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Friendship is the Key

Chapter 1: Shadows Gather

by Appending_fic

"Twilight?" The soft voice, though nearly inaudible, was enough to draw Twilight's attention from her books. Twilight had learned to respond to the voice, even if others around it were far louder; even if Fluttershy didn't have anything important to say (although she often did), Twilight knew it was important that her friend always know she would be heard.


The pale yellow pegasus stepped carefully into the library, steps more nervous than normal. Twilight watched her carefully, knowing that whatever it was, Fluttershy would get to it in time.

Fluttershy stopped next to Twilight's bookstand before she looked up from her hooves. She took a deep breath.

"Twilight, remember when you were telling us the sun is a star?"

"Of course," Twilight replied. "Why? Do you want to know more about the sun and the moon? They're fascinating magical artifacts-"

"No, not about the sun. I want to know about...stars. Do they all shine down on worlds like ours?"

Twilight started and stared at Fluttershy. "I don't...I've never read much about that," she said. "But I makes sense, certainly. Not exactly like our world, of course. If they're far away, they could be any sort of place. Why, it's a wonderful idea, going there and meeting people from another world-"

"Twilight, please." Again, Twilight broke off at Flutteryshy's quiet words. " you really think every star has its own world?"

"Why do you ask?" Twilight said, already distracted by the thought that one of her books might have the answer.

"Only...some of the stars have been vanishing," Fluttershy whispered. "And if they're all a part of another world, then that means-" She broke off, the implications too upsetting for Fluttershy's gentle nature, Twilight suspected.

"Oh, I wouldn't worry about that," Twilight replied. "Stars move around a lot during the night. Plus, with clouds and everything, anything could have just hidden them from view."

"Oh," Fluttershy said. "Well, then thank you. I'm glad to know it's nothing to worry about."

But Fluttershy's concerns niggled at Twilight for some time. There might not have been anything to it, but no one had thought there was anything to Twilight's worries about Nightmare Moon (except Celestia, of course, who knew pretty much everything).

Twilight eventually set aside one of her tomes and climbed quietly up to the observatory so as not to wake Spike. She began scanning the night sky. Nothing appeared out of the ordinary, until she passed over the constellation of the Manticore. The star that made up the tip of its tail wasn't visible.

"Odd," Twilight muttered to herself. She was about to turn away to take notes when another nearby star, the central star of the Crown, flared almost painfully bright and vanished.

Twilight gasped and backed away from the telescope. She tripped over a book and fell with a clatter that roused Spike.

"Twilight?" He scurried up the stairs and stared at her worriedly as Twilight tried to sort out her limbs. "Are you all right?"

"I'm fine," Twilight muttered. "I just...I think something is terribly wrong. Spike, take a letter."

"What? No, it's late, and I hate getting mail before sunrise, you know that!"

"It's important, Spike," Twilight said, stamping her hoof.

The baby dragon scowled and crossed his arms. "Fine."

"Dear Princess Celestia. A strange phenomenon has recently come to my attention, and I wanted to consult with you. A friend of mine came to me worried that the stars seemed to be disappearing from the sky..."


Twilight was in a right state, Applejack knew. She'd been pacing and startling for three days, and wouldn't explain what the matter was. All the pacing was upsetting Fluttershy, who was ever quieter and more nervous than usual (although it was hard to tell).

So Applejack at last cornered Twilight in the library.

"Twilight, I've got a bone to pick with you," Applejack announced. "You've been making a right nuisance of yourself, and making Fluttershy worry."

"I didn't do that," Twilight muttered. "She's worrying on her own."

"Then why won't she talk to anyone about it?" Applejack demanded. "And what's got you in such a snit?"

"It's nothing," Twilight said quickly. "I don't want to worry anyone."

"Well, you're doing a fine job of it, driving us all up the wall with your nerves," Applejack said. "You can tell us anything, Twilight. You know that."

"I know, but this is..." Twilight fidgeted, shaking her head. "Do you remember when I was writing to Princess Celestia about Nightmare Moon?"

"Of course I do," Applejack retorted. "But isn't Princess Luna...good now?"

"It's got nothing to do with her," Twilight said. "But it's just as serious, so I didn't want to worry anyone needlessly."

"It's a little late for that," Applejack said. "And in any case, we stood at your side against Nightmare Moon; I think we deserve to know what's going on."

Twilight sighed. "But that's the problem, Applejack. I don't know what's going on. I wrote to Princess Celestia for advice, but I haven't heard back from her yet. Do you think she's ignoring me?"

"Don't worry yourself, honey," Applejack said. "You said that last time, Princess Celestia gave you just the advice you needed to fix things. I'm sure she's giving it all the attention it deserves. And if it's not a problem, she'll tell you."

"I'm sure you're right," Twilight said. She gave an uncertain kick of her hoof. "But what if it's a real problem?"

"Then she'll tell you if she needs your help."

A sudden clatter drew both of the ponies' attention. Spike had fallen from a stack of tomes, a smoking letter clutched in one claw.


"A message for you, Twilight. But it's not from Princess Celestia - it's from Princess Luna."


"Okay, quiet, everypony," Twilight said imperiously. The five assembled ponies fell silent, although Twilight could see it was hard on Pinkie not to be asking every question on her mind. "I'm sure you all know I've been...a little out of sorts, lately. I've been worried about something, and I wrote to Princess Celestia about it-"

"It's not Nightmare Moon again, is it?" Rainbow demanded. "Because we can kick her rump from here to Canterlot!"

"Rainbow Dash, I'm surprised at you!" Rarity snapped. "Princess Luna's gone through a lot, and it's uncharitable to assume she's making trouble again."

"Tch!" Rainbow scoffed, tossing her head. "Whatever. Just tell us what's going on."

"Well..." Twilight frowned. "It's...a little hard to explain."

"No, it isn't," Spike insisted. "You told me earlier it was just an evil shadow eating whole worlds!"

The other ponies let out a collective gasp.

"W-worlds?" Fluttershy stammered.

"Thanks, Spike," Twilight muttered, giving him a brief glare. "That's not...well, it's not that simple. Fluttershy saw a star disappear out of the sky, and I wrote to Canterlot for advice. Princess Luna wrote us a reply."

"How does she know anything? She spent a thousand years in the moon," Rainbow said.

"I don't know," Twilight said. "But she did say she wanted to see us. All of us."

"Why d'you think she wants to see us?" Applejack asked.

"Somehow I doubt it's to tell us not to worry," Rarity said. "She could have written that in a letter."

"I don't know, but I want to find out," Twilight said. "How about it?"

"Sounds exciting!" Pinkie declared.

"I suppose I can't let you go on your own," Applejack said.

"Do you think it's going to be dangerous?" Rainbow asked, her voice bright with excitement.

"I couldn't imagine not joining you," Rarity said. "And what about you, Fluttershy?"

Fluttershy, who had folded in on herself when Spike had mentioned the hungry shadow, spread her wings and stretched herself up. "Something made a star vanish, and if Spike's right, that means it made a whole world disappear. If I can do anything to help, I'm going to do it!" The vehemence in Fluttershy's voice sent even Rainbow skittering back a step.

"That's the spirit!" Twilight said. "So let's get going!"

It was hardly that easy; each pony had to pack, and Spike had to collect every book Twilight thought she might need for the journey. Spike had catalogued three entire bestiaries, two grimoires, and half a dozen books in languages he couldn't read, before Twilight let him take a break.

"If I'm packing the books, what are you doing?" Spike demanded.

"Researching," Twilight replied around a mouthful of salad. "There aren't a lot of references to the stars in Equestrian history, but what are there pretty much confirm Fluttershy was at least half-right. I've been reading up on what sort of worlds we might come across."

"Like dragon worlds?"

Twilight's mouth twitched up at the edges, but she nodded. "Although I wouldn't expect every world to have some sort of 'theme'. It's a bit much to expect. Nevertheless, the books you're packing will make sure we don't run into anything unexpected."

They were to leave shortly after lunch, so Twilight helped Spike gather a few more essentials (food, Spike had to remind her) before hustling him out the door.

The rest of the ponies were gathered outside the library, so they were ready to leave almost immediately. Spike seized a place on Twilight's back and settled back to snooze the way to Canterlot.

His plan was immediately thwarted when the fillies set out at a steady canter that required him to dig his claws into Twilight's gear just to stay on. "Hey, whay's the big idea?"

"Sorry, Spike," Twilight said, "but Luna said we needed to come as fast as possible."

"And she didn't have enough chariots to send to pick us up?" Spike grumbled. He clenched his claws a little tighter and resigned himself to a tough ride. He was sore when they slowed to rest for the evening, and slumped to the ground with a quiet grunt no one seemed to notice.

Most of the ponies were stretching and groaning themselves, few save Applejack used to the constant exertion. So Spike tugged a branch to the center of their little camp and set it ablaze.

Rainbow was first next to it, flopping onto her back and twisting at irregular intervals to catch the heat all over, while Pinkie Pie was close at her hooves, sticks and marshmallows at the ready.

It was almost cheery, settled around the fire.

"Ooh! I've got a great song to sing around the campfire!" Pinkie declared.

Correction: it was going to be cheery if it killed them.

Spike drifted off halfway through the first verse of "There was an Earth Pony Who Wanted to Fly", waking only to Twilight's insistent shaking.

"Wake up, Spike," she said.

"Still dark," Spike muttered, shoving her away.

"No, that's just the clouds," Twilight said. "Come on; we've got to be going."

The other ponies were rousing with approximately the same enthusiasm as Spike managed as he stumbled to the remains of the fire. He spat, but even his starter felt damp.

Rainbow Dash glowered at the sky, her wings drooping.

"All right, that's it!" she snapped, and took to the air. She kicked at the clouds ineffectively, as the dark grey fog clung to her hooves rather than dissipating. After a minute, she dropped back down to the ground, still glowering.

"Are you finished, sugarcube?" Applejack asked.

"For now," Rainbow said with a sharp look upward.

Spike took his place back on Twilight's back, and soon they were were cantering along. After about an hour, Rainbow Dash made another attempt to clear the sky above them, to the same effect.

It was dark and dank enough that Spike normally would have felt worn-out, but something about the air...there was a chill to it that made him wary of even a brief nap, and the air sometimes seemed to brush against him with an irregular, heart-pounding rhythm.

The fillies must have sensed it, too, because they began to gradually speed up, and by Rainbow Dash's third failed attempt at clearing the sky, they were galloping.

They stopped by a river at what Spike assumed to be noon. The ponies were all gasping and panting from the exertion, and Spike was almost chilled to the bone.

"I don't get it," Rainbow Dash complained. "I've never seen clouds this bad!"

"I don't like the looks of them, either," Twilight said. "They remind me of the day Nightmare Moon came back."

"Yeah, it's making my tail twitch," Pinkie complained.

Twilight froze mid-step before darting off of the road to take cover under a bush. A moment later, a tremendous thunderclap shook the air, dislodging an equine form that slammed to earth where Twilight had been standing. Fluttershy whinnied in surprise as the rest of the ponies froze. It took just a moment, however, for Applejack to close in on the pony, a young colt who seemed more dazed than hurt by the fall.

"Are you all right?"

"Course I am, Kai-" The colt glanced up and his eyes widened comically; he tried to stand and back away from Applejack at the same time, but only unded up tripping over his own hooves, landing in an undignified blue heap. His eyes, a mild ice blue, were still wide as he stared at the ponies. "Who are you?" he demanded.

"I'm Pinkie Pie!" Pinkie declared. "This is Twilight Sparkle, that's Applejack, Rarity's over here, and Fluttershy's hiding over there behind Rainbow Dash. Who are you?" The colt tried to scramble again, possibly because Pinkie had ended with her face inches from his own, and he was already skittish. His mane, an even paler blue than his coat, flopped over his face as he fell down again, too-long legs tangled oddly beneath him.

"Riku," he muttered, clearly trying to edge away from her.

"Calm down, Pinkie, and get out of that poor pony's face," Twilight said.

"I'm not a-" The colt glanced down at his flank and let out a terrified whinny. A moment later, he leapt to his feet and shot forward, closing in on Twilight. "What did you do to me?"

"Me? I didn't do anything!" Twilight protested.

"Well, you did get out of the way," Pinkie said.

"I've never seen anybody move that fast when Pinkie gets one of her senses," Applejack mused.

"That's because you didn't spend a whole day getting hit with every little twitch and shiver she gets!" Twilight retorted.

"Hey. Hey!" The ponies turned to Riku, who was glaring at them with a ferocity he'd lacked when confused and dazed. "Can you just tell me where I am?"

"About halfway between Ponyville and Canterlot," Rarity said. "Where'd you come from?"

"Ponyville?" Riku asked. "That's - I came from the Destiny Islands."

"I'm never heard of those," Twilight said thoughtfully. "Does anypony know about them?"

The assembled fillies shook their heads, and a transformation came over Riku. While he'd started scared, and gone to belligerant, he was now watching them with a look of awe.

"You're - this is really -" He spun in an excited circle, trying to take in his surroundings and the details of his flank all at once. It gave the fillies a moment to take in his appearance as well.

The colt didn't look much older than them, and was a medium shade of blue with almost silver hair. His cutie mark was an image of a pointed key. He was still awkward in his movements, but when he straightened to grin at the fillies, there was a brash confidence there.

"So, what are you...girls up to?" Riku winked.

Twilight sighed and pushed through the other fillies. "Look, I'm sure you've got an interesting story, but we're on an important mission right now."

"Mission?" Riku asked. "You don't look like much. Maybe you need a little help."

"Help?" Rainbow demanded. "Maybe you need a good kick in the rump! I can handle anything!"

"Calm down, Rainbow," Applejack said placidly. "He's obviously not from around here, so give him some slack. How's he supposed to know about how we beat Nightmare Moon?"

Riku's expression darkened briefly. "Then maybe I ought to tag along, anyway. I've never been here before, and this...Canterlot sounds likes somewhere I can get some answers."

"Not for a strange colt who literally fell out of the sky," Rarity said. "Darling, we might be friendly fillies-" Pinkie giggled, and Rarity pushed on, "but we're hardly dragging you into the palace on five minutes of acquaintance. For one thing..." She glanced up. "Your Destiny Islands - how did you get here from there?"

"And what's your purpose here?" Rainbow snapped, stepping up and pushing her face nearly into Riku's. He stumbled back, hooves scrambling on the turn. "Are you a spy?"

"Who'd he be spying for?" Applejack asked.

"I don't know," Rainbow said, sitting down hard, folding her front legs petulantly. "But he'd better answer our questions!"

Riku sighed. He sat down, too, awkwardly trying to curl into a ball. "I came here because I was sick of the islands. And..." He looked up at the dark sky. "I guess I...flew?"

"Well, either you did or you didn't, sugarcube," Applejack said. "What'd you do?"

"Nothing!" Riku snapped, shooting to his feet. When he realized he was the center of attention from all six ponies and dragon, he ducked his head, blue hair drooping over his slim face. "I'm lost, okay? I got...lost running away from my home. I don't know what happened, but I think it was something bad, because I couldn't find it again. So I want to go with you. I want to see if there's someone who can help me at your...Canterlot."

"Well, if that's what you want," Twilight said uncertainly. "But you need to stick close; things could get ugly before you could say 'Equestria'."

"Equestria!" Pinkie Pie declared. The other ponies all stared at her. "What? I wanted to see what would happen!"


Rainbow Dash glanced back, frowning when she saw Fluttershy at the back of their group, practically trailing behind them, eyes fixed on her hooves.

"Keep your eye out," she instructed Applejack before sweeping back to where Fluttershy was walking. Rainbow slowed her wingbeats so she was just keeping pace with her friend. She remained silent, until Fluttershy glanced up and yelped.

"Jeez, Fluttershy," Rainbow said. "It's just me. I might be amazing and all, but you know that already, right?"

"Yeah," Fluttershy said. "Um..."

"Look, are you still worrying about what Spike said?"

"Aren't you? It's horrible thinking about something eating worlds..." Fluttershy shuddered.

"Ah, come on, Fluttershy. Where's the brave old Fluttershy who yelled down a dragon? Stared down a Cockatrice?"

"It's not that I'm not...brave," Fluttershy said. "It's just terrible to think of all those poor people...and animals. What happens to them?"

Rainbow laughed. "I bet they've got people like Celestia to help everyone get away. You're just feeling bad over nothing, Flutter."

"Oh. I'm sorry."

Rainbow grinned and dropped to the ground, nudging Fluttershy enough that she started, staring at the brightly-maned pony. "Don't apologize, Flutter. Just try to cheer up."

"I'll try," Fluttershy said, voice a tiny bit stronger than it normally was.

"Great!" Fluttershy took on a more normal speed, and Rainbow trotted along with her. "So...what do you think Princess Luna wants to talk to us about? I've heard she doesn't see just anypony."

"She's obviously decided we were the choice candidates to deal with...whatever this whole mess is about," Rarity said haughtily. "Not that I blame her. I mean, we did show her a thing or two the last time we met, what with Nightmare Moon and everything."

Rainbow gave an amused snort. "Yeah, we totally did."

"What's with this Nightmare Moon thing?"

Ranbow shot a glare at Riku; something about the colt set her off, and she wasn't going to play nice, even if Rarity seemed perfectly willing to, as she launched into a dramatic description of the whole affair.

"Oh, it was terrible. Ages and ages ago, the Princess Luna tried to plunge the world into eternal night, so her sister locked her away forever and ever. And then she escaped, and Nightmare Moon tried it again. All hope seemed lost, until I...and my friends," she added gracefully, "gathered the mythical Elements of Harmony and defeated Nightmare Moon once and for all! It was quite an accomplishment, you know." She fluttered her eyes at Riku, who managed to look moderately impressed.

"You said Princess Luna, and then Nightmare Moon. Are they the same person?"

Rarity opened her mouth, and then glanced at Rainbow Dash in confusion. "I've never really came up."

"Don't look at me," Rainbow declared. "I don't worry about that sort of thing."

"Princess Celestia told me something about it, once," Twilight said. "She said all the anger and bitterness in Luna's heart built up so much that it..."

"Collapsed in on itself," Riku said. He abruptly broke into a gallop.

"Hey, what do you think you're doing?" Applejack shouted as the colt bolted past her.

"We've got to get to the castle and find this Luna before it's too late!"

"Too late for what?" Twilight shouted after him. But Riku wasn't paying attention, and Twilight sped into a canter to keep up with him. The others followed suit, and Rainbow, never one to give up an opportunity to race, took to the air.

At this speed, it took just a few hours to reach Canterlot. The sky, however, remained dark and ominous, and Rainbow, already irritable, felt like kicking something that wouldn't just stick to her hooves. Pinkie, however, seemed unaffected. When they closed on Canterlot, Rainbow slowed when she realized something had changed.

"Girls? Something weird is going on..."

"The castle's in such disarray!" Rarity said. "The guards are-"

"Halt! In the name of the Lady Celestia!" Riku skidded to a halt and collapsed in front of a pair of unicorn guards. The other ponies slowed and stopped significantly more gracefully. "State your business!"

"I'm Twilight Sparkle," Twilight said, stepping forward. "I'm Princess Celestia's protege, and me and my friends are here to see Princess Luna."

"Well, I'm afraid you're out of luck," the guard said. "You're not going to see her."

"She specifically asked us to see her!" Twilight protested.

The guard snorted. "Good luck."

A beam of light swept over the group, and the guard looked up in shock "Ma'am!"

"You can let them in, Ironhooves," Princess Celestia said gently. "I was expecting them."

"Your Majesty," the guard deferred.

Princess Celestia looked at the assembled group and gave them an approving nod. Her eyes stopped when she saw Riku, however. "Is this another of your friends, my faithful student?"

Twilight glanced at Riku, gritting her teeth in obvious embarrassment. It had been bad enough when she was introducing her actual friends to Princess Celestia, Rainbow supposed. Trying to vouch for somepony she'd never met was probably driving her halfway crazy.

"This is Riku, and...he sort of...dropped in?" she said uncertainly. "I'd actually planned to duck into the library to see if I could help him find his way home. He can wait out here if things are too hectic inside-"

"No," Celestia interrupted. She wasn't looking at Twilight, which seemed odd. Every time Rainbow had seen the princess and Twilight Sparkle in the same room, they'd tried to pay attention to each other. But the princesses' eyes were fixed on the dark sky. "I don't want anypony out here alone if I can ensure otherwise. I think we can find an empty room to keep him in until we're finished."

"Finished with what?" Twilight asked.

The princess tilted her head at her student. "I have important matters to discuss, and out here is not the place."

Rainbow scowled at the prospect of more talking, but trailed after the other ponies dutifully. Riku was the last to move, leaving him and Rainbow walking even. She slowed, trying to keep behind him, but he slowed, keeping pace with her.

"So, what sort of stuff do you do around here?" Riku asked.

"Drop it, colt," Rainbow said. "You're not my type."

"I - what?" Riku asked. "I was just trying to be friendly. I've never been around here before. Jeez, got much of an ego on you?"

"Of course I've got an ego - you don't get to be the best flier in Equestria without one!" Rainbow retorted. She wondered if anyone would notice if she shoved Riku off a cliff. "I bet you can't match that."

"With what wings?" Riku demanded. "And I happen to be the best fighter I know."

"Well, that just makes you a one-trick pony, because I can fly, fight, and kick the heck out of stormclouds!"

"You can't cook, though," Pinkie pie interjected. "Or draw-"

"I don't think Riku needs to hear the few things I can't do perfectly," Rainbow interrupted. "I think he wants to know about the mysterious goings-on which have nothing to do with my insignificant flaws!"

Riku was smirking; Rainbow took a deep breath to subsume the urge to hit him. But they were inside, now, stopped by a sitting room. Princess Celestia smiled at Riku and gestured to the door with her head. The guards hovering in the background seemed slightly less friendly, but that was just their job.

"Can't I go with you?" Riku asked Twilight.

"I'm sure you understand why we're hesitant to allow a stranger to be privy to my private discussions," Celestia said gently. "But I'm certain Twilight Sparkle will be able to help you get home after we're finished."

"I don't care about home," Riku snapped. "I've seen something like Nightmare Moon before. If she's back, this whole world is in danger!"

Celestia narrowed her eyes, and Rainbow wondered if she was going to banish Riku to the moon. Nopony'd been brave enough to bring up Nightmare Moon in Celestia's hearing since the...incident. She'd been resisting the urge to kick Riku for the sake of Twilight for nearly ten minutes, so she was going to watch if Celestia was going to punish him for his arrogance. But then Rainbow saw a tiny reflection on the princess' cheek - a tear - and her heart sank. This couldn't be even remotely good.

"Maybe you're right," Celestia said softly. "But I have to hope..." She stared at Riku for a long moment, and the colt shifted uncomfortably under her gaze before the princess relented. "Well, if you've entered my student's good graces, perhaps you might be allowed to hear this." She stepped int the sitting room herself, and gestured for the others to follow her. They trailed in, one by one, until they were sitting in a circle and Celestia firmly closed the door behind them.

"Ladies...and gentlepony," Celestia said quietly. "I'm glad you're all here. Even though I didn't expect some of you, and the circumstances could be far better."

"Not to offend," Rarity said, "But we were intending to meet with Princess Luna. She said she knew something about the disappearing stars."

"She said much the same to me," Celestia said, "before she disappeared sometime last night."

"Last night?" Twilight asked. "She told us to come here just a few days ago!"

"She sought me ought last night to speak to me, and never appeared to make the moon set. She's gone, again, and with the strange clouds, I'm worried about her."

"You don't think she's Nightmare Moon. So what do you think happened?"

Celestia glanced at Riku, eyes wide, but she didn't say anything.

"Princess?" Fluttershy said. "Are you all right?"

Celestia bowed her head, and when she spoke, it was as soft as Fluttershy's own voice, and directed at the marble floor. "She left without explaining, much as she did when she became Nightmare Moon. But she left a note for me. And I agree it was a warning, of sorts. It's why I let you in here, Riku. You think you know what happened to my sister?"

"Not..." Riku shifted under the weight of the divine gaze. "I met a man who told me about Darkness. It's looking for a way in."

Celestia's gaze bored into the colt, but he didn't seem any more discomfited, so Rainbow thought he might actually be telling the truth. "She told me to send my student away from here, Riku. She said to find a door the shadows can't use. Does that sound familiar?"

"I don't know!" Riku snapped. "I just thought - I've seen the stars disappearing, and I know it's nothing good. So don't...I don't know any more than you. Something bad's happening, and I want to stop it."

"The stars, yes." Celestia glanced away, towards a window and the shaded sky. "The stars are my sister's, the same as the moon. But she told me, once, that she didn't make them, just shared the night with them. My...mother spoke of a time when stars vanished from the sky. It was nothing like this, though. It was a war, and everypony knew where they stood." She sighed and drooped. "I wish Luna were here."

Rainbow glanced away. She felt they hadn't been meant to hear that, as even Twilight was shifting nervously from hoof to hoof.

"Maybe we're supposed to find her," Rainbow said. "She asked you to send us away." She walked closer to the monarch, stopping when she was still a length away from Celestia. As much as she was trying to cheer up the princess as she might one of her friends, it wouldn't end well if she actually touched Celestia. She ducked her head down, though, grinning when she caught Celestia's eyes. "And even if she didn't, we can find her anyway."

Celestia blinked at Rainbow, and she was smiling again. Sadly, but she wasn't crying any longer. Rainbow let her grin widen. She could be an awesome friend, to princesses and regular ponies!

"I don't think...Luna will be found easily, if she doesn't want to be. But it is well you find something to occupy yourself with, Twilight Sparkle, if I am to listen to my sister's plea. And your friends, as well, because I doubt even Nightmare Moon would imagine Twilight would go somewhere the rest of you wouldn't follow." She smiled at each of them in turn, although Celestia paused when she looked at Riku, obviously still worried about his appearance, or history, or something more subtle. "If you are to leave here, Twilight, you must study what is happening to our world, to the stars. Learn. We cannot hope to do anything about it if we understand nothing about it."

Riku jerked away from the princess, stumbling again. He just smiled weakly when Rainbow stared at him. Rainbow narrowed her eyes at the colt; there was something about him she just didn't trust. That boy was trouble, she'd bet her wings on it. She resolved not to let him out of her sight.

"That's all well and good, but how are we supposed to go where shadows can't follow?" Pinkie said. "Unless we're supposed to go somewhere really bright. Except you'd still have a shadow. Goodness, this is a hard riddle."

"Maybe we ought to just sleep on it," Riku suggested.

"You're welcome to stay here," Celestia said. "But please try to stay out of the way; there have been some worrying reports from the Everfree Forest and Untamed Desert, and the guards have been on high alert."

"Sure," Applejack said. "You'll barely know we're here."


"The door to this world is yet sealed to us."

"Hmph. I don't see why we have to go around waiting for someone to let us in, like some sort of...servants."

"We are no one's servants. But there are laws by which we are bound. Laws that will fade, soon enough. And then...the world will be our oyster."

"Not that world. The walls are too strong. The key too well hidden."

"Don't worry yourselves. We've got a man...pony...on the inside. After all, we may be stuck outside like servants, but that never makes us...common."


AN - Hey, all. You'll notice I've done a little re-organizing. I'm a little happier with how this chapter flows than how it originally did. Taking a small break from actually writing this weekend, though, though I hope I get back to it soon. I am having fun writing it, at least.


Friendship is the Key

Chapter 2: The Door with Seven Parts

by Appending_fic


"Freeze, mister!" Riku, poised at the top of the stairs to the dungeons, froze in place at Rainbow's shout.

She trotted to his side and poked him hard with a hoof. "Just what do you think you're doing?" she demanded.

"Looking for the little colt's room?"

"Not bad under pressure," Rainbow said thoughtfully, "but not good enough!" She shoved Riku into a wall, forehead pressed threateningly into his neck. "So let's hear it - what sort of underhanded tricks are you up to?"

"Jeez, nothing!" Riku protested. "Are you like this with everybody you meet?"

"No, just the weird, sneaky ones who talk funny." Rainbow squinted at Riku suspiciously.

"I don't talk funny!"

"Are you two still at it? The rest of us went to bed hours ago." Twilight, several books trailing behind her, stood watching the two ponies from a bend in the corridor.

"We're not 'at' anything," Rainbow said. "This colt's up to something." She settled back and glared at Riku, folding her front legs.

"And like I told you, I'm not up to anything!" Riku snapped.

"Then why have you been sneaking around and acting all skittish and everything?" Rainbow demanded.

Riku glanced at the floor, glowering. "Fine. You want to know why? I'm lost. I got separated from all of my friends, and I don't know if they're ok. So I just want to get out of here and find them before something bad happens to them."

"Oh," Twilight said softly. "I hadn't known..." Her eyes softened, and Rainbow resisted the urge to roll her eyes. "Well, where are you from?"

Riku sighed. "I told you."

"But I've been looking at maps all evening, and I couldn't find the Destiny Islands anywhere."

"That's because the Destiny Islands are...on another world."

"Another - that's what Princess Luna must have meant! We're supposed to go to another world!" Twilight let her books drop to the floor and darted back the way she'd come. "I've got to check out a whole new set of books, now. Riku, why don't you come with me and we can help you get back to your friends?"


"I think that's an excellent idea," Rainbow said slyly. "You can hang out where Twilight can keep an eye on you. And I can get some rest." She then trotted off back to her room.


Pinkie Pie awoke thirty seconds before dawn, because she'd never let a celestial body get the better of her, and she wasn't about to start now. She slipped into Fluttershy's room and shook the bed enough to wake the yellow pegasus.

"Wha? Pinkie Pie?"

"Come on, wake up, Fluttershy! We've got a mystery to solve today," Pinkie exclaimed.

"How did you get in?" Fluttershy asked.

"Oh, don't worry about that, Flutter! Come on, we can get the others before you can say-"

"Pinkie Pie?"

"I'm glad everyone could make it!" Pinkie Pie announced to the library. "Let's get down to business."

"Wasn't I asleep?" Applejack asked.

"So, any ideas about Princess Luna's clue? I think it has to do with a party, because nopony could possibly be unhappy at a party."

"Actually, Riku and I-"

"Mostly just the bookworm over there," Riku said.

"Have been reading up on it. Riku's from another world, and he said he escaped here when shadows overran it. Based on what Princess Luna said, I suspect these shadows have a natural ability to travel from one world to another, and she thinks we ought to find a way to mimic that ability without letting those shadows in."

"That sounds like a lot of supposition," Rarity said.

"Oh, I know," Twilight sighed. "But there's not a lot about any of this in the library."

"But how are we supposed to make a doorway?" Applejack asked. "Much less one that a nasty shadow can't follow through?"

"Magic!" Pinkie Pie declared.

"What sort of magic, though?" Twilight asked. "I know plenty of spells to move things from one place to another, but none to travel from one world to another."

"Oh, that's easy. It's all in the ankle!" Pinkie Pie stuck out a leg and wiggled her hoof to demonstrate.

"O...kay," Applejack said. "Does anypony have any sensible ideas?"

"Well..." Twilight frowned thoughtfully. "It'd take a lot of power. More than I think I could manage on my own. But I don't have any idea how we could keep shadows out."

"Wait a minute..." Pinkie Pie began a slow circle of the library. "We're going to need lots of magic, and magic that won't let shadows in. And we're going to need people who know how to travel from one world to another. And most importantly...we're going to need provisions."

"Did that have a point?" Rainbow asked.

"Of course it did!" Pinkie declared. "I know exactly what we need to do!"


"Um..." Fluttershy, huddled near the center of the magic circle Twilight had drawn. "I don'" No one answered.

She glanced at Applejack. "Applejack, are you you think..."

"Don't bother asking, sugar," Applejack replied. "I haven't a clue what they think they're doing. And I may love her to the bottom of my heart, but going along with one of Pikie Pie's plans makes me a mite nervous."

"Oh. I thought it was just me." Fluttershy crouched down lower.

Pinkie was expounding at length at Riku and Twilight while Rarity sorted desultorily through a pile of precious stones. Rainbow was performing warm-up laps around the tower Pinkie had comandeered for their use. Fluttershy couldn't begin to imagine what Pinkie had planned. Only one thing was clear: it would be spectacular.

" stomach hurts," Fluttershy muttered.

"Look, Flutter, it won't be all that bad," Applejack said.

"No, no, you shake it like this!" Pinkie shouted.

"Just stay close to me, and everything'll be all right," Applejack amended.

"Okay, everypony ready?"



"Pinkie, you never told me-"

"I'm not sure this is safe..."

"Oh, fine, we'll just use this one."

"Look, the last time I tried something like this-"


Rainbow Dash began flying towards the sky, wings beating fiercely as she climbed. Fluttershy smiled as she watched her friend fly; it made her heart lift to see her friends doing what they loved.

"Okay. Rarity. Give that gem to Spike - don't eat it, not even a nibble!"

"Pinkie Pie, what in tarnation are you planning?"

"Oh, that's easy!" Pinkie declared. "See, the Sonic Rainboom is a big old burst of rainbow that gets everywhere. I figure, with so much rainbow around, shadows don't stand a chance. If we can use the magic of the rainboom and Twilight and Rarity combined, we can burst right through into another world!"

Fluttershy opened her mouth to ask if Pinkie knew where they were going, but then Pinkie whirled on Riku. "No, not like that! That's the Pokey Pony, which is a wonderful dance but now is not the time! You wiggle it like this!"

"Like what? You're just waving your hoof at me!"

"Fine!" Pinkie snapped. "It looks like I'm just going to have to get this adventure started on my own. Come on down, Rainbow Dash!"

"Aye-aye!" Fluttershy yelped in surprise and cowered on the platform, covering her eyes with her hooves. She'd never prayed to Princess Celestia before, but this seemed the best moment to start.

"Princess Celestia, it's me, Fluttershy. I'm terribly sorry if I'm bothering you, or if you have more important things to worry about. If you want to ignore me, go right ahead. I'll understand. Just, if it's not too much trouble, I'd really like it if you made sure Pinkie's plan doesn't hurt anypony too badly. But only if it's not a bother. And if you get this message later, and we were hurt, please don't worry about it."

"Where am I supposed to stop?"

"Stop? Where we're going, we won't need to stop! AHAHAHAHAHAHAA!"


"I'm sorry! I eat when I'm nervous!"

"Rarity where's - that one will be good enough!"

"Pinkie, are you sure this is going to work?"

"Oh, heck, no, I'm just making this up as I go along. Okay, Riku, remember, wiggle like this-"

A Sonic Rainboom was more than sound. It was sound and light and magic all pulled together into a single phenomenon. The sound had color, and the color made a noise, and it all pulsed with magic more than anything in the world, short of the Elements of Harmony, and the twin princesses.

So Fluttershy knew the exact moment Rainbow broke the light barrier, because her ears caught the explosion's flash of light and her eyes rang with the noise of it. For a long minute, however, she couldn't sense much of anything else. She wondered, briefly, if she'd died. She was half-sure she wasn't, because the Pale Horse was supposed to collect the spirits of dead ponies. Of course, if he was busy, he might not have time to find Fluttershy himself, at which point, she'd have to find her own way to the next world. She fretted for a moment, until she remembered there was an adorable dog there she could ask for advice.

But then the bottom dropped out of her stomach, and Fluttershy knew she was alive, because nothing made you feel quite so queasy if you were dead.

Her vision swam, the only constant a set of blocky figures. She stumbled forward towards them; when she could focus, however, Fluttershy shied away with a yelp at the sight of the forms of seven ponies.

A pink earth pony with well-kept gold hair took a step towards Fluttershy. "Don't be afraid," she said gently. There were delicate wings marking her flank.


"We don't quite have time for that," a smaller unicorn said; Fluttershy caught sight of her star-shaped cutie mark. "We're friends, though, Fluttershy. Or we'd like to be."

"Oh." Fluttershy felt her nerves ease slightly. "But what-"

"Look behind us, Fluttershy," the smallest of the ponies, a pale pegasus wearing a modest blue dress, said. Fluttershy raised her eyes, and gasped at the sight of it. A heart-shaped emblem marked the sky behind the ponies. It was the color of stone, but she could see golden lines etched into it, dividing the emblem into seven pieces.

" that?"

"We're not sure," a delicate unicorn said. She sounded like Twilight, an impression strengthened by her book-shaped cutie mark. "But I know you can feel it, Fluttershy. There's...something behind it. Something that shouldn't be loose. You have to help us keep it back, Fluttershy."

"Me? But...I'm not brave...or strong...or-"

"You've shown more bravery than you think," an orange pegasus who wore a tiger on her flank, said. "And you'll need every ounce of it, and more. I won't lie. You're going to have to fight."

"And it will be hard," a pale blue earth pony with a broom-shaped cutie mark said. "But don't be afraid."

"Your heart is the greatest weapon of them all.."


"Ow, my head," Applejack muttered, rubbing at her forehead. "Is everypony okay?"

"For now."

Applejack spun around to face the source of the voice, but she saw nothing. "Who are you? What are you doing here? And what did you do with my friends?"

"That's...a difficult question to answer," the voice replied. "Especially to you."

"What's that supposed to mean? What's wrong with me?"

"Oh, nothing, yet. Hopefully nothing in the future." A dark shape materialized from the air, a tall creature robed in black. It didn't look like any creature Applejack had ever seen, so she remained on guard, just in case. "But there are things that must be known if you are to have any chance of succeeding at your mission."

"So, tell me."

"Speak of it, here?" the voice asked. "That would be...most unwise. I will tell you all I can. There was a man...a scientist. He was researching a matter of grave importance, but he vanished, and all of his research lost."

"What does any of this have to do with anything?" Applejack demanded.

"One who knows nothing...can understand nothing," the man said quietly. "You will have no hope of success if you do not seek out his accumulated knowledge."

"All this talk of reading sounds more like Twilight's thing."

"This is not work for a scientist, but for one who understands the value of truth," the voice insisted. "There are tools that may aid you, if you can find them..."


When Rarity finally summoned a light, her horn illuminated a wide, empty circle. "Hello? Is anypony there? Anypony at all?"


She shivered as a word trailed its way down her spine.

"What was that? If this is some sort of joke, I have to say I don't find it very funny."

'Where is everybody?'

"Are you - do you need help?"

'What happened? Mom? Dad? Are you there?'

Rarity began pacing in a circle. "Please, if you can hear me, give a sign, and I'll find you!"

"You won't find him here." Rarity yelped and jumped away from the source of the voice. A strange creature stood there, tall and standing on two legs like a young dragon. A shock of fur fell from the top of her head, but nowhere else that was visible. Her skin was a pale pink, and she held a slender stick in one hand. She was smiling, albeit sadly.

"Who are you?"

"You'll find that at my age, names stop mattering quite so much. But you can think of me as your old auntie."

"My aunt was a well-bred unicorn pony, not a..."

"Fairy," the creature said. "And what you think of me isn't quite as important as that you listen to me. I know that you heard our little friends cries."

"Who is that?"

"A lost heart. Such creatures are pitiable, lonely and frightened, for they have lost everything they hold dear."

"Oh, that's simply terrible! Can you do anything to help?"

"Me? I'm afraid I don't quite have the talent for finding things," the fairy said. "I think...perhaps the task might be best left up to you."

"Me? I'd be happy to help, only I wouldn't know how to start."

The fairy laughed. "I think you'll find, dearie, that you have...a knack for it. Just remember, that a little willingness to help out goes a long way..."


Twilight could see forever. Worlds upon worlds lay stretched out before her, little pinpricks of light illuminating the darkness.

But against the dark of night, she could see even darker patches, blots of shadow where logic stated a world ought to have been.

She realized this must be the shadows that were making trouble. It was strange, though, how the shadow didn't seem to be doing much. It just seemed to be...there.

Maybe the shadows weren't all that dangerous. After all, they'd defeated Nightmare Moon...


Pinkie was surrounded by an endless fog that obscured all sight beyond a few inches. Dark whispers drifted through the fog, maddening sounds of endless torment and nightmare.

"Ooh, spoooooooky!" Pinkie said, giggling. "I can make scary noises too! OoooOOOOOoOOooOOOoO! See?"

The fog thickened, and a nameless terror descended upon Pinkie. It was as if her throat was closing; she couldn't breathe.

"Ooh, stop tickling me!" she crowed.

The world around her seemed to pause, as if uncertain. And then the fog dissipated.

"Aw," Pinkie said, dejected. "I was just starting to have fun."

"How...did you do that?" A delicate blue pony approached Pinkie slowly, kicking at the dirt. "It hasn't let up on me in ages."

"Oh, you just have to learn how to laugh at what frightens you," Pinkie explained. "I have a whole song about it-"

"No, that's all right. I really just laugh at it?" the other pony asked.

"Sure! Why?"

"You're going on a quest, aren't you?"

"I guess we are. It'll be an adventure, anyway!"

"Then let me warn you. The an insidious foe. It will worm its way into you heart any way it can - uncertainty, fear, will be more important the longer you go on to remember how to laugh."

"Wow, not to sound mean, but that's probably the biggest waste of time ever. I mean, me, Pinkie, forget how to laugh? That's like telling Rainbow Dash never to forget she can fly, or saying to Fluttershy, 'hey, remember to be nice to animals'. Or telling Rarity to primp and preen, because the FATE OF THE WORLD MIGHT DEPEND ON IT!" She stopped speaking, but only to get her breath back.

"You know what?" the other pony said. "You do whatever you want. I'm sure you'll be fine."


Rainbow Dash was perched on top of a wide platform, a flat circle on which was the picture of a unicorn and seven squat earth ponies. The platform seemed to hang in space, extending down as far as Rainbow could see. She'd considered jumping off to see if she could get somewhere interesting, but then three pillars had risen out of the ground, and she was investigating them.

One of them contained a sword, another a shield, and the third a rod covered in sparkles. None of them looked like they would be easy for a pony to use.

"Jeez, this would be a great time for someone to show up and start explaining things. Or even make aggravating, cryptic comments," she said. Nothing happened.

"Fine," Rainbow muttered. "Looks like I'm going to have to do this by myself. I bet I'm supposed to pick one of these." She nudged the sword with her nose, and it shook, vanishing into the floor. "Ooh, I'm dumb with awe at the strange happenings going on," Rainbow said sardonically. She looked around, and caught sight of a door on the far end of the platform. "Finally - something happening!" She darted to the door, only to find it was completely insubstantial. "Oh, come on!" she wailed. "Are you kidding me? Can I at least get a hint?"

The two remaining pillars just sat there, quietly. "What, do you want me to touch the other ones?" she demanded. "This is so stupid." She stalked to the pillar with the sparkly rod and nudged it. "There. Happy?"

The ground vanished from underneath her; only a lifetime of training kept Rainbow from falling straight down onto the next pillar. As it was, she landed a little harder than she was used to. A moment later, a sword slammed into the platform, six inches from Rainbow's flank. Her wings folded up and she bolted from the sight on pure instinct. After a moment, she stopped, panting.

"No reason to panic, Rainbow," she said carefully. "It was a close thing, but you have, again, come out on top! So..."

There was a noise behind her. Rainbow kicked out and spun to face the threat. About ten feet away, a small creature, pitch black except for its glowing golden eyes, was sprawled on the ground. Two more were much closer to Rainbow, claws out as they leapt. Rainbow bit, kicked, and slammed into the creatures, but as she fought, it slowly came to her that they didn't seem hurt by her attacks, while their claws and teeth were doing real damage to her.

With one last vicious kick, Rainbow took to the air.

"Ha! Take that, you stupid-" Something slammed into Rainbow's back, sending her careening from the sky. A purple gargoyle, chest emblazoned with a spiky, stylized heart, clawed at her wings. "Ow! Stop it, you stupid, cheating - hey, watch the wings!" The air was suddenly full of the gargoyles, leaving Rainbow in a flight for her life. By vacating the space above the platform, Rainbow had the maneuverability to keep ahead of the gargoyles, but pursuing her as they were, with single-minded obsession, she knew she couldn't keep it up forever.

"Thanks a lot!" she screamed at the sky. "This has been really awesome! I hope you're happy that you're going to get me killed! Dropping me in with a horde of monsters without a weapon I can use!"

On her next pass, Rainbow caught sight of the sword still stuck in the platform. None of the monsters had ventured close to it. Why, she couldn't imagine. Unless...

Rainbow spun, climbing above the platform, before folding her wings and diving  down towards the blade. It would be awkward to hold, but if they wouldn't go near it, there was a chance-

A huge creature, dozens of feet tall, larger than the dragon they'd faced, ursa minor, or even the hydra, erupted from the platform. It stood on two legs, its forelegs ending in claws larger than Rainbow. A mane of thick dark cables hung from its head, and its skin, like the smaller creatures still amassing on the platform, was black as pitch, and its eyes were gold. Its heart was...there was a hole in its chest where any sensible creature would have kept its heart.

"Oh, come on!" Rainbow cried, slowing to hover outside of the thing's reach. It turned its head towards her, eyes flickering briefly while the gargoyles circled it. Impossibly slowly, the monster stretched its arms, and gigantic wings unfolded from its back. Rainbow's jaw fell open.

But her shock didn't last for long. She'd gotten this far in life never letting anything faze her, and she wouldn't stop now. She gritted her teeth. "Fine! If that's how you want it...bring. It. On!"

A shock like electricity jolted through Rainbow's cutie mark, and then she felt the oddest sensation, like a hand on her heart. Warmth flooded through her, and Rainbow could sense something close, something just in reach. She reached out and bit, and could suddenly feel warm metal gripped between her teeth.

She opened her eyes to see a blade held in her mouth. It wasn't quite like any other weapon she'd seen, but like an Equestrian blade, its handle was shaped in such a way that it was relatively easy for an earth pony or pegasus to hold.

The gargoyles were circling Rainbow, but Rainbow didn't feel her earlier frustration, or even the flickers of fear that had been building as she'd realized she was helpless.

She wasn't helpless now, she knew.

With a muffled war cry, Rainbow charged into the fray. No stupid monster with a hole in its chest was going to beat Rainbow Dash!

The gargoyles must have developed a fighting style that relied on their opponents being unable to fight back, Rainbow decided, because they made little effort to avoid her sweeps with the blade at first. And once they began evading her, it was so clumsily Rainbow was almost embarrassed for them.

But it made her job easier, fighting them.

That was, until the giant beast got within reach of Rainbow. A single swipe sent her spinning across the sky; she nearly lost grip on the sword, but seeing how it dispelled the gargoyles into dark mist with a few swipes, she wanted to see what it did to old heartless. She righted herself and took a few moments to take in the scene. The gargoyles were clumsy, and the giant monster even more so. She could fly circles around them.

She grinned around her weapon and started a slow circuit, building up speed. She wanted to be certain she was moving faster than everything before she got in close to those claws again.

It took a minute of flying to get a respectable speed, and only a few gargoyles had gotten close enough for Rainbow to kill already. And then she dove back into the fray, and this time, she was ready.

The heartless beast tried to swat Rainbow again, but she was ready, ducking under the swipe and coming back up to cut the thing's face. It howled, reaching up to rub at the wound. Rainbow dove down again, taking a few opportunistic attacks at the ragged edges of the thing's chest, and it screamed again. Its flailing limbs forced Rainbow back, but she was still grinning, knowing she was winning.

The thing reached a claw into its empty chest. When it pulled it out, the beast held a sphere of dark energy. It reared the hand back and punched forward. Rainbow darted out of the way and the first passed by harmlessly. The sphere exploded into a plane of darkness, from which more gargoyles emerged.

"You'ss gog fho mhg khllng moo!" Rainbow snapped. "Izzag allou gog?" She entered into a melee with the stupid gargoyles, resisting the urge to laugh as they vanished into nothingness.

A flash of light in the corner of Rainbow's eye was all the warning she got before a flare of light slammed into her, knocking her off-balance. Two more hit Rainbow as she tried to right herself. She then had to dodge furiously as more arcs of light swerved towards her. The heartless beast had landed on the platform, and had arched itself, exposing its empty chest to the sky. The flares of light came from the hole, creating a deadly rain.

Rainbow dodged another blast and tried to close in on the heartless creature. The blasts of light, however, came too close and too fast to maneuver. It was all Rainbow could do just to avoid them.

She swatted wildly with the sword, catching the edge of one of the beams of light. It richocheted into a gargoyle, who vanished with a scream of startled pain.

Rainbow couldn't help but grin. She settled herself in one place, and began hitting the beams of light as they came in, working up a rhythm that transformed the twenty-foot radius around her into a sphere of death for the gargoyles. But unless she took time to aim, Rainbow realized, she couldn't hit her real target. She took a deep breath, and readied herself. She took three beams to the back, and her chest was starting to ache, before she saw the right one coming.

She aimed carefully, and when it drew in close, she slammed the blade into it. The light refracted in a glittering arc headed straight for the heartless creature. The light struck its chest just as another beam was emerging. The creature howled, and its chest began to glow ominously. Time seemed to slow down, and Rainbow seeing the beginnings of sparks in the beast's empty heart, turned and started to flee just before it exploded.

Among the light and debris buffeting her, Rainbow felt a burst of tingling warmth through her body, and she thought she heard a voice, just before she lost consciousness.

"Your heart is the greatest weapon of them all..."


Riku landed in an ungainly heap on soft loam. He took a few deep breaths, examining his surroundings to make sure they were real. When he was certain he wasn't dreaming any longer, he let his head drop onto his hooves (noticing with only mild displeasure that he still seemed to be a horse) and let the first tears fall. He cursed, quietly, around the tears, because just because he was overwrought, didn't mean he couldn't also find someone to blame for this mess.

"I'm sorry," he muttered quietly. "Sorry, sorry, sorry, sorry, sorry..."

But the voices of the world-between mocked him in their reply.

"Too late, too late, too late...all your fault!"

"I'm sorry!"


The Terror of the Woods

Friendship is the Key

Chapter 3: The Terror of the Woods

by Appending_fic


Applejack shook her head to clear it. Wherever the cryptic guy had gone, he'd left her in a foggy forest. It smelled oddly familiar, if a little unsettling.

"Hello? Is anypony there?"

There was no reply, although Applejack thought she heard a whispered voice and rustling behind her. She turned, careful not to dislodge her pack, which she hadn't finished tying up when Rainbow's Rainboom had gone off.


There was that sound again, and something about the fog was still bothering Applejack. She weighed the value in staying where she was, and looking for her friends. On one hand, staying still was supposed to be the best advice, but that was when other people might have a better idea what was going on.

After a moment's more thought, she broke into a trot. She walked for about a quarter-hour without seeing anypony else; unfortunately, she also couldn't shake the feeling of being watched.

"I'm getting sick and tired of all this skulk-and-dagger stuff," Applejack finally announced to the forest at large. "If you've got a problem with me, show yourself and we can talk about it like gentleponies."

A soft noise caught her attention. Applejack crouched and listened carefully, and then caught the sound. It was singing. Quiet singing, which limited the possibilities significantly. "Fluttershy?"

The singing stopped, and in a few moments, the shy pink pegasus appeared from around a tree. "Oh, Applejack. I'm glad to see you."

"Did you see anypony else?" Applejack asked.

"No, just some birds," Fluttershy said. "They're a little shy, but I think I got through to them."

"Shy?" Applejack tried to glance around Fluttershy to see what Fluttershy would label as "shy", but couldn't see anything. "I can't imagine any little woodland critter being afraid of you."

"Well, I don't blame them. A whole bunch of strange ponies falling out of the sky. One new arrival is about enough for me," Fluttershy replied. "I could introduce you to them. Come out, my new friends!"

No woodland critters manifested. Applejack coughed. "I think we ought to find the others," Applejack said. "Something about this place gives me the willies."

For some reason, having Fluttershy made finding the others easier. Spike was assisting Twilight with research; Rarity was scouring the forest for something she couldn't explain; and Rainbow Dash was re-enacting some grand battle of her dreams.

"You should have seen it! It was some of my best flying ever!" she declared once they joined her. "Did any of you have awesome dreams while you were out?"

"Awesome?" Applejack demanded. "I think I remember somepony talking really confusing at me."

"I had sort of a scary dream," Fluttershy muttered.

"Oh," Rainbow said, deflating a little. "Well, they can't all be winners. Now, anypony have any idea where we are?"

"If it were night, I could chart our location by the stars," Twilight said.

"I wish I did know," Applejack said. "I can't shake the feeling there's something familiar about this place."

"Oh, that?" Rainbow said, flapping lazily in circles. "It's the weather. It's just like in the Everfree Forest."

"What do you mean?" Rarity asked.

"Nopony's herded those clouds in ages," Rainbow replied. "Scattered all over everywhere."

"Then that might be why those animals were spooked by Fluttershy, if they've never had a pegasus pony trying to help out."

"Then evidence is mounting that we actually did make it to another world," Twilight concluded. "Only the Everfree Forest and Untamed Desert have natural weather."

"That's all well and good," Rarity said, "but you're forgetting one teensy-tiny thing. Has anyone seen Pinkie Pie?"

"Or Riku, for that matter," Spike added.

"No, but they're bound to be around here somewhere," Applejack replied. "Come on, girls, and Spike, we've got a filly to find!"

"I could take you to them."

Fluttershy yelped. The ponies took a series of wild looks around the clearing to find the source of the noise. Spike, however, was the first to find it.

"It's a skunk, and he's loaded!" Spike shouted. Rarity was the first to move, diving behind a tree. The skunk glanced down at his striped form, and then back up at Spike.

"My friends call me Flower," he said evenly.

"Goodness, a talking Skunk!"

"Now I've seen everything," Twilight muttered.

"H...hello, Flower," Fluttershy whispered. "You're very...I'm honored you chose to talk to us. If you could show us where our friends are, we'd appreciate it very much. If it wouldn't make any trouble for you."

"Make trouble?" another voice demanded. "Of course it'll make trouble! Talking to Man-animals like you'll get all of us killed!"

"I don't know, Thumper, they look all right," Flower said. A rabbit shook his way out of a bush, scowling in a manner that was familiar to anypony who'd spent time around Angel.

"Of course they do! Friend Owl told us Man-animals don't know how to be unfriendly - that's why Man keeps them around. Although you don't look like anything I've seen before. What kind of animal are you?" The rabbit stared intently at Fluttershy, who began to fidget in the presence of a woodland critter who could talk back.

"She's a Pegasus pony, and you're making her nervous, so get out of her face!" Rainbow snapped, stalking towards Thumper. "And stop calling us Man-animals; I don't like the way it sounds."

Thumper gave Rainbow a brief, disinterested stare, and then shrugged. Flower, however, seemed to have tensed when Rainbow moved toward him, and only slowly relaxed. He glanced between Rainbow and Thumber, frowning.

"Maybe you shouldn't call them that. If Man had horses with wings on, I think Owl would have told us about it."

"But look at those things on their backs!" Thumper protested. "Those are Man things."

"Scuse me for interrupting," Applejack said. "But you keep talking about this...Man, thing. Would you mind telling us what it is?"

Thumper snorted. "Sure. Pretend you've never heard of them. I'll play along. Man's a...well, it's sort of a creature. Most animals don't see much of Man, because it tends to kill anything that gets within a hundred feet of it."

"K - kill?" Fluttershy whimpered.

Flower padded over to Fluttershy and nudged her leg. "They do, but we know how to stay out of Man's way."

"Man stands on two legs and has three arms," Thumper added. "Its third arm is the one it kills animals with."

"How do you know that?" Flower demanded, perking his head up. "You didn't-"

"I talk to other animals than you," Thumper retorted. "Anyway, if you're sure you're not Man-animals-"

"I've never even seen a Man!" Rainbow snapped. "They sound like the most ridiculous creature I've ever heard of!"

"And we've seen a molting phoenix," Rarity added.

"I guess we can take you to see Bambi."

"And who, pray tell, is Bambi?"

"Bambi's a friend of ours," Flower replied. "His father...knows a lot about the forest."

"If your friends are around, he's bound to know where to find them!"


Rarity trailed after the other ponies. The skunk had taken refuge on Fluttershy's back, while the rabbit had taken an unexpected shine to Rainbow Dash. She was bearing the attention with poor grace, possibly because she still blamed Thumper for calling her a...Man's pet. Which was, of course, gauche.

Also, worrying. Rarity had known they were getting into a serious adventure when leaving, but things were getting very serious very quickly. The rabbit had said Man killed animals; she doubted they would make allowances for unicorns. Plus, there was the worrying prospect of the lost heart from Rarity's dream. From Rainbow's outburst, some of the others had had similar experiences during their time between Equestria and this world. What that meant, Rarity had no idea.

The forest, however, was wearing on her. She wished, briefly and quietly in the space of her own head, that Pinkie Pie was there. She'd at least keep everypony talking.

Eventually, the rabbit led them to a deep thicket, where a young deer colt was sleeping. When they arrived, he stumbled to his feet.

"Flower, what-"

"This is Fluttershy," Flower said. "That's..."

"I'm Rarity. Pleased to meet you. My purple friend over there is Twilight Sparkle. The brightly-colored gentlepony is Rainbow Dash. The orange filly is Applejack. We're trying to find one - two - of our friends, who were traveling with us. So if it's not too much trouble, can you maybe ask your father if any...animal has seen them?" Rarity took a bow, because whether or not Flower had said it, Bambi's father had to be improtant, and you were nice to important people, at least until they proved themselves to be...not...very...nice...people, and you had to throw cake at them.

"Oh." The deer seemed dazed. He glanced at Thumper, who gave him an encouraging nod. "I don't think...we should ask Friend Owl, first."

"What? Asking an owl for help? Have you ever tried asking an owl for help before? It's all 'who?' 'who?' 'who?'! Eventually, you get fed up and just want to slap them!" Every one of the assembled animals was staring at Spike as he completed his rant. He blushed and crouched down.

"That would be lovely, Bambi," Rarity said.

The deer smiled uncertainly at Rarity. "Then just follow me. Friend Owl will know what you need to!"

Bambi broke into an uncertain trot, and Rarity followed. It was a short walk to Friend Owl's tree, but there was already a crowd gathered there.

"It's nothing at all to worry about," the owl was telling the assembled animals. "Everyone ought to know how to avoid Man, so there being Man in the woods should not be a problem."

"Pardon me for interrupting," Rarity said. "I know this must be a very important discussion, but we've lost several of our friends, and we were wondering if you'd met them. One of them is a pink earth pony named Pinkie Pie, and the other is a blue earth pony named Riku. If you could help us find them, we'd be ever so grateful."

The owl blinked at Rarity slowly. "If you don't know where your friends are, there's a very good chance they're dead already. As I was telling the others, Man is in the forest."

"Not only that, they're different this time," a fox said. "I saw one - its skin was black, and its eyes were gold. And its dogs were..." The fox shuddered.

Rainbow leapt into the midst of the animals, sending them scattering. She had her 'determination' stance; Rarity sighed, as it meant somepony was going to go haring off without thinking, and it would be left to the sensible ponies to get everypony out of trouble.

"Don't worry!" she declared. "Rainbow Dash is on the case. I promise that when I'm done, you won't have to be scared of that Man any more!"

The announcement failed to get the reaction Rainbow was likely aiming for, because the owl chortled.

"Not looking that that, you won't. Man'll see you coming from miles away. And that third arm can kill from just as far. If you plan to be safe, I'd get out of the forest as soon as possible. With or without your friends."

There was a flicker in Rainbow's eye. Rarity took a hurried step forward. "We do appreciate your taking time out to give us what you obviously consider very good advice, but I'm afraid leaving our friends behind isn't an option." She smiled politely, and hoped it would be enough to forestall some sort of further outburst.

"Hmph," the owl said. "If they're as foolish as you are, they're not just probably dead - they most likely are. And good riddance; animals that can't take care of themselves-"

Rainbow leapt forward, snarling, and it was only Applejack's quick thinking and a firm bite onto her tail that kept Rainbow from trying to knock the owl from its tree. Nopony, however, was able to restrain Rainbow Dash's mouth. She felt her cheeks flush as the depths of Rainbow's vulgarity as she screamed at Friend Owl. It was, she supposed, noble, in Rainbow's own way, how she found the thought of leaving Pinkie Pie and Riku alone in this forest unbearable. She just wished the pegasus could manage a more cultured expression, sometimes.

Most of the smaller animals fled the clearing when Rainbow Dash had first started shouting, and even the larger ones had retreated to the edge, watching the ponies warily. It didn't take long for Rainbow to wear herself out, but she still had the energy to glare at the owl. The owl, for his part, looked unfazed.

"You can shout as long as you like," the owl said, "but unless your friends were sensible enough to find a good place to hide, you can't do much of anything to help them."

"Well, where is a good place to hide?" Twilight asked. The owl glanced down at Twilight, and made a thoughtful noise.

"That's the first sensible question you've asked," he said. "There are small caverns scattered all over the forest, places where animals can take refuge. But most of them are hard to find. If they'd been looking for shelter quickly, there's a hillock about ten minutes away that would serve them well."

"Then why didn't you say that in the first place?" Rainbow demanded.

"It's not my job to suffer fools," the owl said, fluffing his feathers before smoothing them again.

Rainbow began growling low in her throat; Applejack tightened her jaw-grip on the pegasus' tail, and Rarity, walked around her, nudging Rainbow's head hard with her own.

"Calm down, darling," she said firmly. "Our time would be better served making sure Pinkie Pie and Riku are safe. And besides, sitting around arguing with an owl just isn't seemly."

That was incentive enough to get the girls moving; it took a moment for Rarity to realize that Bambi was following them.

"Are you all right?" Rarity asked.

"Of course I am," Bambi replied. "I just thought you'd want some company for the trip."

"Honey, there are five of us," Rarity said. "Not that I don't appreciate the sentiment-"

"Aw, just leave him alone," Applejack drawled. "We can use all the help we can get, especially from a native."

"I suppose so," Rarity said doubtfully.


"-And then we all learned an important lesson that keeping your feelings bottled up can have TERRible consequences!" Pinkie concluded. She leaned close to Riku. "Does that give you any ideas?"

"None I haven't been having for the past hour," Riku muttered.

He didn't follow the comment with a confession about how his in-between dreams had upset him, so Pinkie Pie concluded he wasn't planning to tell her, so she tried a different angle. "We're really lucky to have you along, Riku. I bet it would have taken us ages to get everything figured out if you hadn't shown up from another world."

Riku gave her a suspicious look, but Pinkie just smiled at him. He seemed to eventually decide she wasn't making fun of him.

"I hated the Islands," Riku said. "I spent years planning to get out of there, go anywhere else."

"By yourself?" Pinkie asked. "That sounds so lonely."

Riku gave Pinkie a sharp look, and hunched in on himself. "Yeah, well, that's how things worked out."

"But now you've got friends, so you don't have to go it alone," Pinkie exclaimed. "You've got me, and Twilight Sparkle and Spike, and Applejack, and Rarity, and Fluttershy, and Rainbow Dash!"

"Rainbow Dash is not my friend," Riku insisted.

"Are you sure? She usually just hits people she doesn't like."

"Whatever. I didn't leave home to make new friends. I just wanted to get somewhere new."

Pinkie sighed. Riku was a tough nut to crack! If only she had help-

"Pinkie Pie? Are you there?"

Pinkie yanked her head up, slamming her skull into Riku's snout on the way there. "Twilight! We're in here!" She turned back to Riku. "Isn't this great? We've found all our friends! This is the best adventure ever!"

Riku just glowered.

"Oh, poor Riku. You'll see how great it is to have friends soon." Pinkie Pie nudged Riku before standing and crossing to the cave entrance. "Hey, girls!"

Applejack trotted in, smiling. A young deer buck trailed behind her. Pinkie gasped.

"Ooh! Who is this?"

"I..." The deer took an uncertain step back. "My name's Bambi."

"Cute!" Pinkie giggled. "Is everyone else with you?"

"Pretty much," Applejack replied. "But we gotta get out of here soon; this old owl told us there's a monster called a Man in the forest."

"Man?" Riku scrambled up. "What do you mean?"

"I don't rightly know; most of the animals have never been near one. But they say Man is really dangerous."

"I agree. We should definitely stay far away from them," Riku said. "In fact, we should get out of here as soon as possible."

"How?" Twilight demanded. "I have a sneaking suspicion we nearly got killed last time."

"And I don't want any more freaky dreams!" Applejack said.

"We can work on that," Riku said, "as long as we don't go anywhere near the Man."

Pinkie narrowed her eyes at the blue pony. "That's mighty suspicious of you, Riku."

"What?" He gave her a wild-eyed look and backed away.

"We're supposed to be on an adventure, so why don't you want to meet the Man? Unless..." He gulped. "You're a fraidey-pony!"

A distant howl echoed in the distance. A full-body shiver swept through Pinkie, but the other ponies save Riku didn't seem concerned.

"None of us want to meet a monster like Man," Applejack said, "but we're going to have to do whatever it takes to get out of here."

"Er, girls?"

"Hey, no one asked me whether I want to meet Man! I bet I could kick its rump as easily as I could kick anypony else's!"

"Ooh! Hoof-tapping and a tail swish. That's new. I think it means-"

"Rainbow, I understand your enthusiasm, but we don't understand the nature of the threat. We should be cautious."

"Screw cautious! Man can come right up here and-"

"Girls, Man's going to be UP IN OUR BUSINESS if we don't start running right now!" Pinkie shouted. The other ponies fell silent, staring at her in shock. "Yeah, I know; 'Pinkie, she's so random'! But I got my twitches, and something big and bad is coming for us right now!"

The other fillies were in shock, but it was Applejack who snapped out of it first. "Okay girls, Riku, Bambi, let's get moving. Bambi, any idea where we can go?"

"To the river," he said. "That's what my..." He trailed off, glancing at his feet. "But I'm going to stay. I'm going to hold them off."

"Bambi, that's very chivalrous, but it won't help us if you get yourself killed."

"Oh, don't worry, Rarity," Pinkie said. "He'll be all right. I mean, he's staying behind to give us time to get somewhere safe. He's going to find an inner well of strength to hold them off and give us a fighting chance. That's how this sort of story works!"


Another howl cut through the air, and Twilight's response was cut off. More than that, the sky was darkening, and it didn't take Pinkie Sense to know that things were getting serious.

"Come on, girls," Pinkie announced, and led her friends from the cave. Riku was prancing nervously, and she just hoped he didn't panic. In short order, Applejack was at the lead as they headed downhill, towards the river.

"Oh, I hope Bambi is all right," Fluttershy said.

"Oh, he'll be fine, like Pinkie Pie said," Rainbow said airily. "A plucky kid like him? He reminds me of me when I was his age. I'm just upset we won't get to kick some Man-tail."

"I wouldn't be so sure that we won't," Twilight said. "Look!"

Pinkie risked a glance back; by the way the others broke into a gallop, they had, too. The creatures following them resembled dogs the same way the sillouette of a chair could resemble a monster. That is, if you took the time to look at them, you could see that they weren't really dogs. Unfortunately, that examination didn't reveal that the dogs were only your imagination playing tricks on you. Beneath the sillouettes was something terrifying.

Pinkie joined her friends in running, but the dog-things seemed to be catching up with them. One of them paused and howled, bringing stranger noises, like voices, from the distance.

"You know, this whole Man thing is starting to seem a little-"

"No time, Applejack!" Twilight snapped.

Pinkie caught sight of the river in the distance, and redoubled the effort she put into running. It seemed to do little good, and when she caught sight of what was on the other side of the river, her heart stuttered and she skidded to a halt.

"Pinkie, what are you-" Twilight ran into Applejack, who had also seen the shadowy form on the far end of the river.

"Ooh, this is bad," Pinkie said. "Do you think that's Man?"

A loud crack cut through the forest; a tree next to Fluttershy chipped under the impact of some unknown force, making her dart behind Rainbow.

"Third arm!" Twilight screamed. "Down!"

The ponies scattered to take refuge behind various parts of the scenery. Pinkie glanced around the side of one, ducking back behind it half-a-second before a piece of metal flashed through the air, missing her nose by an inch. "Hey, guys, guess what? Man has a cannon for a third arm!"


Pinkie didn't have time to respond, because the dogs arrived, leaping into the ponies in an attempt to savage them. One took Applejack's back hooves to the face, and another bit its own tongue off when Rainbow slammed her head into its chin. The girls looked like they had things well in hand, at least until another crack rent the air, and Applejack collapsed onto the forest floor.

"Applejack!" Rarity shouted.

Pinkie could smell the tang of blood. Ooh, this was going bad very quickly. She was going to have to resort to...extreme measures. She crouched, readying herself, and then slipped to the far side of the river, ready for action.

She had planned to leap at her foe, but was distracted for a single interminable moment when she got a good look at it. Its features were dark and demonic, much like the dogs', but underneath was a two-legged bald monkey holding a miniature cannon.

Pinkie stared for far longer than was safe, until she couldn't restrain the laughter any longer. She fell on her back, laughing wildly.

Unfortunately, this drew the Man's attention, and it swung its cannon, its third arm, towards her. There was something vague about its features, something indistinct and, yes, menacing. Something about it niggled at Pinkie's memory, but the need to avoid the cannon made it hard to think quickly.

Thankfully, Pinkie Pie was the master of multitasking! She let her subconscious take care of things like breathing while her conscious took care of dodging bullets and her superconscious went to work at developing GREAT IDEAS. She discarded her first couple of ideas as something work on later, when she had ample time and access to a lathe. Gummy was taking a nap, so she discarded her next twelve ideas. Except - she wasn't looking for plans, she was trying to remember what was familiar about the Man.

He made more voice-like sounds, indistinct but threatening, and it hit Pinkie Pie like a brick to the head. She even had a little bit of a headache. But she knew how to beat the Man.

She leapt in and kicked its cannon from its hands.

The Man made ominous noises, and Pinkie giggled. "You're not even really a real Man, are you?" she asked. "Just the idea of one. Just what the animals are afraid of. Aren't you?" She laughed. "Because no creature could possibly look that silly!" The Man suddenly had a knife in its hand; Pinkie rolled away from it, still giggling. "You're like an earth pony that has to wear clothing just to keep warm!" she guffawed. She rolled aside from a swing the Man made with its knife. "You really ought to just give up!"

The creature was becoming less distinct, and the knife wobbled in its grasp. Pinkie chortled and ducked in, kicking the knife away from the Man.

"Ha! You're defenseless without your little tools!" Pinkie declared.

The Man stepped back. Its vague expression darkened, and claws appeared on its hands.

"You know," Pinkie said, "I've got a song for just this situation. Would you like to hear it?"

The Man shook its head vehemently.

"Too late! When I was a little filly and the sun was going dooooooown..."


An odd sound distracted Riku from trying to bite one of the stupid dogs (wolves?). Luckily, the dogs themselves seemed distracted, too. Riku glanced towards where the Man had been standing. He'd heard a few more gunshots, but this was more worrying.

It was...a band?

"Oh dear Celestia, she isn't-"

"She is," Applejack said, covering her eyes with her hooves.

Rarity turned her gaze away from the neat bow she’d just finished tying in the makeshift bandage around Applejack’s flank, and tutted under her breath.

"I don't think these things are susceptible to musical numbers," Riku said.

"Pinkie Pie has a way of working around things like that," Twilight said.

In unison, the dogs threw back their heads and howled mournfully at the sky. Then one by one, they laid down, curled up, and evaporated into motes of shadow. Pinkie Pie then bounded out from behind a tree.

"I got +50 XP for creative use of cymbals!" she announced.

"How...?" Riku, who'd nearly died three times fighting the stupid rabbit-things on the island, stared at Pinkie. "I..."

Rainbow Dash patted Riku on the shoulder. "It's best if you just let it go," she advised. "Pinkie is..."

"Special," the rest chorused.

"That's all you have to say?" Riku demanded. "She killed a guy with the power of song!"

"She killed a monster," Rarity corrected.

Riku glared at her, wondering if she really believed that, or whether she was justifying. At last, he shrugged. "Fine. Whatever."

"Now that that's settled," Twilight said, "We can start worrying about how to get out of here."

Riku grinned. "Well that's where you're in luck, ladies. I know how to get out of here. All you've got to do is trust me."

"Trust him? To do what? Strut around and try to flirt?" Rainbow demanded. "We don't even know anything about him."

"We're never going to get to know him if we don't trust him first," Applejack said. "Right?"

Rainbow gritted her teeth and glared at Riku. He tried not to antagonize her, but the urge to smirk at her was too hard to resist. She did not, however, try to kick him.

"I'm more concerned about how Riku's planning to do this," Twilight said. "Like I said earlier, traveling between worlds is complicated. I don't even know the spells to do it."

"It's not that hard," Riku said. "Look, every world is connected. There are doors to the paths between worlds everywhere; all it takes is a little concentration to take them."

"What? Leave now?" Rarity asked. "It would be terribly rude. We need to tell Bambi and thank him for his hospitality."

"Oh! Do you think he's all right?" Fluttershy asked.

"Like I said before, he's fine, I'm sure," Rainbow said.

It was the work of only a few minutes to find Bambi; he was crouched behind a rock outcropping near the ponies' hiding places.

"Oh, darling, you're all right!" Rarity crowed. "I'm so glad!" She gave the deer a brief nuzzle that left him bright red. Riku rolled his eyes. He was glad he was beyond that sort of nonsense.

"It was weird," Bambi said. "All of the dogs ran off after you; it was like I wasn't even there."

"Hm..." Pinkie said thoughtfully. "That bodes poorly."

"But what happened with the Man?" Bambi asked. "Did you beat it?"

"Not exactly, Bambs," Pinkie Pie said. "What we fought wasn't really a Man. It was all of your fear of Man put together. But we also learned a big secret about Man. Man just likes making tools. Things like its third arm, they're things Man makes to make life easier. I bet if you tried really hard, you could figure out how to make and use your own tools! And if you get a Man away from its third arm, it's no worse than a wolf!"


"Oh, yeah. They're nothing to worry about, if you go about it the right way." Pinkie winked at Bambi. "But we've got to go. Something big is going down, and we need to be on hand to deal with it!"

"Oh," Bambi said. "That's...then I wish you all good luck!"

"Don't worry! We'll be fine. Come on, Riku, let's see what you can do!"

Riku nodded, and began to concentrate. He remembered how it had felt to have darkness flowing over him, and to see the holes darkness made in a universe. He cast out for one of those holes, and when he found it, he focused, and reached out to take his companions with him.

There was unexpected resistance when he wrapped a tendril around Rainbow Dash, and a weird pain in his chest when he reached Fluttershy. But everything seemed to be going fine. So Riku tugged, and pulled the whole group through the corridors of darkness to the nearest available world.


"We gotta problem, guys!"

"A problem? I find that difficult to believe. We have engineered things so that there will be no complications."

"Yeah, but I saw it with my own two eyes. There's another Keybearer!"

"So? The histories suggest more than one Keybearer causes complications for them, not us. Let the Keybearer fight. She will meet the same fate as that naive child rushing to fight us."

Laughter echoed throughout the chamber.

Friendship is the Key

Chapter 4: The Mean Streets

by Appending_fic


Rarity hit the ground hard; she heard grunts and yelps that told her the others had similarly hard landings. It was dark, so she summoned a small light and looked around. "Is everypony all right?" she asked.

"I don’t think the landing did much more damage," Applejack replied, sounding pained.

"Speak for yourself," Twilight grumbled. "I feel like my flank's covered in bruises."

"Nothing's broken," Pinkie said brightly.

"I feel..." There was a retching sound near ground level, and Rarity winced at the thought of Spike's illness. "Better now!"

"Spike," Twilight groaned.

"Do be a little more gracious, Twilight; he can hardly help it if he has a delicate stomach. I think we're all a little queasy. Right, Rainbow Dash?"

"Urgh, leave me alone," Rainbow moaned. "I'm just going to lay here until the world stops - urk!"

"Rainbow! Oh, would somepony please make sure Fluttershy is all right? I haven't heard a peep out of her."

"Or Riku," Twilight said. Indeed, a scan of their surroundings, a dank alley, showed no sign of the blue earth pony. A pair of beady eyes that probably belonged to a rat, peered back at Rarity. There was a pair of bright yellow heaps near the entrance of the alley, but one was just Fluttershy, and the other one was-

"Oh!" Pinkie declared. "That's a Man!"


The other ponies drew back, except Applejack, whose wound seemed to keep her down, and Rainbow, who only just made a valiant effort to stand. This proved too much for her, as she collapsed back down almost immediately, face green. "Hey, what are you waiting for?" Rainbow demanded. "Get her away from that thing!"

"Right! Come on, girls!" It was the work of a moment to drag Fluttershy away from the man, an endeavor helped by the fact that both Fluttershy and the Man seemed to be unconscious. Rarity nudged the unconscious unicorn worriedly, wishing the healing arts were among her talents. Twilight appeared to be doing the same, as her sorcery didn't appear to be much help, either.

"What's wrong with her?"

Twilight sighed. "I don't know, Rainbow. We're going to need a doctor. It could have been something she ate, or stress-"

"Or something that snake Riku did," Rainbow concluded.

"Rainbow Dash, why are you so intent on distrusting that boy?"

Rainbow tried to glare at Rarity, but when she saw all of the other ponies were giving her disappointed looks, she wilted a little.

"I don't know. Something about him rubs me the wrong way. And he smells...rotten." She glared at her hooves.

"You don't honestly believe that old mare's tale about being able to smell evil, do you?" Rarity demanded.

Rainbow flicked her tail angrily from her still-seated position. "I told you what I was thinking; I'm not going to sit here and argue about it. Come on, let's find a doctor."

"I don't think that's going to be very easy." Spike, crouched at the entrance to the alley, pointed out to the main street, which was just barely visible from where they had dragged Fluttershy. Rarity crept next to him and peered out, gasping at what she saw.

"More of those Man things!" she exclaimed. "And they're everywhere!"


The others had panicked at Rarity's declaration, erupting into hurried arguments. Twilight sighed; she loved her friends, but did they have to be so excitable? "Hey, girls?" They were ignoring her - or couldn't hear her. Twilight took a deep breath, and shouted, "Ladies!"

Everypony stopped at once, staring at her. Twilight smiled brightly at all of them. "Thank you. First of all, if there's Man out there, we should be quiet. And second, there might be a lot of Man out there, but there's one in here. I bet we could reason with him."

"Have you lost your ever-loving mind?" Applejack demanded. "Those things tried to kill us! Not to mention they probably already have Riku."

"They're probably making him into marshmallows! Or Riku-flavored gelatin!"

Twilight rolled her eyes."There's never been a proven case of anypony turning anyone into marshmallows, Pinkie. I'm sure Riku is fine."

The unconscious Man groaned, and everypony screamed.

"Keep it down," the Man growled. He pushed himself up into an awkward seated position and raked a quick look over the dragon and assembled fillies. "What are you all looking at? Pinkie didn't draw on me, did she?"

Twilight refused to believe what she heard, but Applejack, bending her head closer, stared at the Man. Her voice shook when she spoke. "Riku?"


Pinkie gave a dramatic gasp. "Oh no! You've been cursed!"

"Cursed? I'm not cursed, Pinkie." The possibly-Riku scowled at her. "In fact, I feel better than I have in a couple of days."

Better? Twilight had a sinking feeling in her stomach. "Riku, do you normally look like that?"

"What? Like a pony? No. It's a little ridiculous you'd expect someone from another world to actually be a pony like you."

"But you, ah, looked like a pony when we met you," Applejack said.

"Don't ask me how these things work," Riku muttered. "I'm just the one that ended up looking like a five-year-old's birthday party."

Pinkie mouthed a question at Twilight, but she just shrugged. "So do you normally look like...this? Like a..."

"One of those dirty, rotten Man things!" Rainbow shouted.

"Rainbow, remember what Twilight told us!" Rarity hissed.

Riku, however, was looking down at himself. He waggled the fingers on his front legs and grinned.

"No wonder I feel better," he said. "My joints have been bent all wrong for days!" He stretched out his back, and Twilight heard a loud crack. When he settled back down, however, Riku seemed to be aware of the ponies and dragon staring at him. "Yeah?"

"I can't believe you're one of those - those MONSTERS!" Rarity cried.

Riku scrambled back at the unicorn's cry. "What? Look, not all Man - people are like that!" he protested. "I get why people are so scary to animals like Bambi, but...we're not all bad. I mean, people have to eat, too."

Twilight felt a little I'll at the thought of eating meat, but she knew, in theory, that some animals did. Applejack seemed less convinced, however.

"That's all? They're just hungry?"

Riku opened his mouth to answer, and then shut it. He glanced at the wall, studiously avoiding everypony's eyes. "No. Some people hunt For fun."

"But not you," Applejack said slowly.

"Of course not me!" Riku shouted. "And even if so, not now that...well. You girls are ok. It'd feel..." He shrugged, and Pinkie grinned, leaping forward to hug the Man (boy? Twilight couldn't shake the feeling that he was young for a Man), and just managing to bowl both of them over.

"Well, now that that's taken care of-"

"You can explain what you did to Fluttershy!"

Riku's gaze darted to Fluttershy's form, and he paled. "I don't know what happened." He paused and sighed. "Except, maybe she's sensitive. There's a lot of darkness in the Space Between. It took more out of me than I expected, and I went through before."

Hoping to forestall any more accusations from Rainbow, Twilight stepped closer to Riku. "Do you know how to help her?"

Riku frowned. "Not exactly, but if there are people here, we should be able to find a vet - an animal doctor," he explained when the ponies hadn't seemed to recognize the word. "They can look at Applejack, too. But first, we're going to need to find a place to hide you." He dug into a pocket Twilight had originally mistaken for some sort of mating plumage and pulled out a handful of gold orbs. "Let's hope I've got enough for a stable."


It was tense, following Riku through the crowded streets full of humans, wagons pulled by horses, and the ever-present noise of a large city. Applejack, who had left the big city to avoid these sort of crowds, wished she could stick something in her ears, but she was stuck. At least Riku had been able to find a pair of dirty blankets to cover Fluttershy and Rainbow Dash's wings, and Pinkie and Rainbow Dash were able to carry delicate Pegasus pony with minimal difficulty. And Applejack’s wound didn’t seem quite as bad as it had before; Applejack certainle couldn’t carry Fluttershy, and Celestia help her if she had to run, but she could walk. Twilight and Rarity had foregone any traditional disguise and both cloaked their horns in illusion. Applejack however, was beginning to worry. Nopony else had coats or manes quite like the Equestrians - Twilight's and Pinkie's coats in particular stood out. And while Applejack didn't really believe ponies could smell evil, something in the city was putting her on edge. Rainbow seemed just as skittish, which worried Applejack.

It didn't help that they couldn't talk, again to avoid attention. Applejack sent forth a single hopeless wish to Celestia that she could just go back to the Apple family farm.

"Hello, boy." A smooth, cultured voice not unlike Rarity's brought the train of ponies to a stop. A tall, slender Man (female, Applejack though, if Man voices were anything like a pony's) stood in front of them. She wore a fluffy white coat over her shoulders, and her neck and arms were draped in glittering jewels. She was, in short, a creature after Rarity's own heart, if the awed look in her friend's eyes was anything to go by.

"Ma'am," Riku said automatically.

The woman peered over Riku's shoulders at the ponies. Her eyes passed over Applejack and Pinkie without much interest, and her nose wrinkled at Twilight. She gave Rainbow Dash a thoughtful look, but when her eyes lit on Rarity, they sparkled. "Oh, my! What is that gorgeous creature?"

Riku turned a blank stare onto Rarity. "She's a pony."

The woman's eyes narrowed, but she then smiled broadly at Riku. "A pony? Possibly. But she is as to a normal pony as a Rembrandt is to the cartoons in the newspaper!"

Rarity practically preened at the attention. But Applejack was still uneasy. She tried, unsuccessfully, to catch Rarity's eye.

The woman walk around Rarity, examining her with a keen eye. Rarity shifted and posed to show off her best side at every moment. "Such a fantastic creature!" the woman said. "How much do you want for her?"

Rarity's had bolted up, her eyes wide. Applejack could see the others' shock, as well, but Riku took the comment in stride. "She's not mine to sell, ma'am."

"Oh come, now," the woman cajoled. "I'll give you a good price, enough to smooth over any hurt feelings, and a little extra for you. How does that sound?"

Rarity was trying to give Riku a furious glare, but he wasn't paying attention to her. He was keeping his gaze on the woman. "Sorry."

"Honestly! Look, I'll give you a hundred pounds. Two hundred!" When Riku shook his head, the woman gritted her teeth. "Look, lad, I can see you're a shrewd bargainer. So we can skip all this silly negotiating, and I'll pay you five hundred pounds for this one...pony. You couldn't ask for a better price."

"Don't worry. I could," Riku replied. "Come along, girls."

He walked around the woman, leading the ponies behind. Once they had passed, Applejack risked a glance backwards, and what she saw chilled her. The woman watched Riku and the Equestrians with a look of such hate it almost hurt. Applejack shivered until she couldn't see the woman in white anymore.

Riku sighed, relieved, when they reached a stable where, with a bit of negotiating, he got the fillies a set of stalls for a few days.

"That ought to be enough," he explained to them once he asked to be left alone to groom the ponies.

Rarity was in no mood for idle chatter, however. She was practically fuming. "Did you hear that woman, trying to buy me like one would a sofa?"

"Well, that's what you are, here," Riku said. "Pets. Property."


"Yes," Riku said. "So you're going to have to pretend to be mine as long as we're here. Now I've got to find a vet for Fluttershy. You could probably use a check-up too, Rainbow. I'll be back as soon as I can."

Once he was gone, Rainbow growled and kicked her stall door. "Nopony tells Rainbow Dash what to do," she declared.

"You do look a little peaked, dear." Rarity refused to quail under Rainbow's glare. "You do."

"I'm more worried about the way that woman looked at Rarity," Applejack said. "It was a nasty look."

"It was piercing," Pinkie declared. "Like she was looking into Rarity's soul!"

"Well, not quite that drastic," Applejack said. "But remember Riku said unicorns are mythical here. You don't think she saw Unity's horn, do you?"

"She didn't look at me that way," Twilight said. Everyone turned to look at her.

"I do hate to say this, Twilight, but she seemed to be a woman of taste, and, unicorn or no, you are a little...garish."

"I am not! Am I?"

"I'm afraid you friend is right. Cruella only cares about how she looks, and I don't think she's ever touched anything with as much color as a purple unicorn." A pale woman with pitch-black hair stepped into the stable area. She smiled apologetically at the ponies. "I'm sorry for eavesdropping, but I knew when I saw you that you'd need help dealing with Cruella."

 "Cruella? That sounds ominous."

"I know," the young woman agreed. "To be honest, I don't think it's her real name. Either that, or her parents had a cruel sense of humor."

"It's nice of you to come by and warn us about Cruella or whatever," Rainbow said, "but who are you?"

The woman frowned slightly. "You're very suspicious."

Rainbow leaned over the edge of the stall, glaring at the woman. "I. Am looking out for my ponies here. So you can just spit it out or take a hike."

The young woman's frown faded. She smiled at Rainbow. "Such loyalty is to be admired. I'm a friend of Fluttershy's. I saw her, too. Is she all right?"

Rainbow opened her mouth, probably to demand some sort of proof, but Applejack wanted to moves things along. Besides, the woman had Fluttershy's gentle face, and that was good enough for her. "A friend of ours was helping us travel from another world, and it knocked poor Fluttershy out."

"Between...?" The woman's face contorted before her eyes flew wide. "You didn't! Oh, no wonder she's ill!" She took a step towards Fluttershy's stall, then back to the entrance. "Oh, I've got to find Aurora; she knows about things like this."

"Wait! What are you talking about?" Twilight's question was in vain, however, as the unnamed woman was gone.

Applejack dropped her head wearily on the stall door. "Well, that was unhelpful."

"Not exactly," Rainbow said. "We learned this really is Riku's fault, so when he comes back, we can whoop him for hurting Fluttershy!"


Riku and the mysterious woman had both been gone about fifteen minutes when Rainbow Dash abruptly dropped down under the walls of her stall and whispered, “Down!”

Twilight followed suit only momentarily before Pinkie and the others. “What’s going on?” she asked.

“Hsst!” Rainbow shushed. A moment later, Twilight realized what Rainbow Dash had heard - voices.

Two faint voices, growing louder by the moment, signaled the arrival of two people - probably males, but Twilight wasn’t making any assumptions.

“I don’t know how I feel about all this magic stuff, Jaspar.”

“What do you mean?”

“Well, a little bit of robbery - that’s normal in the life of a man stuck in unenviable circumstances. Everybody’s got a little theft to beg forgiveness for on their deathbed. But magic - consorting with the devil-”

“You know what the Mistress would say if you heard her talking about her friend like that?”

“So? She’s not going to find out, unless she can listen with a rat’s ears, Horace.”

The two voices broke into laughter. It was not happy laughter; Twilight shivered. “Well, the way I see it, Jaspar, we’re not consorting with dark powers. We didn’t do any magic. And it’s not like we’re using dark magic on any good Christian. Just ponies.”

Twilight gave Rarity a look, and when the other unicorn nodded, they both began to build up the magic they’d need to fight back against whatever Horace and Jaspar had with them.

“So the way I figure, we’re keeping Mistress’ friend from using dark magic on ordinary people. That’s barely a sin, if it isn’t a genuine good work.”


“All right, you remember what the Mistress said?”

“Yeah, yeah. Go for the pretty one.”

Twilight exchanged a desperate glance with Applejack. She wouldn’t dare judge which one of her friends was prettiest, but given Cruella’s reaction, she knew what they were after. Rainbow Dash was pawing at the ground; Twilight gave her an approving nod.

She turned towards the entrance to their part of the stables, ready to attack when Cruella’s goons showed up.

A glass globe arced through the door and crashed into the floor. Green, sickly-looking mist curled up from the shards, weaving their way through the air. Twilight, who had expected to deal with the two men, let loose a useless binding spell while Rarity released her hold on an illusion that wouldn’t do anything to stop the smoke.

“Quick, hold your breath!” Twilight commanded, even though she wasn’t certain it would do any good at all. Still, it felt good to do something, even as her vision began to swim and her mind fuzzed. She wished, for a desperate moment, that the goons would go after Rainbow. Rarity might be able to protect herself, but Rainbow Dash would make someone like Cruella wish she’d never messed with a creature that could kick like a pony could.

But it was Rainbow’s voice that woke Twilight some time later, high and panicky in a way that made Twilight’s heart twist. Of course, it was normally hard to tell, given that she didn’t like attention, but Fluttershy was very pretty, and not likely to fight back even if she were feeling well.

“Is she still here?” Twilight demanded, bolting up from the hay. Rainbow gave Twilight a brief glance, and then poked her head back over the edge of her stall.

“Yes, but I can’t tell if she’s still breathing!” she snapped. “I can’t maneuver in here, and I can’t open these latches-”

“Right.” Twilight focused, opening her own stall and then Rainbow’s; the pegasus pony bolted free and slammed into the door of Fluttershy’s stall. “Hold on!” Twilight chided. “Give me a moment-”

“Twi? What time’s it?”

“Wake up, Spike; we need to check on Fluttershy.” Twilight opened the stall door, leaving Rainbow Dash to stumble in and lean in close to Fluttershy’s still form. Rainbow almost collapsed in relief.

“She’s breathing,” she whispered.

“Good. Spike, check on everypony else,” Twilight ordered. “Okay, give her some space, Rainbow. I really hope that girl gets back with Aurora soon.”

Rainbow moved jerkily away from Fluttershy, as if still recovering from whatever had sent them all to sleep. But it was clear she was shaken to be powerless in the face of whatever had happened to Fluttershy. Twilight sincerely hoped the young woman got back with Aurora before Riku returned, because if Rainbow didn’t calm down, she was probably going to do something drastic.

“Twilight!” Spike’s shout cut through her musings. “Rarity isn’t here.”

Twilight let her eyes close briefly. Of course, she’d expected that. But it was still a blow. She comforted herself with the knowledge that once they’d seen to Fluttershy, they could rescue Rarity. But right now, she couldn’t worry about more than one person at a time.

There was a flurry of movement at the door; Applejack, attempting in vain to kick something, dropped her hooves heavily and nearly losing her balance when the dark-haired girl arrived with a taller woman, blond and dressed in loose skirts.

“Oh, dear,” the blonde said. “It looks like Cruella’s been and gone. Snow, see if you can get ahold of Pongo or one of the messengers for the Twilight Bark. I’ll see to these ladies.”

“Aurora, I presume?” Twilight asked.

“Yes,” the young woman said. She glanced at Applejack, frowning. “And is this your ill friend?”

Twilight shook her head. “She’s over here. Applejack could use some help, too. But some men took-”

“Snow is looking out for them,” Aurora said. “But it’ll take some time. I thought I could help your friend, first.”

“Of course. Rainbow Dash, can you help Aurora here?”

The pegasus poked her head from over the stalls, and brightened at the sight of the woman. “You’re going to help Fluttershy, right?”

“I don’t have much experience with pegasi,” Aurora said. “But I hope I’ll be good enough.” She rubbed her hands together and took a careful look at Applejack. “First things first, though.” She rested a hand on Applejack’s flank, and a moment later, a flash of green accompanied by the scent of mint filled the stable.

Applejack started and took several steps away from Aurora before glancing down at her bandage. “It doesn’t hurt a bit!”

“That’s sort of the idea,” Aurora said. “It should be fine, but I wouldn’t let yourself get shot again.”

Rainbow inserted herself between Aurora and Applejack, propping herself up to meet to blonde’s eyes. “Can you do the same thing for Fluttershy?”

Aurora shook her head. “It’s going to take a little more care and time, and...well, let’s take a look.”


Rarity woke slowly, surrounded by foul-smelling hay. She didn’t even want to think too hard about it, or she might have a breakdown. She glanced around, taking in the dilapidated barn, the dank wood, and the cage surrounding dozens of young dalmations.

This...was not ideal.

Rarity climbed unsteadily to her feet and tested the beams of the stable around her. They seemed sturdy enough. Applejack or Rainbow Dash might be able to break them, but she didn’t stand a chance.

So she glanced over at the dalmations.

“Pardon me,” she said. “I don’t suppose you would be able to tell me where we are.”

“This is Hell Hall,” one of the puppies said.

“Oh, my. That doesn’t sound the least bit pleasant.”

“Um...Miss?” one of the puppies asked. “We were just wondering.”


“Are you a...unicorn?”

“Of course I am! I should think the horn gave it away.” The puppies began muttering amongst themselves. “I’m sorry. Did I say something wrong?”

“No,” one of the puppies (it was infuriating; try as she might, Rarity couldn’t tell them apart) said. “Only, you seem very nice.”

“Oh, thank you. But I still don’t see-”

“Hss!” half a dozen puppies whispered in unison.


“Cruella’s coming!”

The barn doors slammed open to reveal Cruella, dressed in a fashionable, tight-fitting blouse and slacks. The furry coat she’d been wearing earlier was draped over the ensemble. She appeared to have abandoned her jewelry for a tape measure, pins, and the other props of the fashion world. Rarity’s heart warmed with cautious optimism. Two men, one lanky and the other squat, trailed after her.

“Oh, where is my beautiful new - oh!” Cruella paused in front of Rarity’s cage, face a mask of ecstasy at the sight of the unicorn. “Do you see that, Jasper? Horace?”

“It sure is a pretty horse,” the fat one said.

Cruella sighed. “Of course you’d think that. You have no romance in your soul. Well, come along, anyway. We’ve got measurements to make.” She stepped into Rarity’s cage, and the two goons took their positions at the door. “Come here, pretty pony,” Cruella crooned. Rarity took a step closer to Cruella, who ran a light hand down her flank. “Yes, yes, I can see it coming together.” Cruella pulled out a thick marker and made several sketchy lines along Rarity’s coat. Rarity tried to shy away, but Cruella pressed a firm palm against her haunch. “Calm down; it’ll wash off,” Cruella said smoothly. “Otherwise, what would be the point?”

Rarity calmed, although she wondered how truthful Cruella was being. She listened to the woman’s distracted muttering as she drew lines along Rarity’s coat. It sounded familiar, but also strange. After about a quarter-hour, Cruella nodded to her lackeys and stepped back.

“I think this was a very productive evening,” she announced. “Well, I hope you enjoyed yourself, pretty pony. I’ll collect you tomorrow. Ta! Come along, Horace, Jasper.”

Once she was gone, the puppies crowded closer to Rarity’s cage.

“Why didn’t you kick her?” one asked.

“If she’d gotten me that close to her, I’d have bitten her!” another insisted.

“You have no imagination,” another said. “I’d have taken her nose and scratched her face, and then...I’d have ruined her coat!”

The assembled puppies made a collective impressed noise, and Rarity rolled her eyes at their immaturity.

“I know you must by upset to be here, but you’re pets. I’ve been told this is how things work around here. She’s keeping you and she’s taking care of you; I don’t know what you have to complain about.”

The puppies fell completely silent, and Rarity, feeling slightly uncomfortable, actually looked at them. They were all looking at her with wide, sad eyes.

“You mean you don’t know?” one asked.

“Know what?” Rarity demanded.

The puppies glanced at each other; this took quite some time, as they seemed to all be trying to trade glances with every other one. Once it became clear they weren’t going to be giving her an explanation anytime soon, Rarity trotted over to where a trough of water had been set up for her. It was inelegant, but it did give her an opportunity to examine herself. She was bedraggled, and looked tired, and generally awful. She was going to need a day at the spa soon. After she got home, of course.

Rarity caught sight of her marked flank in the water, and, frowning, examined it. The marks were odd. She’d assumed Cruella was taking notes about some sort of outfit she was making for Rarity, but the marks didn’t make sense. She couldn’t see what sort of dress the woman would be planning. She squinted, trying to piece together the marks, but it didn’t come together until she saw a mark that looked like the pattern for a sleeve.

And then something that had been bothering Rarity from the moment she’d seen Cruella came into focus. She hadn’t been able to identify what sort of fabric the woman’s outerwear had been made out of.

Rarity wasn’t looking at notes for a dress Cruella was making for her. The woman had been taking notes on Rarity like Rarity would take notes on blank fabric.

“She’s going to make me into a coat?”


“Rainbow, I would appreciate it if you would step back.”

Rainbow Dash took a step away from Aurora, and then immediately stepped around to peer over her other shoulder. “Is Fluttershy going to be all right?”

“I’m not certain,” Aurora said. “You said you were sent to sleep by some sort of enchantment?”

“Yeah, but she was out before that,” Rainbow said. “Riku took us from that weird forest to here, and Fluttershy was unconscious when she arrived.”

“What weird forest?” Aurora asked.

Rainbow glanced at Twilight for help, but it was Pinkie Pie who leapt into an explanation.

“There were all sorts of scary shadows and Twilight and Fluttershy saw stars going out, so Princess Luna sent us to find out what was going on except we couldn’t go where shadows could get in so I came up with a brilliant plan, only after we got to the forest no one wanted to use the same way to get out so Riku told us he knew how to travel from one world to another without rainbow magic, so he did this thing where all sorts of shadows went WHOOSH and-”

“He brought her here with shadow magic?” Aurora asked.

Pinkie glanced at Twilight, who nodded mutely.

Aurora rose to her feet and turned away from Fluttershy. “Oh.”

“What? What did he do to her?”

“There’s no way he could have known...but it was still a very foolish thing to do,” Aurora murmured.

“What’s wrong with her?” Rainbow demanded.

Aurora bent her head. “Most intelligent can survive in the void between worlds for...a time...with very few ill effects. Some...have no natural resistance against the forces that hold sway there. If he didn’t know to shield her specifically...” She looked up and met Rainbow’s eyes. “Then her heart could be lost.”

The words were like being struck in the chest. Rainbow could see the others drooping or gasping at the news. Except... “Could. You said could. What can we do to help?”

“Well, if it was bad enough she was at risk of being lost, she might have found a way to seek refuge,” Aurora said. “If that were true, her heart would compress into a crystal sphere an inch or two across. At that point, you’d have to scour the universe for something the size of a marble. Of course, hearts can seek refuge in anything close to them. I’ve heard stories of people seeking refuge in the hearts of their loved ones, or in items they had a special connection to.”

Twilight shot Rainbow a sharp look. “Do you think she brought it?” she asked.

“Brought what?” Rainbow asked.

“The Element of Kindness!” Twilight snapped, running to where Riku had dumped their gear when he’d dropped the ponies at the stable. Objects began flying from the packs as Twilight examined and discarded the better portion of Fluttershy’s belongings. “The Elements were reformed through the strength of our spirits; if that doesn’t mean they have a special connection to us, I’ll burn down the library.”

“You have an artifact bonded to Fluttershy’s heart?” Aurora asked incredulously.

“Yes!” Twilight crowed, the butterfly-shaped necklace floating above her head.

“What are you?” Aurora asked.

“Ponies!” Pinkie Pie declared.

The young human gave Pinkie a long look before smiling. “Of course. How foolish of me to ask. Give that to me, and I’ll see what I can do.” She took the Element of Kindness from Twilight and bent close to Fluttershy. Rainbow took a step closer to her, took a hesitant step back, and then shot Twilight a hopeless look. Twilight shrugged.

“Come on, Rainbow, and settle down,” Applejack commanded. “You’ll just get in the way. Aurora’ll tell us the moment Fluttershy’s all right.”

“Plus I can rest up for when that stupid boy comes back,” Rainbow said, crossing the stable to settle next to Applejack, one eye still on Aurora’s work.

“I think you ought to give him a little slack, Rainbow,” Applejack said. “Aurora said he didn’t know what he was doing.”

“Plus, I don’t think Fluttershy would like to hear you beat up Riku,” Twilight said.

“When did the lot of you get so sissy?” Rainbow demanded. “I wasn’t going to hit him. Probably. Unless he sassed me. In any case, he’s taking an awfully long time to find a vet.”

There was a distant slam, dislodging a rat from underneath a pile of crates, and then Riku burst into the room. “You won’t believe who I ran into at the vet’s!” There was another slam and Snow appeared behind him, eyes wild.

“Aurora, it’s worse than we - what are you doing here?” The dark-haired woman pointed at Riku accusingly.

“That’s Riku,” Twilight said carefully. “He’s our friend.”

“He’s practically steeped in darkness!” Snow snapped. “I bet he bleeds black.”

“Not everyone has our advantages, Snow,” Aurora said, rising to her feet. “The human...ahem...sentient heart contains light and darkness together. We should not judge those who bear darkness in their hearts, even if it seems overwhelming at times. And this child has carried these ponies across the void to this world. I believe he even accepted most of the backlash to protect this young one from the worst of the darkness.”

“What?” Rainbow demanded. She’d spent close to an hour convinced Riku had nearly killed Fluttershy. “You said he didn’t protect her from the darkness!”

“I said that he took a very dangerous risk,” Aurora said. “And that Fluttershy could have died because of it. But the damage isn’t nearly as bad as it could have been, and I can see that it is because of Riku.”

“He’s going to end up poorly,” Snow insisted. “But we don’t have time for this. I know what we thought, Aurora, but I took a glimpse at - I saw her. Cruella’s already talking to designers.”

“You’re one to talk about risking playing with dark magic,” Aurora said. “But - damn! Damn! Damn! Damn! She is the most hateful, cruelest, most selfish creature imaginable!”

“What’s wrong?” Twilight asked carefully.

Aurora glanced at Snow and took a deep breath. “It’s obvious Cruella saw Rarity for what she is-”

“Hey, I’ve read books!” Riku snapped. “People with impure hearts aren’t supposed to be able to see unicorns for what they are.”

“Cruella De Ville’s heart is as pure as onyx, black to its very center,” Snow said. “Besides, she has an eye for beautiful things, no matter how well they’re hidden.”

“She’s a fashion fiend,” Aurora said.

“Well, then I can’t imagine how Rarity’d get into trouble around her. She loves fashion,” Applejack said.

Snow muttered something Rainbow didn’t catch; from their looks, the other ponies hadn’t heard, either. “Pardon?” Twilight asked.

“Look, did you meet Cruella?” Aurora asked. There were nods all around. “Good. She was wearing a coat. Did you happen to see what it was made of?”

“It was a mink stole,” Riku said disconsolately.


Aurora and Snow produced a store of cash with which they rented a truck in which they’d been able to cram the five ponies and baby dragon before taking off towards Hell Hall, Cruella’s ancestral home. Applejack huddled in the back of the truck, trying to keep Fluttershy from hurting herself. Aurora had insisted Fluttershy would be fine given time, but how much time she couldn’t say.

That left only one thing to be worried about: Rarity. Applejack shuddered at the thought of that woman wearing Rarity’s skin. Even Pinkie Pie seemed subdued, only occasionally making jokes about horror movies. Applejack cracked an ankle carefully; on Fluttershy’s other side, Rainbow Dash gave her a determined look. At least they were on the same page; when they found Cruella, they were going to pound the living daylights out of her.

Applejack sighed. This adventure was turning into something much more serious than she’d thought. Maybe they just hadn’t known enough about it before setting off. When she’d heard those women talking about light and darkness, she’d realized how ignorant they were about what they were dealing with.

The truck abruptly halted with a deafening screech.

“What’s going on up there?” Applejack shouted.

“Get out!” Snow screamed back. The ponies struggled out of the truck while Applejack and Rainbow Dash tried to work out how to keep the still-unconscious Fluttershy safe. In the end, they draped her over Applejack’s back again, and Rainbow kept close to help her keep balance. A half-circle of huge rats were gathered around the back of the truck. Rainbow swore. A moment later, Riku, Snow and Aurora rounded the back of the truck, and Aurora gave what had to be the Man equivalent of Rainbow’s curse.

“Heartless,” Snow muttered.

“Well, we knew it’d happen sooner or later,” Aurora replied. “Ok, girls, don’t let them touch you. Don’t let them take you down. If it comes down to a choice between death and them, know the Reaper’s been known to be kind to some souls.”

“What are you going to do?” Rainbow demanded.

“We can fight a manner of speaking,” Aurora said. It’s more important you find your friend.”

“You’re going to have to find a woman named Belle,” Snow said. The rats were edging closer to the ponies and humans. “She’s hiding in a library. She’ll be able to explain things better than we can.”

“Now!” Aurora shouted, and for a moment, Applejack’s vision went white. She was still seeing spots when the light faded, but the rats, the ‘Heartless’, were mostly writhing in pain. “Run!” Aurora shouted, and Applejack needed no more prompting. Rainbow grabbed the scruff of Riku’s shirt and dumped him onto her back as they started moving, and then the four ponies were running. It didn’t take long for the rats to revive, but most of them moved in on the two women by the truck. Unfortunately, a small band broke off to follow the ponies.

Rainbow suddenly pulled even with Pinkie and nudged Riku onto the earth pony’s back before slowing, dropping behind her friends. Applejack glanced back at her wildly. “Rainbow!”

“Don’t worry! I can handle them!” Rainbow shouted. “Go after Rarity!”

Applejack considered going back, but only for a moment. Rainbow Dash was right. They had to get to Rarity, and if anypony could take care of those monsters, Rainbow could. But as the minutes passed, and there was still no sign of Rainbow Dash, Applejack began to worry. Pinkie, however, was the first to express it.

“Do you think she’s all right?” she asked, slowing marginally. “Those rats looked nasty.”

“I’m sure if anypony could handle them, it’d be Rainbow Dash,” Applejack said confidently.

“But what if nopony can?” Twilight asked. The three running ponies considered that thought together for a few moments. Riku shifted on Pinkie’s back, but he didn’t offer any encouragement or bad news.

“We’re going to have to trust Rainbow Dash knows what she’s doing,” Applejack decided. “And if she doesn’t...she did it to help Rarity and Fluttershy, and we got to respect that.”

“Oh,” Pinkie said quietly. They ran in silence for a few more moments.

“Applejack’s right. We’re just going to have to hope for the best,” Twilight said. “Now, come on. Let’s save Rarity.”

It took only a few more minutes before the imposing shape of Hell Hall emerged from the woods surrounding it. Applejack gritted her teeth and sped up, still careful to keep from dislodging Fluttershy. Her care seemed to be for naught, however, as Fluttershy’s weight shifted, nearly sending Applejack to the ground.


Twilight glanced back at Applejack, and her eyes widened. “Fluttershy!”

Applejack stopped in her tracks, and Fluttershy tumbled from her back with a squeak. She slowed her descent with her wings, but still landed in an ungainly heap on the forest floor.

She made another startled noise, but settled when she caught sight of Twilight and Pinkie in front of her. “Where are we?” she asked. “Did we get out of the forest?”

“Only to end back in another,” Applejack said. Fluttershy yelped, but smiled when she saw her friend behind her. “You were plum tuckered out after Riku led us out. We let you rest up for a bit, but things are a little...”

“A nasty mean woman ponynapped Rarity and Rainbow Dash is off fighting rats so that we can mount a daring rescue before it’s too late!” Pinkie declared.

“Ponynapped?” Fluttershy asked. “And what happened to Rainbow Dash?”

“I wish we could explain, Fluttershy,” Twilight said, “but we don’t have a lot of time, and we need to get to Rarity quickly.”

“Oh. Then I’ll stay out of the way.”

“Oh, no. We’re going to need everypony with us,” Applejack said. “This Cruella’s a nasty piece of work, no joke.”

Fluttershy’s fale paled. “I’m not sure-”

“Suck it up, Flutter,” Riku said curtly. “We’re going to need all the help we can get in there. Don’t worry. If she tries anything I’ll break her arm.”

Fluttershy stared at Riku for a moment before darting back behind Applejack with a faint squeak. “Who’s he?” she demanded, albeit in a hushed voice. “He looks like-”

Applejack glanced at the young human for a moment before shaking her head. “Turns out Riku’s one of those Man things - a nice one, believe it or not.”

Fluttershy responded by cautiously raising her head over the side of Applejack’s flank. When Riku waved at her, she ducked down behind her friend again. “Are you sure?” she asked weakly. “He doesn’t look nearly as nice as Riku did.”

“Oh, don’t be silly, Fluttershy!” Pinkie said. “Ponies are just about the nicest creatures in the world, so of course he’d look nicer as one. But look, I bet he’s more friendly when he smiles!” She grabbed either side of Riku’s mouth and tugged it up into a grin.

He waved her off, glaring. “Come on; we don’t have time to fool around. And you don’t to worry, Fluttershy. Really.” He gave her a more genuine smile than the Pinkie-induced one.

“Oh. Well, I wouldn’t want you to hurt her,” Fluttershy replied. “But...if it means that much to you, I’ll go.” She straightened, momentarily, her eyes grim and determined. “For Rarity.”


Rarity glowered at Cruella, crouched in the furthest corner of her cage as she could get from the woman.

“Come here, my little pony,” the woman crooned. “You’re such a sweet little creature. And so pretty. You know, girl, I have the most exquisite outfits in the whole world. People look at me and say, Cruella may be a nasty...well, they use some very unkind words. But they cannot deny I am well-dressed. The problem, little pony, is that anyone with enough money can get clothing just as fashionable as mine. I am always looking to live on the cutting-edge of fashion, to find something truly unique. And when I saw you, little pony, I realized: what could possibly be more unique than a unicorn-coat coat?”

“And what about those puppies?” Rarity snapped. “Dessert?”

Cruella’s eyebrows raised a full three inches, but other than that, she retained the poise of a cultured po...woman. “That was almost rude,” she said evenly.

“I should think if there is a situation in which rudeness may be allowed, it is when conversing with a woman who wants to skin you for the sake of fashion!”

“But fashion requires sacrifice,” Cruella said. “Every piece of clothing I commission calls to mind how nothing is free, how something must be taken for everything gained.”

“Oh please! I can do things with cotton and silk that put to shame even my hide!”

“That may be, but I just don’t feel well-dressed in something that hasn’t had someone’s blood, sweat and tears put into it,” Cruella said.

Rarity felt her heart flutter and stomach twist. “You’re sick,” she declared.

“With my money, one is never sick; one is, at best, eccentric,” Cruella said. “After all, I can crucify anyone who speaks ill of me. Not literally, of course, or I’d be some sort of monster!”

Rarity wanted to back away from Cruella, but she was already as far away from the woman as she could get. Her skin crawled, instead. Cruella took a step closer, grinning maniacally. Rarity wondered if she was going to skin Rarity with her bare hands. It wouldn’t be out of place.

“Step away from the unicorn!” Hope flared in Rarity’s chest, warmth almost dispelling her overwhelming terror. Pinkie Pie stood at the entrance to the barn, posed in a dramatic, heroic manner, chest stuck out and head held high.

Cruella glanced up at Pinkie and laughed, and that sound made Rarity’s blood freeze. “How adorable! A quartet of ponies here to fight me?”

“Yeah, we’re here to fight unless you let our friend go!” Applejack’s voice had the edge to it that meant she was ready to knock heads if she had to. Normally, Rarity found such unrefined behavior embarrassing. But looking a gift pony in the mouth when it was threatening to bite woman holding you captive was unseemly.

“Oh, you poor dears. You came here under the misapprehension that I am just a cruel, hateful woman with a penchant for haute couture. In fact, I am a member of an elite sisterhood, one that transcends the bounds of space! And if there’s one thing sisters do, it’s share...”

She let out a single, high-pitched whistle.

“What in tarnation-?”


“Fluttershy, those are just-”

“They got Rainbow Dash!”

A moment later, Fluttershy, Applejack, Pinkie, and Twilight bolted into the barn and slammed the door shut behind them. Riku was holding tightly onto Pinkie’s mane, but Rainbow Dash was, in fact, nowhere to be seen. Rarity shivered. Who or what had gotten her?

“If you want to tangle, come on if you think you can take me!” Cruella howled. So Pinkie Pie threw Gummy at her.

Rarity had learned not to question how Pinkie did what she did, but it was still with some confusion that she watched the little alligator snap its jaws around Cruella’s right hand. Cruella screamed and yanked Gummy off with a slurp and trail of saliva. He immediately snapped at her wrist, eliciting another yell and grab. Cruella held the alligator up to her eye level, opened her mouth, and then he bit her head.

Twilight caught Rarity’s eye and jerked her horn towards the now-open cage. Rarity grinned and nodded, and slipped free while Cruella struggled with Pinkie’s pet. Rarity had just reached Applejack when Cruella ripped Gummy away, and, holding him at arm’s length, screamed, “I’m going to make you into a handbag!”

The gasp was quiet enough that Rarity wasn’t entirely certain she’d heard it, but then Pinkie went rigid and her eyes began to twitch irregularly. She exchanged glances with Applejack and edged away from Fluttershy, who almost looked frozen in place, unless you were close enough to see her legs, her body, every muscle quaking.

Cruella wasn’t even paying attention. “It won’t be a very good handbag, mind you, but I’ll get plenty of satisfaction knowing you had to die to make it,” she announced to Gummy, who blinked innocently up at her.

A strange noise began growing in the background. Rarity wondered if whatever had driven the other ponies inside had broke through. Applejack, however, grabbed Rarity’s mane in her teeth and dragged Rarity unceremoniously away, and, catching sight of Fluttershy, Rarity realized what she was hearing and why it made her uneasy.

Fluttershy was growling.

“You MONSTER!” the little pegasus shouted. Cruella stopped mid-rant, staring at Fluttershy.

“I beg pardon?”

Fluttershy charged at Cruella, and it must have been just as shocking for her as it was for Rarity, because Cruella didn’t even try to dodge until Fluttershy was close enough she could have kicked the woman. Her nose was a mere inch from Cruella’s.

“You’re a vicious, hateful monster, and I hope...” At this, Fluttershy’s inherently gentle nature must have warred with the momentum she’d built up, because she paused, her face wrenching up in anguish. “I hope someday you realize what a terrible person you are!”

Rarity winced. It wouldn’t have been harsh words from anyone else, but Fluttershy...Cruella didn’t seem to see the gravity of Fluttershy’s pronouncement. The woman instead threw her head back and laughed.

“Oh, child, do you think that’s the worst thing anyone’s ever said to me? I’ll admit, it is a novelty being insulted by a pony, but hardly crushing to the ego.” She smiled at Fluttershy, lips thin and humorless. “But I can’t have people making that sort of comment without consequence. I imagine those wings would make a lovely-”

Rarity never found out just what sort of fashion Cruella felt would be appropriate to transform Fluttershy into. Applejack hit the woman in the side, one apple-bucking kick slamming the woman sideways and into the puppies’ cage. The whole thing rattled ominously, and Cruella slumped to the ground.

Fluttershy froze, staring at the unmoving woman for a horrified second. “Oh no, I didn’t mean...”

“Maybe not, Sugarcube, but it needed doing,” Applejack said, trotting to Fluttershy’s side to nudge her affectionately. “None of use would let her hurt you; you’ve got to know that. And...I know it’s not in your nature to be glad to see somepony suffer, but I reckon every creature’ll be a little happier knowing she ain’t out there looking for them.”

“That’s a terrible thing to say about someone,” Cruella growled, causing Fluttershy to yelp and Applejack to jump between the pegasus and the woman. Cruella slowly struggled up from her reclining position, using the metal of the cage as a support. “Downright discouraging.”

“Well, nopony would say it about you if you didn’t...make...handbags out of people!” Fluttershy was shivering, but she was standing steadily and glaring at Cruella. Cruella laughed.

“I’ve done worse, you know. Coats and scarves are more common. And then there’s Mr. Mittens, my cat.”

Fluttershy gasped. “You didn’t!”

“Yes, I made him into a hat,” Cruella said, and giggled. “It’s a shame, really. I could have had so much fun with all of you, but subduing you seems to be more trouble than it’s worth.” The wall behind Rarity erupted into a rain of splinters, and huge, black-furred rats with glowing gold eyes ran into the room.

She yelped and began stomping, trying to avoid letting them touch her, and around her, heard, the other ponies doing the same.

“STOP!” Fluttershy wail froze the action around them once more, but this time, when Rarity looked her way, Fluttershy had a far more familiar expression on her face: the Stare. “You aren’t going to hurt anypony, do you understand? And you! I see you trying to bother those poor puppies; leave them alone! Going to make them into coats, I don’t even...hey! Have I made myself clear?”

The few moments had been enough to let hundreds of dark rats into the barn through a dozen holes, and all of them, eyes fixed on Fluttershy, nodded as one. She was still shaking, though, and Rarity wondered how much the Stare really took out of her.

“Good. Now, go on,” she said, and the rats erupted back into movement.

“Oh no you don’t!” Cruella snapped. “I am in control here! You are going to stay here and wreak some havoc, or you’ll see some of the tricks I learned from the fairies!”

Fluttershy cringed, but Rarity could see the steel in her stance; her hooves were planted heavily in the dirt, and she was staring fixedly at the woman in furs.

“You shouldn’t treat them like that,” she whispered.

Rarity was certain Cruella wouldn’t be able to hear Fluttershy, but the woman turned to the pegasus and grinned nastily.

“Why? They don’t have hearts. There’s nothing left in them but fear and pain - it takes the threat of it to keep them obedient. Watch! Now!” The rats rose as one, watching Cruella with their beady gold eyes. “Kill,” she commanded.

The rats leapt into movement. Rarity reared back in a panic, trying to keep her balance among the rats, but she landed easily, the space around her clearing. She glanced up uncertainly, and saw that the rats weren’t attacking the ponies, or the puppies. They were running at Cruella.

“No! Leave her alone!” Fluttershy was shouting over the squeaking of the rats, but she didn’t have the concentration or the energy to maintain the Stare, and perhaps they had their own score to settle with Cruella. The woman screamed and batted at the rats, but there were too many of them to hold off for long. Those unable to get at Cruella bit and clawed at the closest rats; soon, the place where Cruella had been standing was a mass of writhing, biting rats, and then Rarity couldn’t watch any more.

It took a minute before Rarity looked back. There didn’t appear to be any rats left; there was only a small scrap of fur and single shoe to mark where Cruella had been standing. Rarity crept forward slowly. She paused when she reached the point, and stared at what was left of Cruella. In the background, she thought she heard a whimper from Fluttershy, but something caught Rarity’s eye. It looked like the remnants of a bracelet, a delicate platinum ring that had been crushed, leaving intact only a small, sunrise-colored bead. Unwilling to touch anything, Rarity levitated the bead to her eye level and studied it. There was something familiar about it, something she couldn’t place.

She sighed and turned, stowing the bead in one of the saddlebags the girls had brought with them. She could worry about it later; right now, Fluttershy and those puppies were what mattered.

“I think we should leave,” Rarity said firmly.

Fluttershy was huddled up in a corner, but she nodded weakly at Rarity’s words. The other three ponies, circled around her protectively, looked worried, and Applejack shot a worried look at the barn door, now riddled with holes.

“What about Rainbow?” she asked.

“We’ll wait. I suppose we need to figure out what to do with these puppies.”

“Call Animal Control,” Riku said. “They’ll pick them up and try to find their owners.”

“Good. Applejack, you go with him. We’ll...stay here with Fluttershy.”

Rarity joined the others next to Fluttershy, whose gaze was fixed on Cruella’s shoe with a sort of morbid obsessiveness that couldn’t possibly be good for her.

“Look away, darling.”


“You didn’t do this, Fluttershy,” Rarity said. “She chose to try to control those creatures, and found the price was too high to bear.” She let out a shuddering sigh. “We saw you. We know you were just trying to protect everypony. And that sort of cruelty - she was bound for a bad end.”

Fluttershy gave Rarity a drawn-out, wide-eyed look, and then buried her face in the unicorn’s flank, great sobs wracking her frame. Rarity wrapped her front legs around Fluttershy and murmured comforting nonsense. The others joined in, and for a moment, everything was relatively calm.

“Gangway!” Something hit the far side of the door, sending Fluttershy, on edge even in the best of situations, bolting towards the puppies. When Rainbow Dash poked her head around the hole-ridden door, instead of some new threat, Fluttershy and Pinkie Pie together launched themselves at her.


“You’re all right! I was so worried about you!”

Rainbow flushed at the relieved attention when both fillies nuzzled her, but in a moment had her composure back, and kicked at the dirt, giving the others a cocky grin. “You were worried? I told you, I had it all in hoof. Now where’s that slimy creep who nabbed Rarity?”

Rarity pointed her hoof at the small pile of clothes, and Rainbow Dash gulped.

“You didn’t do this, did you?”

“Please!” Rarity said harshly. “She simply dabbled in things too dangerous for her own good. Honestly, insisting that a lady would actually...” She trailed off, giving Fluttershy a careful glance, but Fluttershy seemed, against all odds, to be holding up.

“Hey,” Riku pushed through the door, Applejack trotting behind him. “There should be someone here to get those dogs in an hour or two. I suggest we be long gone by then. I don’t want to answer any hard questions.”

“And how do you think we’re getting out of here?” Twilight asked. “We don’t have any reliable means of transportation-”

“We’ve got me,” Riku said.

“What? Oh, no! You nearly killed Fluttershy when you did that last time!”

“We need to get out of here,” Riku said, “and I think if we all work at it, we can shield her from most of it.”

“And what’s the hurry?” Rainbow demanded.

Riku glanced at Applejack, who hadn’t spoke due to a sheaf of papers held in her mouth. She dropped them; Twilight caught them with her magic automatically, and began scanning them.

“These are letters,” she said.

“Cruella mentioned a sisterhood that transcended space, and I reckon that’s who these people are,” Applejack said.

“Grimhilde, Tremene, Maleficent...” Twilight shivered. “I don’t like the sound of them.”

“They’re our only leads, though,” Rarity said. She spared a thought to glance at Applejack. “What made you look for these, anyway?”

“We were in her office, anyway, and...there’s something else I’m looking for,” Applejack said. “But Riku’s right; we need to get out of here and see if we can stop these people from hurting anypony else.”

Twilight nodded. “All right. Everypony in a circle...”

Rarity offered the puppies a wan smile. They didn’t seem particularly upset; most of them were staring at where Cruella had been with a sort of unholy glee. They were children, though, and entitled to be happy that a monster had been dealt with. She waved, and received some happy tail wags in return.

And then she had to concentrate on putting her whole being into shielding Fluttershy from the darkness between worlds...


“Did anyone see what that pegasus did?”

“With my spare eyes? In case you hadn’t noticed, those damnable girls pulled quite a trick out of their hats.”

“They must have known we were watching.”

“I think the more important question is: do the others know about it?”

“Assuredly not. Aurora and Snow had...unique advantages when it comes to knowing about magic. But I think there are more important matters at hand. Cruella thought it was well enough to become like the Heartless. That in itself, as we saw, gives no power in commanding them. It takes an iron will, iron control, to command them. I trust you understand?”

There were sounds of agreement.

“Good. Now perhaps we can take a look at the other troublemakers...”


Treacherous Sands

Friendship is the Key

Chapter 5: Treacherous Sands

by Appending_fic


It was hot. Almost unbearably so; Fluttershy tried to raise her wings over her head to shield herself from the sun, but they were numb. She shivered and curled up in a ball rather than think too hard on it, and her thoughts drifted to Cruella, and her last panicked expression-

“Hey, you all right, Fluttershy?”

Fluttershy glanced up at Applejack’s question, meeting instead of Applejack’s familiar freckled face, she saw...

Well, it was freckled. But it was also pink. Ish. The creature’s face was flat and framed by blond hair pulled and tied back.

Fluttershy shrank back away from the intruder, yelping. “I...”

“What’s the matter with you, Fluttershy? You look a little-” The creature yanked back. “Aigh!”

A chorus of screams suggested that some of the other fillies had made other unfortunate discoveries. Fluttershy scrambled to her feet, an endeavor made harder by the way the ground, gritty sand piled with little else underhoof, shifted under her hooves, which ached like a fresh burn. She squinted in the direction of the others, but the glare of the sun nearly blinded her.

“Is...everypony all right?”

“I think so,” Twilight replied. “Under the circumstances, this is probably perfectly natural.”

Fluttershy raised a hoof to get a more shaded look at the others. Her leg moved oddly, and it wasn’t until she saw the other ponies that she realized what had happened.

They were shaped like Man, more like Cruella than Riku, at least in overall shape. Twilight’s skin looked like it might have already been baked in the sun bearing down on them; she was slender but somewhat gangly as she bent her arms different ways to examine the strange limbs. Applejack’s hair looked odd contrasting with the freckles on her pink cheeks, but the taut sturdiness of her limbs made it clearer she was, in fact, Applejack. Rarity, smaller than both of the others, had truly pale skin, and was shifting uncomfortably on the sand as she rummaged through her pack. Pinkie Pie was still pink, but the shade was much more subdued, and coupled with her rounded figure, made her look a little like a bunch of party balloons. Her hair retained its original shade and shape, which would have been evidence enough that it was really Pinkie, if she hadn’t already started to absent-mindedly push sand together in an attempt to build something. Rainbow Dash had her arms folded, and was glaring at the world in general. Her limbs were limber, as a flightpony’s were wont to be, and her skin dusky and slightly weathered. Her hair bore her mane’s usual shock of color, and even her posture made it clear she was Rainbow Dash. Rainbow glared down at Spike, who had, against all odds, retained his own shape, and then let her gaze drift to Fluttershy.

“Can you give Riku a kick for me?” she asked. “I have a sneaking suspicion this is his fault.”

Riku was sprawled at Fluttershy’s feet; he looked peaceful, arms and legs akimbo while he breathed easily. Fluttershy looked at him, and then back up at Rainbow Dash.

“I don’t think he’d like that,” she said.

“Well wake him up, anyway,” Twilight said. “We need to get out of the sun quickly. Climates of the Whole World says that you shouldn’t be without shelter in a desert during the daytime.”

Fluttershy glanced down at Riku again. She wasn’t entirely certain she wanted to wake him; his casual sprawl suggested a deeper weariness than he’d let on. Still, if Twilight was right, it would be for his own good. She reached out and cautiously tapped Riku’s foot with her front hoof. He didn’t move.

“I think he’s asleep,” she offered.

“Of course he’s - all right, out of the way, this looks like a job for a Rainbow Dash Special!”

“Or a Pinkie Pie Pounce!” Pinkie cried, launching herself at Riku. She landed in the center of his stomach, sending Riku’s middle six inches deep into the sand. He awoke with a pained shout. He stared at the person crouched on him, eyes crossing as he tried to focus on her.

“Who the hell are you?”

“It’s me, Pinkie Pie, silly!” Pinkie declared, throwing her...arms around Riku.

“Pinkie?” Riku pushed her off of him onto the sane and sat up, gaze drifting over the other women and Spike. He then carefully raised a hand over his eyes. “I’m really glad to see you girls, but could you put on some clothes?”

Rarity, who had located a parasol now clutched in both hands, frowned at Riku. “This really isn’t the environment for high fashion, darling. Besides, I don’t have anything that’d fit!”

“I think you could do it with a few alterations,” Fluttershy said. “It wouldn’t be quite up to your normal work, but it would look nice enough.” She shrank away from the others when they all looked at her. “What’s wrong?”

“Since when are you on Riku’s side?” Rainbow demanded.

Fluttershy glanced between the glaring rainbow-haired woman and Riku, who was still sitting on the sand, eyes resolutely closed. She let her gaze drop downward, hair shielding her from Rainbow’s challenging stare.

“I’m not...I just thought Riku might know more about being...looking like a Man,” Fluttershy whispered.

“Everyone in that last world was wearing clothes,” Twilight agreed.

“He said they eat meat, too. I bet some of them eat pony,” Rainbow Dash said darkly. “So do you want to do that, too, miss ‘let’s do what Man does’?”

“N-no,” Fluttershy whispered. “I’m sorry.” That seemed to settle Down Rainbow Dash, who looked away from Fluttershy, face still wrinkled.

“It’s not your fault.” She glared at Riku before folding her arms, awkwardly, over her mammaries. “And I really hope I’m not expected to do any stunt flying with these things. The drag alone...”

Pinkie poked Riku’s shoulder inquisitively. “Why are you covering your eyes?” she asked.

“Because you’re naked,” he said. “If Selphie knew I was looking at a bunch of naked girls, I’d never have an opportunity to appreciate it again.”

Fluttershy yelped and scooted away from RIku, and Rainbow started laughing. Rarity shot her a disdainful glare, but Rainbow Dash didn’t seem to notice or care, as she slipped back to earth and was rolling on her back, guffawing as she did so.

“Rainbow,” Rarity chided.

“Oh, come on, Rarity,” Rainbow replied, undaunted, “He thinks we’re going to hit him for seeing us without any clothes on! I haven’t worn a stitch of clothing since I met him!”

Rarity sighed. “I suppose it does have a certain...humor to it,” she said. “But if it is the custom, it might be best to do our best to blend in.” She glanced at Fluttershy, adding, “within reason, of course.” Rarity looked at her pack, her shoulders drooping as she contemplated it. “Spike, I’m going to need your claws.”

With Spike’s help, Rarity quickly reduced a number of fancy outfits into serviceable loose dresses for the Equestrians. They weren’t particularly attractive; Rarity gave Fluttershy an apologetic smile when she handed over a tan and grey shift that draped over Fluttershy awkwardly. Fluttershy just shrugged and smiled to show Rarity there weren’t any hard feelings. Once everypony (every person? Fluttershy hoped Riku knew how to talk around Man, because the thought of speaking herself left her knees wobbly) was dressed, Rainbow Dash tapped his shoulder.

"You can open your eyes," she said. "No ponies without clothes on to be frightened of."

"I wasn't-" he started, but abruptly shook his head and dropped it. Fluttershy gave Rainbow a stern look; Rainbow shrugged, her flat Man face wrinkling after a moment of concentration. Her left ear wiggled, and she scowled.

"Geez, I can barely move my ears. How do you manage?" she demanded of Riku.

Riku gave her a blank look. "I have no idea what you're talking about."

"Hmph. Man," Rainbow scoffed. She took a step forward and launched herself off the ground, fell back onto the sand and rolled a few feet down a dune before coming to a stop. Everypony stared at her silence until Pinkie burst into laughter.

"Dashie, you don't have wings!" she giggled.

"Yeah, yeah. Laugh it up. It could have happened to anypony," Rainbow retorted.

Fluttershy didn't laugh, and she did reach down to help Rainbow Dash up, but she couldn't keep from smiling. Even if she was embarrassed, Rainbow Dash falling was a little funny. Fluttershy did pat Rainbow's shoulder to show she wasn't really making fun of her friend. Rainbow Dash was smiling, though, so it must be all right.

"If everypony is quite finished making fools of themselves," Rarity interjected, "we might want to take Twilight's advice and find shelter before we all die of heat exhaustion."

"How?" Rainbow demanded. "I don't see anything that looks like shelter. I mean, if I could fly, I could check out the lay of the land, find us some sweet digs."


Nopony gave Fluttershy any attention, so she tried again. "I might have an idea. It's not very good, and I'm sorry, Twilight, if it's troublesome for you, but if nopony has any other ideas, we might try it."

Nopony offered any suggestion. Twilight then smiled at Fluttershy. "We might as well hear what your idea is."

"i thought you might be able to make Rainbow Dash wings so she could find shelter."

Twilight grinned at Fluttershy. "That's a great idea!"

"Wait a minute," Rainbow said, sidling back to put Fluttershy between her and the others. "You aren't talking about that fairy wing spell, are you?"

"Of course we are," Twilight said. "It's the only flying spell I know."

Rainbow glowered at Twilight from around Fluttershy's shoulder. "Then get some other filly to do it. I'm not going to float around on wings made out of gossamer - it's embarrassing!"

"Well, have it your way," Rarity replied. "You might as well cast it on Fluttershy, Twilight. Rainbow Dash can walk until we figure out how to get back to normal."

"Wait, you don't know how to fix this?" Rainbow demanded.

"If I did, I already would have! Transformation magic is just very advanced."

Rainbow folded her arms and glared - whether at Twilight specifically, Fluttershy couldn't tell. She may very well have been glaring at the world. "Fine," Rainbow declared at last. "If we've only got one flyer, it ought to be me. But ladies? Nopony hears about this. Ever."


Rainbow drifted slowly above the sands, gossamer wings flapping behind her. She was beginning to wonder if she'd move faster walking, even though she knew her altitude was more important that her speed. Still, it was almost painful to move this slow. Even when she talked Fluttershy into a flight, Rainbow would speed ahead and wing her way back just to make sure the quieter filly hadn't gotten distracted by some cute animal.

In fact, Rainbow Dash couldn't remember ever flying this slowly before when unhurt.

She paused in her flight, scanning the horizon. Still nothing. She sighed, and briefly considered breaking out her new trick. She'd find shelter for the others in no time...

Catching sight of the edges of one of her wings, Rainbow abandoned that thought. Rarity's wings had fallen apart in sunlight; she didn't like too think about how delicate these appendages were. And that was Rainbow's other concerns about the wings. Sure they were embarrassing, but Rainbow would have put up with a lot worse if the wings were fast.

(She resolutely ignored the part of her that was amazed at the rainbows cast on the sand by her passing. Totally not worth it.)

Instead, she was practically a sitting duck; if something attacked her in the air, she'd be helpless.

Moreso because this stupid body didn't have proper hooves, or claws, or jaws strong enough to do any real damage. She only hoped it could take a hit, because that was all Rainbow would have to rely on.

Rainbow flapped a little harder, hoping her wings would survive getting a little closer to the sun. Her back started to heat up a little, but Rainbow took it as a good sign that she didn't immediately plummet to her death. Still, if she didn't find somewhere they could rest soon, falling would be the least of her worries.

At her new altitude, Rainbow thought she saw something; hovering, she considered whether it was wiser to get closer or higher to find it.

After a moment of thought, she scoffed. Nothing said she couldn't do both! So, climbing steadily, Rainbow flew in the dire toon of the setting sun, where she thought she'd seen something shelter-like. Rainbow almost crowed when a minute of flight, warming her back significantly as she climbed, brought into view the top of a rounded tower. Sure, it was further away than they'd like, but it was civilization. And maybe they'd have a library so Twilught could figure out how to get Rainbow back her real wings, instead of these sissy fairy-ma-jigs.

A scent like burning paper caught Rainbow's attention; she sniffed carefully, trying to find the direction it was coming from, but it seemed to be all around her. It couldn't be the desert itself; in the hour or so she'd been traveling, Rainbow had gotten used to the baked smell of the sand below. That left-

"Oh, cajones," Rainbow growled. Behind her, the wings evaporated, and Rainbow, held up by nothing but blind hope, plummeted.

She tucked in her arms and started rolling; when she hit the ground, the sand absorbed some of the impact, and Rainbow rolled for a few tense seconds, absorbing the rest of the force. She climbed to her feet, a little dizzy, but not too dazed to forget to pump her arms over her head in triumph. "That, fillies and gentle colts, is how Rainbow Dash rolls," she announced to the empty waste.

When nopony appeared to cheer her, Rainbow let her arms drop. She looked up at the sun, drifting entirely too slowly towards the horizon, and sighed. She knew it was going to be a long walk back to the other.

"This is not how Rainbow Dash rolls," she grumbled as she started trudging over the sand dune she'd rolled down.

Just behind that dune was another twice its height; Rainbow took ten minutes to climb over it. The problem, she realized, as she rolled down that dune to find yet another looming over her, was that the sand looked deceptively flat from the air. A walk she'd expected to take an hour at most looked like it would take all day. And she was parched. As noble as it had sounded at the time, Rainbow wished she hadn't told Twilight to save her magic to make water for the others. Now that she was trapped under the sun's punishing light, Rainbow could barely swallow, her throat felt so dry.

The urge to flop onto the sand until nightfall seemed overwhelming; when she rolled down the next dune, Rainbow just rested there for a moment, pretending it was just a warm summer's day and she was sprawled on a sunny tree branch. She could almost feel the gentle breeze that always ruffled the trees around Ponyville.

Rainbow yawned and stretched out further. Maybe later she'd go to the Sugar Cube Corner for some iced tea. Pinkie Pie was always willing to share on hot days like this.

A wrong note registered in those thoughts, but Rainbow found she was too comfortable to care. She rolled over and snuggled into the branch. Somewhere nearby, somepony was making a racket. Probably Scootaloo and her friends.

"-keep her cool! And Goofy, get the canteens!"

Something blocked out the sun, and the breeze intensified. "Hey, stop it," Rainbow muttered. "I just got warm..."

A splash of water hit Rainbow's right foreleg. That was it, she thought, and bolted up. She was going to give whoever was bothering her a piece of her mind! Sitting up, however, turned out to be a bad idea. Her head swam, and the tree suddenly felt much grittier under her flank, which felt like it was shaped weird. Somepony had dropped a coat (and one that hadn't been washed often) on her head. And she could feel a couple of ponies standing around her.

"All right, what's the big idea?" she demanded. Or tried to. Her words slurred and jumbled, and the effort to speak made her stomach roll. And then something cold dropped on her back legs.

Rainbow yelped and launched herself off the tree branch. Halfway through the jump, she panicked, realizing she couldn't feel her wings, which was embarrassing as it was dangerous; Rainbow's wings hadn't fallen asleep since she was a tiny filly!

Rainbow executed a Weather Patrol-standard recovery, rolling to lessen her momentum. Something, hover, was wrong. She didn't seem to be falling, just rolling around in...dirt?

It seemed the only thing that had gone right was that the jacket had fallen off of Rainbow's head. She could see the sun blazing high above and baking her skin, and much of the past few days came back to her. Of course her wings weren't working; she was shaped like a Man. But that didn't explain those people annoying her. She twisted and caught sight of a round, open Man face, one centered with bright blue eyes and framed with wild brown hair that wouldn't have looked out of place on a member of the Weathet Patrol returning from hurricane duty. His eyes were wide, and the way he was bent over Rainbow made h think of Fluttershy tending to a sick animal.

"Who are you?" she demanded.

The Man grinned. "I'm Sora! That's Goofy over there, and this is Donald!"

Rainbow looked around cautiously; she felt that moving her head too fast might end with her losing the last meal she'd had. Next to Sora was a tall creature that looked sort of like a dog that walked on two legs. It was wearing loose yellow trousers and a green shirt. She decided it was 'Goofy', because it certainly looked the part. Standing a ways off, next to a wide depression in the sand, was a duck. It wore a long blue shirt covered in buttons, and had a long rod topped with three interlocking spheres pointed at Rainbow.

Rainbow bared her teeth. So that's how it was. She might not be able to fly, but she was still Ponyville's best fighter.

"You'll never take me alive!" she shouted, trying to jump at the duck. As before, Rainbow had overestimated her capabilities, because a wave of dizziness sent her sprawling onto the sand. "All right. What did you do to me?"

"You've got heat stroke," Sora said. "You should get back under the coat and let Donald keep you cool. And Goofy?"

"Right here, Sora," the dog-thing said. Sora handed Ranbow a cloth pouch. She stared at it, trying to figure out exactly what Sora's angle was.

"Ma'am? You really ought to drink something," Sora said. "I don't know how long you've been out here, but you don't look well at all."

"Yeah," the duck agreed, "you look cooked!"

Rainbow found a spout on the pouch, and sipped carefully at it; the unfamiliar shape of her mouth causing her to spill more than half of what she drank. “Sorry,” she muttered, handing the pouch back to Sora. He was watching her, eyes wide in something - concern or fascination, Rainbow didn’t know. Donald handed Rainbow a cloth-wrapped bundle that was cold and just beginning to grow damp. She stared at it.

“You should stick that under your arms...or legs,” Sora sad, “to keep cool.”

Rainbow wished she had the energy to glare at Sora, because this was possibly the most ridiculous thing anypony other than Pinkie Pie had ever said to her. She instead stuck her tongue out at him. Sora’s brow wrinkled. He sighed and turned to Donald.

“Can you give her a quick cure?” Sora asked. “It can’t hurt, and she still seems a little dazed.”

“All right,” the duck agreed, and pointed its stick at Rainbow. She opened her mouth to protest, and then a cool, mint-scented light swept over her. The worst of her dizziness passed, and with it, Rainbow found herself able to think a little clearer. She remembered crashing and trying to make her way back to the others, and deciding to take a nap. She berated herself for letting her guard down; if Sora and his friends hadn’t shown up, she could have died, and then what would have happened to her friends?

Rainbow set Donald’s package on the sand and wrapped her legs around it. It did seem to cool her a little, so she looked to Sora, who seemed to be in charge of the outfit.

“Where’d you come from?” she asked. “Cause me and my friends got a little lost and we were trying to find shelter.”

“Good luck,” Donald snorted.

“We just got here,” Sora said. “It’s just chance we found we.”

“Well, as grateful as I am,” Rainbow said, pushing herself to her feet, “I gotta get back to my friends.”

“You can’t do that!” Sora said. “You nearly died out there!”

“So I’m not leaving them out in the sun to roast, too,” Rainbow said. She wavered on her feet, but turned, slowly, away from the sun, and took a step forward. “You see?” She gave Sora a grin. “You patched me up fine.”

Sora jumped and grabbed Rainbow’s arm, tugging her back. “You’re not going out there!” he insisted. “You’re not supposed to exert yourself when you’re suffering from heat stroke.”

“I’ll be fine.”

“No you won’t!”

“You want me to leave my friends out there?” Rainbow demanded. “Because I’ll take all three of you if you’re going to try to make me.” She looked down at her front legs and, awkwardly, clenched her digits closed. That looked more like a weapon, she decided. Ready to fight, she looked back up at Sora, who was unarmed. “Come on!” she snapped. “Either fight me or let me go!”

Goofy bent down next to Sora, a hand on his shoulder. “I think we’re going to have to go with her,” he said.

“Ha!” Rainbow snapped. “Just try and keep up! And no more dawdling!”


An hour passed before anyone other than Fluttershy started worrying. Rarity had sacrificed more material for pavillions to keep the sun off of them, while Twilight had managed to conjure enough water to hold them for the day. So Applejack, Rarity, Pinkie, and Spike had taken the opportunity to rest. Fluttershy had likely had enough sleep in the last world, because she paced nervously under the tent’s roof, glancing frequently at the sky.

Riku had slumped over almost immediately after taking refuge under the tent. Twilight watched him, remembering Aurora’s words. The void between worlds was dangerous. He’d pulled them through it twice, now, and it seemed to be pulling something out of him.

Plus, he seemed to understand something about what was going on. The story of Nightmare Moon had told him something about what was going on, even while she was still confused. The pieces of the puzzle, though few, had a worrying shape. She vowed to take an opportunity to visit the first library they came to civilization, and see what she could discover about the void, and the creatures Cruella had nominally commanded.

It was at this point that a distant cry drew Twilight’s attention skyward. A tiny figure hovered high in the air. Twilight scowled; she’d warned Rainbow Dash not to fly too high, and even without that warning, she knew Rainbow remembered what had happened to Rarity.

A moment of examination revealed that the figure wasn’t Rainbow Dash, but rather a large bird circling the desert some distance away. Twilight stared at it for several moments. She didn’t recognize the creature, so she turned to Fluttershy, whose eyes were riveted to the bird.

“Fluttershy, do you know what that bird is?”

“...Maybe,” Fluttershy whispered.

Twilight glanced at Fluttershy, noticing that the other...young woman, had locked her hands together, twisting them absent-mindedly.

“Fluttershy, what’s wrong?”

“It’s just...Rainbow Dash has been gone a very long time. And that’s a...” Fluttershy gulped. “Vulture.”

“Oh.” Twilight stared at the circling bird. “I’m sure Rainbow’s all right.”

Fluttershy looked briefly at Twilight, ducking her head behind her hair. “If you say so.”

She didn’t sound convinced, so Twilight wrapped an arm around Fluttershy’s shoulder and pulled her close. “Fluttershy, don’t worry. Rainbow Dash has faced things a lot worse than this, and she never gives up. She’ll be fine. Frankly, I feel sorry for any vulture that tries to eat her.”

A giggle escaped Fluttershy’s mouth. “That’s...not very nice, Twilight.” She was silent for a moment. “Poor vulture,” she added.

“She’ll be fine, Fluttershy,” Twilight repeated.

Fluttershy didn’t reply, but pressed closer to Twilight, as if trying to shield herself from the rest of the world. Eyes pinned to the sky, Fluttershy stayed huddled next to Twilight as the sun drooped, each fraction of an inch marking another agonizing minute in which Rainbow Dash was still gone.

The sun was just touching the horizon when Pinkie Pie stirred. She clambered her way over the other sleeping people to drape her arms over Fluttershy and Twilight. “What’s up, girls?”

Fluttershy sighed.

“Rainbow Dash is still gone,” Twilight replied.

“Oh,” Pinkie said, drooping momentarily. “But there hasn’t been any bad news, has there?”

“I don’t think there’s any way we could get bad news out here,” Twilight said.

“Well, there you go! She must be fine,” Pinkie concluded.

“I hope so,” Twilight murmured.

Pinkie didn’t move; Twilight didn’t move her, because she was sure the proximity was comforting to Fluttershy. The sun sank further, and the others were still sleeping. The daytime heat dissipated rapidly, and Twilight pressed slightly closer into the warm bodies next to her. They were going to have to plan for the night, or, if Rainbow Dash reappeared, get moving so they could find shelter by daybreak.

Something moved on the sand. Pinkie gasped.

“What is it?” Twilight demanded.

“Ducks!” Pinkie shouted. She pushed her way through Twilight and Fluttershy and ran, stumbling all the way, out beyond their camp. Twilight struggled after her, ready to shout a warning that would almost certainly go unheeded. The words tangled up when she saw what Pinkie was running to. A duck, or something like it, stood on the top of a nearby dune. It shouted something behind it a moment before Pinkie hit him with a full-power tackle. The duck yelped and full down the far side of the dune, taking it and Pinkie Pie from view.

“Calm down! That’s not a Heartless! It’s Pinkie Pie!”

Twilight was frozen for only a second at the sound of that voice. She heard a squeak behind her, and then she herself was climbing the dune, heart surging.

“It attacked me!”

“It looked more like a hug to me. I always like a hug as a greeting. Hello, miss.”

Twilight crested the dune to see the duck-thing sitting up and glaring at Pinkie Pie, who was smiling cheerfully at it and its companions, a two-legged dog, another Man, and...Rainbow Dash, lacking wings but otherwise looking none the worse for wear. Scrambling from behind Twilight suggested Fluttershy, at least, was catching up.

“You’re okay.” The statement, lacking the sort of enthusiasm, say, Pinkie Pie would have put into it, nevertheless cut through the silence and earned a brilliant grin from Rainbow.

“Yeah, I’m great,” she said. At a frown from the dog and Man, she flushed and ducked her head. “Sort of. Sora here kept me from dying of thirst out there and helped me back.”

“Then we owe you our thanks, Sora,” Twilight said. She bowed her head. “Rainbow Dash was supposed to be scouting. If we’d lost her, I don’t know what we’d have done.”

Sora reached up, scratching the back of his head as he grinned, cheeks reddening. “Don’t worry about it. I couldn’t let Dash get separated from her friends.” He glanced at the duck, who while still glaring, made no apparent comment. “And speaking of that...I’ve been looking for some of my friends. We got separated when the Heartless attacked our island. Have you met either of them? Their names are Kairi and Riku.”

“That pain’s your friend?” Rainbow blurted out.

Twilight sighed and rubbed her forehead, a soothing gesture that gave the Man form at least one advantage over pony shapes. But Rainbow’s thoughtless comment didn’t seem to upset Sora particularly, or at least, the prospect of a reunion seemed to excite him more than the insult to his friend.

“Are you talking about Riku? Have you seen him?”

Rainbow shrugged. “Unless he was eaten by a giant sand worm in the past couple of hours, he’s still at camp.”

“Still asleep, actually.” The remaining Equestrians, including Spike trailing Rarity, had appeared. Applejack met Sora’s relieved smile with a brief grin of her own. “Plum tuckered out, I think. He really took what Aurora said to heart, and I think it wore him out more than he was willing to admit.”

“But he’s here? Riku’s here?” Sora demanded.

Applejack nodded. “Course. But first things first...who’re you?”

Introductions were quick, although Sora spent a long moment staring at Spike when introduced to the dragon, as if he’d never seen one before. It seemed weird, given Sora’s traveling companions, although Twilight allowed that the duck and dog might be native to Sora’s home. Still, as soon as introductions were finished, Sora sprinted over the dune and towards camp.


Sora hit the tent at top speed, eliciting a pained cry from within. Twilight sighed and began trudging down the dune. She supposed traveling with adolescents had its complications, but somepony was going to get hurt before long, and who would be expected to clean up the mess?

“-you to stay off me, Pinkie!”

Twilight winced, but by the time she reached the tent, Sora was talking nearly as fast as Pinkie.

“-we fought a giant monster made out of cards or streamers or something, and then I met this guy who was raised by gorillas and we fought these evil chameleon things, plus I learned magic!”

“That’s great,” Riku said dully.

Sora shook him by the arm. “What about you?”

“I’ve been yelled at by a bossy pegasus, got to watch a bunch of ponies yell at the fashion industry elite, and nearly died three times trying to get out of dead-end worlds,” Riku said. “But I’m glad you’re having fun.” He glanced up at Twilight, who’d paused just outside the tent. “Did Rainbow find a settlement anywhere?”

“I...haven’t talked to her yet.”

“Then let’s figure out if she has and go,” Riku said, standing and brushing excess sand from his shirt, apparently ignoring Sora’s pained, wide-eyed look. Riku stalked off towards the dune and shouted towards the others while Twilight stared at Sora. She didn’t know what to say; she barely knew how to comfort her own friends, much less complete strangers.

“He’s...been under a lot of stress lately,” Twilight said weakly.

“He was always pretty protective of us,” Sora said. “I would’ve been really upset if I hadn’t met Goofy and Donald to help look for him and Kairi.”

Twilight glanced sidelong at Sora, bursting with questions. He sounded like he knew what was happening to the worlds, and information was the one thing they still lacked. Her questions, however, were forestalled by a flare of light from the south (or what Twilight had designated south; it was entirely possible directions worked differently here).

An enraged roar shook the air and earth; Twilight ducked her head and heard various shouts of alarm from the others.

“It came from that way!” she shouted. “Let’s go!”

Sora, too, was calling to his friends. “Goofy! Donald! Come on!”

The two groups left the camp at about the same time, mingling easily as they moved.

“It occurs to me that while we have made a habit of endangering our lives in new and exciting ways, it might be considered wise to run away from a noise like that,” Rarity commented dryly. “Among other things, I’m certain whatever made that noise will find us in due time.”

“Noted!” Twilight gasped. “But somepony could be in trouble!”

“Yes, us!”

A less feral cry of anguish cut through the night, and Rainbow, Applejack, and Sora and his friends sped up, climbing another of the endless dunes and vanishing from view. When Twilight hit the top of the dune, she paused to take in the scene. A mound of sand was sinking rapidly from view. Next to it, a wild-looking Man in ragged clothes sat, shoulders slumped and staring at the sand. Rainbow had reached him and put a hand on his shoulder, causing him to look up, slowly. Then he let his gaze travel in a slow arc, taking in the others behind Rainbow, and Twilight and the rest on the top of the sand dune. Twilight met his piercing, dark eyes for a moment before they moved on.

“Come on,” she said to the others.

It took a minute to clamber back down, and when they had managed it, the old Man had stood, leaning heavily on Sora.

“-a monster said to lurk in these sands,” he was saying. “It would be wise to get back to Agrabah, and soon.”

“Sounds like a good plan,” Sora said. “But are you sure you’ll be all right?”

The old man threw back his head and laughed. “Oh, I’ve had worse walks,” he declared. “And with your help, young man, I’ll be fine! I just had a bit of a shock, a little startled, was all. Now, who are all of you?”

Twilight introduced her friends, and Sora his. The man stared at Spike when Twilight introduced him, his expression unreadable. But when they were finished, he gave a gap-toothed smile.

“I’m Ahmed. I’ll take you as far as the palace. Ladies like yourself will likely find welcome there.”

“And what about you?”

“I’m not the type to be welcome there,” the man said. “Don’t worry about me. But come along, ladies, gentlemen.”

Despite his apparent lameness, the man pushed them at a brutal pace, although he did allow them time to gather their things. He seemed to know the desert well, however, sending them along paths that were easy to walk along. Still, it was near dawn when they arrived at the gates to a sprawling city. High domes rose high above them, pale in the dim light, and Twilight could see half-constructed buildings scattered across the city, a testament to a growing settlement.

The heavy metal grates of the entrance were closed, but the old man stepped close and beat at them with one of a pair of crutches he carried. “Hey! Visitors to Agrabah!” he shouted.

It took a minute, but eventually a guard, dressed in loose white pants, a dark vest, and a high white hat with a gemstone embedded in it, appeared. He glared at the old man without apparently noticing the others.

“What do you want, old man?”

“I’m escorting these ladies to the Sultan,” the man said. “These are emissaries of royalty, you know. The Lady Twilight Moon...and her attendants.”

“Twilight Moon? Never heard of her.”

“For a student of international politics, you hide your learnedness well,” the old man retorted. The guard’s face twisted in confusion. “I think it would be better to let Lord Jafar decide whether a royal emissary is worth admitting to the city. After all, if word got around to him that you kept out royalty...”

The guard’s face paled. “Right away!” he cried, and vanished. A moment later, the gate began to slide open.

The old man grinned at the group. “Easy as anything!” he declared. “Now this is where I’ll be leaving you. The guards will take you to the palace. Find the Lord Jafar there. He is the vizier to the Sultan, and he’ll do everything in his power to help you.”

“But we haven’t had a chance to thank you yet,” Twilight protested.

“Oh, don’t worry about that,” the old man replied. “You’ve been more than enough help...seeing me out of the desert. So I bid you adieu, and good luck.”


The guard reappeared to lead them to the palace; he seemed much more respectful to Twilight, calling her ‘Lady’ and ‘ma’am’, and walked some distance in front of them, to ‘give them privacy’.

Twilight waited only a few minutes before she turned her head to the others. “Why didn’t you say anything?” she whispered.

“Why should we? You are Princess Celestia’s favored protege,” Applejack said.

“And it does smooth over all sorts of problems neatly,” Rarity added. “I’m certain if she’d thought of it, Princess Celestia would have given us a letter just for this sort of situation.”

“But I don’t know how to deal with royalty!”

“Don’t worry about it, sugarcube. That’s what we’re here for,” Applejack said. She patted Twilight on the back, which seemed to calm the frazzled woman marginally. “Anyway, I’m sure we can tell the sultan everything he needs to know once we get inside.”

“I hope so,” Twilight said.

The journey was fairly swift, and when the guard knocked at the massive stone doors to the palace, a place full of even more domes and soaring towers than the rest of the city, they opened right away.

“These people showed up saying they were envoys from royalty,” the guard said.

“I am well aware.” The man’s hunched posture stiffened, and his expression crystallized into a pained grimace. A tall man dressed in robes of red and black stood on the other side of the door, flanked by guards standing ramrod straight. The man’s lips curled up in amusement as he looked down at the guard, and he turned his eyes, dark, piercing orbs, onto the ragtag group. He tapped the end of a staff, a long, golden rod, on the stone beneath his feet. “Get them rooms immediately,” he commanded. “Come in,” he added to Twilight.

Twilight took a few uncertain steps forward. Applejack nudged her, and Twilight almost stumbled. She turned to glare at Applejack, who pointed at the tall man and mouthed ‘you’re in charge’. Twilight nodded, and, chin held high, walked after him. The others followed more distantly while the tall man engaged Twilight in conversation.

“Welcome to Agrabah, Lady Twilight. I am Jafar, vizier of this kingdom. What, pray tell, is your home?”

“Ah - we’re from Equestria. How did you know-?”

“It is my business to be well-informed,” Jafar said smoothly. “And what brings you to our land? I do hope it is not our princess; she has yet proven difficult to please.”

“Princess? Oh, no,” Twilight said, shaking her head. “I have been sent by my monarch, Princess Celestia, to seek knowledge from beyond our borders. I had hoped you would have a library we could examine.”

“Research? I believe you will find our library to be very well-stocked,” Jafar replied. “I, after all, saw to its recent expansion. But you must be tired from your journey, and you must hold an audience with our sultan before you are allowed on your errand.”

With little further time for answers, he delivered them to their rooms - a larger one for Twilight, and two others, one for the men and one for the women. Applejack collapsed on her bed almost as soon as they arrived, and woke to bright light shining in through the room’s narrow windows. A knock came at the door, and Applejack realized the sound must have woken her.

They were, a guard reported, expected for breakfast, which led to a flurry of washing up and primping, forcibly, in Applejack and Rainbow Dash’s cases.

“You are meeting royalty, and royalty much less understanding than Princess Celestia,” Rarity instructed as she pulled a brush through Applejack’s hair. “We have to make a good impression, or they might decide we aren’t a royal envoy after all.”

“Which we really aren’t,” Rainbow pointed out.

“Well, not formally, no,” Rarity said. “But we are on a royal mission, which is good enough, at least if we behave ourselves. Now, is everypony ready?”

They met Twilight outside her room. Somepony had provided her a dress similar to the mis-matched one she’d worn in from the desert. It was loose but concealing, likely in deference to the blazing sun that was likely to be the norm here. The boys proved to look little different than they had the night before, eliciting a sigh from Rarity, but she didn’t threaten to force them into a makeover. Applejack suspected she was already straining the limits of her talents with the ponies looking like an entirely different species.

Spike clambered up Twilight to her shoulder, earning a glare from Twilight.

He shrugged. “Donald told me it’d look less suspicious traveling with a dragon if you said I was your familiar.”

“I also said it’d be better if you were a snake or a bird or something,” the duck insisted.

Spike glowered at Donald. Twilight scratched the back of his head to calm him, and gave Donald a quick frown. “Spike’s a little sensitive about birds,” she said. “And in any case, we’ve got to meet the sultan.”

The sultan turned out to be a small, fat little man dressed similarly to the guards. The loose clothing seemed to be the style, and one Applejack appreciated for its practicality. The little man hopped off of his throne, an ornate gold chair, to clasp Twilight’s hand and flail it enthusiastically.

“It’s a delight to meet such esteemed visitors!” he said. “Jafar told me you were from...Equestria? And you must be Lady Twilight. Ooh, is that a spitting lizard?” He poked Spike’s belly inquisitively.

“It could be,” Spike said darkly.

“Oh, please don’t do that...sire,” Twilight said. “Spike doesn’t like being touched, much.”

“Oh.” The man drooped a little before looking around at the others. “But certainly I can meet your retinue?”

“Certainly. This is Rarity, she’s my stylist. Applejack and Rainbow Dash here are...”

“Security,” Applejack said hurriedly.

Twilight smiled at her gratefully before continuing. “Fluttershy is an expert zoologist. Um...” She glanced at Pinkie before pointing to Riku. “Riku, Sora, and Goofy here are the rest of my bodyguards, and Donald’s a magician.”

“Lovely, lovely!” the sultan exclaimed. He turned to Pinkie. “And this enchanting young lady?”

“That’s planner, Pinkie Pie.”

“Excellent!” the sultan said. “You must all meet my daughter, and tell me all about Equestria. You all have such exotic names.”

He swept them into a large dining room, just smiling broadly when anypony tried to protest. It seemed he was used to getting his way, and in the end, Twilight submitted to it. They were shortly all seated, and the sultan clapped his hands, summoning forth a small army of servers to present platters of fruits, pastries, and delicate-smelling flowers.

Applejack reached for a dark, shriveled fruit on a platter near her, only for Rarity to slap her hand away. Applejack opened her mouth to protest; Rarity just jerked her head at the sultan, who hadn’t put anything on his plate yet. Applejack sighed.

“I am sorry for the delay,” the sultan said. “I think Jasmine must just be out in the gardens.”

“Gardens?” Fluttershy asked, perking up.

The sultan chuckled, smiling at her. “You must be a botanist, too,” he said. “But I would expect such refined tastes from a woman of your beauty.”

“O-oh...that’s nice.” Fluttershy ducked her head, and Applejack could see her cheeks redder than a Red Delicious. She was saved by further attention when two people arrived from opposite ends of the room. One was Jafar, dressed immaculately in his robes. A parrot clung grimly to his shoulder. The other newcomer was a young woman, wearing much less practical clothing than anyone else Applejack had seen. Light blue scraps clung to her chest and lower torso; she seemed comfortable, but despite her somewhat dark skin tone, she didn’t look like she spent much time in the sun. She’d tied her long black hair back with light blue ties, and her neck was adorned with gold. The princess, Applejack decided. The young woman gave the Equestrians a brief smile, but when she caught sight of Sora and Riku, she compressed her lips into a tight line, and she glared disapprovingly at the sultan.

“You said there were people here I’d like to meet, father,” she said, “not more suitors.”

“Suit - oh! Goodness, no, dear,” the sultan said. “These are all a part of the Lady Twilight’s retinue! She’s visiting from a distant land, and I thought you’d like to meet her. You, too, Jafar. This is my daughter, Jasmine, and my vizier, Jafar.”

“If your majesty has not forgotten, it was I who told you about our visitors. I let them into the palace last night.” The man’s eyes remained entirely expressionless, but he sounded displeased, or downright angry. The sultan just laughed, apparently unaware of the man’s annoyance.

“Well, you hardly could have taken the time to get to know them. Sit, sit!”

Jasmine sat across from Twilight, while Jafar settled himself closer to the other ponies, nearest to Riku.

The sultan grabbed a pomegranate from one of the plates near him and began popping seeds into his mouth. Happy to have official permission, Applejack began piling her plate with food. She missed most of the next few minutes of conversation, although she did perk up when the sultan clapped his hands.

“Lady Twilight, I wonder if I might trouble you for a moment...for a little advice.”

“Your majesty, we hardly need to burden these find people with our problems,” Jafar said. “I have everything well in hand.”

“Of course you do,” the sultan said. “But it never hurts to ask someone else for help. You see, Lady Twilight,” he continued blithely, ignoring his adviser’s protests, “we have been beset by monsters. Terrible creatures with gold eyes that have been multiplying beyond all reason.”

Sora glanced at his companions at that, and he raised his hand, slowly. “We know about those things. If you like, Donald, Goofy and I can take a look around and see if we can help get rid of them.”

“Would you?” the sultan asked. He turned to Jafar with a wide smile. “Did you hear that? They’re happy to help!”

“I heard,” Jafar said between gritted teeth.

“Then you can stop your digging around for that old legend to stop these things,” the sultan said. “Will your other bodyguards be joining them, Lady Twilight?”

“Ah-” Twilight glanced at Rainbow and Applejack, and then at Fluttershy, who was discussing something animatedly - at least for Fluttershy - with Jasmine. “I don’t believe so, your majesty. I was planning to explore your libraries, and I think Fluttershy has designs on your gardens. If your problems are as bad as they seem, I’d prefer someone familiar on hoof in case of an emergency.”

“Oh, perfectly, understandable,” the sultan said, even as Jafar looked like he wanted to say something.

“If you don’t mind, Rainbow, I’ll go with Twilight to the library,” Applejack said quietly.

“Sure; I bet I’ll have better luck finding a nice place to bask outside, anyway.”

Applejack rolled her eyes. “You’re supposed to be looking after Fluttershy,” she said.

“I can relax and watch out for her at the same time,” Rainbow said defensively. “Besides, Rarity said she’s coming, too. I think she wants to talk fashion with the princess.”

“And no offense, Twilight, but book-diving doesn’t sound all that exciting,” Pinkie said.

“Well, if you all have decided what you’ll be doing, I’ll be taking my leave. Kingdoms don’t just run themselves.” The sultan left the room, chuckling to himself as he walked. Twilight could see Riku arguing in hushed tones with Sora, but as they were friends, she decided to stay out of it. They presumably knew how to handle each other.

Twilight glanced at Applejack and gave her a bright smile. “I’m ready to go if you are,” she said.

“I’m right behind you,” Applejack said, pushing herself up from the table. “Only...where are we going?”

“Oh, I can show you, Lady,” Jafar said. Applejack yelped when the voice came from right behind her; she hadn’t even seen him move. “But be warned: there are rumors our library is haunted.”

“Oh, I don’t worry about ghosts,” Twilight said easily. Applejack followed her and Jafar, glumly wondering where that brave Twilight had been when they’d first ventured into the Everfree Forest together. Regardless, after Jafar led them down a few twisting corridors to a dim, cool set of rooms full of scrolls, Applejack saw no reason to worry. Ghosts only came out at night, right?

Twilight made her way immediately to a stack of actual books near the rear of the first room. Jafar stood watching her, eyes gleaming.

“Don’t you have a job to do?” Applejack asked.

“Indeed,” the man replied. He did not, however, move.

Applejack set her jaw, recognizing the sort of passive-aggressive attitude learned by the pre-adolescents of every intelligent species. The man smirked at her when he saw her watching.

“Is something the matter?” he asked.

“Naw. I’m willing to sit here with you all day,” Applejack replied. She leaned back against a bookcase and folded her arms. Jafar nodded and remained where he was. Applejack began humming a tuneless melody, letting the noise waver when she hit high notes.

“If you’re trying to drive me away, ma’am,” Jafar said, “You’ll find that I have nigh-infinite patience when it comes to tolerating irritating dolts.”

“If you please,” Applejack said. “How’s it going, Twilight?”

“I found a fascinating treatise on the magic of mythological beasts,” Twilight said excitedly. “The books aren’t organized well, though. It’s stuck next to a bunch of books on the history of Agrabah’s politics; did you know it used to be a republic until the first Caliphate dissolved a corrupt triumvirate over their actions during some sort of world war? Of course, it’s framed as some sort of old mare’s tale, but the metaphor is clear...”

Jafar seemed to be trying to pay attention to Twilight’s rambling, but after less than a minute, his eyes started to glaze over. Applejack tried not to smirk. The man obviously had no experience with a real bookworm. She just let the words wash over her while Twilight jumped from book to book.

Jafar at last snapped his fingers, a startlingly loud sound that stopped Twilight mid-word. “I can see you ladies are settled in. Dinner may be taken in the lounge next to the kitchen, and supper is traditionally served at sundown. I trust you won’t have any problems.”

Applejack sighed when the man turned and left. “I thought he’d never leave,” Applejack said.

“What?” Applejack laughed when she realized Twilight hadn’t noticed anything.

“Nothing, sugarcube.” Applejack stayed a few moments to make sure Twilight and Spike were all right before wandering away on her own.

The library was a small cluster of rooms, scrolls and books scattered haphazardly in small alcoves and piled on desks. There was no apparent order to it, suggesting there wasn’t a librarian, or at least that whoever was in charge of this place had worse habits than Twilight, who was known to upend her library researching the simplest issues. But Applejack knew she wasn’t going to find what she was looking for by using an index. There was a woman named Belle hiding in a library, and somewhere among all of these books was the answer she was supposed to be looking for...

But after nosing through three rooms, Applejack had yet to meet the woman, or see anything that looked like some great secret. She sighed and sat on one of the chairs uncertainly.

“I suppose it would be too much to ask that Belle’d be hiding here,” she said. to herself. “But couldn’t we have gotten better advice than ‘she’s hiding in a library?’”

“A mistranslation, I suppose.” Applejack yelped at the unexpected voice, falling out of her chair. When she raised her head, she saw a pale-skinned woman with brown hair draped over he shoulders. She was smiling gently, hazel eyes focused on Applejack. She knelt down and held out a hand. “Sorry for startling you.”

“My fault, I guess. I wasn’t paying much attention,” Applejack allowed as the woman helped her up. “I didn’t see you come in.”

The woman’s smile grew by a tiny margin. “Ah. That’s because I didn’t use the door. Whoever told you I was hiding in a library had it almost right - I’ve been hiding out in the library.”

Applejack stared at the woman, who must be Belle. “I don’t follow.”

Belle laughed. “Neither did I, at first. But it’s a useful little trick, especially if you’re trying to get around without being noticed. There’s something...particularly magical about books. Get enough of them in one place, and they start to change things. And if you’ve the right talent, you can travel from one library to another without every going out-of-doors.”

Applejack wrinkled her nose. “That sounds more like Twilight’s department.”

“But you’re the one looking for me,” Belle replied. She reached out a hand. “I’m Belle.”

“Applejack.” Applejack grasped the woman’s hand and shook it uneasily. She’d never been happy with the plea to seek out research and women hiding in libraries, but it looked like she was stuck with it. “I thought you might be able to help,” she said. “Somepony told me I needed to find research that had been lost...”

Belle’s eyes narrowed. “If you’ve arrived here and met one of the others, there’s only one researcher I can imagine you’re looking for. Well, six,” she amended.

“Six?” Applejack demanded. “I really don’t want to have to dig through six boring old researchers’ books.”

“Don’t worry,” Belle said, and at this, she sounded a little weary. “There isn’t much of anything to read. All I’ve been able to find are the abstracts of their research, and that’s bad enough.”

“What do you mean?”

“I think...your friend should be here with you when I tell you,” Belle said.


Jasmine had shown them all around the garden, and they’d met her tiger, Rajah, before she sat on the edge of a fountain and gestured for them all to sit. Fluttershy did so carefully, nervously. Something in Jasmine’s expression, so solemn, suggested they weren’t going to be getting good news.

“Look, I know you didn’t come here just to visit,” Jasmine said.

“What makes you say that?” Rainbow demanded. “You don’t know anything about us!”

Jasmine shook her head. “Maybe not you, Rainbow Dash. But Fluttershy and I have met before.” She glanced at Fluttershy, who felt a momentary tug at her heart. A faint trace of a memory, a room holding seven ponies, occurred to her.

“You...don’t look the same,” Fluttershy said at last. Jasmine smiled.

“We wanted to make you feel comfortable. We had to reach you before you got in too deep.”

“You’re not making any sense!” snapped Rainbow Dash.

“You’re right,” Jasmine agreed. “But it’s hard to explain. I suppose I have to start at the beginning.”


“The Heartless are a natural phenomenon, of sorts. When a heart is mired in anger, fear, becomes swallowed in darkness. Whatever remains is no longer quite a heart, because it only knows its own pain, and the hunger for more hearts.”

Twilight shivered at the words.


“I began having dreams where I met six other young women...sisters, they called each other. They told me about a threat spreading over every world, a darkness that threatened all of our spirits.”


“One of them, named Aurora, knew more than that. She told us every world has a heart, something that contains everything good about that world. The heart can be consumed, and if that happens - the world comes to an end.”


“The Heartless appear wherever dark emotions threaten, and they hunt tirelessly for the strongest hearts they can find. They’re pests, or would be, if it weren’t for-”


“Maleficent. Aurora didn’t have much good to say about her. But she said the woman was strong. She commanded Heartless as a queen commanded her own people. Aurora told us to go into hiding because of her. Snow and Aurora ran off together. lost. Jasmine said she has to stay to protect her people. Ella’s trying to lay low. I went into the library. And Kairi...we haven’t seen her since this started.”


“She wasn’t content to ruin her own world; she had to ruin every other one she found. And she has friends - dangerous ones.”

“Cruella. Tremaine. Grimhilde,” Rainbow said. “Applejack found letters.”

“I bet she did,” Jasmine muttered. “Yeah. There are others, but those are...the worst. After her, of course. They’ve been scouring the worlds for their hearts, and we’ve been looking for a way to stop them.”


“And there is. Legends speak of a weapon called a Keyblade, the only thing that can defeat the Heartless.” Belle dropped a book on a table, and Twilight drifted close, peering at a simplified drawing of a key the size of a human arm, if the hand gripping it was anything to go by. “More than that, it can seal the hearts of worlds away from the darkness, protecting them from the Heartless.”


“They hunt the Keyblade as intently as they do the hearts of worlds. If they could, they’d eat the heart of the bearer and turn him into something like themselves.”


“But I’ve been looking for something else. The Ansem Reports.”

Twilight felt a perk of curiosity, and tried to look at the scrolls Belle was carrying, but they revealed pretty much nothing.

“What’re they?” Applejack asked, in an uncharacteristic show of academic interest.

Belle just smiled at Applejack and spread a scroll out in front of them. Twilight bent in, peering at blocks of text. They looked all the same - a few paragraphs headed with a long title. Spike clambered onto the table and began examining them in earnest.

“Darkness-Induced Catatonia? The Construction of a Mechanism to Induce Artificial Atrafication? What’s all this supposed to mean?”

“It means Ansem was researching the Heartless,” Belle replied. “It’s taken quite some time for me to find even his abstracts, and those are worrying enough.”

“But why?” Twilight demanded. Looking at the paper, she could see that Ansem and his apprentices had learned a great deal about the Heartless. She could see everything Belle had said - how the Heartless reproduced, what they wanted - if the abstracts were this informative, she could hardly imagine what the full reports would be like! “There’s enough in here to tell us how to stop the Heartless!”

“But I reckon the price was too high, Sugarcube,” Applejack said.


“The mean tolerance of an adult human is 350 millifiends, and this resilience falls by 50 millifiends for every decade of life. At the other terminus, tolerance increases at an exponential rate. One subject held out until exposure reached 3,000 millifiends, a feat enabled by the subject’s unusual optimism and youth.” Belle sounded like she was quoting something; it took Twilight only a few moments to find the phrase written in the text, and the shock of it sent her recoiling from the scroll.

“He really...”

“Him or one of his students,” Belle said quietly. “They were studying darkness, and in the process, decided to see what made a Heartless. ‘Atrafication’ - it’s their way of saying ‘a heart falling into darkness’. And the millifiend...well, I don’t quite know how they were measuring darkness, but I imagine the full reports go into more detail. I imagine they might shed light on what they’re attempting, and why.”

Twilight shuddered, and she saw Applejack do the same. It couldn’t be possible that anypony could be so cruel...


Riku, sitting on one of the walls of the palace, was glowering at the markets below. He’d watched Sora head off in that direction with his new friends an hour ago, but now there was no sign of them. Not that he cared. Just because Sora had a fancy new magic sword didn’t mean he was better than Riku. If Riku had one of those, he was sure he’d be twice the fighrter Sora was.

A shadow drifted over Riku’s face. He glanced up, expecting one of the ponies-turned-women, but found instead Jafar’s austere face looking down at him. The man smiled, a thin, barely-visible smirk.

“Riku, I believe?”

Riku rolled his eyes and tried to shift back into the sun. Jafar had positioned himself, however, so that the only way for Riku to manage would be rolling off the edge of the wall. He turned to Jafar, resigning himself to humoring the old man.


“Why aren’t you with the rest of your friends?” The man’s tone was casual, but he was leaning close, as if trying to establish a bond with Riku. It was just as bad as every school counselor who’d tried the same thing with him.

“Wasn’t invited,” Riku said. “Thought I’d catch some sun.”

“Ha,” Jafar replied. The parrot on his shoulder joined in. “Ha!”

“Of course, I don’t blame them,” Jafar added after a moment of pause.

Riku, who’d been letting his mind wander, felt a shock at the man’s words. He’d expected Jafar to pretend to be nice to him, not insult him. “What do you mean by that?”

“Oh, nothing to do with you, certainly,” the vizier said hurriedly. He bent a little closer and put a comforting hand on Riku’s shoulder. “There’s nothing wrong with you. They’ve all just lived...sheltered lives. They see you’ve delved into the Darkness and they fear it. The princess is likely already poisoning them against you. And your other friend...” He trailed off.

“What about him?” Riku was sitting up fully, giving the man his full attention. “Sora’s just showing off for his new friends.”

“He told you, though,” Jafar said, “about the Keyblade. It chose him. Why not you?” The man gave Riku a brief smile before continuing, answering his own question. “It, like he, fears the Darkness. They will tell you it will corrupt you, destroy your heart. But you know better. A strong heart can use the Darkness and never yield to it.”

“Snow told me it was dangerous,” Riku said. He knew he should have more arguments, but he could only remember the exhilaration of spinning between worlds.

“So is fire, boy.” Jafar snapped his fingers, bringing a flame into existence, letting it dance along his fingers before crushing it in his fist, snuffing it out. “But we can control that. Darkness is the antithesis of light, but a world without night is a lifeless desert. Fear and anger have their places. And the power of Darkness can be harnessed. I can teach you more tricks than that ferryman thing they’ve roped you into.”

Riku opened his mouth to reply, but then a fanfare cut through the hypnotic spell of Jafar’s words. He looked out over the wall, peering out to see what the commotion was. He heard a squawk from Jafar’s direction, but then Riku caught sight of the source of the noise, and his attention was officially caught. A parade was approaching the palace, elephants, dancing girls and marching soldiers dragging a dancing crowd behind them. And music was drifting up to the highest part of the palace.

“Make way...”


Rarity carefully took a bite of her custard. Somepony coughed.

"So, Prince Ali," Twilight said brightly. "Where are you from?"

"Nowhere you'd have heard of," the richly-dressed young man replied quickly.


The dining hall returned to silence. Jafar, fork clenched in one hand, was glaring at Ali. He had been ever since the prince had arrived. Rarity couldn't quite understand it. Surely, he'd be happy somepony was still seeking Jasmine's hand.  Jasmine had admitted she'd been...harsh on the others. And he may have been insufferable, but he was nowhere near as bad as Prince Blueblood. Still, she thought, glancing at Jasmine's empty chair, he could have done better. They all, gathered to meet the prince, had witnessed Jasmine's furious outburst. Rarity narrowed her eyes at the prince. Jasmine had been right; sitting around talking about winning her had been gauche. Still, it didn't explain why Jafar had been so annoyed with the boy even beforenthat. Maybe he came from a country Jafar's family had a feud with.

She abruptly set her shoulders. If anypony was going to save this social nightmare, it would be her.

"Your Highness, I do hope Sora and his friends were able to assuage some of your fears."

"What? Oh, yes. He apparently has a marvelous device called a Keyblade. Cuts right through those bandits we've been getting." The sultan smiled at Sora brightly. "A shame you aren't royalty, boy. I think you'd get along with Jasmine."

"Really, Your Majesty. That goes too far," Jafar protested. "A common mercenary?"

"I appreciate the compliment, sir," Sora said, flushing. "But I'm not - well, thank you, anyway. I know how hard your daughter is to please."

"And what's that supposed to mean?" Ali demanded, slamming a palm onto the table.

"All right, sorry to cut this thrilling conversation short, but the Lady Twilight does so need her beauty rest," Rarity insisted. "Co me along ladies, Spike." Smiling brightly at the non-Equestrians, she hustled their gang out of the dining room and back to Twilight's room. There, she collapsed dramatically on a couch. "Thank goodness that's over. I cannot stand drama."

"Did you see the way Jafar was looking at that Ali guy? If looks could kill...zap!" Rainbow declared with great enthusiasm.

"I think he likes Princess Jasmine," Pinkie said.

"Of course he does; he came thousands of miles just to meet her," Spike said from his Twilight-top perch.

"From a land I'm not likely to have heard of!" Twilight mimicked. "What does he think I look like?"

"No, sillies! I think Jafar's sweet on Jasmine!" All other conversation stopped.

Rainbow Dash wrinkled her face. "Really? But he's so...old."

"And creepy," Spike added.

Pinkie giggled. "He just has to act that way because it's his job. I think it's sort of sweet."

"Well, it would explain why he hates that guy," Rainbow agreed. "But there's no problem. Jasmine was furious with Ali."

"Well, she is now. But no romantic heroes are successful right out of the gate," Pinkie said. "But now he's going to sweep her off her hooves with a grand romantic gesture, like a midnight flight or slaying some terrible beast! Jasmine told us there's alway been rumors of a creature called Kurt Zisa lurking out there."

"And she also said taking it on was suicide," Rarity interjected before Ranbow would be tempted - again - to go after it.

“This is interesting and all,” Twilight said, “but I think we have more important problems to talk about. We met this woman in the library, and she told us all about these monsters called the Heartless-”

“Jasmine told us all about them, too!” Rainbow said. “She also talked about this weapon called a Keyblade that’s the only thing that can hurt them for real. Only the most awesome people get Keyblades, you know.” She was bouncing on the balls of her feet, grinning widely.

Rarity lolled back on a chair while Rainbow chattered. She was almost an enamored as the idea of Keyblades as she was of the Wonderbolts, if the way she nearly slapped Fluttershy with an effusive sweep of her hands was any indication. It took a firm hand on her arm from Applejack to calm Rainbow down, and even then she was twitching.

“It’s not just about Keyblades, sugarcube,” Applejack said. “Belle - the woman we met - told us it’s a lot worse than that. Cruella and...Maleficent...are trying to goad the Heartless into eating every world there is - not that they’d need any encouraging.”

Everypony quieted at that pronouncement. Rarity looked at her hands, which had each gripped the other without any thought. She wasn’t certain if the others had thought about it, but she couldn’t forget the panic that had engulfed Ponyville when Nightmare Moon had returned. How much worse would things be when the threat was eating hearts, instead of endless night? What would happen to all of their friends? Her heart stopped abruptly. Who was going to look after Sweetie Belle?

“And...they’re in Equestria?” Rarity asked. She saw Applejack’s head snap around to face her, and Rainbow Dash’s prancing falter.

“No - of course not,” Twilight said hurriedly. “Remember, Luna told us to leave so the Heartless couldn’t follow. She knew what was going on, and told us how to get out without risking anypony else.” Rarity almost asked why sending Equestria’s best warriors against darkness was supposed to protect anypony, but shut her mouth before she could speak. The others looked too hopeful; and in any case, the princesses had proven themselves smarter than anypony else before.

“So now what are we supposed to do?” Rainbow asked. “Entire worlds are being threatened by heart-eating monsters. Are we planning to sit around and talk about it?”

“Of course not!” Pinkie Pie said. She bounded to Twilight’s bags and began rooting through them. “The worlds are being threatened by darkness and discord! So who better to save them but the bearers of...” She triumphantly lifted the Element of Magic above her head. “The Elements of Harmony?”

They all stared at the tiara for a single stunned moment before Rarity spoke. “If you’d warned me about this, I could have packed your dresses from the Gala.”


Riku was pacing in one of the gardens, wondering if it was worth it trying to get some sleep when a hand landed on his shoulder; he tried to spin away from it, but the hand tightened, holding him in place.

“I want to talk to you, Riku,” Jafar said.

Riku reached up and shoved the hand off of his shoulder and turned so that he could actually look the man in the face. The vizier was smiling, thin lips turned up at the very edges, eyes sparking with something Riku couldn’t place.

“I’m sort of busy right now.”

“Doing what?” Jafar asked. “Hoping your friend will decide to take you along on his grand adventure? Hoping those young women will overlook your dabbling in darkness and take you back? They’ve all but forgotten about you.”

“And what? You need me? What could I possibly do for you?”

“Prince Ali is no prince,” Jafar said, bringing Riku up short. “He did not come by his wealth or power honestly.”

“Nothing like you, then,” Riku replied.

Jafar threw his head back and laughed uproariously. “You missed your calling, Riku. You should be in politics. But you see, Riku, I knew Ali before he was a prince. He was a street rat - a common orphan with nothing except a monkey and the clothes on his back. He found something, Riku, something fantastic. It could give you everything you’ve ever dreamed of.” He raised his hands above his head to the stars.

“And you want to give it to me?” Riku asked. “Do I look that stupid?”

Jafar dropped his hands, and turned his piercing eyes on Riku. “I certainly don’t think that. But I think you are intelligent enough to realize that not every resource cannot be shared. Ali found a lamp, Riku. In it are three wishes for anyone who holds it. Two, if you want to pass it along afterwards. Two wishes, Riku. Can’t you think of two things you want that you never can have?”

Riku couldn’t stop the hitch in his breath, even though he knew Jafar was looking for it. Jafar didn’t respond, however. He didn’t push Riku to do anything. He just raised one eyebrow and walked away. His parrot called out, “Polly want a lamp!”

Riku resolved to forget about it, but he didn’t have anything better to do than sit next to one of the fountains. The stars wheeled slowly overhead, twinkling like candle flames about to go out. Sora had left soon after dinner to sleep; apparently, fighting Heartless took a lot out of you...assuming they didn’t take the one thing that mattered. He scowled, his mood turning sour. Sure, maybe giving Jafar the lamp would be stupid. No, there was no maybe about it. But what could it hurt for Riku to borrow the lamp for himself? He could do a lot with two wishes.

Of course, if he had something like that, Riku’d keep a close eye on it. He’d have to be careful, sneaky, or very, very lucky to get it away from Ali.

Speaking of luck...Riku sat up when a dark shape flitted across the moon, something that looked like two people standing on a - carpet? He considered for a moment. Most people who had three wishes would pick up an artifact or two, and flying was pretty awesome. The carpet was drifting in for a landing, and if Riku had figured out the layout of the castle, he could get there practically as soon as Ali landed. He sprinted through the palace’s corridors, hitting the entrance to a garden as the carpet, now with only one passenger, landed on the grass.

Ali, eyes unfocused as he hit the ground, was smiling at nothing in particular. Riku smiled to himself and hurried into the garden. He slammed into Ali, eliciting a startled grunt from the other man as the two of them tumbled to the ground. Riku caught Ali’s hat and handed it back to the prince.

“Sorry,” Riku said. “You might want to watch where you’re going, Your Highness.”

“No problem,” Ali said genially. He looked happy; Riku suspected he’d been spending time with Agrabah’s resident princess. Which meant, Riku thought, as he bid Ali good-bye, that the guy didn’t need his lamp anymore.

Keenly aware that Ali probably knew the streets better than Riku did, Riku stayed within the palace, ducking through twisting corridors until he found an unused store-room and slipped inside. He took a deep breath, reached down, and rubbed the lamp he’d stolen when Ali had been distracted.

Blue smoke billowed out from the lamp, coalescing into a tall blue...person whose legs trailed off into smoke.

He grinned at Riku. “So, Al, how’d the’re not Al!”

“Look, I’m sorry about this,” RIku said. “I don’t want to make any trouble, but I need help, and I knew Ali had this lamp...”

The creature sighed. “Not much I can do, anyway. Anyone who has the lamp gets three wishes, courtesy of its resident genie-”

“I want a Keyblade,” Riku blurted.

The genie’s mouth dropped open. After a moment, it pushed its mouth closed, and looked at Riku sidelong. “Oh. Well, you see, when I say three wishes, there are a couple of provisos, quid pro quos-”

“You can’t do it?” Riku demanded. He’d thought for a moment there he’d finally match up to Sora. “What sort of genie are you?”

“Look,” the genie said quickly, “There are things I can’t do. I can’t kill. I can’t bring people back to life. And I can’t...meddle with the heart.” He settled in the air as if sitting on a stool. He gestured, and a chair appeared next to him. Riku sat, still feeling numb. “The Keyblade isn’t a real weapon. It’s a projection.” A movie projector appeared next to the genie, throwing out an image of a cartoon mouse steering a boat. “You can’t make a projection if a machine isn’t set up for it, or if the projector doesn’t have enough power.” The image flickered and died, and the genie held up the projector’s power cord. “And I can’t...give you that boost. It has to come from here.” He poked Riku’s chest. “You have to feel it yourself.”

“Great,” Riku said. “Fine. Then find my friend for me.”

The genie nodded, and rolled his arms up from his hands like they were sleeves of a coat. “All right. Who is it?”

“Her name’s Kairi. She’s got brown hair, nice smile...wears pink a lot.”

“Give me just a moment and I’ll find your girlfriend.” The genie raised his hands to his forehead and closed his eyes, making a humming sound. After about a minute of this, he opened one eye. He ducked his head and smiled weakly at Riku. “I...ran into a bit of trouble,” he said.

“Don’t tell me you’re supposed to respect people’s privacy,” Riku snapped.

“No, it’s not that. And she’s probably not dead; I usually find bodies when that happens.” The genie gave Riku what was presumably supposed to be a comforting smile. He leaned closer and put a hand on Riku’s shoulder. “It’s just...look, kid, I’ve got a secret to tell you. Genies aren’t...quite all-powerful. There are creatures that can make genies look like stage magicians.” The genie absent-mindedly pulled a quarter out of his ear and handed it to Riku. “Let’s call them, for purposes of this conversation, gods.”

“You said Kairi wasn’t dead,” Riku said. “So why would she be with a god?”

“Not with, necessarily. Just...hiding. Someone’s blocking my semi-omniscience.” The genie pressed a hand over his eyes. “But...she’s not far away, exactly.”

“What’s that supposed to mean?”

The genie shrugged. “Heck if I know. I just felt like she was close. This sort of thing isn’t my area of expertise. I’m more of a cosmic butler than a thaumaturgical theoretician.” He winked. “But I’ll call this one a freebie, because you’re a nice kid, and I couldn’t deliver as promised. So what’ll those three wishes be?”

Riku growled and shoved himself away from the chair, knocking it to the floor as he did so. “What’s the point?” he demanded. “I’m stuck out here without any way to help anybody fight the Heartless and Kairi’s missing! What the hell am I supposed to ask for? What would you ask for?”

“Me?” The genie drooped a little in the air. “You know, you’re the second person to ask me that in ten thousand years. But I guess...look, kid, I’m not doing this job for my health. I’m stuck here. So what I wish for most be free. To be able to do exactly as I wish, when I wish.”

“All right,” Riku said with a shrug.

“What?” the genie said.

Riku smiled at the genie. It might not have been what he was out to do, but if the genie couldn’t help him, he might as well help the genie. And that was something Sora hadn’t done. “Genie, I wish...”


Rainbow Dash was still digging through her packs for the Element of Loyalty (and trying to dispel the echo of Rarity’s nagging reminder that well-organized luggage was useful as well as attractive) when thundering footsteps rattled past the door.

She poked her head out to investigate, only to be nearly run over by a pack of guards rushing by.

“Hey! Watch it!” she snapped.

One of the guards turned to her, face twisted into a tight scowl. “You’d better stay close, ma’am. The princess has gone missing.” He then turned and sprinted to catch up with his brethren. Rainbow watched with narrowed eyes. Disappeared? She’d bet her wings (if she ever got them back) this was the doing of the Heartless. Twilight had said Aurora and Snow had been hiding from something. And that meant it had to be time for a rescue. Rainbow glanced back at her packs and sighed. She turned them upside-down, emptying the contents onto the floor. She grabbed the ruby-studded necklace that was now easily visible in the mess and sprinted out of the room. If the girls didn’t know about the princess’ disappearance yet, they had to hear about it so they could find her and kick the tail of whoever was responsible!

When she burst into Twilight’s room and announced the news in what she’d assumed was properly dramatic fashion, however, the response was underwhelming.

“We’re going to need a plan,” Twilight announced.

“A plan? We’ve got the Elements of Harmony! We’ll just trot in there, wham, bam, bright rainbow show, and no more Heartless problem!”

“As usual, a very...succinct thought,” Rarity said. “But one fraught with complications. First, where are we going? Second, do you know how we’re supposed to use the Elements? That entire Nightmare Moon episode was such a strain, and I’m still fuzzy on the details.”

“Plus, I don’t know how we’re going to manage if we have to fight anyone,” Applejack added. “These hands are too soft for an honest day’s work, and kicking with these legs is right out.”

“Ah, about that...” Everypony turned to Twilight, who was smiling weakly, cheeks reddening. “I talked to Belle - the woman we met in the library - and she told me what happened. She said I must have...subconsciously tried to blend in, and cast a transformation spell on us. There was a book there that had the spell in it, so I can make us ponies again.”

“Why stop at ponies?” Pinkie demanded. “You could turn us into hundred-foot tall colossi so we could stomp the Heartless into submission!”

“I’m afraid not,” Twilight replied. “This spell can transform us into the shape of the dominant species, or it can turn us back to our old forms.”

“Still, it was a helpful thought,” Applejack said. “Do you have any tricks that could give us an edge?”

“Probably not,” Twilight said. “Remember, we don’t even know where we’re going.”

“I might be able to help you with that.” Pinkie Pie gasped at the voice. Rainbow Dash spun, just in case Pinkie was actually startled, and not just making sure she reacted appropriately to a newcomer. Prince Ali stood in the doorway, hat clenched in his fists. He looked tired and wouldn’t meet any of their eyes.

“What are you doing here?” Rainbow demanded.

“Making a head count, to make sure no one else is missing,” Ali replied. “Goofy said it’d be a good idea, especially after we couldn’t find Jafar or Riku. Is anyone missing you came with?”

Twilight shook her head. Rainbow, however, felt something snap inside. Riku missing at the same time as the others? No one had listened to her when she’d complained about him, and now he’d kidnapped...half? three-quarters? A lot of the leaders of this city for some nefarious purpose and they were going to have to fight him, something they wouldn’t have to do if she’d been allowed to knock him off of something high when they’d first met.

She abruptly realized Ali was still talking, albeit almost done, it seemed.

“-the Cave of Wonders. People say it’s guarded by a fantastic monster called Kurt Zisa - the Coming of Death - and that all the world’s secrets are hidden there.”

“Why didn’t you go with Sora when he went after Jasmine?” Twilight asked. “You’re here to marry her, right?”

“It would be exactly the sort of gesture to win a lady’s heart,” Rarity added.

Ali dropped his gaze to the floor. “Look, I...Goofy said someone had to keep things in order here, and I - they all think I’m royalty, so they’ll listen to me. If the Heartless attack the city, someone needs to be in charge.”

“I think...” Everypony looked at Fluttershy when she spoke. She wilted back a step, but then straightened her shoulders and met Ali’s eyes with a firm gaze. “I think she’ll be more impressed you looked after her kingdom, than if you’d run out after her. Even if...” She finally ducked behind Rainbow to avoid everypony’s gazes. “Even if you’re...not a prince.” This last part was delivered in what even Fluttershy would consider a quiet voice; even though she was standing next to Fluttershy, Rainbow could barely hear it.

Ali laughed. “Not without Genie - I think Riku swiped the lamp when I saw him earlier. So you’re going to have to watch out for him. Who knows what he could have wished up?”

“So I guess that leaves one last question,” Twilight said. “How are we going to use the Elements?”

The others fell silent, except for Ali, who tilted his head to take in each of the elements - Applejack’s apple-shaped pendant, Fluttershy’s delicate butterfly opal, Pinkie’s blue balloon, Rarity’s diamond-shaped amethyst, Rainbow Dash’s necklace, and the tiara balanced on Twilight’s head.

“What are those?”

“Rainbow magic,” Twilight said. “Powerful embodiments of all that’s good and right in a world. They’re called the Elements of Harmony, and we defeated one creature consumed by darkness before with them.”

“And you think that will stop the Heartless?”

“Of course!” Rainbow snapped. “It’s pure light magic. What else is it going to do to the darkness?”

Ali flushed. “Right. I guess that makes sense. But you better get going. I lent Sora and his friends Carpet so they could get there as fast as possible.”

“Carpet?” Twilight asked.

“It’s a...flying carpet,” Ali said slowly. “It’s magic.”

“Magic, eh?” Twilight said, her eyes taking on a dangerous gleam. “Girls, I’ve got an idea.”

It didn’t take too long for Twilight, armed with three books of magic, to enchant her bed, large enough to comfortably sit twelve humans, to hover awkwardly above the floor. Rainbow stared at it suspiciously.

“Can’t you just change me back to a pegasus pony first?” she asked. “I don’t think I trust that thing.”

“Yeah, if earth ponies were supposed to fly, they’d have wings,” Applejack said, shying away from the floating furniture.

“Oh, don’t be silly, girls! Pinkie Pie, bouncing on the center of the bed, said. “Look!” She wobbled as hard as she could, and the bed remained stable. Rarity and Twilight delicately climbed on, and Spike clambered up as well, leaving only Fluttershy, Rainbow, and Applejack on the ground.

Applejack was the first to give in. “Well, if you’re certain it’s safe,” she said, and got on, moving as far away from the edges as she could manage.

Fluttershy glanced at Rainbow, and she felt as if the other pegasus was waiting for her. She looked at the bed and swallowed nervously, still remembering the last time she’d been airborne under the influence of something other than her own wings.

“Look, if you’re scared, Dashie-”

“I’m not scared!” Rainbow snapped, cutting off Pinkie. She took a running jump and landed heavily on the bed, causing Pinkie Pie to giggle madly while Fluttershy climbed on behind her.

“All right, if everypony’s ready...” Twilight steered the bed to the balcony and, with a little bit of awkward maneuvering, forced them out into the night sky.

And then they were off, the bed sailing majestically beneath the stars. It would have been impressive if Rainbow Dash couldn’t move faster, longer, and with a better view. Still, it was sort of nice not to have to pump her wings just to keep aloft. As long as the bed held.

“Um, Twilight?” Twilight didn’t seem to hear Fluttershy; her face had been twisted into an intense look of concentration ever since they’d taken off. Rainbow tried not to look at her, because it reminded her just how easily they could fall. “Twilight?”

“Don’t bother her!” Rainbow insisted, the shout making Fluttershy shrink back. She immediately felt her heart twist in pain. “Sorry, Fluttershy,” Rainbow said. “I just...” She glanced at the edge of the bed and shuddered. “I’m a little nervous.”

“Oh, that’s normal! You just need to laugh it off, Dashie!” Pinkie tried to rock the bed again and Rainbow, glad for the moment that she had hands instead of hooves, gripped the mattress more tightly.

“Pinkie, please don’t do that,” Rainbow said with gritted teeth.

“I don’t think...laughing is what Rainbow Dash needs right now,” Applejack said. “Don’t worry. We’re all watching out for you, and if we fall, we’ll catch you. Right, girls?”

Rainbow wanted to protest that it didn’t matter if someone caught her if they were all still going to hit the ground, but Applejack’s assurance did make her feel a little better. And it wasn’t like she could leave her friends to face Riku alone. She didn’t know what he wanted with Jasmine, but she couldn’t leave the princess to that fate.

“Um, do you mind if I say something, Rainbow Dash?”

Rainbow looked at FLuttershy, who was eyeing her nervously, which managed to make her feel even worse. “Go ahead, Fluttershy. Say whatever.”

Fluttershy smiled at Rainbow before turning to everpony else. “I was just thinking...about the Elements. When we used them before, we’d just proven how we embodied them. I seems that maybe if we focus really hard on what our elements mean to us...that might make it happen again.” When nopony replied, Fluttershy dropped her head. “I’m sorry. That’s a stupid idea.”

“Not...that...stupid,” Twilight muttered, face still contorted with her concentration. “It’s the best...idea...I’ve heard.”

“Darling, you might want to take a rest,” Rarity said, putting a light hand on Twilight’s shoulder. “You look exhausted.”

“I’ll be...fine. Won’t need...much...if we’re just...using the...Elements,” Twilight added. “Besides...we’re almost...there.”

The bed dropped suddenly, catching a few feet later, but Rainbow could see, less than a half-mile away, a tiger head made of sand rose from the dunes. “All, right,” she said, heart racing with the prospect of battle much closer, “bring us down!”

The bed fell another dozen feet in a sudden drop, and Twilight smiled at all of them weakly. “Sorry. Just give it a moment...” The bed shuddered, nearly dislodging Pinkie, who’d been bouncing aimlessly, and then fell another ten. “Whoops!”

“Rarity! Help her keep us stable!” Applejack snapped.

Rarity nodded and placed her hand over Twilight’s. The bed started dropping again, but it wasn’t a plummet any more. It would have been overly charitable to call what happened a landing, but they were on the ground, and nopony had died, so Rainbow considered it a win. She scrambled off of the bed, just before Applejack. Behind her, Rarity starting arguing in hushed tones with Twilight. Rainbow glanced back, and felt some of her sense of triumph drain away. Twilight looked half-dead, face covered in sweat and resting in Rarity’s loose embrace.

“I’m fine,” Twilight said. “Just give me a second, and we’ll all be back to normal-”

“You’ll kill yourself!” Rarity snapped, but to no avail. Twilight spoke a word, and the night flashed with green light. Rainbow felt suddenly unbalanced, and fell to all fours; her back itched with an almost painful feeling, and then she suddenly felt as if she’d had a really good stretch, her back feeling loose and relaxed. When the spots cleared from her eyes, Rainbow could see five other ponies scattered around the now-landed bed, and Spike, of course, unchanged. She grinned at Applejack’s familiar orange form, but the earth pony’s attention was on the bed, and Twilight Sparkle.

The purple unicorn was curled up on herself, her breathing labored. The small part of Rainbow Dash that handled all the worrying noted that at least Twilight was breathing, although it hastened to add that how long that went on nopony knew.

“Is she all right?” Applejack asked.

“Probably,” Rarity said, carefully untangling her limbs from Twilight’s. “Eventually. But she’s in no state to fight, and certainly in no state to do any magic.”

“Does that mean the Elements of Harmony plan is out?” Rainbow asked. “Because I’m fine if I just get to kick things.”

“No, I’m fine,” Twilight said, struggling to her feet. “I just needed a second.”

“You are not fine!” Rarity snapped.


“No,” Rarity said. “You may convince yourself you can stand, but you’re to do no magic, and if I tell you to stop, you stop. Understood?”

Twilight looked like she wanted to argue, but when she moved her head, it wobbled noticeably. “Fine,” she said at last.

“All right. That mean we’re ready?” Rainbow asked. “Then let’s go kick some Heartless to the moon!”

The Cave of Wonders failed to meet Rainbow’s expectations. Sure, there was a lot of gold and jewels, but even Rarity declared the whole thing tacky. When it came right down to it, Rainbow had expected something a lot cooler than room after room stuffed to the gills with gold, gems, ridiculous monkey statues, and the occasional piece of furniture. The high, vaulting ceilings, however, were perfect for Rainbow to revel in her renewed freedom to take to the air.

“Hey! Stop fooling around and get down here!” Applejack snapped. Rainbow rolled her eyes and dropped down to join the others at ground level. They were in yet another room full of treasure, this one branching out three ways. “I was just saying that there’s something weird about this place.”

“Other than it being hundreds of rooms full of treasure hidden underground in the mouth of a magical tiger made out of sand?” PInkie asked.

“Yeah, beside that!” Applejack said. “Do you realize we haven’t seen anypony in here?”

“So? Seems pretty normal for a deserted cave,” Rainbow said.

“Not a deserted cave that’s supposed to have the heart of the world in it,” Applejack said. “I find this whole thing mighty suspicious.”

“And I’m starving,” Spike muttered. He reached weakly out towards a stack of emeralds.

“And I told you,” Twilight said sharply, tugging Spike back with her magic, “that these might well be cursed, and that’d at least give you a stomachache.”

“Oh!” Fluttershy’s pained cry made them all turn. She was shaking from her hooves to her ears, like she was having a Pinkie Sense of her own.

“Sugarcube, you all right?”

“It’s so...we don’t have much time!” Fluttershy said. She froze and then bolted down the rightmost path out of the room. Rainbow took off after her, and she heard the others galloping along. If this was a trap, they were fully committed to it.

Rainbow passed Fluttershy and thus was the first to erupt into a huge, unfinished cavern with a doorway set high up into the far wall, one that opened into a blank wall. Jafar stood far below it, holding a huge key in one hand. A net of dark ribbons was wrapped around a huddled group of people next to him, and the vizier was flanked by a huge floating blue man and-

“Riku! You’re not getting away with this!” Rainbow charged into the fray, only to be slapped back by an invisible force. Jafar glanced up from the key - Keyblade - and smirked at Rainbow.

“I was wondering when you were going to make an appearance,” he said. “We’re all quite miffed about what you did to Cruella. She was...useful.”

“Cruella got exactly what she deserved!” Rainbow Dash snapped. “Right, Fluttershy?”

Behind her, Rainbow heard the slight rustling of wings as Fluttershy shifted nervously. “I don’t think she...deserved it, exactly. Acting the way she did, though, was wrong. She shouldn’t have.”

Jafar chuckled. “Such harsh words. And look. The gang’s all here.” Rainbow Dash grinned. This was it. She heard the others shifting behind her. “It looks like you’re even outfitted for a party. I warn you: no mere jewelry can contend with the power of darkness. And certainly not with the powers of the lamp Riku so kindly assisted me in acquiring.”

“Wait - you’re behind this?” Spike demanded. “We thought Riku kidnapped you!”

“And where’s Princess Jasmine?” Rainbow asked.

Jafar shook his head. “Do you assume the masters of darkness cannot work together? A foolish mistake. The boy saw need of the genie’s powers, and graciously allowed me the use of it afterwards. And then, he was instrumental in allowing my servants to acquire...this.” He brandished the Keyblade. “Maleficent will be pleased to see it. Moreso when I give her a bearer for it. But enough talk. Genie, these, too, are interlopers; deal with them as you did the Keybearer.”

“Mrhlphrh!” Donald shouted; the shadows clung to him, Goofy and Sora, making speech, and even movement, impossible.

The blue man, however, nodded, eyes downcast as he swept a hand in an arc that grabbed Rainbow, and if the yelps behind her were any indication, everypony else, and threw her to the side against a wall. When she struggled to her Feet, Rainbow saw the cavern was now swarming with small, black-skinned creatures that hopped on four legs and probed the air constantly with small antennae. Above them towered huge blue-and-red-dressed creatures that moved ponderously under their spherical bellies. Lurking among them were creatures whose heads were wrapped in white cloth, who carried wickedly-curved blades.

“All right, ladies!” Pinkie shouted. “Let’s show them how we do it in Equestria!”

Rainbow bowed her head, and thought furiously on how hard she needed to fight to protect her friends, to rescue Sora and Jasmine, her new friends, and show Riku what she thought of people who betrayed others. She heard faint murmuring around her, and then a surge of warmth, comforting although she’d felt it only once before, rose in her chest, gathering just behind the necklace she wore.

A startled sound almost broke Rainbow’s concentration. But light gathering next to her heart kept her focus on the thoughts of loyalty, of friendship.

With all of them working together, once again Twilight Sparkle stood at the center of a swirl of color that erupted into a Rainbow of Light, which engulfed Jafar. The rainbow spun around him, imprisoning him in a cage of color. Rainbow felt a grin force its way onto her face in anticipation of seeing what the rainbow would do to the vizier.

Jafar cut through the rainbow with a slice of the Keyblade, dissipating it with no effect. He gave them all a thin smile.

“I don’t know what you thought that would accomplish, but I’m certain it was a waste of time. My servants? Take them.”

Rainbow leapt into the fray with a vengeance, kicking and biting any creature that drew near. The little black things were easy enough to knock aside, but the rotund ones seemed to absorb any frontal assault, and they moved deceptively fast to keep Rainbow from hitting them from behind. Rainbow heard a shout, and caught sight of Fluttershy desperately trying to get away from several of the creatures with swords, and a pair of floating creatures in bell-shaped robes that seemed to summon fireballs the other pegasus was barely managing to dodge.

“Oh, hay, no!” Rainbow snapped, and circled around the nearest pot-bellied Heartless to pursue Fluttershy and her attackers. The genie, however, suddenly loomed in her path, shrugging helplessly.

“Sorry,” he said, grabbing both of her wings in one huge hand. Rainbow struggled against him, but he had such a tight grip that the only way she’d get out was by dislocating her wings. She could only watch helplessly as a fireball caught Fluttershy’s wing, sending her spinning to the ground, where she landed in a circle of the small black creatures. One of the pot-bellies stomped towards her eagerly, and despite knowing it was hopeless, Rainbow struggled and twisted harder. The thought of sweet, kind Fluttershy having all the goodness sucked out of her and replaced by some sort of mindless hunger - it didn’t bear thinking about.

The pot-belly loomed over Fluttershy and swung its whole body, its arms swinging around in deadly arcs.

Rather than hitting her, the arms slammed into something between the pot-belly and Fluttershy.

Rainbow Dash blinked and ceased her struggles to escape, instead craning her head to see what had just happened.

Riku, swaying on his feet, held one of the pot-belly’s arms with both hands. The creature peered down at him before wrenching its arm free. It then launched itself into the air above Riku, ready to pile-drive the human into the stone floor.

A startled cry drew Rainbow’s attention away from Riku for a vital second. Jafar was no longer holding the Keyblade. When she looked back at Riku, he was swinging the legendary weapon at the descending pot-belly, impossibly slamming it up and away from him. He jumped into the air after it, making a few strikes at its exposed backside before slamming it back into the ground. The creature evaporated into streamers of shadow.

Rainbow’s jaw dropped. This couldn’t be Riku. He’d helped Jafar get the lamp. He’d been dabbling in dark magic; Aurora and Snow had told them. He was an insufferable jerk.

And yet...Aurora had said he’d tried to shield Fluttershy from the darkness. He’d done well enough that Aurora’s worries about the fate of Fluttershy’s heart had been proven false. And he’d jumped between Fluttershy and a Heartless.

“Genie, get him!” Jafar cried.

The genie tossed Rainbow aside; she caught herself mid-flight and took only a moment to reorient herself. She didn’t need to think about what to do. She didn’t like Riku. She didn’t want to be his friend. But he’d risked his life to protect one of Rainbow Dash’s friends.

She was going to help him.

Rainbow Dash’s cutie mark sparked and warmed, and for the second time in a place and time she could identify as real, she felt that electric warmth climb through her. She reached out with her mouth and caught the Keyblade as it materialized in front of her. In her dream, and when Rainbow had first summoned the weapon to fight Cruella’s rats, it had looked much like the simple key Jafar had been holding. But now, the teeth of the key were the color of the rainbow and radiated out from the end of the key in nearly a full circle. The handle was a pale blue circle shaped much like a crown of laurels, and the blade itself was a flowing mass of pure rainbow. It was, Rainbow Dash thought appreciatively, much like what she’d imagine her heart would look like, if it also had to look like a weapon.

“Another one? Impossible!”

Rainbow Dash ignored Jafar’s shout and put on a final burst of speed. She hit the genie from behind before it could attack Riku. It was turning slowly to strike back at her, but holding the Keyblade, she felt faster and stronger than she normally did, and got in a few more hits before the genie could even take a swing at her. And then?

She was Rainbow Dash, thank you very much.

Rainbow saw Riku cutting a swath through the Heartless, aiming his way towards the shadow cage Sora and his friends were likely imprisoned in. She ducked under a clumsy swing from the genie, and saw a flash of red near the ceiling.

A blast of lightning cut across the battlefield. If Rainbow Dash weren’t the fasting thing alive, she might have been hit. Given that, it was still a close thing.

Jafar was hovering ten feet in the air, his staff, a long golden thing topped with a red-eyed snake with a small blue jewel caught in its teeth, pointed at Rainbow Dash.

“I hoped I wouldn’t have to trouble myself,” he said. “I hoped my servants would prove capable enough to handle this on my own. But it seems there is no substitute for getting one’s hands dirty.”  Flames suddenly erupted from the walls, forming a deadly circle around the battlefield. The genie caught Rainbow unaware, and this time, he wrenched the Keyblade from her mouth, as well. Rainbow glared at the genie, and once again, its stare was wide-eyed and sad.

“You brute!”

Jafar glanced down at Rarity, who, crouched on the ground below him, glared at him with fiery eyes.

“Are you upset by the prospect that dirt will be involved in your demise, my little pony?” he asked. “I promise you, fire is a very...clean death.”

Rarity didn’t seem to respond to the taunt; she just stood below Jafar, teeth gritted and horn glowing.

Glowing? Rainbow Dash looked for some hint of what was about to happen. There was nothing, except the distant roaring of something, probably the stupid tiger head again.

“What? No reply? Are you the...dumb one? Or just a common mule?”

Rarity finally looked up at Jafar. Rainbow, positioned as she was, could only see a corner of Rarity’s eyes, but they were glowing with pure white light.

“You picked the wrong place to pick a fight with me,” Rarity announced. “A pony’s cutie mark tells you their special talent. And when you’re a unicorn, that special talent manifests itself in your...magic!”

The roaring was louder. Rainbow looked to the entrance to their cave, and panic surged through her. “Down!” she shouted at the genie.

It dropped to earth, covering Rainbow’s body with its own, so Rainbow didn’t see what happened next. But she could imagine. Every room they had passed on the way to face Jafar had been filled with gold and...jewels. Wherever Rarity’s strength had come from, it had been enough to pick up...enough, and drag them through the Cave of Wonders to form a unicorn-aided assault on Jafar.

“Hey! Give that back! Genie!”

The genie lifted away just in time for Rainbow to see Rarity hop from a pile of gems ten feet high towards the ground below, Jafar’s golden staff clenched in her jaws. Jafar was just beginning to fall from his airborne position next to the pile of gems, one hand reached out towards the genie.

And then Rarity hit the ground, the staff’s serpent head pointed down to take the full brunt of the fall. The staff shattered, drawing out an inarticulate scream of rage from the vizier.

Rainbow saw the flash of red high above, too small to be one of the little bell-things with the fireballs. She blasted off before Jafar could think to order otherwise, pushing her wings to max her acceleration. Jafar’s stupid parrot hadn’t even noticed her until it was far too late, and by then, they had collided, the lamp tumbling from the parrot’s grip and spinning down towards the cave floor.

“Get the lamp!” Rainbow howled, as she suddenly had a faceful of enraged bird, which was at least twenty percent as much of a problem as a faceful of cat.

Fluttershy tried to take to the air, but her injured wing still held her ground-bound, so it was Pinkie Pie, bouncing around Heartless in a manner that rendered her nearly untouchable, and Riku, already near the far end of the lamp’s tumbling arc, who seemed the best chance to grab it.

Rainbow struggled to get the bird off of her as Pinkie bounded into a pot-belly that seemed ready for her, as it bounced her in the opposite direction, colliding with Applejack. Riku stabbed one of the sword-wielding Heartless and kicked one of the small ones aside, leaving the space around him completely clear.

Rainbow held her breath as the lamp landed in his hands. He’d saved Fluttershy, sure, but she still had no idea what to expect from him. Maybe he’d just leave all of them here to fight for themselves. She knew she’d be tempted to get as far away from this mess, if she weren’t a born-and-bred fighter.

Riku rubbed the lamp and looked to Jafar. “Genie...I wish you were free.”

“You think that will save you?” Jafar demanded. “The Keyhole is here before me! You stand among a sea of Heartless! And now...” He grinned, eyes wild. “Come to me, Lord of the Desert! By the strength of my darkened heart I call you! By the blood of my enemies I implore you! I summon thee - KURT ZISA!”

The air was rent with a rising chorus chanting in a foreign tongue. The cavern began to shake and rumble with a bone-jarring rhythm. Rainbow felt her heart quaver uncharacteristically. Sure, she’d be willing to fight the thing. But maybe...she’d prefer not to fight a creature named the Coming of Death. Maybe after a little more practice with the Keyblade.

Suddenly, a huge...thing appeared in the center of the cavern with a thunderclap.

It must have weighed tons. Some fifteen feet or more tall, the creature had eight limbs, six of them ending in vicious-looking claws. White sleeves capped in gold covered each limb, and a cobra’s head protruded from its top. A turquoise sash marked with a spiked, hollow heart-shaped emblem was wrapped around its waist. And two huge silver crescents had landed point-first next to it, embedding themselves in the floor next to the monster’s...inert body.

“Is it alive?” Applejack wondered.

Slowly, the creature’s body began to dissolve into tendrils of mist, and a huge crystal heart rose from the corpse before evaporating, as well.

Rainbow Dash kicked the parrot away from her and, diving towards Jafar, hoped she’d guessed right about what Riku had done earlier.

Indeed, as she flew, righteous fury building in her heart, the Keyblade reappeared in Rainbow’s mouth.

Jafar’s mouth was open, halfway through the word, “Imposs-” when Rainbow Dash hit him.

He flew back, but instead of hitting a wall, he seemed to meld into his shadow, vanishing from view.

“Watch out!” Rainbow tried to turn at Pinkie Pie’s warning, but was instead hit with a sphere of darkness. Jafar stood on a high pillar, hands engulfed in a familiar corona of light around pulsating darkness. It was exactly like that creature with the hole in its chest.

Rainbow Dash launched herself at Jafar, intent on stopping him for good, but he vanished before she could reach him. Expecting the same trick, Rainbow did a barrel roll, and was rewarded by a shout of anger, followed by one of shock.

The genie had entered the battle. Something about the blue creature firing short rays of blue energy at Jafar seemed subtly wrong, but Rainbow didn’t have time for that. She had a fight to win. She began a swift circuit of the battlefield, trying to swing around behind Jafar’s blind side.

“Hey, boss, on your six!” Jafar vanished at the cry from his parrot, and Rainbow cursed as she ducked another energy blast. She paused to asses, and almost swore again when she realized she was on her own in this one. The genie couldn’t do more than lay down cover fire, and Jafar was well out of reach of the others. Riku had cut open the dark cage, and Sora was helping everypony hold off the Heartless on the ground. Everypony except...where was Fluttershy? Rainbow didn’t dare look, but she’d seen healing magic in use, and that meant she could be...

Rainbow Dash dropped low and began circling low, building up speed on subsequent circuits of the cave. Jafar was holding off the genie by his rapid teleportation and occasionally ensnaring the genie in ropes of darkness. He be expecting the bird to keep watch for him. Still, Rainbow wasn’t taking any chances.

She was nowhere near Sonic Rainboom speeds, but Rainbow knew it was fast enough. She made one last circuit and rose like a firework behind Jafar as he reappeared after avoiding another attack from the genie. There was no warning cry, but still, Jafar seemed aware, as he turned his head when Rainbow drew close. He raised his hand, trying to summon the shadows to drag him out of the way, but he’d lost just enough time, and Rainbow was just fast enough. She hit him full-on with the blade, and the blow carried with it an extra punch, an explosion of multi-colored light that engulfed the cave. Jafar hit the ground in an undignified heap as an expanding ring of rainbow light swept through the cave. It was enough to daze most of the Heartless, and the fighters below took ruthless advantage.

Rainbow landed next to Jafar, who hadn’t moved since he landed. He didn’t look too bad, except, Rainbow realized with a start, for a long, multi-colored gash across his chest. Something black oozed deep within the wound, smoking at it reached the glowing edge of the injury.

He grinned at Rainbow Dash. “What will your...friends...think of” he asked. “Now that you’ve...killed?”

Rainbow took a step back from Jafar. “I didn’t - anyway, you were going to hurt us!”

Jafar chuckled, voice weak. “Keep reminding yourself of that. But...would you know a...secret?”

“What?” Rainbow asked uneasily.

“It won’ Not” Jafar threw his head back and laughed madly, and at last, his body succumbed to the inevitable and evaporated into black smoke. No crystal heart rose from where he’d once lain, just more smoke. And an uncomfortable tingle ran down Rainbow’s spine.

Rainbow glared at the empty space and kicked at it nervously. He’d been trying to upset her. It wasn’t like defeating a Heartless was like killing. And even if it was, she’d done it protect the others. They couldn’t see anything wrong with that, could they?

“Rainbow Dash?”

Rainbow jerked away from Fluttershy’s voice. “Don’t sneak up on me like that, Fluttershy!”

Fluttershy stepped away from Rainbow, eyes down. “Right. Sorry.”

Rainbow sighed at seeing the other pony, well, shying away from her. “It’s my fault, Fluttershy. I’m just a little...I killed him.”

Fluttershy’s eyes flicked to the empty stone and then up to Rainbow Dash. She stepped towards Rainbow Dash. Rainbow stepped away nervously. Fluttershy narrowed her eyes and took a larger step forward, and Rainbow, uncertain, stayed where she was. Fluttershy rubbed her muzzle against Rainbow’s. Rainbow, having expected anything but the gentle caress, started and stumbled back.

“What the hay was that for?” she demanded.

“You’re not a monster,” Fluttershy said. “You saved Riku, and I know you don’t like him. You did your best to protect everypony. And I...I knew what you’d do if I used the Stare to distract Iago.”


“Jafar’s parrot,” Fluttershy said. She let her gaze drop and her mane shield her face. “Anyway, if you’re a monster, so am I. I helped you.”


“No, don’t say anything. I’m not,” Fluttershy said. “The Elements of Harmony, they turned Nightmare Moon into Princess Luna. He just laughed at them. There...isn’t any reasoning with them, and there won’t be any turning them back.” She looked up and met Rainbow Dash’s eyes, her aquamarine ones taking on an icy hue. “We’re going to have to find Tremaine, Grimhilde, and Maleficient and destroy them, and anypony like them.” She gave a curt nod and then turned to trot back to the center of the room. “Anyway, Sora was looking for you. Sorry for not mentioning it earlier. I think he and his friends might need a minute, anyway.” Rainbow glanced briefly towards the others; Donald was flailing at Sora, and even at this distance, Rainbow could hear a furious squawking. Sora tapped Donald’s beak; the duck folded his wings and muttered something.

Fluttershy nudged Rainbow and began trotting back towards the others.

Rainbow stared after Fluttershy, mind awhirl. It seemed inconceivable kind little Fluttershy could say something like that. But then again...the Elements of Harmony hadn’t had any effect on Jafar. To have gone so far that things like kindness, generosity, even laughter didn’t mean anything to you...maybe having someone kill you would be a kindness.

Rainbow hurried to catch up with Fluttershy. “Look, I want you to know, if I ever get like that-”

Fluttershy whirled on Rainbow. “You listen to me, Rainbow Dash. Your heart could be consumed and locked in darkness for a thousand years, and you’d be nothing like Jafar! If you were taken, I’d throw everything good about you back in your face until you remembered and came back to us. You’d never be so far gone there wasn’t hope.” Her voice dropped again. “I’m sure of it.”

Rainbow kept walking, but she couldn’t focus. Of course she’d this sort of fierceness in Fluttershy before, but it hadn’t occurred to her, even when hearing about the Heartless, how the plague might awake it. She couldn’t keep the grin from splitting her face as she followed Fluttershy. If even Fluttershy could get into this, there was no way they could lose.

Sora and his friends were standing with the others near the base of the large platform on which sat the door frame with no door in it. The duck kept giving her odd looks, but Goofy kept shushing him when he tried to say something.

“Great thinking on breaking that staff, Rarity,” Rainbow said.

“Oh, thank you, darling,” Rarity said with a toss of her head. “But there was more to it than getting rid of his magic.” She summoned a small blue bead that hovered in front of Rainbow.

“A gem?” Rainbow asked skeptically. “We passed hundreds of thousands of gems on our way here!”

“Look closely.”

Rainbow did, peering into the depths of the bead, gasping at what she saw. There was a creature, barely the size of a pinhead, inside the bead. It was a six-legged thing with blue skin, antennae, and a slavering mouth. It looked quite a lot like the small Heartless with antennae.

“You said Aurora told you hearts could seek refuge from the darkness in the form of crystal spheres,” Rarity said. “These...people seem just the type to try to take advantage of poor, lost hearts.”

“So that’s somepony’s heart?” Pinkie Pie asked.

“Probably,” Rarity replied, tucking the bead back away in one of her small saddlebags. “I’m going to hang onto it until I figure out how to free the dear and send him home.”

“That’s great,” Sora said, “but we’ve got a bigger problem to worry about.” He pointed to the door frame, where a keyhole was set. “That’s the door to this world’s heart. The Keyblade can...lock it, prevent the Heartless from coming back.”

Rainbow snorted. “Lock the heart away?” she asked. “Is that what you’ve been doing? Locking hearts?”

“It’s the only way to keep the Heartless out!” Donald snapped. He gave Goofy a sidelong loon before snorting. “Some Keybearer you’re turning out to be. Stand to figure a pony wouldn’t be much good at it.”

“So you want to lock the world away from everything?” Rainbow Dash shouted. “I know I’m terrible with...mushy stuff, but that’s the stupidest idea I’ve ever heard. Do you think you’re helping, hiding these worlds from everything?” She waved at the Keyhole, heart still pumping from the energy of the battle. “Sure, the darkness can’t get in, but-”

“Neither can the light,” Twilight said.

Sora looked between Donald, whose arms were folded in stubborn determination, and the ponies, who almost all had nervous eyes fixed on the Keyhole. Rainbow just stared at him, and shook her head. She didn’t know if worlds had minds, as well as hearts, but the thought of a heart locked, so she couldn’t feel that surge of protectiveness when somepony threatened her friends, or the joy when she succeeded at something amazing, chilled her to the very...heart.

“Do it,” Riku said, startling Rainbow. She’d all but forgotten about him in the heat of the moment. But his gaze was fixed on Sora, hands clenched in tight fists. “You can’t leave this world open to the darkness. That’s how worlds fall.”

“You want him to lock your heart, too?” Rainbow demanded. “You want to keep out the big, bad darkness?”

Riku tried to hold Rainbow’s gaze, but he hold it no more than a moment, eyes hooded as he glanced down. “Maybe,” he muttered.

Rainbow dropped to the ground with a sigh. “Then go ahead. I’ll risk a bit a bit of darkness rather than live without any emotion. That’s almost as bad as not having a heart.”

Sora looked at Riku, who waved his hand at the Keyhole. “Lock it,” Riku said.

Sora nodded and raised his Keyblade. A beam of light shot from the blade, connecting with the Keyhole. A strange, almost-chorus seemed to echo through the cavern, and there was an audible click, like that of a lock catching. Everypony watched with awe, except Rainbow. She watched everypony else; Riku’s face was clouded as he watched, whether with anger, envy, or something else, Rainbow couldn’t tell. When it finished, Rainbow shook her mane and scrambled back to her feet.

“Well, let’s get going, not that anyone listens to what I have to say,” Rainbow growled.

“Um, Rainbow Dash?” Fluttershy nudged Rainbow’s wings. “I think, maybe, you might have forgotten something. Unless you didn’t, and you forgot to tell us. It’s just...did we find Princess Jasmine?”

“Nah, Jafar took care of her before you showed up,” Iago piped up. Everypony turned to glare at him, and he wilted under the attention. “I mean...”

“What did he do to Jasmine?” Applejack demanded.

“Well...” Iago shifted nervously on her perch above the Keyhole. “The thing is, Jafar’s got something big going on. And he needs these young ladies...sort of...I don’t know the specifics. There’s something special about them, anyway.”

“He didn’t hurt her, did he?”

“Ah, that depends on what your definition of hurt is.” Iago preened his wing nervously. “She’s probably alive. But you don’t wanna go looking for her. I’ve been to Hollow Bastion once, and it’s not a good place for anyone!”

“Hollow Bastion?” Rainbow asked.

Iago took a step sideways. “I shouldn’t have said that. Hollow Bastion’s a nightmare, full of Heartless. You don’t want to go there. Maleficient’d tear your hearts out-”

“Maleficent?” Twilight asked.

“Oh, jeez,” Iago muttered. “Look...I’ll give you a warning, because you’re nice folks and I feel a little embarrassed helping Jafar snatch that lamp. The kid’d have the genie out of the game earlier if we hadn’t grabbed it first.”

Rainbow glanced at Riku. She was beginning to worry she’d misread Riku. He annoyed the hay out of her, but this was at least three times he’d gone out of his way to help somepony. Rainbow knew she wasn’t the paragon of kindness, so maybe...she should stop being so hard on him?

“Don’t fight her,” Iago said. “She’s holed up in that castle, and she’s been draining everything out of that world the Heartless didn’t take. Money, magic...she’s hoarding it. And she was nasty enough before she had those things following her.”

“We’ll take that under advisement,” Rarity said. “But for now, I think we ought to bring the news back to the sultan. Let’s see. Do you have room on that carpet you’ve got for a pony...or four?”

Sora shook his head. “I can’t hold all of you.”

“So Fluttershy can drag Sora back to Agrabah, and I’ll take Riku,” Rainbow said. “There. Problem solved.”

Riku gave Rainbow a skeptical look, but at that point, a loud cough drew everypony’s focus. The genie waved a big blue hand at them.

“Hi,” he said. “I must say, this is a novel situation, people needing something difficult done and not immediately thinking of asking the genie. But just this once, I think I’ll be helpful for the sake of it.” He snapped his fingers, causing the treasure room to dissolve and the great hall of the palace to appear in its place. The sultan, who was currently sobbing into Prince Ali’s shoulder, looked up at their arrival.

“Oh! Sora! And...some ponies! Goodness, a unicorn!” He stood and hurried towards them. “Did you find Jasmine? And Jafar? Oh, goodness, Riku, good to see you’re all right. Well?”

Sora glanced back, shoulders tense, making Rainbow wonder if he’d had to explain this sort of thing before. It was Applejack, whoever, who stepped forward.

“Look, your majesty, we found Jafar, and it turns out he...was a real snake-in-the-grass. He’d been using the Heartless to find a way to plunge your whole world into darkness. We took care of him, but...he’s sent your daughter elsewhere. We’re going to find her, I promise you, your highness, and...”

“Oh.” The sultan drooped, letting his head fall onto his chest. “Well. I’m glad you tried your best. And...I would appreciate to hear from you if you have any word.” He glanced back at Ali. “We’ll be keeping down the fort, here.” He scratched his head. “Although, I suppose with Jafar gone, I’m going to need another vizier...”

“And I think we’re going to be taking our leave, your majesty,” Sora said.

“The best of luck to you. And I do hope you find my daughter.”

“Time for us to get going, too,” Twilight said to the Equestrians.

“Then give me a second,” Rainbow said. Riku and Sora were talking in a corner, leaning close together. She ambled towards them, only for the boys to break apart when she approached. “Hey,” she said amiably.

“It was great meeting you, Rainbow Dash,” Sora said, reaching out with one hand, only to pause before actually patting Rainbow’s shoulder. “I thought I was the only Keyblade bearer out there.”

“Well, it’s natural I’d have one of those things myself, on account of me being so awesome,” Rainbow replied. “Even if my chest’s been itching ever since we beat Jafar.”

Sora glanced over towards Donald. “That must be magic!” he said in hushed tones. “I got a gift of magic from my Keyblade, too. Let’s see...there should be some sort of emblem on your Keyblade...”

Rainbow Dash called the weapon forth. It wasn’t the flashy shape from before, but the drab form of Sora’s. Sora turned the Keyblade over and at last pointed at the handle, where a set of three parallel lines, the middle line offset slightly, were carved.

“Huh. I never saw that before,” Sora said.

“That’s all right. I’ll ask Twilight. But I actually wanted to see Riku, here.”

“Oh.” Sora nodded and then pulled Riku into a tight embrace. “You keep an eye out for Kairi, and we’ll look, too. Okay?”

Riku grinned at Sora. Although Rainbow could see Riku’s eyes were damp, and slanted sadly, Sora just patted his friend’s shoulder and went to join the duck and dog.

“You’re not going with them?”

Riku shrugged. “It’s easier to find our other friend if we split up. And...”

“You want to keep an eye on Fluttershy?” Rainbow asked.

“What? No!” Riku snapped, cheeks flushing red.

Rainbow stepped around the boy, who was trying to avoid her gaze, and met his eyes. “Look,” she said. “I realized that I’ve been...unfair to you. You protected Fluttershy from the worst of the void. That parrot said you were trying to free the genie before Jafar got it. And you jumped in front of that Heartless to keep Fluttershy safe. And I never thanked you for any of that. I’m...sorry. And thanks.”

Riku rolled his eyes and patted Rainbow’s shoulder. “Sure. So, we ready to go?”

“That’s all you have to say?” Rainbow demanded. “I’m practically pouring my heart out here, and you just say ‘sure’?”

Riku shrugged. “I didn’t do it to impress you. I did it...for other reasons. Okay? So I don’t need you to tell me I did good, and I don’t need Sora to tell me look for Kairi, and I don’t need a stupid Keyblade, all right? Now let’s get out of here!”

He stormed back towards the ponies, and Rainbow watched him leave, irritation sparking in her chest. She didn’t know what she’d been expecting; obviously, the girls must have gotten to her, because she’d almost thought for a second Riku might have seen her thanks as an offer of friendship.

She shook out her mane, letting the thoughts go. She didn’t need to be Riku’s friend, just tolerate him. She needed to keep her friends safe, and, like it or not, Riku was going to help with that. Still, it seemed she could let up on him a little.

“Say, does anyone have any idea what happened to that Kurt Zisa thing?” Pinkie asked.


“How many are we missing?”

“The librarian’s still missing, somebody managed to lose track of her only house-servant, told us not to worry about the last one. Despite the trouble she’s been causing.”

“Yes, I have plans for her. And if we’re lucky, the last Princess will come with a...little bonus.”


For those wondering, Rainbow Dash’s keyblade comes from Axwrend's deviantart, and the awesome art that goes along with it. Go give Ax kudos for the awesome idea!

Coming up, The Selfish Truth!