” A look of mingled horror and nostalgia passed over Luna’s features. A wistful memory of cherished tortures.

Celestia’s flames flared brighter as she stomped on the empty air. “Luna, stop! Please! Dragons and Grogar and this... this Smooze... are ravaging Equestria! I need...” Her voice softened. “... I need your help. I need you by my side.”

It was Luna’s turn to stomp the air. “You need me in your SHADOW! Hidden behind the glare of your precious light! Reminding everypony of your greatness!”

“ENOUGH!” Celestia’s voice shook the Palace’s outer walls. “You KNOW that isn’t true!”

Luna scowled. “Oh do I? Am I behaving badly? Do I seem like a madpony? Or perhaps... a lunatic?” She flapped closer to Celestia as she spoke, and her dark, smoky aura intensified. “Maybe none of this is real, Sister. Maybe you’re simply suffering through an ugly Night-Mare!”

The bitterness in her sister’s words brought tears to Celestia’s eyes. “Luna...”

Luna shuddered in silent fury for a moment, and then charged in midair to close the remaining distance. She swung downward with her horn but Celestia moved to parry with her own, casting off magical sparks.

“You let them make a HOLIDAY to honour their FEAR of me!” Luna snarled as she pressed the attack. “You made me a MONSTER!”

Celestia flapped her wings to brace herself before shoving back. She squinted as more sparks rained down from their clashing horns. “They fear NIGHTMARE MOON, sister! Not you!”

Luna folded her wings and pulled up her legs, squeezing into a ball, and then spread out wide as she unleashed a nova of dark magical energy. “I AM NIGHTMARE MOON!”

Celestia tumbled down in the wake of the blast; her gold-shod hooves dug molten furrows into the flagstones as she skidded to a halt at ground-level. She looked up in sorrow at the dark figure descending toward her like a bird of prey. In the distance, the roars and crashes of the remaining Dragons’ depredations could still be heard. Time was running out.

“Luna...” Celestia whispered. “I’m sorry.”

The Princess of the Dawn’s aura flared until she disappeared behind its white-hot corona. She cried out in rage and took off to meet her sister’s charge.

The sky was purple-black and studded with dim white stars, and the ground was an endless field of moody grey.

No...

Lightning Dust splashed up from the seas of unconsciousness with a strangled, breathless cry; the only mercy in the pain she felt was knowing that it meant she was still alive. She managed to suck in a few small, wheezing gasps as she took stock of her situation.

She was dangling upside down in a tree, with bark pressed into her back and the glistening expanse of the Smooze staring up at her from below. She touched a front hoof to her brow; it came back bloody. It hurt to breathe - suggesting she’d cracked at least one rib - and miscellaneous cuts and bruises covered her pale-green hide. But more than any of that, there was the other pain. The king of its kind. The searing, wrenching blaze that was squeezing sweat out of her brow and smearing her thoughts into chaotic jumbles. The agony she was scared to her core to face.

She strained to lift her head and look at its source, but a wave of nausea forced her to sag back into her suspended pose after only a brief glance. Her tear-blurred gaze fell on the tree-trunk, the Smooze... and the long, narrow, wooden boat moored at its base.

“Wh-What...?” Dust’s voice was a hoarse croak.

An answer came from close by her: a rustling in the branches. Something large was there with her. One of the smaller Dragons, perhaps? She was probably about to be devoured, helpless and weak and a traitor to her kind.

“N-No...” Dust groaned through teeth gritted against her pain. “Please... n-not like this...”

Suddenly, a hooded and masked figure leaned down into her view.

Dust jerked in shock, and then cried out as her movement sent pain shooting through her body.

The long, curving, beaked mask was painted in garish orange and red, like a tropical bird’s bill. Its wide eye-holes were covered by smoked glass, glossy and inscrutable. A faint scent of sharp, spicy herbs wafted down from the thing with each muffled breath from its wearer.

“Get... get away...!” Dust waved a shaking hoof in a feeble resistance, her blows little more than gentle pats on the thick brown cloth of the stranger’s robes.

The stranger reached out and pressed an ash-grey hoof to Dust’s lips. “Uss-uss... Wewe ni salama.” The voice was deep but feminine, and though the words were meaningless, the tone was soothing and calm.

“I don’t... understand...” Just speaking this much was making Dust lightheaded.

Without another word, the figure pulled back and turned to stoop and examine Dust’s most painful injury. She sighed with concern.

Dust bit her lip to keep it from quivering; it was real. She couldn’t deny it any longer. Somepony else had seen it. She pulled herself upward once more to take another look at the awful reality.

A jagged, leafless, broken branch had pierced through the meat of her right wing, leaving her impaled like a bug under glass. Teal down and feathers stuck to the bloodied wooden stake like macabre decorations.

The stranger slowly shook her masked head and then picked up Dust’s body in a tight embrace.

Dust’s eyes widened. “W-Wait!” She stifled a shriek as she felt her wing shift. “S-Stop! Don’t!”

The masked stranger turned to look Dust in the eye.

“I’m sorry,” she said, “but I must assert... this is REALLY going to hurt!”

She jerked upward.

Dust’s scream lasted until merciful blackness claimed her once more.

Megan was no stranger to running.

The swift, steady pace she kept as she raced through the rubble-strewn, smoke-hazed streets of Canterlot with Apple Bloom in her arms was the same one she’d keep on the treadmill at the gym. And on the early-morning streets, with nothing but sweepers and garbage trucks for company. And in her nightmares, pursued by monstrosities that had no business existing.

Pursued, like she was now.

“DON’T STOP!” Applejack cried out between gasping breaths. “HE’S GAININ’ ON US!”

The thundering impacts of the raging Dragon’s footfalls as it gave chase made the ground tremble underneath them. The thing kept one eye-studded wing raised high and staring at them, while the other, dislocated and useless, draped over its side like a matador’s cape.

Megan heard the dull roar of vast lungs taking in breath.

“Turn here!” she shouted, and threw herself down a sidestreet.

Applejack followed, and then a corridor of flames scoured the street they’d just vacated.

Apple Bloom squinted against the brightness of the blast and cringed in Megan’s arms. “A-Applejack!”

Applejack galloped up and briefly touched her nose to her sister’s. “It’s awright, Apple Bloom,” Applejack panted, “It’s gonna... it’s gonna be awright.”

The Earth Pony shared a quick glance with Megan, and the two were off again. The Dragon’s snaking, Smooze-slicked body soon squeezed into the alley after them.

Megan held the foal she carried tight, feeling the warmth of her yellow hide and the rattling cadence of her little pounding heart.

She’s as small as Ember was...

Megan’s expression hardened into a stony dam against a growing flood of emotion. She ran faster.

The Dragon behind them unleashed a wet, throaty roar; it was dragging itself forward in full-body lunges, too cramped by the walls at its sides to properly run. But every lunge covered as much ground as a dozen strides from its prey.

“There!” Applejack shouted. “That way!”

Megan followed her down a still-narrower alleyway, tight enough that they had to run one after another instead of side by side. They turned one last corner, pushed past an unlocked wrought-iron gate, and found themselves in a terrace with a central fountain depicting Princess Celestia taking flight in polished white marble.

The Dragon was at the mouth of the narrow alley in seconds, pressing its eye-covered wing against the gap like a curtain. It sent in a gout of flame, but the fire only spread far enough to lick at the iron gate. It roared in frustration.

Megan and Applejack stood in silence as the echoes of that roar faded, and no new sounds rose up over the background din of the invasion.

“Is... is it gone?” Applejack asked.

“I think so,” Megan replied. She gently set Apple Bloom down on the white flagstones and then headed over to the fountain to dunk her face in its pool and drink from one of its trickling spouts.

Behind her, Apple Bloom trembled as the terror of the past few moments finally caught up with her.

“Applejack...” she whimpered. “Wh-Why’s this h-happening?” Tears welled up in her huge orange eyes. “What did we do? M-Missus Cake said it wasn’t our fault, but... but then...” Her shoulders shook.

Megan wiped her dripping mouth with a hand. She turned to face the sisters.

Applejack trotted over, sat down, and pulled her sister into a hug.

“Oh, lil’ sis,” she whispered. “It ain’t your fault. It ain’t anypony’s except the m-monsters doin’ it.”

Apple Bloom buried her face in Applejack’s shoulder. “I’m s-sorry! I’m tryin’ ta be brave, jus’ like you. I r-really am!”

Applejack held her tighter. “Aww, you are! You’re bein’ so brave!” She swallowed down the lump in her throat. “B-Big Mac an’ Granny Smith would be so proud o’ you...”

Megan turned away and covered her mouth with a hand. She struggled to keep the flood at bay, refusing to break down when she was needed. Not again. She stepped away from the Ponies and the fountain, took a few deep breaths through her nose, and willed herself to calm down. Feeling something like stability wrap around her in a paper-thin shell, she turned back to face Applejack and Apple Bloom.

And the world exploded.

The Dragon had struck the outside of the mansion with its entire body, tackling the marble-brick structure in a sundering blow. The building collapsed inward, and the entire inside wall tumbled down in a white avalanche.

Time seemed to slow down, and Megan watched each shattered brick spin through the air toward the two Ponies. In that moment, stolen between ticks of the clock, Megan saw Applejack’s face cycle from shock, to decision, to a small and bittersweet smile.

Megan was halfway to lunging for the two Ponies when Apple Bloom sailed backward and struck her in the chest with the full force of Applejack’s lightning-fast kick. Megan’s back hit the iron fence as the wall hit the ground. The fountain shattered, releasing a geyser that rained down on the piled rubble. For a time, the falling water was the only thing moving in the terrace.

As her head cleared, Megan focused on the spot where she’d stood; her eyes widened.

A length of blonde tail peeked out from under the massive pile of broken stone, soaking up the spray from the ruined fountain.

Twilight Sparkle half-galloped and half-flew through the lightless ruins of Tambelon, finding her way by the glow of her horn and straining to stay ahead of the rampaging beast that was once her adorable assistant. His every pounding stride send shockwaves through the ground, and Twilight could feel the furnace-like heat of his breath in sharp contrast to the chilly air. His serpentine tail was wrapped around the glowing orbs he’d gathered, and their pale light behind him cast long shadows that reached out for Twilight.

Twilight’s hooves skidded on the gravel-strewn street when a dead-end wall surged into view at the forward limit of her light; she pumped her wings and ran up the wall, only for Spike to follow by digging his talons into the ancient bricks.

“Spike!” she gasped once she’d reached the narrow walkway on top of the wall. “This isn’t you! You’ve got to fight it! P-Please!”

It was some sort of barricade or city wall, long since abandoned. The shadowy hints of buildings on either side looked identical from Twilight’s vantage point. The whole construction shuddered when Spike cleared the last of the wall and leaped up onto the walkway. The little Dragon was now easily thrice Twilight’s height. His long-necked, lanky-limbed body perched awkwardly on the narrow space. His baleful green eyes met Twilight’s. He growled.

Twilight backed away slowly. “It’s the dark magic, Spike!” she pleaded. “It’s so strong here, I know! But you have to fight! I need you with me! I can’t face all of this and you as well!”

She continued backing away, racking her brain for a spell to use. Spike was too heavy to pick up and hold back magically for long, teleporting was apparently useless, and any other means of dealing with such a large beast could put his life in danger.

Spike snarled, and green embers flickered in the smoke that streamed from his mouth and nose.

“SPIKE!” Twilight braced against the stone walkway and stared the Dragon down. “Don’t do this! What… what would Rarity say?”

A glimmer of recognition shone in the Dragon’s emerald eyes, but then pain pinched his features. He growled louder.

Twilight’s pupils shrank as she remembered what Spike’s last memory of Rarity would have been: her elegant friend, standing in horror and splattered with Smooze, out of Spike’s reach while Twilight held him back-

“Oh, shoot…”

Twilight turned and galloped for her life, racing forward as if propelled by the anguished, bellowing roar sounding behind her.

At the same time, on the vast expanse of the Smooze-covered plains at the base of Canterlot Mountain, Pinkie Pie slogged through the purple sludge as quickly as she could. The rope slung around her shoulders bit deep as she dragged Rarity, Fluttershy, and Discord behind her, but it wasn’t their bulk she saw behind her.

“Twilight, RUN!” she wailed. “He’s not gonna listen!”

The shout and flash of pink motes next to Twilight in Tambelon almost made her lose her hoofing; she took to the air for a few paces before landing and galloping once more.

“P-Pinkie… I need help!” Twilight gasped as she ran. “Where are you?”

Pinkie’s hooves slipped and skidded as the path inclined, but she pushed on to begin the ascent to Canterlot.

“I’m... right... here, Twilight!” she breathed. “Don’t worry! I’m not… going… anywhere!”

Spurred on by Pinkie’s resolve, Twilight pushed on faster and put more distance between herself and her enraged assistant. She dived over a low wall, only to tumble down the rocky slope on the other side.

On Canterlot Mountain, Pinkie slipped off her hooves and slid back down into the Smooze with a wet splatter.

“Oh, my…” said the glowing Fluttershy-orb clutched in Spike’s coiling tail. “Please stop! You’re going to get hurt!”

“You don’t have to do this…” added the Rarity-orb.

Spike paused at the sound of their voices, but his recent memories brought only torment. He shook his head and gritted his jagged teeth.

Twilight staggered back to her hooves, shaking her head. “Pinkie…?” The stir of pink motes had disappeared, but then it flashed back at Twilight’s side.

“I’m all right!” groaned Pinkie as she began the uphill climb anew. “Don’t worry about me! I’m super… duper… looper!”

With a burst of effort, Pinkie charged up the path and pulled her three companions out of the ocean of Smooze. Tendrils of the stuff reached after them and the thick coating on their hides seethed and squeezed, but the farther Pinkie dragged herself up the mountain, the less strength the liquid had. The tendrils soon poured back down to rejoin the mass below, and the muck covering them quieted.

“Just keep going!” Pinkie gasped in a small measure of pained triumph. “It’ll be okay, you’ll see!”

A growl echoed in Tambelon’s stagnant air, and Twilight knew her time was up. She spread her wings and took off on long, flight-assisted leaps into the chilling dark with Spike in hot pursuit.

Lightning Dust awoke to the soft sounds of singing in a language she didn’t know and the sharp scent of herbs she didn’t recognize. She opened her eyes, squinting against the glare of scattered candles, and met the gaze of the bird-beaked mask she’d seen before. But now the thing was hanging from a ceiling beam with several others in a cozy wooden hovel - and its wearer was standing next to the long table upon which Dust was lying on her back.

The brush-maned, black-and-grey-striped mare was putting the finishing touches on a wrap of medicine-soaked bandages around Dust’s wounded wing. The pain that had sickened the Pegasus before had diminished to a dull and throbbing ache.

“Please relax and do keep still,” the mare said softly. “I swear I bear no ill-will.”

Dust inhaled to reply, but then winced at a sharp pain in her chest; her ribs were bandaged as well, but the injuries hadn’t mended. She stifled a cough, and tried again in a weak whisper.

“Wh-Who… are you?”

“I’m Zecora.” She smiled. “Now I’ve said my name; perhaps you’d like to do the same?”

Dust frowned and looked away, focusing on the skull-like features of one of the wooden masks.

“I... I’m a weather wrangler and a Wonderbolts trainee. Or, I used to be. Now I’m… now I’m nopony. Just a nopony who caused all this, and who wasn’t good enough to fix it.”

A further twinge of pain from Dust’s ribs choked her attempt at a self-pitying sigh into a hoarse squeak.

Zecora sighed in Dust’s place, and hung her head in ostentatious dismay.

“How lonely shall my evening be… nopony’s come to visit me.”

Dust turned her head and narrowed her eyes at the strange striped mare.

“Why is everything you say in rhyme?”

Zecora offered a pleasant smile. “Mimi kujifunza lugha yako kutoka mashairi.”

“...I have no idea what you just said.”

“I’ll explain in safer times,” Zecora replied with a shrug and a coy sidelong glance. “For now, nopony hates my rhymes!”

Dust’s frown deepened. She slowly struggled her way onto her side, facing Zecora.

“Cut that out! It’s not funny!”

Zecora met her patient’s gaze and offered a sympathetic smile.

“Very well, I’ll end the game… if you’ll tell me your real name.”

Dust sagged until her chin drooped over the edge of the table.

“Okay… fine. You win. My name is Lightning Dust. And that awful muck out there is wrecking everything because of me.”

Zecora’s mild expression hardened, and she spoke gravely.

“Dark magic’s what left the country Smoozed - not a Pegasus who’s bumped and bruised.”

Dust tensed, and then wrenched upward to prop herself up once more. Her eyes shone.

“NO! It’s my fault! I helped him! I helped the monster who did this! I brought him things he needed, and he even used p-part of me to finish the spell!” Dust’s bandaged leg twitched at a twinge of pain from her poorly-healed gash. She whispered the awful words:

“...Blood from a traitor to her kin.”

Zecora stared into Dust’s shining eyes and rested a firm hoof on her shoulder. Her tone became derisive. Dripping with scorn.

“And how’d this foul traitor come to fall? Fighting against us, one and all?”

A flicker of righteous anger speared through Dust’s misery; she scowled.

“NO! Never! I got hurt fighting DRAGONS to keep Cloudsdale safe!”

Zecora maintained her stare, her sea-green eyes as cool as Dust’s were blazing. “You sought to turn the battle’s tide, in flight with allies - side by side?”

“Yes! I’d do ANYTHING to protect my home! To protect Equestria! If I was strong enough, I’d kick that bony Ram’s tail! I’d drag him all the way back to TARTARUS for what he did!”

Zecora stared at Lightning Dust for a long moment, listening to the Pegasus’s laboured panting.

“Hmm. We have different thoughts in mind... about how traitor is defined.”

Dust worked her mouth, but no words came out.

Zecora offered a motherly smile, and gave Dust a gentle kiss on her forehead.

“Do your best to rest, my friend. Your story hasn’t reached its end.”

The Pegasus returned Zecora’s smile with a small one of her own, and let her head settle on her folded front legs.

Princess Celestia’s glowing wings sliced through the stone pillars flanking a stained-glass window depicting the original banishment of King Sombra as her blazing-hot body melted the coloured mosaic into a rainbow shower that beaded and dripped off her hide. She tumbled to a landing in the castle’s great hall, and small fires spread out from her Orichalcum-shod hooves.

Nightmare Moon followed her into the chamber and alighted, her own magic-soaked body leaving patches of dusky flame on the rug with each step.

Celestia met Nightmare Moon’s gaze with sad resolve.

“Is this really what you wanted?” she asked. “Do you feel good, the way you are now? Spreading fear and destruction, instead of helping keep Equestria safe? Is this what I kept you from, when I was young and arrogant and you were ignored?”

The black Alicorn stomped, leaving a hoof-shaped puddle of molten stone in the floor.

“You are STILL arrogant!” she barked. “Lecturing me, even when the Elements have left you! Even when you know my magic could tear you apart!”

Celestia narrowed her eyes.

“Then why hasn’t it?”

Nightmare Moon gritted her jagged teeth, and her ethereal mane and tail blazed like dark bonfires.

“TEST ME NOT, SISTER!”

Celestia slowly took a few strides toward her sister, keeping her eyes locked on hers all the while.

“I know you’re still in there, Luna,” she said softly. “I know the Pony who stood with me… who fought with me, who endured the trials and found the Tree with me… I see her. And I see her pain.”

Nightmare Moon took a step back, partly shrouded by plumes of smoke rising up from the smouldering carpeting.

“You know nothing of pain!” she spat. “Where was your pain when our subjects hailed you as a mighty champion for defeating me?”

Celestia’s eyes shone. Her head lowered.

“It was with me the whole time, Luna. Hidden behind a mask, where nopony could soothe it. With every cheer, I heard your screams. With every festival, I saw your struggles. I lived through failing you a thousand times over.”

For a moment, Luna’s eyes looked upon her sun-bright sister, and followed the short path of a tear as it boiled away on her magic-heated hide. But then she squeezed her eyes tightly shut, and Nightmare Moon opened them.

“Words! Empty words! You’d say ANYTHING to convince me to behave!”

She turned and took to the air, burning through the thick stone of the hall’s upper wall as if shoving aside a heavy curtain.

“If our subjects pain you so, then let me free you of them!”

Celestia spread her wings in a flash of embers and gave chase.

“Luna! Wait!”

The Princess was swift as daylight, but Nightmare Moon was as fast as the dark that always waited for it. She reached a point above the tallest towers, and shouted down at the chaos below:

“Dragons and Smooze and Neighcromancers are not punishment enough!” she bellowed. “Face your fears in shadow, Equestria! For now the blackest fright descends! Begin, the night that never ends!”

Nightmare Moon’s horn was sheathed in darkness, and the sun collapsed into the horizon. The moon slowly slithered up into the dimming sky to replace it.

Celestia’s lips parted in horror. “Luna… no!”

At the same in Tambelon, Twilight Sparkle felt a rumble under her galloping hooves, and a ripple of darker night streaked across the empty sky. In its wake, the familiar constellations of Equestria twinkled into being. The silvery moon made the ruined buildings cast long, grasping shadows.

“S-Spike!” Twilight gasped to the beast rampaging after her. “Do you see it? The sky’s changed! Something happened!”

Spike’s only answer was a fiery roar.

Twilight ran faster, pushing to stay ahead of the Dragon behind her as she prepared a teleportation spell. Calculations raced through her mind, changing on the fly with every hoofbeat.

“Pinkie!” Twilight shouted. “Are you still here? I’m going to try to get us out, but Spike might not get better right away! I need you to be ready with some help! Can you do that?”

The swarm of pink sparks following Twilight began to speak, but the words were lost as if coming from a great distance. A moment later, the Pinkie-motes were gone.

“I really hope you heard that…” Twilight said to herself, and ignited her horn. A bonfire of purple-red magic spread wide ahead of her, and she galloped into it. The energy remained as she vanished, and Spike charged right into it as well.

In Canterlot, Celestia and Nightmare Moon stared each other down in the courtyard in front of the castle. Both were panting from the amount of magic they’d already expended. The thought of that exertion drew Celestia’s attention to a rise in the stink of the purple filth surrounding the mountain. She focused on a moonlit shadow between two towers… and the shadow squirmed.

“Luna!” Celestia cried out. “This can’t go on! We’ve used so much magic that the Smooze the Dragons brought with them is spreading! The capital will end up COVERED if we don’t stop!”

“And why should I care?” Nightmare Moon sneered. “The Smooze smites the worthy, not the wicked! And there is nothing worthy within me! NOTHING!”

The bitter cry had revealed more ache than the dark Alicorn had planned; she flapped her wings to perch upon a low stone wall and look down on her sister.

“Luna…” Celestia met her gaze, standing firm even though she dimmed her radiant aura.

Before either Alicorn could speak more, a reddish flash erupted and Twilight Sparkle lunged into being between them. She tumbled head over tail and rolled up against a stone staircase before righting herself and laying eyes on Celestia.

“Princess! We need to get out of here! NOW!”

“And run where?” Nightmare Moon interrupted. “You’ve no refuge left from me!”

Twilight turned to face the dark Princess.

“No! You don’t understand! He’s-”

“I CARE NOT!” Nightmare Moon thundered. “Neither you, nor my sister, can stop me this time! You shall suffer, as I suffered, and I shall rule the ruins of all you hold dear! Equestria is mine! MINE, do you hear me? M-”

“MINE!”

A huge, dark-purple, serpentine Dragon leaped from red-glowing nowhere and tackled Nightmare Moon, settling on top of her and wrapping both front paws around her slender neck.

Twilight and Celestia drew back in shock.

“...A-Applejack…?”

Megan set Apple Bloom’s senseless body down on a clear patch of ground and then staggered over to the pile of white-marble debris. The light seemed to drain from the sky with every step she took, until it was nightfall when she reached the fallen wall.

“Applejack! Applejack, can you hear me? Say something!”

Megan dug at the rubble with her bare hands, pushing aside gravel and lifting away larger jagged stones. She exposed a hoof. And then uncovered a bruised, dusty, apple-marked flank. She pulled away still more rubble, but then she froze. The red-stained stone in her hands slipped free and tumbled down the pile.

“Applejack… n-no…”

Megan’s vision blurred, mercifully distorting the ghastly sight before her. She squinted against the stinging tears, streaking masonry dust on her cheeks as she wiped her eyes with the heels of her palms.

“Please… you can’t… you can’t be- Oh, Gawd, don’t do this to me…”

Suddenly dizzy, Megan fell to her hands and knees. For the first time since Applejack had headbutted some perspective into her, Megan wished she was back in the city.

“You’re the last one left! D-Don’t do this! Don’t leave m-me alone!”

For a time, the Earth Pony remained motionless. But then, as the moon rose up in the blackening sky, the rubble shifted, and Applejack let out a wet cough that turned the stone under her chin pink.

Megan’s eyes widened.

“Applejack! You’re…?”

The elation of the moment soured in only a few heartbeats as Megan more fully grasped the situation. Applejack had survived that. She was living through it right now. Feeling it.

“Don’t move!” Megan blurted. “Stay still, Applejack! Just… just keep breathing! I’ll find somebody! I’ll get help!”

Megan reached out to try and do something - anything - but she drew back her hand at the first contact with the Earth Pony’s ruined chest as if Applejack had been burning-hot.

Megan turned and lurched to her feet, cupping her hands around her mouth and crying out:

“HELP! WE NEED HELP HERE! SOMEONE CALL A DOCTOR! NOW!”

Apple Bloom stirred as the echoes of Megan’s shouts faded.

“Whuh…? What’s goin’ on? Why’s it so dark? What time is it?”

Applejack’s one visible ear twitched; she wheezed. “...l-lil’ sis…?” The effort of speaking made her cough again.

Apple Bloom turned to face the sound of her sister’s voice, but Megan pounced on her and scooped her up, hiding her in her arms.

“NO! Don’t look!”

Apple Bloom wriggled in Megan’s grip.

“Hay! Lemme go! Applejack sounds hurt! I gotta help her!”

Megan gripped Apple Bloom by her shoulders and jerked her up to stare into her eyes.

“Apple Bloom, no. Please. It’s bad. I… I don’t want you to… to see…”

To see your sister this way as your last memory of her.

The little foal was stronger than she looked, however, and she managed to squirm her way out of Megan’s hands. She dropped to the wet flagstones and scampered over to her fallen sister.

“...Oh, sweet Celestia!”

Applejack forced a lopsided smile, the effort squeezing a tear from her one unblackened eye.

“It’s… n-not so bad, Apple Bloom…” she wheezed. “B-But I might hafta take… a lil’ time off workin’... on th’farm…” She panted after speaking, unable to catch her breath. Her visible eye unfocused, becoming glassy.

Apple Bloom’s huge eyes grew wider; she shuddered. No Apple volunteered to skip farm-work. Even when Big Mac had cracked three ribs trying to settle a bet he’d made with his sister, Granny Smith had had to ORDER him to take it easy. And Applejack herself had stayed up for days soon after that to pick up the slack.

There was only one thing that could make an Apple quit working.

“N-No… Applejack, no!” She stepped closer, putting a front hoof on her big sister’s. “Ya can’t! Not like this!” Apple Bloom’s expression turned from anguish to inspiration. “I’ll… I’ll mess everythin’ up! I ain’t ready! There’s so much ya gotta teach me still!”

Applejack’s ear twitched. Her good eye focused on Apple Bloom once more. “...Hhh?”

Apple Bloom swallowed down the lump in her throat. “Y-Yeah! Like… uh… ya gotta tell me how many pecks in a bushel! I already forgot!”

Applejack’s head drooped; her gaze went hazy again.

Apple Bloom shoved her shoulder, her voice turning to a fierce bark:

“HAY! No nappin’! H-How many pecks, Applejack?”

Applejack stirred, but stared at nothing.

“....F-Four…”

Apple Bloom nodded, her lower lip trembling.

“Okay… but… but what about tendin’ Zap-Apples? Which way does the bunny-hop go - clockwise or counter?”

Megan stood watching the pony-child fight against the inevitable; she felt every word stab her heart. Unable to bear the sight, she turned and staggered over to the wrought-iron fence and fell to her knees with her hands gripping the metal. It was still warm from the Dragon’s fire. She squeezed the bars tightly, the tension spreading to her whole body.

Just then, a hoarse, squeaky voice called out from the mound of rubble that had been the side of the mansion:

“Did somepony... call for help?”

A Smooze-soaked pink Earth Pony crawled into view, pulling other victims behind her with rope.

“...Cause there’s a knocked-out Dragon back there, and he might need help, too!”

Megan turned, stood, and stared. For a moment, even her grief and horror were pushed aside by the impossible sight.

“How… how are you moving? You’ve been Smoozed!”

“Oh, wow!” Pinkie Pie said as she stumbled her way over the jagged debris. “The Megan’s here! She’s really here! Thank Celestia! It’s all gonna be okay!” Fluttershy, Rarity, and the long, serpentine body of Discord slid over the peak of the rubble and tumbled down after her.

Megan shook her head to clear it.

“What…? No! I’m the one who CALLED for help! Applejack’s hurt! BAD! If we don’t do something, she…” Further words failed her.

Pinkie Pie’s pale blue eyes focused on the frightful scene just past Megan; she gasped loudly.

“Oh no! Oh no-no-no-no! I’m sorry! I didn’t mean to get in the way!” Pinkie politely shuffled back, giving Megan room. She looked at her, at Applejack, and back again, as if expecting to witness wonders.

Megan frowned. “Are you nuts? You think I can just…? LOOK AT HER! What am I supposed to do? I can’t just WISH her better! I’m not some fairy-tale hero!”

Pinkie tilted her head in confusion.

“...Of course you are! You’re The Megan! When things got super-duper bad in the old stories, you’re the one who always saved the day! ALWAYS-ALWAYS!”

The discussion had drawn Apple Bloom’s attention; she turned to look up at Megan.

“Can ya…? Can ya save her, Megan? Oh, please! Please help! Ya just gottta!”

Megan slowly backed away from the Earth Ponies. A cold sweat broke out on her skin.

“I don’t… I mean, I can’t! The Rainbow of Light, it…” Her hand strayed to the heart-shaped locket around her neck. “...It’s gone. It left me. Because I failed you.” She hung her head. “I’m sorry.”

Apple Bloom slowly shook her head. “B-But… if ya don’t help…” Tears shone in her eyes.

Megan hugged herself, pulling in tightly. Wishing she could disappear. “I’m sorry… I’m so sorry…”

“YOU CAN’T GIVE UP! NOT EVER!” Pinkie shouted. Megan and Apple Bloom cringed at her outburst. “When I get scared, I just remember my Granny Pie’s song!” Pinkie’s voice softened; she stared down at the damp stone under her hooves. “But when things get… when I feel… wrong… inside.. I remember what you said! Though darkness now may shroud your eyes… the Sun is surely going to rise! You didn’t give up! Not EVER! And so I didn’t either!”

Pinkie looked up into Megan’s eyes; her pale eyes shone amid the purple filth covering her face. She spoke firmly, as if stating a fundamental fact - as certain as an adult, but as stubborn as a child.

“You can’t give up, Megan. Applejack needs you.”

Megan stared down at the Smooze-covered Pony in shock. The locket grew warm in her grasp.

“I… I really did say something like that. But that was…! You all remembered what I said for over a thousand years?”

Pinkie offered a weak smile. “It’s really good advice.”

Megan took a slow, deep breath. She kept her head down as she softly said:

“Both of you get back. I don’t know about this, but if something does happen… it’s gonna be big.”

Apple Bloom nodded shakily, pausing only to give her crippled sister a quick hug before racing over to stand next to Pinkie a few paces away.

Megan slowly approached Applejack and sank to her knees before her. She kept one hand on the locket and gently stroked the wheezing Pony’s mane with the other.

“Applejack… can you hear me?”

The Earth Pony’s ear shifted and her breath rasped a little louder, but she said nothing.

“I’ve got an idea, but it’s pretty crazy. And I don’t know if it’s even possible. But after all we’ve been through… I’ve got to try. Just hold on a little longer, okay? Just… just hold on.”

Megan got to her feet and back up a pace or two. She gripped the locket in both hands and bowed her head in reverence.

“Okay, look…” she whispered to the empty air, “I know I messed up. All these Ponies have treated me like a hero since I was a little girl, and I did my best, I really did. But I messed up. And if that means I don’t deserve to be whatever they think I am - if that means I don’t deserve to be here at all - then I’ll live with that. But right now, one of them needs you. She’s… she’s gonna die if you don’t come back. She’s got a family. And friends. And they need her. And they love her. So if you won’t come back for me, p-please… come back for them.”

Megan squeezed the locket in her hands and pressed her forehead to them. For a long moment, the only sound was the splashing from the ruined fountain. And then, from close by and far away, a swirling, jingling peal rose up in the silence. And Megan felt a pulse of glowing warmth wash out between her fingers.

She gasped, letting the locket drop in surprise. It hung around her neck and glowed with inner light, as heavy and thrumming as a second heart. Just the way she remembered it.

“Holy-! Damn… you didn’t leave me at all, did you?”

Megan picked up the locket and held it before her eyes, looking at it like a long-lost friend returned. The jagged emotional edges of pain and guilt she’d menaced Grogar with welded back together into something smooth and strong and sure.

“It was ME who got lost!”

Nearby, Pinkie Pie and Apple Bloom watched in silent awe, not quite daring to truly hope, for fear of breaking the spell of the moment.

Megan gave a resolute nod, and stood firmly before her fallen friend. She took the locket off her neck and held it in both hands to point it at Applejack.

“Okay, Applejack,” she said, “here goes. Ever since that little gnome gave me this locket, and I saw that Demon use that spell on you back when I first came here… I’ve wondered what would happen if I did this. Well, now it’s my only chance to save you - so I really hope it does something good…”

Megan slowly pulled open the locket, and a blaze of multicoloured radiance grew between the open halves. The rainbow orb swelled until it was larger than Megan’s head, and bright enough to cast the whole shattered courtyard in multihued streaks. Megan fixed her stance, inhaled deeply, and shouted:

“Behold… THE POWER OF LIGHT!”

The rainbow exploded out of the locket with enough force to make Megan’s shoes skid on the wet stone. The thing thundered down onto Applejack and then poured out in all directions, becoming bright enough to lose its colours in blinding white. Megan and Pinkie Pie and Apple Bloom squinted, were silhouetted, and were lost.

A timeless and heedless moment passed, and then Megan came to her senses on her side on the wet stone. She opened her eyes, and turned to focus on a nearby orange glow.

Her jaw dropped.

Things Change

Rainbow Dash cut multihued streaks into the forced-night sky, her path creating a fading grid pattern above the eye-speckled ocean of Smooze below. She paused in her patrol as an ash-grey Pegasus stallion swooped in to block her path.

“It’s too dark, Rainbow!” he said, gesturing to the gloom. “We’ll never find her in this! And even if we do, she’s got to be-”

Dash narrowed her eyes. “Got to be what, Thunderlane?”

The stallion backed up, his ears drooping.

“Uh… w-well, I just meant, what with all that sludge down there… we… uh…”

He trailed off, his voice robbed of volume under the force of Dash’s glare.

“I am not quitting,” Dash said gravely. “Not until I find Lightning Dust. If you wanna go home, then you go.”

Thunderlane frowned. “But, the dark…”

“So find me a lantern!” Dash snapped, and then took off before the stallion could see the anguished tightness in her eyes.

She flew on, pushing herself until she felt air-friction stir tickling electrical crackles through her wings. She spread the grid wider, her sharp eyes narrow, scanning every inch of the shadows below.

Eventually she came to the edge of the Everfree Forest, and pushed on without a moment’s hesitation. The wild, unmanaged weather of the place buffeted and battered her, making the wind seem alive. And hungry.

“Lightning Dust!” she cried out at the night for the dozenth time. “Dust! Can you hear me?”

Tiny lights half-smothered by the deep dark of the forest canopy caught Rainbow Dash’s sight; she swooped down to investigate, and found herself above the clearing surrounding Zecora’s wooden home. Tall torches dotted the area, providing flickering light. At the fringes of their glow, Dash could see that the Smooze had failed to intrude on the ominous woods, as though it were as hesitant about the place as Ponies were.

She alighted at a trot and headed for the front door, only to nearly crash right into the Zebra as she hurried out of her home.

“Zecora!” Dash said. “I’m looking for a crashed Pegasus. She’s green, with an orange mane. Have you seen her?”

Zecora nodded. “I have found the one you seek. She was wounded, tired and very weak.”

Dash’s eyes brightened. “You did? Where is she? Can I see her?” Dash barrelled past Zecora, heading into the hut.

“I wish you could, but I fear Lightning Dust’s no longer here.”

Dash turned, her ears and wings lowering.

“Do… do you mean she’s…?”

Zecora shook her head and then looked up at the dark sky. “She lives, but maybe not for long. She said she’s fine… I fear she’s wrong.”

“Fine?” Dash frowned. “But you said she’s hurt!”

Zecora said nothing.

Dash stomped a front hoof in frustration, and then paced back and forth as she ranted.

“Rggh! Dust, you dummy! This is just like her! There’s a difference between awesome and just plain stupid! We barely took out those Dragons, she fell from cloud-level to the ground, and now she already took off again?”

Zecora heaved a dejected sigh. “She is a lot like you, my friend. Brave but stubborn, to the end.”

Dash stepped closer to the Zebra, taking a deep, steadying breath and adjusting her wings.

“...Which way did she fly?”

“MINE!”

Nightmare Moon crashed onto the flagstones with a bestial Dragon five times her weight bearing down on top of her and its muscular talons squeezing her armor-plated throat. The polished Equinium groaned under the strain.

The dark Alicorn tried to ignite her horn, but the thing that was Spike reacted by giving a fierce jerk and pounding her head on the ground, cracking both the stone and her concentration.

The Dragon’s tail coiled greedily… only to find that the glowing orbs he’d been hoarding were now nowhere to be found. He craned his neck back to stare at his absent prizes. He growled, green embers escaping his nostrils, and then jerked back to roar into his prey’s face and bellow:

“Mine! Mine-mine-mine!”

Spike pounded Nightmare Moon’s head into the flagstones to punctuate each word. He squeezed her neck tighter, and she wheezed out a breathless cough.

Twilight Sparkle only paused a moment to stare at the black Alicorn in dismay before galloping forward to her aid.

“Spike!” Twilight shouted, stopping and leaping back to avoid her assistant’s lashing tail. “Stop it! Let her go!”

Twilight started to ignite her horn, but then a white, feathery wall buffeted her off her hooves. She got her bearings and looked up to see her golden-armoured mentor folding one massive wing.

“Twilight Sparkle, you mustn’t,” said Princess Celestia gravely. “The Dragons brought the Smooze to Canterlot. If you use enough magic to lift or teleport a monster that size at ground level, it will overwhelm us. Your arrival already cost us dearly.”

Celestia nodded at the dollops and small puddles of the stuff nearby, all squirming and growing and gathering with noxious vitality and hungry, staring eyes.

Twilight stood up and shook out her wings.

“Princess, that isn’t a monster! That’s Spike! We were in Tambelon, and the magic there did this to him! Is something like that what happened to Luna?” Twilight’s eyes widened. “Princess… what are you doing?”

Celestia was facing the pair of dark creatures wrestling on the stone, and a tiny bead of searing-hot magic was gathered at the blade-braced tip of her horn. The minuscule battle-spell was bright enough to leave ghostly scars across a watcher’s vision.

“I can’t let him kill her, Twilight!” Celestia’s eyes were sick with sorrow, but hard as steel. “He’s too strong to pull off her, his scales are too tough to knock him out, we can’t use enough magic to move him, and Luna’s armour won’t hold out much longer! I have to help her! I… I have to end this.”

The tightly-wound, efficient little spell glowed even brighter. Battle-magic as narrowly focused as sunlight through a lens. As neat and sharp and lethal as a stiletto.

Realization soaked Twilight’s innards in ice-water.

“Princess! NO!”

Twilight raced forward, her horn igniting.

Rarity was falling, and then she was burning.

After a dizzying sense of speed and vertigo she came to rest back in her body, sprawled on her belly. She opened her eyes to a wall of Smooze-streaked rubble, and then squeezed them shut against a crushing wave of pain. The purple filth covering her body weighed her down, heavy as despair, cold and searing and miserable as loneliness. She tried to sob, but the sounds never reached her mouth. She cast about blindly, desperate for relief.

A nearby warmth offered some hint of solace, and she found the strength to crawl towards it. Jagged chunks of stone scraped her Smooze-soaked hide, but she pressed on, crippled by her pain and guided solely by that merciful, gentle presence.

It soothed her.

The unbearable weight of the Smooze’s emotional onslaught eased somewhat, and her scattered thoughts slid into order like cloth assembling into a gown:

The town. The Smooze. The empty, bleak empire. Helpless isolation, surrounded by fellow spiritual prisoners.

Spike.

Rarity raised herself onto her hooves, moving like a mare five times her age, and opened her eyes once more.

“....P-Pinkie?” she croaked. “Fluttershy?”

Fluttershy stood with a similarly decrepit pose next to Pinkie, leaning toward her as though she were huddling by a fire in a snowstorm. But neither she nor Pinkie looked at Rarity.

“Girls…? Wh-What’s-”

Rarity turned to follow their gazes with her own, and her voice failed her.

The sky was dark, but the devastated courtyard was as bright as day. Apple Bloom knelt close by. Pinkie and Fluttershy and Rarity were not looking at her. Discord’s Smoozed, serpentine form lay sprawled around and behind them. They ignored him. A little further off, a creature of legend, The Megan, was raising herself up onto her knees. They were not looking at her, either. All eyes in the courtyard were locked on the source of the light.

A mare hovered above the centre of the rubble-strewn space. The ground beneath her was a smooth and shallow bowl of pale volcanic glass, streaked with rainbow colours like a huge abalone shell.

She was several heads taller than the gathered Ponies, easily a match for Celestia’s height. Her sleek, copper-coloured flanks were lean and toned, densely packed with elegant muscle. Her long, flowing mane and tail rippled like liquid gold. Soft light emanated from her like a summer dawn. Her eyes were closed, and her mouth held a faint, beatific smile.

And beneath her, as she lowered to the ground, four pairs of powerful legs shifted and set down eight unshod hooves that shone like polished marble.

Rarity forgot the relentless gnawing pain of the Smooze. She forgot how hideous she looked and how unkempt her mane was and how savagely fatigue pulled her downward. A tear of awe slid down her stained cheek.

“Merciful heavens…” she whispered. “Is… is that SLEIPNIR?”

Apple Bloom got to her hooves and looked back the Smooze-covered trio. Her face was wet with tears, but her grateful smile spread from ear to ear.

“No,” she replied. She nodded at the Human. “That’s The Megan.” She turned to face her reborn sister. “An’ that means this... is The Applejack!”

At the sound of her name, the eight-legged mare opened her eyes. They gleamed like emeralds.

Rarity gasped. She and Pinkie and Fluttershy galloped forward to stand by Apple Bloom, careful not to let the Smooze they bore touch the little foal.

“Applejack…” Fluttershy said softly, her voice raspy from her pain. “Is it really you?”

“Did it work?” Pinkie asked. “Are you okay? Oh, wow… you’ve got more legs! A whole extra Applejack’s worth!”

The Megan knelt before Applejack, her heart-shaped amulet sitting open and empty in one hand. She raised the other, reaching into Applejack’s glowing aura.

“I don’t believe it…” she said, and let out a small chuckle.

Apple Bloom took one more step forward and then craned her neck to meet her now-massive sibling’s eyes.

“C’mon, big sister!” she said. “Say somethin’!”

Applejack took a slow, deep breath, and the light surrounding her pulled back as though drawn in with her breath. The glow dimmed to only a faint glimmer, and the shadows in the courtyard returned. She let out the breath slowly in a soft sigh and then lifted her four forelegs one at a time. She finally spoke, with a deep and resonant voice that still held a slight country twang:

“Boy howdy... this feels mighty strange!”

Apple Bloom laughed joyfully and raced forward to hug her sister. Applejack stooped down to return the hug, burying the foal in her embrace.

Bloom wheezed, her eyes bulging, and cried out: “Oof! Careful! Yer really strong!”

Applejack smiled and eased off. She held her sister with two legs while mussing her loose mane with a third. She turned to look at her friends, and then at Megan.

But, awash with joy and relief or not, something else had caught the Megan’s attention.

Megan’s eyes were locked on the Smooze-soaked chimerical beast lying on the flagstones. On the mismatched legs and the snaggle-teeth. Her eyes narrowed. Her jaw clenched.

“Megan…?” Applejack said softly.

The Human said nothing. Instead, she looped the locket back around her neck, walked up to Discord, stooped down… and picked up a large rock in both hands.

Twilight Sparkle formed a shield-spell as narrow and economical as her mentor’s lethal sun-stab, and braced it against the onslaught as she skidded on the flagstones to interpose herself between Celestia and Spike.

The two spells clashed with the resonant peal of a huge glass bell; white-hot sparks scattered in all directions. Both Alicorns immediately snuffed their horns.

“Twilight!” Celestia snapped. “What are you doing?”

“You can’t do this, Princess!” Twilight shouted back. “I… I won’t let You! I won’t let You hurt Spike!”

Twilight had seen the chilling fire of genuine rage from Celestia only rarely in their years of association, and she’d never before been its target. But now, eyes that had seen centuries of love and hope and horror and despair narrowed menacingly in her direction.

“Twilight,” Celestia said, her voice cold and hard and final as a tombstone, “Stand. Aside.”

The tip of the Princess’s horn ignited with a fresh battle-spell.

Twilight’s knees quivered. Her wings trembled. Her ears drooped.

But she held her ground.

“I’m n-not moving.”

Behind Twilight, Nightmare Moon’s one unpinned hoof pawed at the flagstones. The armour on her neck creaked.

The tidy, well-tended flames of Celestia’s fury flared, threatening to run rampant. She stomped an armoured hoof, cracking the stone.

“I have no choice, Twilight!” she shouted. “If you won’t move…”

Celestia stepped closer, looming above her former student and staring down at her.

A fresh surge of squirming, coiling, frost-toothed fear gnawed at Twilight, but she forced herself to meet Celestia’s fierce stare and softly say:

“The Celestia I know would never do something like this.”

The sting of Twilight’s imprecation seemed to soften Celestia’s anger; she drew back slightly. But then a fresh wheeze from her Sister sent a ripple of anguish through the royal Alicorn. Her head lowered, her lips pressed tight and thin, and a tear slid down her alabaster cheek.

“I never would, Twilight,” Celestia whispered. “ I would never draw innocent blood. I wouldn’t harm one of my subjects for anything else.” She met Twilight’s eyes. “Only for her.”

The battle-spell brightened, and Celestia’s expression darkened.

“Don’t make me do this. Because I will. I would do anything to keep Luna alive, Twilight. Anything. For her sake, I faced a Chaos God in a world gone mad. I kept her alive even at the cost of a thousand years of loneliness. Even at the cost of losing my hold on the Elements. There is nopony in Equestria I love more dearly than Luna, Twilight. Not even you.”

Twilight winced, but held firm. She did her best to keep her voice steady as she replied:

“Spike may not be my flesh and blood, but I promised You that I would raise him, and love him, and keep him safe. He was with me when… when Discord broke my spirit. We faced King Sombra together in the Crystal Empire. He’s never let me down. I promised I’d keep him safe, Princess. And I will. Even from You!”

The two Alicorns stared each other down, neither welcoming the grim standoff nor willing to draw back. Grim purpose draped over teacher and mentor like a shroud. And then, a low, rumbling voice whispered:

“T-Twilight…?”

Twilight and Celestia turned to look at the deadly struggle that had sparked their confrontation.

Spike’s savage snarl had softened to a confused stare, and his grip on the Alicorn beneath him had slackened. His voice grew lighter, something more like his natural lilt:

“Twilight…” he repeated. “E-Even though I… you w-would… do that just for me?”

Twilight nodded, offering a small and bittersweet smile.

Nightmare Moon shook her head to clear it; her slit-pupiled eyes narrowed.

“I… I can’t…I-” Spike grimaced, feeling a vengeful sting from the darkness he’d absorbed. The clearheadedness Twilight’s confession had won him wouldn’t last.

Before Spike could act on his impulses, Nightmare Moon lunged at him. She clamped her jaws onto his throat, and her fiendish fangs pierced his dense scales like parchment.

“SPIKE!” Twilight cried, moving to intervene

“Wait!” Celestia said sternly, reaching out with a hoof. “Don’t.”

Acting on long-ingrained reflexes, Twilight obeyed. Her eyes widened as she watched.

Spike shuddered and wailed in pain, his tail lashing. But at the tips of his claws, the blackness was pulling away - leaving only his natural purple tint in its wake.

Nightmare Moon squeezed her eyes tightly shut and maintained her grip, and bit by bit she drank in the foulness suffusing the little Dragon as if sucking venom from a snakebite.

Spike’s thrashing grew weaker, and his mighty body thinned and shrank as the blackness was drained out of him. Soon he was back to his normal size, hanging limply from the black Alicorn’s jaws like a rabbit caught by a hound.

She let him fall to the flagstones and then staggered back, dizzied and unsteady.

Twilight moved in to check on her fallen assistant.

Celestia took a step toward her sister. “L-Luna…?”

The black Alicorn trembled, her knees shaking. She coughed, and occult filth speckled the air.

“Sister…” she croaked, “thou wouldst even smite thy student… to save me?”

Celestia paused, but no sign of doubt clouded her features. “You mean everything to me, Luna.”

Nightmare Moon’s eyes glowed, and their pupils widened until Luna’s eyes once more peeked out from that corrupted, doubly blackened body. Even her mane and tail were shot through with inky stains. She trembled again, and her wings drooped.

“Are you in pain?” Celestia asked, her brows knitting. “Can we help?”

Luna shook her head. “Waste not your time on me. Carrying such ugliness is a familiar pain, and I am better suited to endure it than is Twilight Sparkle’s little Dragon.” She coughed again, and then clenched her teeth against a full-body tremor. She staggered to the side to stay on her hooves, but then forced herself upright. “T’will pass.”

Celestia frowned in worry, her eyes shining. “You’re lying.”

Meanwhile, Twilight Sparkle gently roused Spike from his daze; the baby Dragon leaped to dangle around Twilight’s neck, his paws gripping her mane and his face buried in her chest.

“I’m sorry!” he sobbed. “It was so dark and c-cold, and I f-felt so empty, and then…!” Words briefly failed him, and he looked up at Twilight with wide, watery eyes. “I’m so sorry, Twilight! I almost m-made you…”

“It’s not your fault, Spike!” Twilight replied as she crouched down to hug her assistant back. “Don’t be sorry… I’m just happy you’re okay!”

At the same time, Celestia approached her sister and gently stooped to nuzzle her neck, as she had done not so long ago in the ruins of their old palace. But where before their soft hides had touched, now polished battle-armour creaked and clacked.

Luna leaned into the gesture regardless, and shuddered against her tears.

“S-Sister…” she whispered. “You should have let the beast s-slay me. My sins are too many to count. I… I d-deserve to-”

“Sister…” Celestia whispered, “you deserve to be forgiven, nothing more. I haven’t made Equestria the land it is in spite of you. I’ve done it because of you. The Tree… Discord… Sombra… all of it. We faced them together.”

Luna tensed, her wings folding in tight. A response sat unspoken in her mouth, as bitter as bile.

“Yes, Luna,” Celestia said, answering the unsaid words. “Even Nightmare Moon. Love for you made me brave enough to face you, even at your darkest.”

Luna coughed again, and the black ichor sizzled into vapour as it landed on Celestia’s armour.

“I… I do not merit thy mercy,” she whimpered. “Better this darkness devour me. How can I ask thy forgiveness n-now, after failing so many times?”

Celestia held Luna close, warming her shivering body. “Luna, I forgive you whether you ask for it or not. And you’ve begun to forgive me for what I had to do back then. But please, Luna… most of all… forgive yourself!”

Spike and Twilight sniffled back tears of their own as they watched the ancient sisters silently hug and weep.

And then, from a nearby lane, slow and sarcastic stomped applause rattled in the night air.

“How sweet,” Grogar rasped as he trotted into view. “How touching. At least you won’t die with unsettled business...”

Lightning Dust cried out with every downflap as she cut an unsteady and lurching path through the dark sky. Each short, coughing grunt was a fierce denial of the pain of her wounds.

She moved faster injured than most Pegasi could at their best, but her progress still made her ashamed. There was no time for self-pity. No time to suffer. Not yet. She had to put things right.

“C’mon, you lazy Buzzard…” she snarled as she watched the skyline loom higher while she dropped lower, “stop foaling around and MOVE!”

A rust-coloured stain slowly spread across the gauze wrapped around her wounded wing as she flapped faster, groaned louder, and fought her way back to cruising altitude.

The Everfree and Zecora were miles behind her now, and the toxic ocean of the Smooze stretched out seemingly forever before her. But far ahead, on the rising-and-falling horizon, she could see the mountain. The tainted volcano where she’d made her world-ending mistake lent the peak a hellish purple-red glow.

Dust flapped harder.

“Just a f-few... more... miles!” she wheezed between grunts. “Just… a…”

The rest of the pep-talk never left her lips, as a riot of blackness swallowed her vision, and for a moment she lost track of her flight-path, her body, and everything else.

No!

Consciousness splashed back with a jarring buffet of wind, and Dust scrambled to right herself from the spinout.

The mountain towered higher and the horizon heaved; up and down fought for dominance through a blur of nausea and dizziness.

Dust flapped harder.

She leveled out, but the air seemed to be growing thinner; her frantic wingbeats cut through it without purchase. The hungry purple morass far below her rippled, and a false night sky of eyes opened on its surface.

Dust strained to straighten her wings to glide, but she couldn’t keep her pitch or yaw stable. She raged against the air, flapping fiercely, but yard after yard of altitude slipped away. Her hooves galloped on nothing.

“You loser!” she roared to herself. “You’re gonna let them down AGAIN!”

Stinging tears skidded across her forehead and flew up above her in the wind of her fall. Droplets of blood from her bandaged wing joined them. The Smooze was closer with every heartbeat.

Lightning Dust screamed through gritted teeth, denying the doom she feared she deserved. Another heartbeat, and she could count those lidless, staring eyes. Another, and a hundred of them turned to focus on her. Another-

And lean cyan legs wrapped around her waist, followed that same instant by a crushing wrench of competing G-forces, a deafening blast, and a nova of scintillating colours.

The Smooze rippled from the backblast and its eyes sunk beneath its surface against the glow of the Sonic Rainboom, and then all of it receded into the distance as Dust was carried up and up and up.

“You... you came after me!” Dust said, her weak voice half swallowed by the wind.

“Yeah, that’s right,” Rainbow Dash replied as her blazing contrail began to fade. “I’m not gonna turn my back on my wingpony - even when she’s doing something really, really stupid, like going out alone when she’s all messed up!”

Dust shifted in Dash’s grasp.

“I’m fine,” she said. “I just gotta get to that volcano.”

Dash leveled out her trajectory, pointing her and her passenger at the baleful mountain on the horizon.

“Okay, cool. Then that’s where we’re both going.”

Dust’s body sagged in Dash’s hold, the toll of her overexertion coming due. But the tension never left her golden eyes.

Megan couldn’t even remember how she’d gotten to Ponyville the last time.

She’d been consumed by the pain of her banishment - of failing the Ponies when they’d needed her. She’d stopped sleeping. Stopped eating. She ran away. Everything had fallen apart into a blur of shame and heartache. And then one day, she’d opened her eyes in hell.

A deformed, mutilated Ponyland, lurid and lethal, populated by tortured and tormented Ponies and overseen by a patchwork devil.

And now that hideous beast lay helpless and Smoozed on the ground at her feet.

Megan felt a low growl leave her throat as she raised the rock above her head with both hands.

“Megan, wait!” Applejack took a few halting steps forward on her many hooves.

Megan started to bring the rock down, but she jerked to a halt as Fluttershy threw herself across the monster’s body in the way of her strike.

“S-Stop!” the trembling Pegasus cried. “Don’t hurt him!”

“What are you doing?” Megan shouted fiercely. “Do you KNOW what that thing is? Do you know what he DID? He deserves way worse than this!”

Fluttershy’s expression grew firmer. She met Megan’s eyes with an unwavering cyan stare.

“Then let somepony way worse do it to him.”

Megan said nothing. She held onto the rock, but it lowered to waist-height.

“I know Discord’s a bad seed,” Applejack said gently, “I sure as sugar ain’t gonna deny it. Fer now, though, we got bigger stumps ta pull, awright?”

“Although he’s done… terrible things,” Rarity said as tactfully as she could, “this isn’t our way, Your Meganity. Ah, Meganness. Erm…” For lack of a proper honorific, Rarity curtseyed.

“He’s a meanie, but Fluttershy’s teaching him to be…” Pinkie stalled on the word better. “Uh.. less… mean?”

Fluttershy stared up at Megan with those huge, emotional eyes. Eyes so much like sweet, quiet, long-dead little Posey’s. Her lip trembled, but her gaze stayed firm, and she whispered:

“Please.”

Megan let out a weary sigh, and let the rock fall at her feet.

“You’re right,” she said. “First thing’s first. We need to get rid of this Smooze, and stop Grogar. After that… we’ll see.”

Fluttershy sagged in relief, and offered a weak smile of thanks.

Applejack met Megan’s gaze and gave a firm nod. “Awright. Now that that’s taken care of, what do we do now, Megan?”

The Human was silent for a long moment, her brows knitting as she struggled to return to the heroic mindset that had served her so well as a child. It had all seemed so simple, before she-

Megan looked the reborn Applejack up and down. Her expression brightened, and she nodded back to her old friend.

“We’re going to find some Flutter Ponies.”

Applejack drew back by reflex, her many hooves shifting.

“Uh, I dunno if that’s a good idea. From what you said, those critters are what we Pony-folks call Changelings, and they ain’t exactly the most helpful sorts.”

“That is an understatement!” said Rarity. “Horrid vermin! They almost ruined Twilight’s brother’s wedding!”

“They’re so icky and mean!” said Pinkie. “And they’re TERRIBLE at Pinkie Pie impressions!”

“All those awful holes…” added Fluttershy with a sickened shudder.

Applejack huffed in agreement. “Oh, and not to mention, they actually EAT love!”

Megan shrugged, and dusted her hands off on her pants.

“Honestly… I’ve dealt with worse.”

Apple Bloom looked up at the legendary creature, her eyes brightening. “Awright! Then we oughta get goin’!”

Applejack stepped forward, looming over her sister.

“Whoa, there, Apple Bloom!” she said. “I almost lost ya once - I’m not takin’ you into Changeling territory! It’s too dangerous for you!”

Apple Bloom frowned. “... Says the Pony who almost died just now.”

Applejack stomped several hooves. “That’s different! I’ve NEVER felt this strong before! I’m… well, LOOK at me!”

Pinkie obliged, craning her neck and letting out a suitably awestruck “Oooooh!”

“It’s not like there’s anywhere safer fer me right now!” Apple Bloom persisted. “No way ta know where those Ponies in the tunnel are now, our home’s full o’ this Smooze stuff, and nopony put that magic on my hooves ta walk on clouds! If I don’t stick with you, where else can I go?”

Rarity’s eyes shone with inspiration, and she blurted out: “Indefatigable!”

“Gesundheit,” Fluttershy replied.

The Smooze-splattered Unicorn frowned. “No, no! The Indefatigable! You know - Canterlot’s newest dirigible?”

The assembled Ponies and Megan stared.

Rarity frowned. “Oh, for the love of - the BALLOON! The big balloon!”

The group shared a mutual “Ohhhh!”

Rarity pointed at a shadowed lozenge sticking out of a tower in the distance. “It’s moored to a tall spire, far above all the Smooze. And it can fly even higher than Dragons can!”

Applejack’s brows knitted. She inhaled to respond, but then a rumble in the ground and the sound of tumbling stones drowned her out.

The huge Dragon was waking up.

“Shewt!” Applejack shouted. Her emerald eyes passed over Rarity, Pinkie and Fluttershy. “No time ta fuss! All o’ y’all - get my sister ta that ballon, y’hear? Me an’ Megan will keep this fella busy, an’ then head fer the Changelings!”

“You can count on us!” Pinkie chirped, giving a resolute nod.

“I’ll keep her safe, Applejack,” Rarity agreed. “I promise - one big sister to another.”

“But… what about the Smooze?” Fluttershy asked, looking over in worry as a purple-streaked wing spread up from the rubble-pile. “How will you cross it? It’s everywhere!”

Applejack smiled. “We got it covered. Megan’s rainbow taught me a trick or two.”

She dipped her head down to address her little sister.

“You get there as quick as you can, y’hear? I can’t do this if I don’t know you’re safe.”

For lack of words she could voice through a sudden lump in her throat, Apple Bloom simply hugged her sister’s neck.

“Right!” Applejack barked, straightening and turning to face Megan. “I’ve read the stories - I’m ready ta carry you inta battle!” She turned sidelong and crouched slightly.

Megan stared at the graceful sweep of the eight-legged Pony’s back and the flowing gold of her mane. Countless memories of panic and delight, horror and wonder, swarmed in her mind. She’d come within a hairsbreadth of death a dozen times astride the bare backs of Ponyland’s citizens, and triumphed every time. But since then…

Applejack tilted her head and glared at the hero of legend.

“Well..? C’mon! We’re outta time!”

As if in reply, a low growl hummed through the piled debris, and a fresh cascade of smaller chunks scattered down around Applejack’s hooves.

“I… I...” Megan reached out a shaking hand, and felt Applejack’s mane tickle her fingers. She drew it back, her hand darting to the emptied heart-locket around her neck. She closed her eyes, and took a deep breath before opening them once more. In that hidden moment, her gaze had turned from water to steel.

“...I’m not afraid.”

For the first time in more than a decade, Megan leaped up and settled on horseback. As Applejack rose up to her full height, Megan was back among the clouds, hearing Firefly’s rambunctious voice ringing in her ears through the roar of wind and the flap of wings on that very first trip to Ponyland.

As she directed a Rainbow-blessed steed with her knees to turn and face a sinister Dragon rising up from shattered stone while innocent Ponies fled into the distance behind her…

Megan was home.

Megan clung tight to Applejack’s mane and squeezed her sides with her legs as her eight-legged friend raced through Canterlot’s streets at a thunderous gallop. The Dragon was long behind them, and none of its smaller fellows could match the empowered Earth Pony’s speed. The outskirts of the capital and the winding road down into the vast Smooze-covered plains spread out before them.

“Applejack!” Megan shouted over the rumble of pounding hooves. “Are you SURE about this?”

Applejack thrust her head forward, narrowing her eyes, and grinned.

“Couldn’t rightly tell ya why, but yeah. I am. Now… HOLD ON!”

Applejack poured on still more speed, cutting divots out of the hard-packed earthen road with every hoofbeat, and charged straight toward the Smooze.

Megan clenched her jaw tight and her eyes closed. She let out a tense cry as Applejack plowed into that ghastly purple filth…

...And then opened her eyes wide and whooped for joy as the Pony cut through the stuff like soap dripped into an oil slick. Everywhere her hooves landed the Smooze pulled back, and the countless eyes stared at the blessed mare in sullen frustration. They left a slowly closing green path in their wake.

“YEE-HAH!” Megan hollered, straightening up on Applejack’s back and letting go of her mane with one hand to wave above her head like a rodeo champ.

Applejack peered over her shoulder as she galloped, raising an eyebrow.

“Y’all okay up there?”

“Okay?” Megan asked, her smile so wide it made her cheeks ache. “I’m dancing on air!”

Applejack smiled back, and then her expression grew firm and determined. She turned back ahead, and her eight legs blurred with the speed of her hammering gait.

They streaked southward toward the barren wasteland once known as Flutter Valley, in search of the once-kindly creatures who still called it home.

Author's Notes:

The song in this chapter has original lyrics, and is not based on any existing work. Any musicians who feel inclined to set it to music or even (omigosh!) record a rendition of it are more than welcome to do so. Just credit me for the words and let me know about it!

History Repeats

Apple Bloom galloped through the darkness, her tiny hoofbeats ringing on Canterlot’s smooth stone streets. Rarity, Pinkie Pie and Fluttershy ran at her sides and behind her; with her short legs and their Smooze-induced debility, they kept the same pace.

Once the snarls and growls of the Smoozed lesser Dragons chasing them faded into the distance and were lost, the group turned a few more corners and then stopped to catch their breath at the crossing of two broad avenues.

Apple Bloom shook her head to get her loose, sweaty mane out of her eyes. “Is… is it much… farther?” she said between gasps for breath.

Rarity leaned heavily against a nearby building. Her Smooze-splattered hide left purple-black smears on the white stone. “Just a few more blocks,” she replied. “Soon you’ll be safe and sound on that dirigible.”

Pinkie stood knock-kneed with her head low. Her eyes lost focus, and a twinge of agony pinched her features. She hissed in a breath.

Rarity and Fluttershy both staggered at the same moment. A soft moan escaped Fluttershy’s lips.

“H-Hay…!” Pinkie said, wrenching her head back up and struggling to raise the corners of her mouth. “That’s kind of a funny word, isn’t it? Dirigible. Duh… RIDGE… ible! Duh… rih… JIBBLE! DURR-jeerwibble!” She let out a laugh like pottery rolling down stone stairs. Her knees trembled.

Apple Bloom frowned. “Are you awright, Pinkie Pie?” She looked down, unnerved by the mare’s wide and wild blue stare, and then glanced at the other two Smooze-covered Ponies. “Uh, I guess it hurts pretty bad, huh?”

Pinkie shook her head. “Only when I-” A tremor shook her. The Smooze sizzled around the edges of her Cutie Marks. She swallowed, and her violently cheery expression wilted somewhat. “...Yeah. It hurts pretty bad.”

As Pinkie’s resolve faltered, Rarity tightened her lips and narrowed her eyes. She breathed slowly and deeply through her nose. Fluttershy whimpered again and hid her grimace of pain behind her slimy mane.

But the lapse was brief; Pinkie’s smile returned with a vengeance, and the other two mares relaxed a little.

“Don’t worry, though!” Pinkie chirped, bright as ever despite the strain at the edges of her tone. “Applejack and the Megan are gonna fix everything! And then we’ll clean up all this icky goo, and I’ll be able to sleep without screaming myself awake!” She smiled even wider, until her cheeks squeezed up against her eyes. “I can’t wait!”

Apple Bloom suppressed a shudder. “Y-Yeah… me neither.”

There wasn’t time for the little foal to let her disquiet get any deeper, however; Dragon roars pierced the night air in the streets behind them.

“We should go,” Fluttershy said.

Nopony objected.

Constructed as part of the jubilee celebrating 750 years of peace between Cloudsdale and Canterlot, the Sky Spire was one of the tallest points in the mountain capital. And now, as its soaring needle-tip stretched up into darkness above the approaching Ponies, the altitude made the thirty-yard-long dirigible moored at its peak look like a tiny, silver-violet bead.

Apple Bloom trotted up to the building’s sagging, pried-open doors with caution. She flinched when one of her hooves crunched a shard of broken stained-glass.

“There’s no time to lose,” Rarity said, nodding toward the metal spiral staircase hugging the interior of the tower. “We’re lucky they haven’t taken off already.”

A wet, congested roar echoed in the distance, followed by a chorus of others.

“Hurry!” Fluttershy said in a strained whisper, as though worried the distant Dragons would hear them. “Don’t worry about us!”

Pinkie Pie nodded in agreement, her Smooze-sodden mane flopping in all directions.

Apple Bloom looked over her shoulder at the trio of mares. “But… aren’t ya comin’ with me?”

The three shared awkward glances, and then Rarity stepped closer and crouched down to meet Apple Bloom’s gaze.

“No. We can’t. Not with this dreadful stuff all over us. The Ponies up there are trying to escape from it. You’re going to have to go on your own from here.”

Apple Bloom’s stance widened, and so did her eyes. Her lower lip quivered.

“Rarity…” she swallowed hard and hung her head, staring at her scattered reflection in the pieces of coloured glass. “I… I’m scared.”

Rarity reached out a Smooze-covered hoof by reflex, but then drew back.

“I know, Apple Bloom. I know. But it will all be over soon. Just get up there and sit tight, and soon everything will be back to normal.”

Apple Bloom looked up with shining eyes. “...You Pinkie Promise?”

Out of the corner of her eye, Rarity saw Pinkie miming a routine with her front legs, ending with a poke in the eye and an encouraging nod and smile. She sighed.

“No, darling. I Big Sister Promise.”

Apple Bloom took a deep breath, and then gave a firm nod. She turned to look at each of her comrades in turn, and then trotted across the debris-strewn tiled floor and started climbing the stairs.

Once Apple Bloom was up and out of easy view, Rarity, Pinkie Pie and Fluttershy shared a sigh of relief. The roars and growls were getting louder, now.

“Well. That’s that, then,” said Rarity. Sweat glistened on her hide everywhere the Smooze didn’t.

“Yup!” said Pinkie as a shiver passed through her and the Smooze sizzled around her Cutie Marks.

“Do you think we managed… to lose the Dragons?” Fluttershy asked, her knees wobbling.

“No,” Rarity said with a resigned sigh. “I’m afraid not.”

She nodded at the street leading to the tower, where the moonlight was casting long, distorted Dragon-shadows ahead of the approaching pack.

Rainbow Dash groaned in relief when the mountain’s foothills drew near; she’d been flying at top speed for longer than she ever had outside of the Wonderbolts Academy, and then she hadn’t been carrying a passenger.

“Looks like we’re just about there,” she said as she came down in a wide arc and alighted on the winding stone path leading up to the boiling Smooze volcano. Thick rivers of the bubbling, eye-studded slime poured down the weathered rock, but the path up to the caldera was still relatively clear. “So… what now?”

Lightning Dust stretched out her neck and legs with a groan, and then gingerly moved her wings one after another. Her bandaged wound was still stubbornly oozing blood; she winced.

“Now, you go back to Cloudsdale.” She turned to trot up the path.

“Wh-What? What are you talking about?” Dash trotted after her comrade. “Whatever you’ve got planned, you’re gonna need my help to pull it off!”

Dust stopped, but didn’t turn to face Dash. “No, Dash. I won’t.”

Rainbow Dash assembled and assessed the situation in her head with the speed of somepony accustomed to making split-second decisions, and then made one then and there.

She flapped twice, leaping over her wounded friend and landing in front of her.

“Dust,” she said firmly, “why are you here? Why did we come here? Tell me!”

The Pegasus looked away; her scarred flank twitched.

“Just go,” she muttered. “I have to do this.”

Dash hazarded a glance over her shoulder at the fury of the tainted volcano. She shuddered. “Why? Because you caught one little hit from a Dragon?”

Dust muttered again, but the roar and rumble of the Smooze flows swallowed the sounds.

“What?”

Dust gritted her teeth, and finally met Dash’s eyes. “Because ALL of this is my fault!”

She stomped forward, driving her onetime wingpony back a few paces.

“All this slime, all these scared and homeless and crippled Ponies - it’s all because of me! That Ram couldn’t have done this without me!” Dust’s eyes locked on Dash’s, wide and watery with pain. “H-How can I… go on… with that hanging over me?” She stepped back, fixing her stance and shifting her wings.

Dash narrowed her eyes. “Don’t even think about it, Dust!” she warned. “Don’t you DARE!”

“Get away from me!” Dust warned back. “I’ve got nothing to lose!” She spread her wings, wincing at a twinge from her wound, and took to the air.

“Dust! STOP!”

With two working wings, Dash easily closed the distance and lunged for her wounded comrade.

Twilight Sparkle tumbled through the night air in an out-of-control spiral, and smashed into a tower wall with enough force to crack the white marble. She fell to the flagstones in a heap, coughing and groaning.

All around her, Canterlot displayed the marks of the invasion and pitched battle, with rubble and small fires and broken windows and oozing threads of Smooze tainting the ancient majesty of the place.

Nearby, Princess Celestia crawled out from under the piled debris of a shattered statue of herself and shook out her wings and mane. Dust and ash covered her golden battle barding.

Princess Luna peered out from behind a low wall, her eyes pale-green pools of worry in the dark-magic-ravaged blackness of her body.

“Sister…!” she called out; a ragged cough stopped her from saying more.

“S-Stay back, Luna!” Celestia panted. “You’re in no condition to fight!”

“Listen to your elder, Night Mare,” Grogar rumbled as he trotted into view. The skeletal Ram’s ghastly form was still pristine - not a blackened bone out of place. “After all, your weakness was what made all this possible in the first place!”

Luna cringed in shame. Dollops of toxic magic glistened on her hide like crude oil.

“Don’t listen to him!” Twilight shouted as she shakily got to her hooves. “He’s manipulating you! Just like Discord did to us when he tried to take over!”

Grogar let out a dry, rattling chuckle. “Ahh, yes. Discord. Precious little good his freedom did him, hmm? Now he’s entombed in my Smooze - just like everything else.”

“You… aren’t going... to win,” Celestia said between panting breaths. She rose up to her full height, and her radiance shone through the dust like sunshine between clouds. “I’ve defended this land for more than a dozen centuries, and there are no allies I’d rather stand with than my Sister and my most faithful student. Your reign of terror ends today, Grogar. We-”

The Ram surged forward on a wave of colourless magic, and his bony, horned head struck the alabaster Alicorn squarely on her armoured peytral. The impact made the deep peal of a cathedral bell, echoing off the soaring spires around them.

Celestia let out her breath in a tortured wheeze and fell to her knees, gritting her teeth against the ache of her emptied lungs. The plating had endured the blow, a large dent now marring its surface.

Grogar huffed out a dry chuckle and then turned to face Twilight.

“She does go on, doesn’t she?” he said with a wry tilt of his skull.

Twilight scowled. “She’s right. Monsters like you have risen up again and again, and we’ve beaten them every time. We’ll beat you now, even if…” She gulped. “Even if we have to do it with our bare hooves and horns.”

Grogar’s pinpoint-eyes rolled in his empty sockets. “Spare me your empty boasts. Without the use of your Alicorn magic, you’re nothing but particularly tough little Ponies. You’re helpless. Pathetic. With my Smooze gathering all around you, this is no fight. It’s a slow execution. You’d do well to stop struggling, and start begging for your lives.”

Grogar idly scuffed a flagstone with a bare coffin-bone. His eye-lights shone.

“It won’t help, of course. But I do like a little song with my dance…”

He began stepping toward Twilight at a slow, portentous pace. The moon cast his jagged shadow across the young Alicorn.

Twilight’s ears drooped and her knees began to tremble, but she stood firm.

“No? Not one little plea? Hmph.”

Just then, the clatter of Spike’s claws on the cobblestones rang in the air as the little Dragon scampered to catch up while the running battle was paused. Grogar’s eyes flashed.

“Well, now... maybe I can find another way to loosen your tongue…”

Grogar’s horns blazed iridescent black, and he whipped around to face Spike just as he ran into a patch of moonlight.

A spray of hateful energy ignited the air, an echoing cry froze it, and a few charred scales floated to the ground like autumn leaves.

Twilight’s eyes widened. Her pupils shrank. And she screamed.

Applejack’s eight gleaming hooves parted the Smooze like soap dripped into an oil slick, propelling her with a doubled gait that had quickly become second nature. Megan held on with her knees squeezing the empowered Earth Pony’s sides and her hands gripping her flowing, golden mane.

The two of them streaked through the Smoozed plains like a comet through the night sky, putting leagues behind them in the time it once would have taken Applejack to cover a mile or two. It seemed effortless to gallop that fast - as easy as breathing.

When Megan let out an uncertain sigh, Applejack’s ears twitched and she craned her neck a little to catch the Human in the edge of her sight.

“You awright? Ya want me ta slow down a bit?”

Megan looked away, watching the moonlit terrain streak past.

“No, it’s okay. I thought I’d be rusty, but riding feels great. It’s like… like I never left.” Her eyes shone. Her fingers squeezed Applejack’s mane tighter.

“C’mon,” Applejack pressed. “What is it?”

Megan took a breath and let out another sigh. “It’s just… why did I forget? Ponyland was so beautiful. I had so many amazing friends. I saw things no one else ever has. And yet, after what happened, all I could think about was the worst of it. The Smooze, the monsters… everything dark and ugly. I even thought you’d all abandoned me, when I was the one who couldn’t bear to come back after what happened.”

Applejack slowed her impossible gallop to a canter, and then a trot, and then to a full stop. She stood in an island of slightly faded grass in the sea of Smooze.

“Sometimes,” she said, “when somethin’ really bad happens, it’s all ya can think about. It feels like a big black cloud hangin’ over you, shooin’ everypony else away. It feels like...”

Megan swallowed down the lump in her throat. “...Like nothing good can ever happen again.”

Applejack nodded. “Yeah.”

“So, what do you do?” Megan asked.

“Ya keep on trottin’. Nopony ever got out from under a cloud by sittin’ beneath it. Ya press on as much as ya can, an’ sometimes yer friends give ya a push. If they’re the best kind, no matter how stubborn you get, they don’t give up until ya get back in the sunshine.”

Applejack paused, and then her gleaming eyes met Megan’s.

“Are ya feelin’ like ya could use a push?”

Megan leaned forward and hugged Applejack’s neck. Her body was warm as a summer morning. “Not anymore.”

Applejack smiled and then turned back to face ahead. She took off trotting again, and soon the bland horror of the blighted landscape streaked into a blur once more.

The pair said nothing for a time, and soon enough the outcropping in the Smooze turned from larger trees to small ones, and then to still and silent towns, and then to jagged, rocky spires.

The land angled upward, and Applejack left the Smooze behind. All around, decrepit buildings were held together with webs of grey-green resin, and tumorous pods and hives added space to the old Pony-made construction. Applejack’s hooves clacked now and then on puddles of bone-hard, dried-out slime as she trotted forward at a cautious pace.

“Welp,” said Applejack, “this looks like the place.”

Megan wrinkled her nose. “Uhgh. Smells like cockroaches and compost.”

Applejack nodded. “Mmhm. Changelings. Flutter Ponies smelled different?”

Megan nodded, frowning. “Like honey. Like a new baby’s feet.”

Just then the air thinned, drawn into countless lungs, and a low, droning chitter shook the anemic breeze. Applejack stopped in her tracks.

Megan dismounted, and stood with one hand resting on Applejack’s side.

“Careful now,” the empowered Earth Pony muttered. “They’ll prolly try ta mess with us somehow. Maybe make ‘emselves look like Ponies we know, ta throw us off-”

“Megan, Megan, Megan. How you’ve grown. Come to finish what you started?”

A large hive at the top of a nearby hill split open wetly, and the gauntly elegant Queen of the Changelings slid into view with the visceral shiver of a maggot hatching. She rose to her full height, and the breeze played faint tones through the bore-holes riddling her legs and her wings. She fixed her rot-coloured gaze on the two interlopers to her domain, and offered a fang-toothed smile.

Applejack fixed her eight-legged stance and scowled, but Megan took a step forward. Through all the ghastly, insectile distortion - through centuries of darkness and corruption - subtle cues stood out to Megan’s eyes. The tiny crown. The gnarled horn, like braided antennae. The insect wings. The regal demeanour. And those wounds in her legs…! It couldn’t be… could it?

“Oh my God…” Megan put a hand over her mouth as her eyes widened. “... Queen Rose Dust?”

Apple Bloom had started out silently counting steps to keep her mind off her worry, but that task had soon grown discouraging. So she’d taken to counting the windows she climbed past… until that also lost its charm.

Her little legs burned from exertion, the metal stairs had chipped her hooves in several places, and her tangled, sweaty mane was draped over her face. She knew the only relief would come when she got to the balloon - a single break could mean the difference between rescue and being stranded with Dragons and the noxious slime they spread.

“Just… keep… g-goin’...” she panted, her rocking, upward canter knocking the words out of her lungs. “N-No time... ta rest! Just like… like Zap-Apple season! Ehh… Bee… S-See… Dee...”

Her eyes happened to stray from the neverending parade of spiral steps to the cavernous atrium of the tower - and the tiny specks moving on the ground floor below.

Her sister’s friends were now inside the tower, bracing against the damaged doors. Something hit the other side, and they all jerked from the strain of holding it at bay.

The Dragons had arrived.

Bloom recoiled and crashed back against the wall, gasping for breath. “Oh, horseapples!” she yelped. Her voice echoed off the far wall of the hollow tower.

Somewhere above her, a shudder passed through the pale stones of the building, and a deep rumble set them to humming. The sound of magic-powered turbines spinning up.

Apple Bloom froze in panic, her pupils small as pinpricks.

“No!”

She tensed all over, even squeezing her eyes tightly shut, and then took off up the stairs at a full gallop, letting the wall scrape her side to keep her on course.

“No! W-Wa-aaaiiit!” she wailed as she ran. “Oh Celestia, don’t leave! Don’t leave without me! Please!”

The stairs went on and on, spiralling to infinity like a nightmare. But the danger below was very real, indeed.

Apple Bloom ran blindly, her loose mane and her stinging tears leaving her sightless even with her eyes open. The air grew cooler, and the noise of the dirigible’s engines grew louder. The stairs thrummed under her hooves.

The foal cried out in wordless denial, howling as loudly as her aching lungs could manage. She charged with the first stirrings of Earth Pony strength, her tiny hooves denting the metal beneath them with every pounding impact. She galloped because her life depended on it. She galloped because her sister and her friends were risking everything to keep her safe. She threw herself up the spiral stairs as quickly as she could, ignoring the searing pain in her muscles and the fire in her lungs and the sting of what just might be a cracked hoof. Every stab of pain reminded her of Pinkie’s strained grimace and Rarity’s shaking voice and Fluttershy’s anguished squeaks. If they could endure, she would too.

And then the tower was gone in a heartbeat, replaced by night sky and buffeting winds and the roar of spinning magical turbines. Apple Bloom raced out of the open doors on the roof at full speed, too fast to correct her course or stop herself. The dirigible was there, still moored to the tower by an anchor and a thick metal cable… but the boarding ramp wasn’t.

Apple Bloom had barely registered reaching her destination when her hooves scrabbled for purchase on nothing, and she found herself tumbling into the gap of empty air between her ordeal and her salvation.

The majestic, Smooze-speckled sprawl of Canterlot whirled around Apple Bloom as she fell; the foal inhaled to scream, but the breath left her lungs early as a flare of bronze-coloured magic brought her to a jarring midair halt. She dangled there, held in a glowing aura a dozen yards below the edge of the tower, and then slowly began to rise.

“For Celestia’s sake,” a stallion sternly chided as Apple Bloom floated up and into the dirigible’s open door, “why did you pull in the ramp? Surely you heard her coming…”

Apple Bloom’s shaking hooves came to rest on the polished floor of the Indefatigable’s enclosed gondola, and the magic faded out. She looked up into the monocle-focused gaze of a smartly-dressed white Unicorn with a carefully-coiffed blue moustache.

“There, now,” the Unicorn said with a gentle smile. “Don’t fret. All’s well. Your timing was impeccable - we were just about to embark!” He took a step closer and bent to examine Bloom a little closer. “I say, you seem a bit… shaken. Would you like some soda water, perhaps? Or maybe a-”

Apple Bloom hiccuped, pursed her lips, and then unevenly scampered between the stallion’s legs and onward past him. She thrust her head into a nearby crewmare’s mop bucket and retched.

“...Ah,” said the stallion. “Yes. Well. I’ll… I’ll just check in on you later then, shall I?”

When Apple Bloom had finished coughing up her panic, she turned and found herself face to face with a Pony her size.

“Um… hi,” said Silver Spoon. She shifted her weight awkwardly, and adjusted her spectacles with a front hoof.

Bloom wiped her lips with a fetlock and then cleared her throat. “Hi.”

“I guess we both made it onto the blimp, huh? Mother and Father actually had tickets. Well, for the real debut, I mean. It wasn’t supposed to launch today. Or from here. Mother says it was an emergency docking. Is anypony else with you? Did your parents-”

Apple Bloom looked down at the deck. “It’s just me.”

“Oh.”

The two of them shared a silence as comfortable as a dentist’s waiting room.

“H-Hay,” Spoon finally said, “I never really got the chance to thank you. For getting us rescued.”

Bloom shrugged. “Wasn’t me. Twilight picked all of us up.”

“Yes, but she wasn’t out looking for me. Or... or for Diamond.” She paused, and a shadow passed over her expression. “Your sister’s friends with Princess Twilight, right? And they all fight monsters and break curses and everything?” Spoon sighed. “My family’s not like that. They just talk a lot. About lineages and estates and heraldry and sires and dams and stuff. You know?”

Bloom sighed. “Not really, no.”

“Ah. Well, thank you. And… I’m sorry. About how Diamond w-was. I think deep down she was always jealous of you three. Because you have each other. And she just... had me. And now she’s… sh-she’s...” Spoon sat down heavily, her lower lip trembling; tears speckled the lenses of her spectacles. “I’m sorry!”

Apple Bloom limped closer and sat down in front of Spoon. She reached out a hoof to tilt the whimpering foal’s chin upward.

“She’s gonna be awright, Silver. Honest. Her an’ my brother an’ my Granny. Everypony. My sister’s gonna fix it, you’ll see! She’ll be back to hasslin’ blank-flanks before ya know it!”

Spoon swallowed hard. “Really…?”

Bloom nodded. “You betcha! Cause this time, Applejack’s got The Megan with her!”

Silver Spoon’s eyes widened, and then she burst into a peal of tear-streaked laughter.

Apple Bloom frowned. “Hay!”

“O-Okay, okay! I believe you!” Spoon managed to say between gasps for breath. “You don’t have to go overboard and make up something silly!”

Bloom’s frown deepened, but soon bent into a smirk. “Awright, then. Never mind.”

Spoon slowly got control of herself, and then glanced around.

“So, when do we-”

The entire blimp lurched, and the slackening mooring cable played the deepest of harpsichord notes. The enchanted turbines whined louder, and the Indefatigable took off.

Apple Bloom limped over to peer out one of the wide windows; she caught sight of flashes and glows not far from the royal palace.

Lightning Dust cried out as the impact pinched her wounded wing between her back and the rough stone beneath her. Exhaustion and agony made her head spin. She ignored it all.

“GET OFF ME!”

She surged up against Rainbow Dash, shoving her comrade off her and pressing the momentum to reverse their pose. Dash resisted, so Dust cuffed her on the jaw with a front hoof.

Dash’s head whipped with the blow, but she quickly jerked back to stare Dust down. A thread of blood shone on her lower lip.

“Y-You kick like a colt,” she panted, and then took a swing of her own.

The two Pegasi wrestled and rolled and kicked and shoved, covering every patch of ground not flooded with Smooze. They came to a wider patch of rock further up the volcano’s slope, and broke to stand nose to nose.

“What’s… the point?” Dust wheezed. “What are you even doing? You should be helping everypony deal with the mess I made.”

Dash scowled. “You didn’t do this. You said some Ram did it!”

“He couldn’t have done it without me! He could have found the other junk himself, but in the end he also needed s-somepony like me. A failure. A buck-up. A… a traitor.” Dust’s wings lowered. Her tense stance sagged. Her eyes shone. “I betrayed all of Equestria when I made the mistake of working for that monster. Even though I r-regret it, there’s only one way to pay back a debt that big…” Dust turned her gaze to the hellish glow of from the caldera and took a few steps until she stood at the edge of a Smooze-river.

Dash frowned. “You really think that will help anything? Throwing your life away? That’s just… just STUPID!” She stomped a hoof.

Dust flinched at the sharp sound. She turned back to Dash. “What do you know? You’re a big hero! You don’t know what it’s like, having the end of the world be your f-fault!” Tears slid down her cheeks.

“Yes. I do.”

Dash had lowered her head, her wings and her voice. Her words barely escaped the background roar of the endless eruption as she spoke on.

“When Discord escaped, we tried to face him right away. And…” Dash cringed against the memory. “…and we lost. We totally failed.”

Dust titled her head. “But… that’s not what happened. You won - you beat him!” She spread her wings for emphasis, wincing at the pain from her wound.

“Yeah... in the end. But not that first time. He made this huge hedge-maze. Split us up. Took my wings.” She shuddered. “We’d agreed to stay in there until we found the Elements. Like, some kinda game. A bet. Well, as soon as I ran into Discord, he messed with my head without even trying. And I left. Just like that. It seemed like I had to - like Cloudsdale was in danger, and they all needed me! But really… I’d sold out my friends to get my wings back.”

Dash heaved a sigh, and squinted against tears of her own.

“If Twilight hadn’t figured out how to snap us out of it, the whole world woulda belonged to Discord. Because of me.”

Dust’s brows knitted. “I didn’t know.”

Dash nodded. “Almost nopony knows. Just the six of us and Spike.”

Dust looked away, staring into the lazily floating eyeballs in the grim river at her side. “So… how do you live with it?”

Dash took a step closer to Dust. “I remind myself that no matter how awesome I am, nopony’s perfect. And sometimes a sneaky jerk will get the best of me. That’s not my fault - it’s theirs.” She gave a small chuckle. “Plus, I’ve got some really great friends to help me clean up my mistakes.”

Dust sighed. “I don’t.”

Dash moved in closer still. “You’ve got at least one, Lightning.” She sat down, and reached out to pull Dust into a hug. After a brief pause, Dust hugged back.

“I b-bucked up, Rainbow…” Dust whimpered. She buried her face in Dash’s shoulder.

Dash leaned her head against Dust’s. “I know… it’s okay. It’s gonna be okay. I’m in charge of the Element of Loyalty, and I officially declare you not-a-traitor. So there!”

Dust sobbed out a laugh, and hugged Dash tighter. She moved to embrace her with her wings as well. A drop of blood squeezed out of her bandaged wound, tracked down the shaft of a feather, and fell into the flowing Smooze.

Somewhere in the distance, a deep rumble set the air to humming.

Spike grunted in surprise as Twilight scooped him off the cobbles and squeezed him close, sobbing and wailing.

“OOF! Twilight, lemme go! What’re you doing?”

Twilight paid no attention to her assistant’s squirming. “SPIKE!” she cried. “No, please! Oh Celestia, please no… no no no… you can’t. You can’t be dead… no!”

Spike’s features twisted in confusion. “Whuh? Of course not! I’m fine! C’mon, let go! That freaky skeleton is right there! Stop foaling around!”

Twilight stared right through Spike, her tear-flooded eyes wide and unfocused. A wisp of green-black magic slipped out as she squeezed her eyes tightly shut and sobbed.

“It’s all my fault… I couldn’t… I couldn’t s-save you… oh, Spike… Spike… it’s all my fault...”

Grogar drew closer at a leisurely pace, his skull swaying back and forth to turn the approach into a tuneless dance.

Spike finally wrestled his way out of Twilight’s grief-stricken hold, and tumbled to the ground. She continued to cradle nothing at all, rocking back and forth and moaning.

“TWILIGHT!” Spike grabbed the Alicorn’s face in both paws and shook her head. “Snap out of it! Please! You’re creeping me out!”

Twilight didn’t even look at him.

“Awww, is something wrong, young Dragon?” Grogar crooned as he halted before the two of them and sat down. “Having some trouble with your little Pony?”

Spike released Twilight and turned to face the Ram. He balled up his fists and held them up menacingly, puffing up his tiny chest as best he could. “What did you do to her?”

Grogar gave a dry chuckle. “Don’t you recognize Black Magic by now? You helped retrieve the Heart, did you not? So you must have gotten past my dear student’s traps...”

Spike’s eyes widened in recognition. “You put her in her worst nightmare?”

Somehow, without a speck of flesh on his head, Grogar grinned.

“Oh, yes. But I’m no upstart Unicorn king, wyrmling. This isn’t some little trance you can shake them out of. I come from the place where nightmares are BORN.”

Spike scowled, but then tilted his head in confusion. “Wait… them?”

As if in answer, an anguished cry echoed off the nearby buildings.

“LUUUNNNAAAA!”

Spike leaned to look past Grogar, and caught sight of Celestia’s shuddering white form hunched over her blackened sister - who was feebly hoofing at the flagstones in an effort to escape.

“You see,” Grogar said, “considering I can only kill them once, I needed something slower. Something I could really enjoy. So, they’re going to lose the ones they love. And every few minutes, it will happen again. And then again. And again. And again.”

On cue, Twilight paused, stared in horror at the blank space before her, and screamed.

“Don’t worry though - I’m sure I’ll get bored of this particular torment eventually. I probably won’t leave them this way for more than a century or two.”

Spike’s jaw dropped; his nose wrinkled in disgust.

“You… you MONSTER!”

The baby Dragon took in a deep, lung-straining breath, and then howled out a vast gout of emerald flames. The fire washed over Grogar, completely covering him.

Spike flamed until his head spun and his knees wobbled, finally stopping after a few spark-laden coughs. He fell to his knees, panting, and strained to hold up his head to look at his foe.

The smoke cleared. Grogar was gone.

Spike got to his feet and took a step… only to be grabbed by Twilight again.

“SPIKE! No, please! Oh Celestia, please no… no, you can’t be dead… You CAN’T!”

Spike squirmed until he was facing Luna, and called out to the pinned Alicorn.

“Luna! You’ve gotta do something! I sent Grogar to the palace like a letter - he’ll be back any minute!”

Luna sagged in Celestia’s grief-stricken embrace, her downcast eyes lonely pale islands in the black of her form.

“What use can I be?” she muttered. “All I can offer is darkness. Black magic cannot undo what it has wrought. It only hurts. And defiles.”

“You-” Spike was drowned out by Twilight’s latest horrified wail. He waited for her to start sobbing before he continued. “You can help them with NORMAL magic! They’re pretty much dreaming, aren’t they? And you can visit dreams! You could lead them out of it!”

Luna looked away. “I… I have done so much damage already. Wh-What if I cannot reach them? Using pure magic to touch their minds will draw the Smooze - I shan’t have a second chance!”

Twilight pressed her face to the back of Spike’s head and bawled. Her tears slid down his face, and his own soon joined them.

“Luna… please,” he whispered. “Nothing you do could be worse than... this.”

Luna looked up and over her shoulder, staring into Celestia’s reddened, glassy eyes. Her own inky reflection stared back at her like the old shadow of the Mare in the Moon. She watched her sister’s jaw drop in silent, terrified denial as the ghoulish vision restarted.

“I… I will try.”

The Changeling queen’s ragged wings twitched; thousands of Changelings drones shifted and tilted their heads as if listening to unspoken words.

“So you do remember, even after all these centuries,” she said with a slow swish of her tail. “Are you pleased to see what your failure has wrought, Megan? Do you enjoy seeing what’s become of Flutter Valley since you left us?”

Megan’s upper lip curled. “Th-This is…” She grimaced at a gurgling hiss from a nearby drone, and found herself at a loss for words.

The queen sat down and assumed an aloof pose, head held high and gaze averted. She spoke to the cold night sky.

“You loved us once, as you loved all Ponies. How did we wrong you, that you hurt us so?”

Megan squeezed the empty heart-locket. “You didn’t! I never- … I didn’t choose to- … This wasn’t my fault! I was trying to save you! You all meant so much to me!”

Applejack lowered her stance, assuming a defensive position between Megan and the closest Changelings - all of whom were now staring at Megan with the eyes of hyenas fixing on carrion.

The queen slowly inhaled, as if noting a subtle perfume. She let out her breath in a shaky sigh.

“Ahhh… such ancient love. A fine vintage, spiced with sorrow.”

She turned her gaze on Megan once more, her green eyes gleaming.

“Your excuses and feeble apologies taste less sweet, though. That is hardly enough to repair the damage you’ve done. You failed us! You’re a coward! A disgrace! Perhaps, if you stay now and let us wring out your heart for the rest of your miserable life, the scales will be nearly balanced. Perhaps.”

The drones began to close in, their horns igniting and their needle-fanged jaws gaping.

Applejack frowned. “Megan…!”

Megan stared down at the resin-streaked ground and took a breath. She looked up at the fallen queen, and her sorrowful expression sharpened into a scowl.

“No.”

The queen raised a chitinous eyebrow. “What? How dare you? After what you did to me and my subjects!”

Megan stood with her fists on her hips and her head held high. Unbowed. Defiant.

“I didn’t do a damn thing to you. And you’re not Rose Dust!”

The queen let out a chittering growl that was echoed by a thousand thousand snarling mouths.

“Of course not! Not anymore - because of you!”

Megan stomped on the tainted soil, the sound louder than even she’d expected. “You’re lying! You aren’t her... and you never were! No matter what she’d been put through, the Queen of the Flutter Ponies would never be this cruel! I thought I recognized Rose Dust, but it’s because you’re trying to be a ruler like she was! Now I see it, though. Now I know who you really are!”

The drones hissed in unison, loud as a hurricane. It was the queen’s turn to stomp.

“Silence! Not another word!”

Megan shook her head and spoke on.

“I remember. I was there. What happened was more your fault than mine! You knew Grogar was willing to destroy the Sunstone, but you pushed the attack anyway! I remember! I was trying to get to the castle, and you wouldn’t wait! We had a plan! We could have saved the Sunstone if you’d listened to us! I remember it all! And I remember you... Honeysuckle!”

“ENOUGH!”

The queen leaped to her hooves and let out an inequine shriek that passed through the drones in a living ripple. The numberless monsters spread their wings and surged forward.

“Kill them!” the queen howled. “KILL THEM BOTH!”

Applejack winced. “Well, shewt.”

Megan ducked down and wrenched a thick branch off a gnarled and blackened dead tree. She hefted the thing like a club, and as the drones closed in she looked to her comrade and said:

“Just like old times, huh Applejack?”

The swarm poured down onto Megan and Applejack… and broke like a wave on a rocky shore. The creature of legend and her empowered Earth Pony friend charged into the fray with wild abandon, kicking and smashing and turning and shouting.

Drones scattered and tumbled, bashed aside with casual ease. Ten swarmed in to replace every casualty, only to face the same fate.

“I’m done feeling ashamed!” Megan roared as she caught a half-dozen drones with one swing of her club. “You aren’t gonna mess with my head!” The little horrors went flying, crashing into brood-mates swooping in on the attack.

“I beat you varmints when I was half this size!” Applejack shouted. “I ain’t even TRYIN’ yet!” She unleashed a kick with all four back legs, and a dozen drones sailed back into four times as many of their kin.

More and more Changelings galloped and flew at the pair, some of them taking on familiar faces. Megan kicked Gusty off her hooves. She downed Firefly with an overhead smash. She charged into Majesty and bowled over the entourage behind her.

Applejack stampeded over a gang of Pinkie Pies, kicked a path through several Rainbow Dashes, and dodged magical blasts from a cadre of Twilight Sparkles before plowing back into a swarm of unchanged Changelings.

In a break between waves of aggressors, Megan stopped to marvel at Applejack’s sheer power. Dozens of Changelings lay battered senseless in piles all around her. And a moment before the next press of drones leaped in, Megan realized that she’d been effortlessly keeping up with her.

Megan gave a wicked grin, and then charged into the Changelings with even greater force.

The queen stepped back as Megan and Applejack drew closer and closer. Her horn and eyes glowed a toxic green. “I don’t need my children to destroy you! Your love for all your long-lost friends is more than enough! I’ll tear you apart with your own-”

The queen’s boast caught in her throat, and a knee-wobbling shudder passed from her head down to her hooves. She stumbled and choked on a dry heave. Her horn’s light went out.

“I-Impossible!” she wheezed. “It can’t be b-both!”

Megan pressed the advantage, cutting a swath through the vile monarch’s minions until she finally broke through the legions with a triumphant shout and closed in on the queen.

The queen roared, her translucent fangs extending like cat-claws… until Megan caught her on the nose with a solid right cross. The lead Changeling was knocked off her hooves, falling to the ground in a tangle of spindly limbs.

“It can’t be both!” she repeated, a note of horror now creeping into her resonant voice. “How? How can one h-heart hold both love and hate at the same time?”

Megan scowled at the creature, towering over her like the heroine of the legends.

“You don’t know humans very well.”

The queen cringed, covering her face with her hole-riddled front legs. “Stay away!” she whimpered.

The drones pulled back, sneering and chittering. Applejack trotted up to stand by Megan’s side.

“Humans aren’t like Ponies,” Megan said, her voice low and even. “We don’t have one special destiny that comes with its own label. We’re all heroes and losers. Sinners and saints. All at once. Every day, our choices can remake us. And today…”

She looked down at her forearm, where a drone’s fangs had barely even scratched her skin. Even after the lengthy brawl, she felt ready to run a marathon. She turned her stare back on the queen, and it blazed with menace and mercy.

“...I’m The Megan.”

She tossed aside the cracked branch, and stomped forward to seize the queen by her jagged horn. A faint whine scraped the top of audibility at the moment of contact, like a fingernail scratching the universe. Megan jerked upward, pulling the emaciated beast up so she could look her in the eyes.

“Grogar is back. And he brought the Smooze with him. You know how I feel about the Ponies. You know I’m here to save them. And so help me, you WILL help me do it!” She narrowed her eyes.

The Queen’s hole-riddled hooves skidded on the tainted soil as she vainly tried to pull away. Some of her minions were chewing at the ground in an effort to burrow away. Others simply cringed where they stood or ran in erratic circles like panicked roaches.

“I c-can’t!” she whimpered. “Look at us! The Utter Flutter broke with the Sunstone! The light is gone from us. There’s nothing but hunger now...”

“Believe me, Honeysuckle,” Megan said, squeezing the beast’s horn tighter, “you can lose sight of the light… but it’s never gone.”

She jerked the queen back and released her, wiped her palm on her torn jeans, and then turned to face her oldest friend.

“Applejack. I’m sorry, but I need the Rainbow of Light back. So you’ll have to go back to normal-”

Applejack held up several hooves to silence Megan. “No need ta be sorry. This was fun, but this ain’t who I am. Heck, I’d go through a fortune in shoes!” She chuckled. “You do what ya gotta do.”

Megan smiled, and took off her locket. She popped it open, and pointed it at Applejack.

There was a burst of iridescent lights that swarmed like ribbon-tailed comets, and the Earth Pony’s silhouette shrank back down to her natural four-legged shape. The Rainbow sharpened into a single streak of colours, and whipped forward to meet the open locket and swirl around Megan’s hand. Applejack heaved a sigh, and wiggled each of her legs in turn as if making sure they were the same four she’d started with.

Megan turned back to the queen. “You wouldn’t trust me back then, and Rose Dust and all of Ponyland paid for it,” she said. “Trust me now, Honeysuckle - just this once.” She reached out with the Rainbow.

The queen squinted against the searing light, her whole body shaking. She grimaced in disgust and cringed back, but then slowly, cautiously, turned to look into Megan’s tiny, otherworldly eyes. She took a deep breath, and bowed to offer her horn to the Rainbow.

Lightning Dust spread her wings to steady her balance as the rocky ground beneath her and Rainbow Dash lurched. She winced in pain, still oozing blood from her wounded wing, as they parted their hug in favour of more stable stances.

“What’s happening?” she shouted over the rumbling in the air.

“I dunno!” Dash shouted back. “The volcano’s already erupting - what else can it do?”

Both Pegasi turned to face a sudden glow from the horizon, shining warm and golden like the dawn.

Dash and Dust shared a mutual “What the…?” as the glow intensified. It was like a southern sunrise, driving back the night’s gloom. The rumbling grew louder, and with it came the faint sounds of glass bells and silver chimes.

The two Pegasi stared in shock at the sight before them, and Dash softly muttered:

“I don’t believe it.”

A vast flock of sleek, thin-limbed, butterfly-winged ponies were bringing the light forth, shedding it from gossamer wings as colourful as hair-thin stained-glass. And everywhere the radiance fell, the Smooze sizzled and squirmed and dissolved.

The bulk of the flock soon reached a thick ridge of the slime on the slope of the volcano. It surged like a wave and boiled with enraged eyes. It held fast against the scouring light, and the rumbling became powerful enough to set Dash and Dust stumbling.

“Something’s wrong!” Dust shouted over the cacophony. “Whatever they’re doing, the Smooze is fighting it!”

“Wait!” Dash shouted back. “Look!” She nodded at the Smooze closer to them.

The Smooze was turning pale.

Its ominous purple-black tone was giving way to a lighter though still noxious mauve. The lighter colour moved faster the farther it spread, and soon the dark Smooze was being replaced everywhere in sight.

When the colour change reached the resisting wave, the rumbling peaked with a deafening thunderclap, and the wave burst like a bloated carcass. Gobbets of Smooze and dislodged eyes scattered in all directions, only to be burned away under the purifying glare of the Ponies’ fluttering wings.

The blast had knocked Dash and Dust off of their hooves; both Pegasi now cringed on bare patches of mountainside. The flock moved in to clear the space around them. Dash and Dust could feel the golden light on their hides, falling with a solidity no other light had. It struck them, like the pitter-pat of a summer rain shower. The trickling light soothed Dust’s aching wing and her bruised hide.

When the stone around the Pegasi was scoured clean, three of the glowing Ponies flitted down to alight before them. The Ponies on either side of the larger leader each carried a passenger in their spindly legs. The leader stood alone, tall and sleek and elegant as the Royal Sisters, but sporting a pair of slender, luminous antennae in place of a spiral horn. The flock above continued to purge the Smooze, making the slope as bright as day.

One passenger stepped forward and stood at the fluttering queen’s left side: a familiar orange farm-Pony. The other rose up tall and thin on two legs, and stood at her right.

Lightning Dust stared at the group. Her jaw wobbled, but no words escape her mouth.

“Wow,” Rainbow Dash said with a grin. “She really came back.”

Applejack stepped forward, flipping her loose mane out of her eyes. “Boy-howdy - I dunno what you two did down here, but pushin’ that awful muck back just turned from rough as bark to smooth as an apple dumplin’!”

“Oh, nothing special,” Dash said, moving to offer her hoof to bump. “Y’know… the usual.” She raised an eyebrow. “So… I guess you’ve got a story to tell too, huh?”

Applejack chuckled softly as she returned the bump. “Dash… you have no idea.”

Dash turned to face Megan. She craned her neck to meet her gaze.

“Looks like you got your head in the game after all. Sorry I doubted you.”

Megan rubbed the back of her neck with a hand. “You weren’t the only one.”

Dash finally shifted her attention to the gleaming monarch standing a pace behind Applejack and Megan. “Uh… where did you manage to find Fairies, anyway? I always thought they were-” She caught herself. “...You know.”

The queen shifted, her aloof expression wilting somewhat. She inhaled to speak, but Megan interjected:

“It’s a long story. They can’t stay for long. They’re paying me back for a debt. One last visit, for old time’s sake. They’re just happy they can help. Isn’t that right?” She looked over her shoulder at the queen.

The fey Pony gave a silent nod, and her pearlescent eyes shone. There was bittersweet sorrow in her smile, like somepony seeing off a long-lived and well-loved relative for the very last time.

Megan stepped forward and knelt to face Lightning Dust, who was still standing in addled shock.

“Awww… look at you,” Megan cooed, her fingers gingerly tracing Dust’s many injuries. “All beaten up. What a little hellraiser. You remind me of Firefly.” She ran her palm across Dust’s spiky mane.

“I… I do…?” Dust finally managed to croak. Now her eyes were shining too.

Megan nodded, smiling. But then she straightened and moved to address the group.

“They’ve got the Smooze covered. We’re not done though. Not as long as the one who made it is still up and around.”

Dust’s awestruck expression smouldered into a furious scowl. “Grogar.”

Megan nodded again. “He loves gloating too much to leave that big capital. That’s where we’re heading. Need a lift?”

The Pegasi stepped forward without a word, and other Flutter Ponies swooped down to pick them up.

Spike crept toward Luna’s glowing horn and, half expecting to freeze or burn, reached out to grasp it.

There was a flash of darkness, and Luna and Spike fell as if sinking through deep water, running in slow-motion through the thick air. They came to rest in a warped and jagged Canterlot, all sharp, menacing angles like a mosaic of broken glass.

Up ahead, down a winding stone path, Twilight Sparkle and Princess Celestia sprawled in slowly shrinking pools of light in the shadowed city.

“There!” Spike shouted the moment his feet touched down. “Let’s get ‘em!” He scampered forward, running right into Luna’s downward-swung wing. “Oof!”

“Hold, Spike. Fearful dreams are unsafe places, and these are made all the worse by Grogar’s black arts. We must take care.”

She strode forward with caution, setting down every hoof with the care of one walking on thin ice.

Every shadow in the dreamscape shivered and writhed, turning the city into a warped mockery of a coral reef - every surface was covered in wafting fronds and squirming tendrils.

“You know young Twilight far better than I,” Luna whispered to the little Dragon by her side. “Speak to her. Soothe her. Safeguard her passage out of this terrible phantasm. I…” Luna suppressed a shudder. “I… shall do the same for my Sister.”

She walked on before Spike could ask any questions, leaving him alone a few paces from Twilight. The nightmare-logic of the place was taking hold already; Spike found himself walking forward when it was the last thing he felt ready to do.

“T-Twilight…?” he said, using his mildest waking-Twilight-on-a-Sunday voice. “Can you hear me?”

Twilight sat on the cobbles, wracked and drained by anguish. She cradled a blackened effigy in her front legs. The thing was a bundle of jagged twigs and charcoal and insect shells in a roughly draconic shape. She shuddered with every breath, and sobbed with every exhale.

“Spike…” she moaned. “It’s all my fault. I’m so s-sorry…”

“I’m… I’m not dead!” Spike piped up. “Twilight, look at me! I’m okay! I’m right here! You’ve gotta wake up!”

The little Dragon’s voice fell flat and warbled into a blur in the space between him and Twilight. Nothing got through to her.

At the same time, Luna watched a moment she’d spent ten centuries longing for. Celestia’s agony had been the light at the end of the tunnel in those ghastly days. The thought sickened her with shame now.

Celestia held a limp ragdoll stitched from ink-soaked fabric, its green button-eyes sightlessly staring out from under foil armour. She wept softly, barely moving, but Luna knew her sister well enough to sense every ounce of her torment.

“I failed…” Celestia whispered. “I tried, Luna. I tried. I tried so hard. I swear I did. But it wasn’t enough. I couldn’t save you. I failed.”

Tears stained her white cheeks, and she hugged the false Luna close.

“Sister!” Luna cried out. “‘Tis a lie! I live! You did not fail! You-” Luna’s voice choked off with a sudden fit of coughing. The black foulness suffusing her body glistened in the dim light.

Spike reached out for Twilight, but found the space between them expanding. He couldn’t get to her. The Spike-doll’s branches were beginning to grow, spreading thorny bonds around Twilight’s body.

“Twilight! It’s not your fault!” The nightmare air still swallowed Spike’s shouts.

Luna turned to see her little companion faring no better than she was. She looked back to her sister, and saw that the black-yarn mane and tail of the Luna-doll were slithering over Celestia’s form like worms. Clotting and braiding to cover and consume her.

“Sister!” she cried. She staggered forward, but found, as Spike had, that no amount of movement could bring her any progress.

Luna wailed in frustration, her stationary gallop doing nothing but draining the breath from her lungs. She staggered to a halt and sat down heavily, wracked by another fit of coughing.

“Celestia… Sister…” she wheezed, hearing the white Alicorn’s soft sobbing begin anew. “You… you don’t…”

A tremor of pent-up fury lent warmth to Luna’s blackened, shivering form, and she cried out:

“YOU CANNOT SAVE ME!”

The shout echoed in the nightmare, and cracks shot through the jagged landscape. The coiling, snaking yarn quivered and paused in its flowing… and a flicker of awareness shone in Celestia’s eyes.

“L-Luna…?” Celestia croaked, her voice hoarse from misery.

The darker sister pushed on, almost daring to hope.

“You cannot save me!” she repeated. “Though I know I am dearer to you than any other, you mustn’t shield me from my own mistakes, or else I shall never learn from them!”

Celestia stared toward Luna, not quite seeing her; her grip on the effigy began to slacken.

Luna’s stance became firmer, and the cinder of a chance flared ablaze inside her. She turned to shout to Spike:

“SPIKE! Do not coddle her! Do not spare her! We must fight these awful lies with TRUTH!”

“Uh, all right…” Spike’s fingers knitted before him; he swallowed hard.

“Twilight…?” he started again.

“It’s all my fault,” Twilight moaned. “You’re just a baby, and I let you die…”

Spike frowned at the creeping doppelganger slowly smothering the Pony who’d raised him. Like Luna, he felt a flare of righteous anger.

“I… I’M GROWING UP!”

He hopped into the air with the force of his shout, and green smoke puffed from his mouth and nose. Twilight’s ears twitched, and she finally looked up in Spike’s direction.

Spurred on by the change, Spike continued. “I won’t be a baby forever, Twilight! You did a great job raising me, and I’m learning every day! But you can’t just shelter me from everything. Even if I’m not making a hoard and getting all greedy, I’m still growing up!”

Twilight shuddered under the spidery branches, and weakly whispered: “Spike?”

At the same time, Luna watched her sister falter slightly, clinging to the doll once more.

“I… I hurt you so badly…” Celestia whimpered. “I should have seen it. I should have stopped it…”

Luna stomped a hoof, unleashing thunder from the void above. Cracks spread through the hard ground.

“I should have stopped myself!” she barked. “If you hadn’t intervened, I could have damned the entire world in my spite and bitterness! Celestia, when you banished me… I deserved it.”

The world was beginning to crumble, now; cracks and crevices spread and met, sending buildings and hills and sky crashing down into nothingness. The branches and twine covering the stricken Alicorns were falling away.

“Twilight,” Spike pressed, “you don’t have to shelter me to care about me! If you love me…”

“Sister,” Luna said, her voice thick with emotion, “my sins are my own, and I will pay the price for them. If you truly wish to see me become your equal…”

Both of them spoke in unison, their voices loud and clear as a tolling bell:

“...YOU HAVE TO LET ME GO!”

Twilight and Celestia gasped in shock, and the warped universe shattered with a flash of pure white light. For a moment there was nothing but that featureless blaze, and then the true Canterlot reformed around the group.

Luna stood tall and proud on the flagstones with Spike perched on her neck, still grasping her glowing horn.

Twilight and Celestia stirred from their horrific visions slowly; when their eyes fell on their loved ones, however, the light returned to their eyes in an instant.

“Spike!”

“Sister!”

They both surged to their hooves to offer relieved hugs… but then a shadow darker than the night fell over them. Spike looked past the Alicorns, his pupils shrinking.

The four of them didn’t even have time to cry out before a massive wave of Smooze crashed down on top of them.

Pinkie Pie, Rarity and Fluttershy crowded in to brace against the tower’s door once more after the last impact from the charging Dragons outside knocked them back. They moved clumsily and slowly, drained by the pain of the Smooze’s relentless onslaught of despair.

“Maybe they’ll get bored and go away?” Pinkie offered. The edges of her forced smile quivered slightly.

“I’m so sorry,” Fluttershy whimpered from the bottom of their hasty pile-up.

“Fluttershy!” Rarity replied. “What for?”

“I was s-so mean to you both… I never should have said those things! You both make Ponies happy with what you do! You make me happy with what you do! I never should have-”

Another impact smashed against the door. A deep crack split one of the weakening planks.

Once the trio had pressed in tight once more, Pinkie reached down to pat Fluttershy’s Smooze-covered head with her Smooze-covered hoof.

“It’s okay, Flutters!” she said. “That was a long time ago! And anyway, you were all confused because of that bull you listened to!”

“M-Minotaur,” Fluttershy softly corrected. Tears shone in her cyan eyes.

“Be that as it may, Pinkie is right,” Rarity said. “You don’t have to apologize for that. You already did. Several times! Why are you…” Rarity trailed off as she mentally answered her own question.

She slid lower against the door, and stared into Fluttershy’s eyes.

“Now you listen to me.” She spoke firmly, seriously, and strictly, without her usual flair. It was not a voice she used often. “We are not going to die tonight, Fluttershy. Do you hear me? We’ve gotten through much worse, and we will get through this.”

Fluttershy trembled, and then cried out in fright as the Dragons struck again.

The door threatened to cave in, but then the whole thing erupted in a sapphire glow.

Rarity gritted her teeth as the Smooze covering her body seethed and squeezed and thickened. It flowed down her mane and neck like a waterfall, spreading from around the base of her blazing horn. She growled with ferocious resolve, and bellowed:

“WE… WILL… GET… THROUGH!”

Pinkie and Fluttershy took the opportunity to assume better stances, and pressed against the magic-braced door. Attracted by the magic, the Dragons on the other side smashed against the door over and over, clawing and snarling and scrabbling at the splintering wood. All three Ponies cried out in hope and fear and fury and pain…

And then the smashing stopped.

The Smooze covering their hides and streaking the door and puddling around Rarity’s hooves shivered and rippled and then turned pale. The menacing, rolling eyeballs lost some of their wicked gleam, staring at nothing with dull, surly discontent.

Through the door, the Ponies could hear a gravelly voice say:

“My head hurts.”

At the same time, Pinkie, Fluttershy and Rarity staggered from a sudden and dizzying absence of pain. The Smooze still clung to them, sticky and miserable and stinking and heavy with discomfort and displeasure.

But the pain was gone.

Fluttershy sat down heavily, releasing her vast reserves of tension in choked sounds that were sobs and hiccups and chuckles all at once.

Rarity paused, demurely brushed a Smooze-laden forelock out of her eyes, deeply inhaled, and then galloped in place while shrieking:

“EEWW! IT’S SO GROSS! EEWW! EEEWWW! EEEEWWWWW!”

She panted in the wake of releasing the disgust that her pain had suppressed, and then turned to check on Pinkie - only to watch the pink mare collapse on her back on the stone floor.

“Pinkie!”

She raced over and sat down next to the Earth Pony, reaching out to cradle her lolling head.

“Pinkie! Are you all right? Say something!”

Fluttershy raced over as well, fresh tears already welling up in her eyes.

And then, Pinkie’s jaw slackened, her chest shook… and she released a deafening snore.

Rarity and Fluttershy frowned in relief.

“Well. All right. Yes,” Rarity said, flipping her slimy mane in a vain attempt at decorum. “Let’s just get out of here and find out what happened, hmm?” She ducked down to scoop the snoring Earth Pony over her back, and then magicked open the ruined door.

Fluttershy tagged along, allowing herself a tiny smile as she watched her party-loving friend sleep peacefully for the first time in days.

Twilight Sparkle stood with her wings spread, frozen in utter shock. Smooze dripped from her feathers, oozed down her flanks, and clung to her mane and tail. A moment later, her nerves erupted in wrenching, tearing, chilling agony.

“N-No!” she groaned, staggering forward. She strained to focus on the other Princesses and Spike, her vision swimming from the pain.

Celestia and Luna were likewise stricken. The elder sister stood with all four legs lock-kneed and straight, adamantly refusing to kneel despite her torment. Luna, still weakened, suffered with less grace. She heaved out a mouthful of Smooze and let out a series of coughing groans, each one leaving her stance lower and more bent.

Spike was slowly shaking his head. His teeth were grinding and his claws were stirring in the muck beneath him as he wrestled with the savage, empty-hearted darkness that had gripped him before. As the Smooze tore at his soul, it was clear the baby Dragon simply didn’t have the strength to hold out forever.

And then the familiar hollow clacking of bone on wet flagstones chimed in the air, as light and lyrical and full of doom as the crack of a glass lantern on a hay-bale.

“Fire-sending,” Grogar mused. “Very clever. Luna told me that the Dragon Empress taught you that spell herself, Celestia. Pity you wasted it on making a whelp vomit letters.”

He stopped at the edge of the pool of Smooze, watching the Alicorns and their Dragon friend suffer with only mild interest.

“Of course, you won’t be casting much of anything now, really. Well, blame, perhaps. But that won’t do you much good.”

The three Princesses struggled to move, then to answer, then simply to remain upright - none of them successfully. Luna fell first, followed by Twilight. Celestia was the last to lose her hoofing. She kept her shining eyes on Grogar until the instant her knees buckled. Nearby, a low growl began to fester in Spike’s throat.

Grogar grinned a fleshless grin, and laughed a throatless laugh.

“You really should have stayed in the nightmare, my little Ponies,” he said. “In time, madness would have eased your ordeal. But now, there is only helpless agony for you… assuming I bother to keep your little Dragon from eating you alive.”

The skeletal Ram slowly trotted around the perimeter of the pool with a spring in his gait.

“Hmm. Perhaps just one of you. The other two can watch-”

A blur of purple and black crashed into Grogar, knocking him apart and scattering his bones.

“Thou dost go on without end.”

Luna stood before the debris, her glowing eyes narrow. Under the paling Smooze, her midnight-blue hide was regaining its healthy lustre. The excess magical filth was seeping into the Smooze like ink spreading through water.

The Ram reformed in moments, rising to his hooves with rage blazing in his pinpoint-eyes.

“No! NO!” he bellowed. “What have you done?”

Behind Luna, Twilight and Celestia were getting to their hooves, free from pain and full of menace. Below them, Spike was easing back down to rest from his crisis.

And above them, the sky was growing brighter.

Grogar snarled in fury and repeated: “WHAT… HAVE… YOU.. DONE?” The Ram’s horns blazed, and he charged at Luna.

Luna met his charge with a magical shield, and she arrested his movement before she’d skidded more than half a pace.

“I have made peace with my darkness, Demon!” Luna snapped back at him. “I shall neither flee from it, nor allow it to govern me, one moment longer!”

She shoved forward, and it was Grogar’s turn to skid on the flagstones.

“But as for your failing Smooze,” Luna continued, her eyes turning skyward, “you ask the wrong Ponies.”

High above, a false dawn poured colour and light across the sky. A golden wave of winged Ponies streaked past, trailing a curtain of shimmering gold. And everywhere they passed, the Smooze shrieked and boiled away.

The Flutter-Ponies came at Canterlot in a wide arc, circling around the mountain capital and freeing the foothills and countryside before closing in.

In Ponyville, Smoozed residents barely realizing that the stuff had weakened its baleful hold on them found themselves purified by the glowing downpour.

In Canterlot, Twilight, Celestia, Spike, Luna and Grogar all looked up at the sky in disbelief - for varying reasons. Luna’s shield faded out as both she and her opponent looked up.

“It… it can’t be…” Grogar spoke to the sky. “I broke you… I broke your Sunstone. Killed your Queen. It can’t be!”

He backed away from the increasing brightness of the sky, stepping into the shadow of a building.

Above, the Flutter-Ponies swooped in to complete their spiraling approach and finally doused the area in the cleansing power of the Utter Flutter.

Grogar howled in rage as the Smooze burned away all around him. Luna spread her wings to the shower, letting the sacred magic burn off the taint of Tambelon along with the Smooze.

Twilight and Celestia assumed the same pose, their heads upturned and their wings wide as the purple filth was destroyed.

A short ways down a side-street, a mare cried out:

“Oh, thank Celestia! My mane! My tail! The nightmare is over at last!”

Twilight took a step toward the sound. “...Rarity…?”

Rarity and Fluttershy trotted into view, with Pinkie Pie draped over Rarity’s back and snoring loudly. Rarity offered Twilight a weary smile.

“Rarity! Fluttershy! Pinkie! You’re okay!” Twilight galloped toward them - only to skid to a halt as a blast of magic cratered the stone between them.

“BAH!” Grogar scoffed. “You think I need Smooze to destroy you? I was a Necromancer King before you Alicorns were even born! There isn’t magic enough between you to slow me, let alone defeat me. All you’ve done is buy yourselves a quicker and more spectacular death!”

The colourless glow of his magic spread out from his horns until he was an unliving bonfire of seething force.

The Princesses, Spike, and the newly arrived mares all backed away from the heat and squinted against the light of that terrible blaze.

“You are INSECTS to me!” Grogar snarled, and stomped a hoof. The ground around him cracked and the few remaining windows nearby shattered. “Ponyland dies today!”

“Pretty sure they’re calling it ‘Equestria’ now…”

In the distance, a tall, two-legged figure was striding toward the group. Flutter-Ponies swooped to and fro above her, bleaching her dark clothes with concentrated light until her torn black shirt faded to pink and her torn dark jeans lightened to sky-blue. They poured out every speck of their light until they flew off into the shadows - their darkened actual forms hidden by the night. All of the remaining motes of Flutter-light were streaming toward the figure, gathering in her upheld hands. The light pooled there and broke into coiling multi-hued ribbons.

A stern and stalwart Earth Pony mare walked by her side, her hide orange as the dawn and her long, loose mane golden as grain.

Behind them, a pair of martyred Pegasi hovered slowly, resolute despite their injuries.

Twilight and her friends took in the sight of the new arrivals with awe.

“When we met, I w-wasn’t really sure…” Twilight whispered. “But, the Fairies! The Rainbow! And A-Applejack! It’s… it’s her. She’s real!”

“The Megan…” Rarity agreed. “The real Megan.”

“Oh, my!” Fluttershy squeaked.

Pinkie Pie shifted on Rarity’s back, shakily raised her head, and gave a wide and satisfied smile. “I never doubted it,” she croaked. “Not. Ever.”

As the last of the Flutter-Ponies returned what had been lent to them, The Megan pulled the Rainbow of Light taut in her hands like a glowing lasso.

“All right, you monster,” she said. “You know how this works. If you want to hurt my little Ponies… you’ll have to go through me.”

Grogar let out a predatory growl, lowered his magic-shrouded head… and charged her.

Megan ran forward and slammed her Rainbow-wrapped forearm between the Ram’s fanged jaws as he lunged for her, and smashed her other fist down on the crown on his skull. She wrenched to the side, and wrapped the Rainbow around the beast’s horns to keep him from pulling away.

“You cost me ten years, Grogar!” she shouted. “TEN YEARS! I was just a little girl! I didn’t deserve the shit you put me through! And neither did the Ponies!”

Grogar’s blazing aura lashed out to strike Megan. She tensed and gritted her teeth, but she maintained her hold as the spell struck her.

“You’re STILL a little girl!” Grogar replied. His wedged jaws did nothing to muffle his growling voice. “You failed then, and you’ll fail now! I know you, Megan! Do you really believe you’re a hero? Some storybook champion?”

He lashed her again; Applejack, Celestia, Luna and Twilight moved to intervene, but Megan fiercely shook her head and cried out to warn them away.

Megan weathered the magical strikes, but burn-marks appeared where her skin was exposed.

“Honestly?” She shook her head. “No. Not really.”

The tiny falter in her stance and voice made Grogar press the attack. He found her no weaker, however.

Megan wrenched to the other side, making Grogar stumble again.

“But that doesn’t matter! And do you know why?”

She leaped and pulled her arm free, coming down straddling Grogar’s ribcage and gripping Rainbow reins wrapped around his horns.

“Because THEY believe it!”

Grogar roared and bucked like a mad bull, lunging and kicking and tearing at Megan with his magic.

Megan snarled against the pain, pulling the reins tight.

“They’ve spent a thousand years believing in me! Putting faith in me! Telling stories about me! Being inspired by me! I’m not a hero cause I wanna be one - I’m a hero cause they need me to be one!”

Grogar side-swiped a marble wall, bashing bricks out of place with the force of his aura. Megan struck the wall and let out her breath in a grunt.

But she didn’t let go.

“Hrrgh… Th-That’s how things work here, Grogar! That’s why you’ll n-never win! It’s all true here!”

She jerked the reins up and to the side, and Grogar lost his balance and tumbled to the ground. Megan shifted to stay on top of him, and gave his skull a smash with fists wrapped in Rainbow.

“Love is a shield!”

She struck him again.

“Trust is a bonfire!”

She twisted the reins and pulled them tighter and tighter. Grogar bellowed in pain and fury beneath her.

“And FRIENDSHIP… IS… MAGIC!”

She cried out once more and pulled, and the Ram’s horns gave way with a deafening crack and a puff of blackened, dessicated marrow.

The Alicorns and Unicorn present winced and wrinkled their noses in horror. The others simply gasped in fright.

Grogar howled, kicking at the air with his front legs, and then collapsed in a heap, gasping for unneeded breath. His crackling aura flickered, faded, and vanished.

Megan got to her feet and loomed over him, now brandishing the Rainbow more like a noose than a lasso. The broken horns slipped out of its loops and clattered on the flagstones.

“Haahhh… go on, then, Megan…” Grogar wheezed. “Finish me off. You’re the hero. The one they need. Make a wish on your pretty Rainbow... and DESTROY ME.”

Megan tightened her grip on the gleaming ribbon. She scowled.

Grogar twisted onto his back and leered up at her.

“Nothing else will do, Megan!” Grogar’s voice was slowly gaining strength. Sputters of magic leaked from the stumps of his horns, leaving tiny splinters of growth in their wake. “None of them have the power. None of them have the nerve. And if you don’t destroy me, I’ll recover. You can’t cripple me - I’m already dead! Imprison me anywhere and I’ll break free. They built their Tartarus Prison on top of Tambelon, and I still escaped!”

Megan stomped down on Grogar’s skull, pinning it at an unwholesome angle. The monster’s voice spoke on unimpeded.

“Luna lured you here thanks to visions of my torments. If you don’t destroy me… maybe I’ll reach out to the others myself. Maybe Danny will have the courage ...or MOLLY?"

Megan let out a sickened cry and pulled the heart-locket off her neck. She gave it a squeeze, and the Rainbow slithered back inside it like a swarm of glowing serpents. It sat in her hand, heavy and hot, and throbbed low and deep like a living pulse.

“... I w-wish…”

Applejack strode closer. “Megan! No!”

Megan turned away from her oldest Pony friend.

“...I wish…”

Luna reached out a pleading hoof. “I pray you… don’t!”

Megan turned again, looking down at the undead horror at her feet. At the architect of a lost decade of her life. At the killer of Rose Dust. The breaker of the Sunstone. The bringer of a dozen centuries of sunrises brought forth with magic because they would no longer come on their own. She squeezed the pulsing heart tight.

“...I wish you knew how it felt.”

She dropped to her knees, and plunged the locket between Grogar’s ribs.

“What? What are- AHHHGH!”

Grogar spasmed and thrashed, hoofing at the flagstones and crawling forward. The locket hung in the middle of his empty chest, its golden necklace spreading out in all directions like hair-thin veins. The Ram leaped to his hooves, threw his head back, and screamed a primal, echoing scream.

“Wh-What did you do to him?” Fluttershy whimpered in horror.

“Is he... dying?” Twilight asked.

“Neigh, Twilight Sparkle,” Luna answered softly. “The Megan is not so merciful.”

At the peak of his wailing, Grogar collapsed and gathered himself into a fetal ball of gold-streaked bones, shuddered all over, and sobbed.

“We know that sound,” Luna continued. “We know it all too well. It is the cry of the most personal pain. The wound for which there is no remedy but wisdom and time: Shame.”

Applejack trotted up to Megan with caution, as if approaching a wild animal.

“Ya… ya gave him a conscience?” she whispered. “After all he’s done?”

Megan nodded. She said nothing.

Grogar ground his skull against the flagstones, trembling with regret over thousands of years of atrocities. “I… n-never… I can’t…” He bashed the ground with his forehead, cracking the stone. The snaking golden wires had spread to his whole skeleton.

Luna approached her stricken former mentor, casting a moonlit shadow over his gold-twined bones.

“It will never end on its own,” she said softly. “You cannot flee from regret. You cannot hide from guilt. But penance and restitution can soothe it, Grogar. If you do not face your crimes and make amends, they will haunt you forevermore.” Luna reached out a hoof.

Grogar batted it away. “NO! Get away! You know nothing! NOTHING! I don’t need you! I don’t need your PITY!”

The Ram snarled at Luna, crawling backward. His movements were leaden from the golden chains coiled around his bones. The heart-locket was glowing red, heavy with emotion.

Grogar crawled until he came up to Lightning Dust. The Pegasus looked down at him with a tight mouth and tighter eyes. She knew more about the pain Luna spoke of than she’d care to admit.

“You tried to end the world, and you used me to do it,” she said, calmly and firmly. “I can see she’s making you feel it. So say it. For Celestia’s sake, just tell me you’re sorry!”

Dust’s words made Grogar cringe in shame, but he wrenched his head side to side in refusal.

“N-Never!”

He struggled to get to his hooves as the weight of the locket pulled him down. The stone beneath him cracked. He howled again, in rage and pain and loathing. Loathing for the Ponies. For Equestria. For his own wretched acts.

Most of the spectators turned away. Megan and Luna and Lightning Dust watched.

Slowly, in cracking, grinding surges, the skeletal Ram was dragged into the earth by the weight of his emotional burdens. With one last, echoing roar, he slipped out of sight and was gone.

Megan dropped to her knees. Her fingers brushed the flagstones, as if feeling for the now-lost locket’s warmth.

“It’s over,” she whispered. Tears streaked down her cheeks. “It’s done.”

Megan felt the pain of dozens of burns and scrapes and bruises and cuts flare up as the adrenaline of the moment faded. She groaned and gingerly rubbed her fang-chewed forearm.

The darkness all around Megan lifted suddenly and quickly, like a time-lapsed film. The night ended in moments, and she found herself squinting as day broke in a moment more.

A broad shadow fell over Megan; she turned around still on her knees to look up at Princess Celestia - now once more clean and gleaming as a gold and alabaster statue. The Alicorn was hanging in midair, her head held skyward and her wings spread wide. Once her task was complete she floated down and stood before the storybook hero. She magicked off her battle helmet, letting her weightless mane flow freely. She looked down at Megan, and then smoothly dipped into a kneel.

Immediately, every other Pony present did likewise.

“We bow to you, Megan the Earth Human,” Celestia said with firm formality, “not as a great spirit called from beyond, nor as a hero of legend… but as a friend. A friend to all of Ponykind, who has faced great struggles and endured great pain and fear on our behalf, and asked for nothing in return. We thank you.”

Megan got to her feet slowly, wincing from her injuries. She felt her cheeks redden; somehow, the old moments of triumph had never felt so… official.

“Uh, you’re…” She cleared her throat. “You’re welcome.”

Celestia leaned forward and gently nudged Megan on either hip with the side of her horn.

“Our gratitude knows no bounds, Megan. Ask for any reward in our power, and it is yours.”

Megan reached out and gently patted Celestia’s mane.

Nearby, Rarity stifled a scandalized gasp.

“You don’t have to do that, Princess,” Megan said. “Coming here and seeing all of this - the good and the bad - I can’t imagine ever… It’s all so…” Her eyes shone with fresh tears. “Gawd, I should have come back sooner!”

Celestia reached out and hugged Megan close; the others soon gathered in and surrounded her in caring embraces.

“Please, noble Megan,” Luna spoke up in the group. “Your deeds cannot go unrewarded. You fought valiantly! Your example has inspired us all for generations! And with the final defeat of the terrible Grogar, you have…” Her eyes tightened. “...You have closed perhaps the darkest chapter of our history.”

“You were very brave,” Twilight Sparkle said with a nod.

“Yeah!” Rainbow Dash agreed. “You kicked a ton of tail - you should get a medal!”

“Heck, more like a trophy!” said Applejack.

“No, no - a grand ball in your honour!” added Rarity.

Megan managed a weary laugh. “It’s okay. Honest. I’d settle for a trip home.” Her stomach gurgled. “...And maybe some food? Back in the day, we usually just celebrated with an ice cream party!”

At the back of the crowd, Pinkie’s wide-eyed, frizzy-maned, broadly-grinning face rose up into view. Spike was perched on top of her head. They both let out an eager and intrigued “Oooh...”

“Oh, don’t be so modest, Megan!” shouted a deep voice that echoed from everywhere and nowhere. “You defeated the monster, banished the Smooze, saved the day, and learned a valuable lesson about… whatever!”

Discord flashed into being above the gathering, hale and whole and restored in all his impish, mismatched glory.

“Live a little!”

He snapped his eagle-claws, and the sky rained ticker-tape and confetti. Raucous music rang out from nowhere. He reached out with his lion-paw and grabbed the distant Indefatigable from the sky as though it was a nearby miniature. He shook it at ground level, and full-sized Ponies tumbled out of it like clowns spilling from a novelty cart. All of them were now wearing party-hats, ribbons, and other festive accessories.

Applejack spotted her dazed and confused little sister, and raced over to her. Both sisters hugged, and then giggled at one another's unruly and untied manes.

Megan looked up at the chaotic creature. Her eyes narrowed.

She carefully worked her way out of the circle of Ponies and jabbed a finger at the flagstones in front of her.

Discord obligingly floated down to stand and face her.

“You know, I was watching before,” he said with a raised eyebrow, a waggling finger and a coy lilt to his voice. “You showed me mercy instead of crushing me with a rock.” He buffed his nails on his tufted chest. “I’m lucky you’re such a good judge of charac-”

Megan seized Discord’s long snout with one hand, and then pulled a pinched thumb and forefinger across his lips with the other. As she’d hoped it would, the beast’s mouth sealed up with a metal zipper. She jerked him close and stared into his unevenly sized red and yellow eyes.

“Fluttershy showed you mercy. I’ve seen what you can do when you get bored, Discord. The only reason I didn’t crush you with that rock when I had the chance was because a Pony was willing to believe you’ve turned over a new leaf. Ponies believe in second chances. And after what’s happened…” Her grip slackened a little. “... I guess I do too.”

Luna smiled. Fluttershy let out the breath she’d been holding.

Megan leaned in closer, her gaze still steely despite the moment’s fading tension.

“If you give them a reason to stop believing that… I’ll be back for you. And from the looks of things, you don’t want that.”

The Draconequus tried to nod in Megan’s hold, and tried to agree through his closed mouth. A golden halo flashed into being above him, hanging off-kilter over his horn and antler.

Megan unzipped his mouth and let him go.

“Don’t you worry, Megan!” Discord said with a snaggle-toothed grin. He briefly peered over her left shoulder, in the direction of the distant Everfree Forest. “I promise I won’t start any new mischief.”

“All right, then.” Megan’s scowl turned into a wry smile. “Now… where were we?”

The crowd shared a sigh of relief.

And Pinkie Pie and Spike leaped into the air with an ecstatic cry of:

“ICE CREAM!”

Epilogue

ONE MONTH LATER
Katherine - not Kathy, thank you very much - slowly inched closer to the stall. Her white and pink runners scraped on the dirty stone floor and her freckled hands wrung her long ginger braid in a nervous habit she firmly denied having. She was wearing her favourite tattered blue jeans under her favourite pink sundress. Several gel-bracelets hugged one wrist; a hospital ID bracelet hugged the other.

Katherine took a breath. Her nose wrinkled. The air in the stable smelled heavy and damp and kind of icky, but also grassy and warm. It made a nice change from the boring conditioned air on the long car ride.

She looked over her shoulder. Daddy was there, just outside. The sunlight behind him turned him into a black paper cutout.

There was a noise, and a blonde grown-up dressed like a cowgirl stepped out in front of her. Katherine turned back around and looked up at her.

She was wearing jeans too, but the knees weren't tattered like Katherine's. The sleeves of her plaid shirt were rolled up to the elbows, and her hair was tied back with a red ribbon and covered with a light brown Stetson. She had little marks on her skin here and there - faint scars.

Katherine straightened to look her tallest.

“Well hey there,” said the woman. “I’m Megan. You’re Kathy- no wait. Katherine, right?” She smiled.

Katherine nodded and inched a step closer to the stall the woman had come out of.

“He…” Katherine paused, and worked up a bigger, more grown-up sounding voice. “He’s in there, right?”

“He sure is,” Megan said. “Do you wanna meet him?”

Katherine’s eyes brightened. But she folded her arms and put on a cool, grown-up pose. “Sure, I guess, yeah.”

“Okay. I figured I’d ask because you’ve been in here sightseeing for a while. And some people get a little nervous around ponies, you know. Nothing wrong with that.”

Katherine’s eyes darted to and fro. “I’m not nervous!”

Megan smiled again. “Nah, of course not. You’re brave. I can see it. TJ will see it, too.”

Katherine looked up at the girl again. She took another step.

“That’s it,” Megan said. “You take your time. Just so you don’t startle TJ, of course. He’s getting on in years a little.”

Katherine smiled. Bit by bit, she inched forward until she reached the stall’s opening.

The horse was there, all sand-coloured and big and chewing up hay and flicking his long, floppy pony-tail. He had big eyes, like shiny marbles.

Katherine looked at the animal in wonder for a long moment before she found her voice.

“Is he… friendly?”

Megan rested a hand on the girl’s shoulder.

“He sure is. Believe me, if you do right by them, Ponies can be the best friends you’ll ever have.”