Waking Nightmares

by Jonathan "KnightMysterio" Spires

All characters copyrighted to their original owners, and used for non-profit amusement reasons. Comments, constructive criticism, and especially compliments are not only welcome, but encouraged.





YoU cAnNoT eScApE mE

i Am WhO yOu ReAlLy ArE

sOoN yOu WiLl Be A nIgHtMaRe AgAiN

Princess Luna twisted and turned in her sleep, horrific visions of dark shadows that chased her through steel corridors. Through windows she passed, she saw a pale, ivory-furred pony with no face in the distance. With each window she passed, the figure got closer... and closer... and closer... until finally, the dark, faceless pony was RIGHT IN FRONT OF HER!


Luna screamed in fright, shooting awake in her bed. She looked around, seeing nothing, no demonic faceless pony, no shadows trying to kill her. Shivering, she put her head under the covers and began to sob. A few moments later, Celestia trotted in, her elegant, flowing mane somewhat disheveled. "Luna? Luna what's wrong?" she asked. Luna, startled, looked up at Celestia, and began sobbing again. Celestia, concerned, went to her sister's side and hugged her tightly. "Shh, shh, it's okay... I'm here for you..."

Luna tried to speak, but could only sob. Celestia frowned, worried for her sister, whispering comforting things to her, trying to calm her down.

What could have scared her this much? she thought. When Luna finally calmed down, she managed to get her to speak.

Luna sniffled. "There were these... I guess you could call them living shadows, that were chasing me, clawing at me... I could feel them cutting into me even as I ran, but no matter how fast I went I couldn't escape... There was a voice... Nightmare Moon's voice, but distorted, monstrous... And there was this... thing, this faceless pony. It just kept getting closer and closer and closer..." She broke down sobbing again.

Celestia was more than a little stunned. To have such a graphic dream... It sounded more like a vision. And that faceless pony... Where had she heard of that before? She needed to study this... As she looked down at her sister, who was still snuggling up against her, crying, she amended her last thought.

After she's calmed down and gotten some sleep, I'll study this... Celestia thought. She looked up at the stars, and sighed. "Please... Let nothing bad happen... But if it does, let my sister be safe..."

As if in response to her wish, nine stars suddenly fell from the sky. She wondered a little about that, and then dismissed the thought immediately. Her sister was much more important...


A few days later...

A field just outside Ponyville...


A gray-furred, cross-eyed pegasus, enjoying her day off from work, was bouncing around a plush squeaky muffin that had been made for her. (She liked it because she could play with it without feeling like she was wasting food.) She would bouncing the toy off her head and rump, roll it around, make it squeak while bouncing it up and down... She blinked, and looked over at the clocktower. Nodding, she decided to keep playing with the muffin. "I still have time before I have to pick up my daughter from school," she said. "More time for old Derpy Hooves to have some fun."

She began playing with her muffin-shaped toy for a few minutes more when she started to hear some voices arguing. She listened in carefully, slowly making her way to the source of the voices. As she got closer, she began to notice details. For one, they all had odd accents. For another, there seemed to be only one female. She giggled a little, a naughty, inappropriate thought occurring to her, which she quickly dismissed. Finally, she got close enough to see them... and they were the strangest ponies she had ever laid her eyes on.

One of the ponies was HUGE, a blue-furred, hulking Earth pony stallion, bigger even than Big Macintosh, with a short, close-cropped white mane, clad in a blue shirt and a vest of some material she didn't recognize. He stood protectively near a white unicorn with glasses, his dark-black mane in a slight curl on his forehead, and a white coat with a blue cross on it. A frustrated looking unicorn with dark blue fur, wearing a yellow hard-hat, blue work vest, and goggles, stood nearby, looking like he had a headache. Fluttering nearby was a young pegasus with sky blue fur in a blue shirt and blue-green hat, an odd-looking set of headphones around his ears. He was chuckling at the two arguing ones, an Earth pony in a blue shirt and helmet and a pegasus with a blue mask of some kind that just revealed his eyes and muzzle, a suit-coat and jacket over his chest, holes in the back for his wings. He clutched a knife of some kind in his tail and judging by the furious expression on his face as he yelled at the helmeted pony, he looked to be on the verge of using it. Looking bored with the whole ordeal, an Earth pony with dark blue fur, a black mane and goatee, an eyepatch over one eye, and a cotton cap over his head just sat and grumbled. The lone mare of the group, her fiery red hair a stark contrast to her blue fur, giggled, her unicorn horn glowing every so often. The last of the nine of them, a pegasus wearing a blue shirt and vest, sunglasses, and a wide-brimmed hat with one end turned up. He stood on a rock near the group, slowly scanning the area around them.

Derpy frowned, trying to make sense of this. The only real commonality she could sense between them was the abundance of blue and the fact that most of the stallions had short-cropped manes. Curious, she moved forward, hunkering down in the nearby tall grass, inching closer to try and get a better listen.

"...And YET AGAIN you refuse to acknowledge zat zis is YOUR FAULT. JUST like ze first time!" the masked pegasus snarled, idly flicking his knife open and closed.

The helmeted Earth pony snarled right back at him. "You can't hold me responsible for this, maggot! There wasn't even a wizard around this time!"

"Here we go again," muttered the hard-hatted unicorn

"Vhat vill this bickering accomplish?" the white unicorn asked, an irritated expression on his face.

"YOU STAY OUT OF THIS, YOU MISERABLE KRAUT!" the helmeted Earth pony roared, a crazed look in his eyes. "I know what I'm doing, now everyone just shut and follow orders! We are going to that settlement up ahead and we will establish HQ there! We will not be caught off guard when the inevitable attack from RED comes!"

"Oh for..." the hard-hatted unicorn, "Solly, if RED WAS here, they'd have attacked already!"

The one called Solly almost hissed his answer. "That's just want they want you to think! Those REDS are sneaky, they are..."

"Yeah, and that's why we been steamrollin' them the past few weeks," said the young pegasus in the cap, "Thanks to Engie and Spy takin' command."

The pegasus in sunglasses's eyes went wide for a moment, Derpy not noticing as he stared right at her. "Mates..." he said, trying to get their attention.

'Solly' snorted again, jutting his chest out. "BAH! Coincidence. We would have started winning against those maggots soon enough."

The young pegasus snorted laughter. "Yeah right."

'Solly' snarled at him, but shook his head, taking a deep breath and trying to calm down. "All right, all right. Even if the REDs aren't here, we can't just stay here. Ever since we got transported to this world and transformed into ponies, we've been near helpless. Only a handful of us have abilities resembling our old weapons, and it took us way too long to learn basic motor control," he said, adding with a mutter. "I'm just glad there's bathrooms in this world... We need to have a base of some kind! We can't just bumble around in the woods the whole time! We are going to that town and I AM LEADING THE CHARGE!"

"Mates..." the sunglasses-wearing pegasus tried again, frowning.

The one-eyed Earth pony sighed, standing up and putting a hoof on 'Solly's' shoulder. "Lad... Ye do tend to make a bad first impression... Engie and Spy are best at dealin' with civilians... And since we aren't even in our world now, much less our own bodies, we need te be careful about this. Engie and Spy are the best planners, ye know that."

'Solly' sputtered for a moment, trying to protest, but eventually drooped his head, nodding. "You're right... I don't like it, but you're right..."

The pegasus in sunglasses sighed. "That's great, mates. And now that you're done blabbing about, maybe you'll actually listen to me when I say there's someone here that's been watchin' us for the past few minutes."

Everyone turned to where the pegasus pointed, Derpy yelping in fright. She wanted to run, but she felt paralyzed with fear, and could only stare at the nine odd ponies with fright.

'Solly' looked like he wanted to charge, but the one-eyed pony held a leg up, holding him back and shaking his head. Visibly forcing it, 'Solly' managed to calm down. The hard-hatted unicorn had to do the same with the mare, who gained a sudden manic grin on her face at the sight of Derpy and started forward. The hard-hatted unicorn had an easier time getting her to back off, though. Afterwards, the pegasus in a suit and the hard-hatted unicorn came up to her.

"Forgive our associate," the masked pegasus said, his manner all charm and confidence. Derpy blushed despite herself and giggled, as he continued, saying, "He is overbearing at times, but he means well and is a loyal comrade."

'Solly' just snorted, sulking next to the one-eyed pony.

The hard-hatted one nodded, sighing. "Anyway, as y'all may have guessed, we ain't from around here..." he said, smiling in a warm, friendly fashion that made Derpy feel much better around the nine of them. "And as y'all can probably guess, we're a little anxious t'get home. We was wonderin' if y'all knew of any magical authority around here that mahght know of a way to send us back?"

Derpy frowned, thinking for a moment. Did she really want to expose these strangers to Princess Celestia? These two seemed nice enough, but something about the mare bothered her, especially her Cutie Mark, which was a violent flame. After a moment, though, she decided that Celestia could probably easily handle them. And if not her, then Twilight Sparkle and her friends could. After all, she had heard they defeated Nightmare Moon...

"Well... There's Equestria's ruler, Princess Celestia."

The masked pegasus blinked, and smiled, pleased to have learned something. "Equestria? This world's name is Equestria? How..." he looked around, chuckling, "...appropriate."

Derpy blinked. "Wow, you really ARE from another world..."

The hard-hatted unicorn chuckled, an amiable chuckle that made Derpy feel good. "I guess it is kinda obvious..." he admitted.

Derpy giggled. "Anyway, I don't know how to contact the Princess directly. But I do no someone who does. She was actually a student of the princess herself."

The hard-hatted one nodded. "We'd like t'meet her then, miss..."

Derpy blinked. "OH! I'm sorry. I'm Derpy Hooves. I'm one of the mail carriers for the town, but today's my day off. I was just playin' with my muffin toy and..."

The others briefly stared at her when she said her name before the youngest of them spoke up. "Izzat what dat t'ing is?" the younger pegasus said, pointing off to where Derpy had dropped her toy, "Next to the pack?"

"Yeah, that's it!" she said, smiling. The young pegasus nodded. "Eh, no problem. Lemme go get that for ya, save ya goin' outta yer way." Before Derpy could protest, the younger pegasus zipped off with surprising speed towards the toy. He picked it up and put it in the pack. He stared at the pack for a moment before nudging his nose over it and messily tossing it onto his back. "Eh, not bad," he said, flying back to her. "Here ya go, lady."

Derpy giggled. "Thank you," she said, grabbing her pack off of him and in a much smoother motion, tossing it over her shoulder.

The masked pegasus nodded. "Wonderful. And to be polite, we shall introduce ourselves. I am Spy," he said, bowing grandly, his charming manner making Derpy blush again.

"I'm Scout," the young pegasus said, "Pleased ta meetcha."

"Name's Engineer, ma'am," the hard-hatted one said.

The sunglasses-wearing pegasus nodded, his hat tipping slightly. "I'm Sniper. Pleasure's all mine, Miss."

"In name and profession, I am Medic," the white unicorn said, nodding slightly.

"I am Heavy Weapons Guy!" the big stallion said, grinning amicably, "You can call me Heavy, though! Is good to meet you, little silly-eyes pony!"

The one-eyed pony shook his head. "I'm Demoman, lass. Me grumpy associate here is Soldier."

Soldier, still looking sullen, just snorted.

"Pyro," the mare said, grinning creepily, her voice a hissing rasp.

Spy nodded. "Together, we are a zecurity force zat works for a corporation called Builder's League United. Or BLU, for short."

Derpy nodded, smiling. She felt a little better about the group, as they seemed friendly enough. And security force... that must mean they were a sort of royal guard. That was good, right? "C'mon, I'll show you around Ponyville, take you to the person you need to see."

"We'd like that, little darlin,'" Engineer said, smiling. Derpy took off, flying slowly towards the town, the others falling into step behind her, Sniper, Spy, and Scout taking to the air.

After a few minutes of walking in a somewhat awkward silence, Medic galloped up to her. "Miss... Hooves, vas it? I vas vondering... Have you talked to a doctor about your eyes?"

Derpy frowned. She wasn't really comfortable with the topic, but she could tell from Medic's tone that he didn't mean anything insulting by it. "A couple. Treatment's too expensive, though. It doesn't affect my vision that much, and barring a couple jerks who like to use my name as an insult, everyone's been nice to me, so I don't really care."

Medic frowned. It had become reflex to ask about medical conditions when he saw them, and he had guessed that she might be fine with it. Still, he felt a professional need to ask about it.

Anything to occupy his mind on the fact that he was no longer in his world or even in his own body...

Engineer, sensing Medic's discomfort, decided to strike up a conversation. "Maybe y'all can tell us about this person yer takin' us to see?"

"Oh! Okay," Derpy said. "Her name is Twilight Sparkle. She used to live in Canterlot, the capital city, and was an apprentice to Princess Celestia herself! She's really good at magic, and keeping things organized. She's got a baby dragon assistant named Spike, who's a really nice guy, and this really neat pet owl that helps her at night."

At the mention of 'dragon,' Demoman began smirking.

"Shaddup," Soldier muttered, "It doesn't count, this isn't our world."

"She sounds like a razzer interesting lady," Spy said, idly using his tail to stuff his knife in his coat pocket when Derpy was looking away.

"Heheh. She's cool. She can be a bit overly bookish at times, but she and her friends are always there for each other," Derpy said, smiling widely. She told them about what she knew of Twilight Sparkle and the adventures she and her friends had. Medic and Engineer in particular seemed fascinated by the stories.

Eventually, they got into town, making their way to a large house near the town square. To the surprise of the BLU team members though...

"Is that house... made outta gingerbread?" Scout asked, he and the other three pegusi landing.

Derpy giggled, shaking her head. "Nope. That's Sugar Cube Corner. The best pastry shop in all of Equestria and the home of the premiere party planner of Ponyville." She looked again, though, and spotted another pony she knew outside, selling cupcakes.

"Cupcakes! Getcha cupcakes here!" said the rainbow-maned pegasus, "Special discount today, only one bit!"

Ponies were coming up and purchasing the cupcakes, which had a sweet, appley smell to them, white frosting and an apple slice topping them. The pegasus smiled, nudging the paper plates that held the cupcakes on them towards people, who would take them in their mouths and walk off with them. Derpy led the nine dimensionally displaced ponies up to the table.

"Heya Rainbow Dash," Derpy said, "Helping out today?"

"Hey, what's up Derpy?" Rainbow Dash said, "Yeah, Pinkie's not feeling so hot. She had a really, really bad nightmare last night that sorta... put her off cupcakes for a while... She came to my place and was in a bad way, so I agreed to help out while she got some more sleep. The Cakes are gonna stick to using those pans for muffins for a while."

Derpy frowned. From Rainbow Dash's expression she could tell that she was holding back some details, but she decided not to press it. Pinkie Pie was their friend, while she was just an acquaintance, so she'd let them handle making her feel better. "Hnh... Hope she's okay..."

"Me too," Rainbow Dash said. She blinked, noticing the nine members of BLU behind Derpy for the first time. "Whoah!" she said, impressed by them. "Who're your new pals?"

Derpy started to explain, then giggled. "Y'know what? I'm gonna let them tell. It'd take too long, I'm not even sure I believe half of it, and I need to go pick up my daughter from school. Y'mind taking over as hostess for me?"

Rainbow Dash looked them over, and shrugged. "Sure, why not? Wanna buy some cupcakes before you go?"

Derpy nodded. "Yeah, sure, why not?" she said, putting down eleven bits. "Nine for my friends, one for Dinky, and one for me" she said, taking two of the plates and flying off. "See you around, Rainbow Dash!"

"Say hi to Dinky for me!" Rainbow Dash said, waving with a hoof. She turned to the nine BLU members, nudging some cupcake plates towards them, the last ones on the table. "Anyway..." she said to the gathered ponies, "Eat up. It's a double promo today. Another buddy of mine runs this apple farm just outside of town. Best. Apples. Ever. Makes the cupcakes even tastier."

The others looked at each other. Medic stepped forward first. "Danke, Fräulein Dash," he said, leaning in and taking a bite. "Mmm, these are quite good."

The others stepped forward after that, eating their own cupcakes. Rainbow Dash giggled as Heavy picked his up and ate it in one bite. "Moist and delicious!" he said, licking his lips. "Is quite tasty cupcake, little rainbow friend!"

Engineer nodded. "Much obliged for the hospitality," he said, "If'n y'all see Derpy Hooves again before us, would'ja let'er know we appreciate her buyin' the snacks?"

Rainbow Dash nodded. They seemed pleasant enough. "I'm Rainbow Dash," she said, "The fastest pegasus in all of Equestria."

"Izzat so?" Scout said, grinning widely. He would love to put that to the test.

Rainbow Dash twitched, and put her face right in Scout's. "Yeah, that's so," she said, grinning a little, sensing a challenge from the little pegasus in the blue shirt, "Wanna make something of it?"

"Not... at the moment, no... You'll have to forgive Scout, he's rather impulsive and that can sometimes override his better judgment. And etiquette," Spy said, glaring at Scout, who just giggled but said nothing. "We are actually here on business. We find ourselves at... something of a loss, and..."

"Just tell her," Soldier muttered.

Spy glared at Soldier. To his surprise, though, Engineer seemed to agree. "We might as well, pardner. Ain't gonna accomplish nothing by joshin' around before getting' to the point."

Spy stared at Engineer for a moment, then at the others, who seemed to agree with him. He sighed, and said, "Very well then. A few days ago, we found ourselves transported to Equestria from another world via unknown means. Upon our arrival here, we were forcibly transformed, via similar unknown means, into the forms you see before you now. We are seeking a powerful magical authority to try and return back to our world and hopefully back to our natural forms as well."

"Betcha anything she doesn't believe a word of it," Pyro muttered. "I know for a fact that it's true and I'm not sure that I believe it."

Rainbow Dash stared at them, frowning, fluttering in the air a little. She DIDN'T believe it. Sure, they dressed weird, but honestly, they were no more bizarre than some of the dresses Rarity came up with. (Fashion was WEIRD in her view.) And honestly, their outfits seem rather plain anyway. "...Whatever you say," she said, shrugging. "Cool Cutie Marks, by the way."

Heavy blinked. "What is 'Cutie Mark?'"

Rainbow Dash's eyes widened. What in... How could they not know what a Cutie Mark is! That's like, Pony 101! That... Oh geez, maybe they are from another world!

Spy took note of Rainbow Dash's sudden silence. He frowned, but decided to roll with it. "I'm assuming that 'Cutie Mark' refers to the designs on our flanks?"

Rainbow Dash nodded, more than a little disturbed. "Yeah, that's... That's like GRADE SCHOOL stuff..."

Scout gagged. "Cutie marks... Can't BELIEVE some of the names for stuff here..."

The nine turned to look at their Cutie Marks. Scout's was a baseball bat with wings attached to it. Soldier's was a rocket. Pyro's was a violent flame. Demoman's was an exploding pipe bomb. Heavy's was his minigun, Sasha. Engineer's was a wrench. Medic's was a blue cross, similar to the one on his coat. Sniper's was a sniper scope. And Spy's was the upper body of a stick figure getting stabbed in the back of the head.

"Certainly interestin,' ah guess," Engineer said, turning to look at Rainbow Dash's mark. "Maybe y'all could explain what they mean to us later?"

"Yeah... sure..." Rainbow Dash said, confusion evident on her face. A lavender pegasus flew down to Rainbow Dash, startling her.

"Rainbow Dash? We lost the schedule for today... When and where was that rain supposed to be?" the pegasus asked.

Rainbow Dash shook her head. Too much was going on at once for her to focus. Fortunately, she knew what was supposed to happen. "Put the storm over the botanical gardens, the ones about five miles from Sweet Apple Acres, at Five o'clock. They've been a little dry lately ever since their irrigation system broke down." She shook her head. "That's the third time this month. Who's been handling the schedules?"

"I don't know," the lavender pegasus sighed, "It's some new supervisor I've never seen before..."

Rainbow Dash shook her head. "Look, just make sure that there are at least three copies of the weather schedule available at all times from now on, okay?"

The lavender pegasus nodded, flying off and pushing a cloud away. BLU watched in amazement, Rainbow Dash staring at them in shock. Weather management was another basic thing in this world. The three pegasi, at least, should be familiar with it.

"The weather is managed here?" Medic asked, his scientific curiosity piqued.

Rainbow Dash nodded numbly. "Yeah..." she said, "Pegusi keep the weather going..." This is too weird. She needed to talk to Twilight Sparkle. And FAST. "Listen, I gotta bolt for a sec. If Pinkie Pie wakes up and is looking for me, tell her I'm still fine and just went to get Twilight Sparkle."

Before the others could say anything, Rainbow Dash zipped off in a streak of color, creating a burst of wind that left the hat-wearing members of BLU holding their headgear in place.

Scout whistled, impressed. "Nice speed Dashy's got there... Wouldn't mind racing her once before going home..."

Spy cursed himself. "So much for infiltration..."

Engineer shrugged. "It may be better this way, t'just get things out in the open. This looks like a peaceful place. Even if we were natives, we wouldn't exactly belong."

As the others talked, Pyro was looking at the paper plates their cupcakes were on. She grinned wickedly, and placed them on the ground in a little stack. She knelt down, muttering, "Let's see if I remember how to do this..." She concentrated, her horn glowing, and after a moment, a burst of flame shot out, igniting the plates. She giggled happily, catching everyone's attention. Heavy yelped, and stomped out the flames, giving Pyro a disapproving look.

"Little Pyro must not set fires in public places. Is bad for businesses," he rumbled.

"Darlin,' we're trying to make a good impression here so's we can try and get an audience with the magical authority and get home..." Engineer said, sidling up to her.

"Poor little fire," Pyro said as she stared at the ashes of the plates, sniffling a little, "Snuffed out just as it was starting to grow..."

Engineer groaned softly. "Just... wait until we're not in a public place, please? And around so much potential collateral damage?"

Pyro blinked, as if noticing Engineer for the first time. It took her another moment to register his question, and she nodded, smiling a dementedly cheerful smile. "Only because YOU asked," she said.

"Very strange girlfriend ye have there, Truckie," Demoman chuckled.

Engineer sighed again.

After Heavy cleaned up the burnt plates, a bright pink Earth pony came out, with poofy hair that drooped a little, becoming straight at the ends. She looked at them curiously, yawning.

From the abundance of pink, they immediately guessed her to be the Pinkie Pie mentioned earlier in the conversation between Derpy Hooves and Rainbow Dash. Engineer smiled, nodding to her. "Ah'm sorry there, ma'am? Did we wake you?"

Pinkie Pie shook her head. "No," she said, and began looking around, her expression frantic. "Was... Was Rainbow Dash just here?"

Spy, in full Charming Mode, came up to her. "Indeed she was, my dear," he said, smiling his most dazzling smile. She went to fetch your ozzer associates, and promised to return shortly."

Pinkie Pie gave him a desperate, frightened look, one that startled him. "Was she... was she all there? Was any part of her missing?"

What sort of bad dream did she have? the nine BLU members thought.

"I saw no injuries, Fräulein. She was in good health," Medic said, stepping forward.

Pinkie Pie turned to him, saw that he looked like a doctor, and relaxed a little. "Okay... I guess... Yeah, she's okay," Pinkie said, smiling a little. "Thank y..."

Pinkie blinked, as if noticing the nine BLU members for the first time. She looked at all of them individually, her eyes going wide. Bizarrely, her hair became completely poofy, her pink coloring getting brighter.

Demoman and Soldier traded disturbed looks. "Are you all right, lassie?" Demoman said.

Pinkie Pie leaped into the air, letting out a long gasp, and zipped back inside, the door slamming shut behind her.

The BLU team members just stared, unable to figure out what to make of what just happened.

Rainbow Dash, with four other ponies and a little purple and green lizard in tow, arrived back a few moments later. The pale-yellow pegasus squeaked in fright at the sight of them and hid behind the white unicorn with the curly, elegant mane. Rainbow Dash and the lavender unicorn with the lizard-thing on her back stepped forward, Rainbow Dash zipping around and glaring at the BLU team members suspiciously.

"What happened, what went wrong?" she demanded.

"I..." Scout said, "I don't know. She came out, looking for you. Then... she acted like she didn't realize we were there at first, but when she did... Her hair got really poofy and her coat got brighter... she just leaped into the air and let out a big gasp, and then zipped right back inside! We didn't do anything other than say hi and tell her where you was!"

To BLU's surprise, the other five ponies let out a sigh of relief.

"Good, she's feeling better," the white unicorn said. "Poor dear seemed so sad after that horrible dream she had..."

"...I do not understand," Medic said.

The lavender unicorn giggled, adjusting the saddlebag she wore, which was filled with scrolls and books. "Pinkie Pie did the same 'gasp and run off thing' when I first came to Ponyville. She's planning on throwing you a party to welcome you here!."

Heavy brightened. "Party? I love parties!"

"Yeah, me too!" Scout said, jumping and doing a loop-de-loop before perching on Heavy's back, "That is so awesome, to get a party just fer showin' up!"

The other team members traded confused looks. Engineer smiled, and said, "That's right neighborly of y'all," he said, "But she really don't have to do this."

"Aw shucks," the orange pony in the cowboy hat said, Engineer sensing a kinship with her just from the accent, "That don't matter. She likes doin' nice things for people. And..." She looked back into the pastry shop. "She's kinda been in kind of a bad way lately... Ah know it's a bit much t'ask since we just met, but would y'all mind just goin' with it? It'd really cheer her up."

Soldier growled. "Don't we have something we need to do here?" he snarled, ignoring Demoman's scathing look.

"We're gonna be asking a big favor of them," Engineer said, "Ah don't see what the harm would be in repayin' them for it?"

"Besides," Spy added, agreeing with the idea, "Zere are worse zings we could do. I do not mind indulging in a celebration."

The lavender unicorn stepped forward, the lizard-thing hopping off her back and sniffing at them suspiciously.

"A favor? What do you mean?" she asked.

Rainbow Dash blinked. "OH! That's right," she said. "Guys, this is Engineer, Spy, Scout, Heavy, Pyro, Demoman, Soldier, Sniper, and Medic. They're a security team for a group called Builders League United."

"Or just BLU, for short," Spy added.

Rainbow Dash nodded, and continued, gliding over them. "They're from a whole other world entirely!"

Pinkie Pie poked her head out the window. "Another world? Like space aliens?" she said, disappearing and reappearing on top of Heavy's head, startling the large stallion. "SO COOL!" she cheered, bouncing up and down. She then paused mid-bounce, blinking. "I gotta change the theme of the party," she said, zipping back inside.

"We aren't that kinda aliens," Engineer said, "I don't think, anyway. I think we got sent over here from an alternate reality."

The lavender unicorn seemed doubtful. In an instant, Pinkie Pie was back out there, grabbing Engineer's face in her hooves. "Visitors from another dimension? Like in the fantasy books? THAT'S EVEN COOLER!" she shrieked joyfully. She paused again, looking confused. "Wait, what kind of theme can I use for that?" After a moment of thinking, she shrugged. "Eh. I'll go with the standard, then. With lots of blue. You guys like blue?"

The gathered ponies, native and otherwise, just stared her incredulously. Demoman looked over the blue garb they all wore, and chuckled. "Aye, lass, we do."

"Great!" she said, zipping back inside.

"Is she always that energetic?" Sniper asked.

The native ponies, again seeming relieved at their friend's exuberance, nodded. Rainbow Dash, still fluttering above the others, continued her introductions. "Anyway, BLU, I'd like you to meet my friends. First, this is Applejack," she said, gesturing to the orange pony with the cowboy hat.

"Pleasure t'meet y'all!" she said, smiling brightly. "Stop by Sweet Apple Acres later and I'll hook y'up with some of the finest apple treats in town!"

Engineer grinned. "Ah'd like that a lot, ma'am."

Rainbow Dash giggled, and gestured to the white unicorn. "Miss Curly here is Rarity. She runs the dress shop here in town," she said.

"It is always a pleasure to greet newcomers to our humble little town," Rarity said, bowing grandly. Spy, sensing an opportunity, turned on the charm again, gently lifting her hoof with his own and kissing it.

"Enchanté, mon cher," he said. Rarity blushed and giggled.

"My my, such a gentleman," she said.

Scout pulled his cap over his face, burying his head in his hooves to try and stifle his laughter.

Rainbow Dash rolled her eyes at the two of them, landing near the pale-yellow pegasus, nudging her forward a little. "This here's my best bud from school, Fluttershy."

Fluttershy grinned nervously. "H-Hello... It's very nice to meet you."

Heavy leaned down a little to greet her, Fluttershy yelping nervously and hiding behind Rarity again. "Little shy pony, do not be afraid! BLU is friend to all!" he boomed, smiling brightly.

She was still nervous, but the sincere smile on Heavy's face made her relax enough to smile back.

Rainbow Dash landed near the lavender unicorn and her lizard associate. "And this," the rainbow-maned pegasus said, "is Twilight Sparkle and her dragon partner, Spike."

Demoman blinked, and grinned at Spike. He had REALLY been wanting to see a dragon up close. "It's a pleasure t'meet y'both, lassie and lad," he said.

"Likewise, I'm sure," Twilight said. "What was it you wanted to ask?"

"Well," Engineer said, "We..."

"We want to go home," Sniper interjected bluntly. "We have nothing against any of you, but this isn't our world and these aren't our bodies. We'll stay for the party, but after that we really want to go home and to our families. Those of us that have them, at any rate."

Engineer sighed, and nodded in agreement. "If y'all could help us with that, or know someone who could, we'd be grateful. We don't wanna be any trouble..."

Twilight frowned. "I'm powerful, but I'm just an apprentice..." she said, thinking for a moment, "But Princess Celestia might be able to help!"

Spy smiled. "If you would be so kind as to write to her?"

Twilight thought for a moment, and nodded. "Spike, if you would?"

Spike frowned at them. "You sure, Twilight? They got a weird smell on them all. Like ash and... something else, I can't tell what..."

Twilight sighed. "No... But, I guess it's best to help them find their way home, right?"

Spike frowned, and shook his head, reaching into the saddlebag Twilight wore, pulling out a blank scroll and quill. He nodded to Twilight, who began dictating.

"Dear Princess Celestia. I hope this letter finds you and your sister in good health, and that she is feeling better after that terrible nightmare you mentioned in your last letter to me. We are all doing well here, but I have a very important request to make. Recently, my friends and I encountered nine strange new ponies that claim not only to be from another world entirely, but that the pony bodies they now have aren't their original ones. According to Rainbow Dash, they were unaware of what Cutie Marks were and the ability to control the weather that pegasus ponies have, lending credence to their claims. They seek to and are eager to return to their home and their original forms, and I was wondering if you knew of any magic that could help them. Signed, your loyal student, Twilight Sparkle."

"I cannot believe some of these names," Scout muttered.

"Hush," Spy admonished.

Spike rolled up the scroll and blew a gout of green flame that burned it up. Pyro seemed pleased by it, but she, like the others, was surprised when the ash floated off into the distance, towards a mountainside city.

"I have GOT to learn how to do that," Pyro giggled.



Royal castle...


Celestia looked over her books of monster lore, trying to find anything similar to the figure that Luna had described in her dream. Luna herself was busy with an abacus, doing various calculations in her head as she looked over some figures on a chart. Merely moving the abacus beads around seemed to have a calming effect on Luna, Celestia noticed. She smiled softly, glad that her sister seemed to be feeling better, her terrible nightmare nothing more than a bad memory...

"Nightmares..." she said softly, looking out over the villages and towns below her. Specifically, towards Ponyville, where her prized student Twilight Sparkle resided. She felt a shiver of fear for her go through her, and decided to focus on her studies. She was surprised a moment later, however, when a scroll appeared before her in a flame of green flame that she recognized.

"Oh!" Celestia said, startled.

Luna turned to her, frowning. "Sis? What is it?"

"A letter from my student," she said, "A little early for one, though..." She thought about it for a moment and shrugged, her horn glowing as she opened the scroll and read it.

She frowned, a worried expression coming to her face. Luna stood up, concerned. "Sister? What is it?"

"The nine stars that fell from the sky..." Celestia said, her voice one of wonderment. She turned to Luna, a thought occurring to her. "Luna, get ready. We're going to Ponyville."

Luna blinked. "Why?"

"Something major has happened," Celestia said, "I need us both to be there, just in case it's too powerful to handle for me alone."

Luna frowned nervously. "Are... are you sure?"

Celestia sighed, smiling indulgently. "It wasn't using your magic that made you become Nightmare Moon, Luna. I still don't know what outside force it was that corrupted you, but I intend to find out. Now come."

Luna smiled, feeling a little better due to her sister's confidence. She closed her book, and joined her sister as she wrote a return letter to Twilight. Back in Ponyville, Spike belched, literally coughing up the letter. Twilight caught it with her telekinesis and opened it.

"She's coming here... With Luna, for some reason..." Twilight read.

"An audience with royalty?" Spy said, smiling, "Oh, zis will be fun."

"Why princess?" Engineer asked. "If she's in charge, wouldn't that mean she's a queen?"

Twilight shook her head. "Technically yes, but she told me she refuses to do so out of reverence for her mother, who alongside her and Luna's father gave their lives to save them. I don't really understand it myself, but she tells me she feels unworthy of the title of queen."

Spy nodded, memorizing the information for later possible use, as was his habit. But wait. I will be leaving soon. Why would I...? Unless she CAN'T... Spy's eyes widened as he gasped. He shook his head, dismissing the thought. He had to hold onto the hope that Celestia could send them home.

At Twilight's suggestion, the nine members of BLU and the six ponies (Pinkie had to be convinced to temporarily abandon her party plans) gathered at Twilight Sparkle's library home. About an hour later, the royal carriage arrived, being drawn by armored pegasus ponies. (The BLU members were a little surprised to see apparently fully sentient ponies drawing the carriages. Medic, Spy, and Engineer made a mental note to ask about it later.) Twilight and her friends bowed as Luna and Celestia disembarked, thanking the two guardsponies, the BLU team bowing as well.

"Princess Celestia," Twilight said, "It's so good to see you again."

"As it is good to see you, Twilight Sparkle, and all your wonderful friends," Celestia said, radiating such benevolence that Spy, ever the ladies man no matter what his form, found himself blushing. Sniper noticed and would have teased him about it, but he was a professional and would wait until their business was concluded.

Twilight turned to Luna and bowed as well. "And Princess Luna, it is good to see you again," she said, grinning weakly, "Under... better circumstances of course."

Luna blushed, flinching. "Celestia speaks well of you, Twilight Sparkle. And... I wish to apologize to the six of you, and through you all of Equestria... Looking and actually seeing how much people appreciate my beautiful nights has made me realize that many of my... earlier decisions were drastically poor..."

"Well, sure!" Pinkie Pie chirped, meaning every word she said. "After a too hot day, a nice cool night is just the ticket!"

Luna smiled gratefully.

Celestia nodded. "And I'm assuming these gentleponies and lady behind you are the 'visitors' you mentioned?"

Twilight Sparkle nodded. "This is Scout, Soldier, Pyro, Demoman, Heavy, Engineer, Medic, Sniper, and Spy. Derpy Hooves apparently found them about a mile away from Ponyville."

"It is an honor to be in the presence of such beauty, my ladies," Spy said, practically oozing his trademark charm.

Celestia and Luna smiled at the nine of them, but it was an uneasy one. After a moment, Celestia asked, "Do you know how you got here?"

"'Fraid not, yer Majesty," Engineer said, shaking his head, "About four days ago, we was mindin' our own business and suddenly we got pulled into the sky. Next thing we know, we're crashin' down from high up. And when we wake up, we're in bodies that ain't our own!"

"The nine falling stars..." Celestia said, mainly to herself.

"...Pardon, ma'am?" Engineer said.

Celestia shook her head. "I may have witnessed your arrival in this world without knowing..." She hesitated a moment, and asked, "Your names... They sound like job titles than actual names. What is it you do?"

Uh oh... Spy thought. Do they suspect? Deciding to try the cover story, he said, "In our homeworld, we are a private security team hired by a company called Builders League United. BLU for short. We mainly protect BLU-held buildings from infiltration and demolition by our rival company, Reliable Excavations and Demolitions. Or, simply, RED. Our employer is... somewhat eccentric, and asked us not to use our real names to refer to each other. Something about preventing information on our families from reaching our rivals, so as to prevent bribes."

"Do not lie to me," Luna said.

The other ponies save for Celestia, who had the same suspicions, seemed surprised . The BLU members just cringed, trading worried looks, realizing they had been caught.

"Princess Luna," Spy tried, "I assure that..."

"My power is based in darkness," Luna said, "It grants me the ability to see through all shrouds. Including shrouds on the truth. I can accept that you may have been pulled here against your will. But I will not accept being lied to..."

A brief memory flashed through Luna's thoughts. DrInK. dRiNk, AnD yOu WiLl At LaSt Be StRoNg...

"I will not allow any harm to come to this world because of a lie, ever again..." Luna said softly, but with conviction. Celestia smiled warmly at the declaration before turning her gaze on the gathered BLU team members.

Spy frowned, and began idly playing with his knife, his expression going icy. Soldier growled angrily. Pyro's eye twitched, a manic giggle escaping her throat. Heavy's eyes narrowed, and Medic sighed wearily, as if expecting this. Scout began shifting nervously on his hooves, as if restraining himself from taking off, as Sniper just returned Celestia's cold gaze. Engineer grumbled inwardly, and began doing calculations in his head, trying to figure a way out of this, trying to ignore the worried looks Twilight Sparkle and her friends were giving them.

Demoman, however, didn't get up from where he was sitting. A tired expression on his face, he told Spy, "Just tell her everything, lad. There's no point in trying to come up with cute stories."

Spy frowned at him. "...If I must."

Demoman nodded. "No reason to lie when someone already suspects the truth."

Applejack blinked, and rubbed her neck against a low hanging branch.

Rarity gave her a confused look. Applejack shrugged. "Neck itched for a moment," the orange pony said.

Spy sighed, his expression turning cold. "Very well... The nine of us are mercenaries and assassins. Each one of us a killer, even the doctor," he said, the other ponies gasping. Spy nodded. "BLU and RED are direct rivals to each other, because two psychopathic twins brothers named Blutarch and Redmond Mann refuse to cooperate and share ze land their father left them. We fight in constant war games against our lookalike counterparts in RED. Either zey are clones, we are, or both sides are clones. Despite the best efforts of both myself and my RED counterpart, we have been unable to discover ze truth of ze matter. It's made things... awkward in matters of our families. I was not lying about our employer wanting us to use job titles as names, although he never gave us a reason. We simply use zem out of habit now, having grown used to doing so."

Twilight, Rarity, Applejack, Pinkie, Rainbow Dash, and Fluttershy stared at BLU in shock. Spike, shivering, suddenly realized what the second smell was. "Blood... That was the second smell... They all smell of ash and blood..."

Engineer sighed. "We got no beef with this world, and don't wanna cause no trouble. If'n you can help us get along home, we'll gladly be on our way."

Celestia and Luna traded looks. "I... I appreciate your honesty," Celestia said hesitantly, "And can respect your desire to leave without causing problems."

The nine of them looked up at her hopefully, their expressions almost pleading. Celestia felt her heart breaking as she spoke again.

"But... I don't know if I can help you at all," Celestia said. The faces on the nine members of BLU fell. Celestia bit her lip and continues. "I truly wish I could help, but I don't know the first thing about dimensional transportation magic at all. And even if I did, even Luna and I working together wouldn't have enough power to open a gate. It requires more power than even the two of us and most of the unicorns on Equestria together have."

"Ma..." Scout said softly, his head drooping. Sniper pawed the ground, a look of intense frustration on his face. Heavy and Pyro just stared at her, their expressions a mix of disappointment and fear. Soldier began growling, Demoman taking him aside and whispering to him harshly, trying to get him to calm down. Spy sat down, a contemplative look on his face, as Medic looked away, frowning.

"I am truly sorry," Celestia said, frowning. "I can look into other means of getting you home, but it will take some time for the research to be done..."

Engineer managed to smile weakly. "It's... fine. We..."

Pinkie Pie suddenly began shivering, bouncing up and down. The five ponies and young dragon about her suddenly became worried.

"What's wrong?" Medic said, "Is something the matter?"

Twilight, even though she had accepted it long ago, really couldn't believe she was saying it. "Pinkie Pie has... this ability to sense when things are coming. It usually manifests as a twitching. A fully body twitching means that a real doozy is coming..."

"A really big BAD doozy!" Pinkie said, shivering in fear. Heavy and Scout suddenly looked around, worried.

Engineer and Medic were prepared to accept the presence of magic. The disastrous DeGroot Keep incident that made Engineer and Spy seize leadership of BLU from Soldier had proven to them that magic existed. And even if it didn't their new abilities and forcible transportation to Equestria would have forced them to accept it.

But this sounded just silly.

"You've got to be kidding me," they chorused.

And then the screaming started.

Everyone turned in the direction of the sound. It was a guttural scream, with more fear in it than any of the native ponies had ever heard. Ponies were running around in panic, fearful for their lives. And there was a strong scent of blood in the air.

"Guards!" Celestia commanded, "Go, help as many as you can! We will be along shortly!" The two guardponies ran off, and Celestia turned to the gathered members of BLU. "I have no right to ask you this after my admitting my inability to help you, but whatever this is, I may need your help. I would like to commission you to help stop whatever is doing thiAAGH!"

From the roof of a nearby building leaped a monstrous figure, slashing with dark claws. They tore into Celestia's neck and chest, blood splashing out.

"SISTER!" Luna cried. Applejack kicked the creature as it reared up for another attack. Her powerful bucking strike knocked the creature back into a nearby wall. Luna, furious, turned her magic on the creature, freezing it in place and coating it in a layer of ice.

Celestia gagged, staggering, coughing up blood. Twilight was at her side, trying to hold her up, trying to remember a healing spell. Before either she or Luna could react, Medic was at Celestia's side. A beam of blue energy emitted from his horn, blue crosses similar to his Cutie Mark bubbling from it. As the others watched, Celestia's wounds healed up rapidly, even the scars fading away.

"How...?" Twilight Sparkle asked.

"On my world, in my natural form, I wielded a weapon I created called a Medigun, that could heal battlefield injuries. When I was turned into this body, I gained the ability to produce my Medigun's healing beam without need of the actual gun," Medic explained.

"It's a useful ability," Celestia said, Luna and Twilight helping her to her feet. She went over, ignoring the protests of her sister and student to rest. "What... What is this?" Celestia asked.

"This isn't native?" Demoman asked, confused.

"It... It looks like a Diamond Dog," Rarity said, "But... different somehow."

The others looked at it. It did indeed resemble the ape-like canines that had captured Rarity before, but horribly corrupted. Black liquid oozed from its mouth, its claws black and jagged. The eyes were massive pools of darkness, the scent of rot and oil on its breath.

Luna stared at it, her eyes glowing for a moment. "Whatever it was before, it's not now. This creature, and most likely the others, has been corrupted beyond recovery... Beyond that, the most I can tell from it is that its a scout, and the main force hasn't arrived yet. Its mind has long since been destroyed beyond basic instincts..." she said, Celestia nodding in agreement, getting the same sense from the creature.

Heavy snorted, rearing up and bringing his hoof down, crushing the creature's head. It exploded like a wet sack, splattering in a mass of black goop, startling the Equestria natives. "Then we will crush tiny baby monsters, and protect little ponies!" he rumbled.

"Commission accepted, Princess," Spy said, vanishing in a swirl of smoke.

"Anything to take our minds off of the situation," Sniper muttered, taking to the air.

"CHARGE!" Soldier bellowed, running back into town, the others following behind.

Celestia turned to Twilight and her friends. "You six help as many ponies and animals as you can get to safety. Luna and I will aid in the battle."

Both princesses took off, rising majestically into the air. They spotted Medic helping with the ponies that had been injured by the scout's attack. And as it turned out, they arrived just in time. The rest of the corrupted Diamond Dogs had arrived.

Snarling and slavering, they burst from underground, like demons from Hell. Thirty corrupted Diamond Dogs, turned monstrous by whatever it was that transformed them. They attacked indiscriminately, tearing into buildings and chasing down ponies. But they quickly found themselves with greater resistance than they expected.

Soldier had found a shovel somewhere and was using it as a bludgeon, holding it in his teeth as he literally tore into the corrupted Diamond Dogs. A crazed, blood-thirty expression was on his face as he fought, snarling like a beast. Demoman, who had grabbed a fallen beam and jammed a bunch of nails into it was fighting just as fiercely, bashing Diamond Dogs left and right.

Heavy bellowed as he slammed headfirst into a crowd of Diamond Dogs, the titanic stallion scattering them like bowling pins. He managed to pin one to the ground and crush its head, like he did before. He barely noticed the slashes he received, Medic, who was dashing back and forth between his teammates, healing any injuries they received. A Diamond Dog attacked Medic, its corrupted, savage mind thinking him an easy target because he was a doctor. But Medic just lunged forward, headbutting the Diamond Dog, jamming his horn in its neck, killing it instantly.

"I'm afraid your diagnosis is terminal!" Medic quipped, dashing off to help the others.

Scout was darting back and forth between Diamond Dogs, taunting them mercilessly and knocking them about with bucking kicks, luring them into Heavy, Soldier, and Demoman's reach. Spy disappeared and reappeared repeatedly, jamming his knife into the backs of the demonic Diamond Dogs, staggering them and leaving them open for Scout's kicks.

Celestia and Luna looked at each other and nodded, joining the fight themselves, their powerful magic literally tearing into the Diamond Dogs.


Engineer tried to fight, but found himself outmatched. He was thrown off of the Diamond Dog he was attacking, and ended up crashing into Rarity's shop as she was barricading the windows. The ponies that had taken refuge there screamed in fright, relaxing only a little when they noticed it was Engineer.

"Oh dear," Rarity said, rushing to his side. "Are you all right?"

Engineer winced as he pulled himself to his feet. "Just a little shook up, ma'am," he said, "And a little annoyed that I don't have m'tools or m'buildings t'work with. Fightin' direct like this is more up the alley of the others..."

He looked around, noticing the abundance of gems, including several . He did some calculations in his head, and grinned. "Ma'am?"

"Rarity, darling," the white unicorn said, smiling warmly, appreciating that he was being gentlemanly even in this situation.

Engineer nodded. "Ah need t'borrow y'gemstones for a sec. I gots me an idea," he said.

Rarity blinked. "My gems?" she asked, confused. She looked out, hearing the screams and the roars of the corrupted Diamond Dogs. She looked back, a resolute expression on her face. "If it will help stop these monsters from hurting anypony, then you may make use of anything in my shop," she said resolutely.

"Much obliged, Miss Rarity," Engineer said, his horn glowing as he telekinetically lifted up all the gems, as well as a few beams and reflective surfaces. He tore all the gems out of the rather elegant dress that was under construction, Rarity flinching as her work was torn apart.

"That hurt physically hurt y'all, didn't it?" Engineer asked, noting her reaction with mild amusement.

"Yeees..." she whimpered.

"Ah'll make it up to you, ah promise," Engineer said. A blueprint was forming in his mind as he began to build, adding, "But first, lemme get this done..."

The work went quickly, Rarity returning to boarding up windows as Engineer build his device. A shell of reflective surfaces was formed around the gems, which were clustered inside in intricate patterns which Rarity thought were quite lovely. Spare wooden beams formed a base underneath the device... whatever it was.

"Will this contraption really help?" Rarity asked.

Before Engineer could answer, a Diamond Dog burst into the store. Rarity and the hiding ponies screamed in fear as the creature bellowed...

...but Engineer just smirked. "Sentry, goin' up."

He created a ball of light and dropped it into the back of the device. It bounced around the reflective surfaces, passing through the gems and growing in strength until it passed out of the barrel, becoming a thick beam of intense heat and light that vaporized the Diamond Dog, leaving only a black smudge.

"Wow..." Rarity said.

Engineer nodded, lifting up the Sentry to move it outside. "Ma'am, ah'm truly sorry about havin' t'use up your supplies like that. Ah'll do what I can t'make it up to you," he said, before rushing out to set up his Sentry again.

Rarity nodded, left speechless by the display. But for some reason, after Engineer's promise, she felt her neck itch a little...


Rainbow Dash wasn't one to run away. She was terrified, certainly (not that she'd ever admit it out loud), but she wasn't about to back off. She would distract Diamond Dogs that were closing on people, luring them over to the fighters as Scout was, relying on her speed to keep her out of reach of the vicious claws. She wished she could do more, though.

The Sniper came up to her. "You. Sheila," he said.

"It's Rainbow Dash," she huffed.

"I don't care," Sniper said, "You said ponies control the weather?"

"Pegasus ponies, yeah," Rainbow Dash said, nodding, "But I don't see what that has to do with anything."

"Show me how to shoot lightning," Sniper said.

"What good will that do..." Rainbow Dash started. But even as she said it, she realized that she didn't have any better ideas. Glancing down at the others to see if they were all right, she nodded and led him up to a nearby gray cloud. She briefly explained how to move the clouds and trigger lightning, Sniper perching on the cloud as she spoke. He quickly wiped at the cloud, making a clear area in it.

"What are you doing?" Rainbow Dash asked, darting about anxiously, "Our friends our down there!"

"Patience," Sniper said, "Just because I tend to be meticulous even in the heat of battle doesn't mean I'm not thinking of me mates."

Sniper stared down through the clear area. Rainbow Dash glanced over his shoulder, realizing that there was a crosshair of sorts, and that everything was magnified. Sniper muttered to himself, slowly raising a hoof... and brought it down on the cloud.

There was a crackle of thunder, and a lightning bolt lanced down through the sky, striking a Diamond Dog demon in the head, which promptly exploded.

"...Wow," Rainbow Dash gasped, stunned.

Sniper nodded. "Slight delay before firing," he muttered, "But I can compensate for that. These blighters aren't that fast..." He moved the cloud, and took aim again, firing another lightning bolt that exploded the head of a Diamond Dog that had cornered Demoman.

"That is... REALLY disturbing and REALLY cool at the same time," Rainbow Dash said, chuckling nervously.

Sniper just smirked. "All part and parcel to the job, Sheila. No one hurts me mates while I've still got two good eyes."

Rainbow Dash giggled, appreciating the sentiment... although for some odd reason her neck itched a little for a moment...


Fluttershy was trying desperately to herd some of the animals away, whimpering to herself as BLU, the Princesses, and the Diamond Dogs fought overhead. She led them through a carriage parking area beneath the mayor's office, trying to keep them safe from the battles and get them out to the forest. But as she made her way through, gently herding the rabbits, squirrels, and mice through, whispering calming things to them and just barely keeping the fear out of her own voice, a pair of Diamond Dogs came in, drooling and roaring. Fluttershy shrieked, paralyzed by fear, as the corrupted canines came in, roaring savagely...

...only to be knocked over like bowling pins as Heavy charged in, bellowing. One was knocked into a nearby coach, knocked senseless, as Heavy tackled the other one, charging forward and slamming it into a wall, the creature's spine audibly breaking. He snorted, and turned his attention to the other one as it picked itself up. It roared at Heavy, who just bellowed back in its face.

The Diamond Dog hesitated for a moment, and then turned towards Fluttershy. Sensing easier prey, it lunged towards her, roaring. Fluttershy squeaked, and covered her head with her hooves. Heavy charged the Diamond Dog, smashing into it with a shoulder tackle and sending it sprawling.

"Get behind me, little shy pony!" Heavy bellowed. He stood protectively in front of Fluttershy and her animal friends, the little yellow pegasus looking up at Heavy in awe. The Diamond Dog picked itself up again, snarling in frustration... only to get crushed into nothingness by a gravity spell cast by Luna.

"C'mon!" she said, "The tide's turned in our favor!" She flew out of the parking lot entrance, rejoining the battle. Heavy nodded, and turned to Fluttershy.

"Little shy pony is all right?" he rumbled, smiling warmly.

Fluttershy squeaked, still intimidated by Heavy's sheer size, but she managed to smile. Heavy sighed in relief. "Little shy pony should find place to hide with tiny animal friends. Little shy pony is not suited for battle, I think..."

Fluttershy actually managed to giggle. "Oh my... I couldn't agree more."

Heavy grinned. "Find safety. BLU Team shall triumph, and then everything shall be sandviches and Dalokoh's," he rumbled, tromping out to rejoin the fray before Fluttershy could ask what a Dalokoh's was.

For someone so large, and brutal, and scary, he's really quite kind... she thought. Even as the thought passed through her head, she felt a slight itching on her neck. She dismissed it, and began to gather the animals again.


Scout was fully aware of the danger he was in at the moment. He was in an unknown place, in an unfamiliar body, without any kind of firearm, melee weapon... he didn't even have a single can of Bonk! But he was still enjoying himself, managing to keep his view on the bright side of things.

For one thing, HE WAS FLYING. So cool. It had taken him forever to master double-jumping, and now he was flying through the air. Plus, if those lightning bolts that Sniper was shooting were any indication, he could command the weather.

He hated the fact that he was stuck here. But he could see the bright sides of this place. Plus, this battle was GREAT stress relief.

"Bonk!" Scout crowed as he dive-bombed a Diamond Dog's head. The beast staggered, only to be caught by Pyro...

Scout, upon hearing the only female member of their team start laughing, decided to leave before Pyro started having her fun. He liked being able to sleep without nightmares.

He flew over the battlefield looking for more Diamond Dogs to harass, spotting a furious Celestia reminding everyone WHY she was one of the rulers of this world by immolating a Diamond Dog into ash with a solar blast. Scout shook his head and laughed, looking around again. He spotted a Diamond Dog chasing after the hyperactive pink pony from earlier... Pinkie Pie, he thought her name was...

Divebombing the Diamond Dog, he slammed into it at full speed, using its head as a surfboard. He went up to Pinkie Pie, who was catching her breath from running so hard.

"Hey, you okay there, Pinkie?" Scout asked.

"Yeah..." Pinkie managed between breaths, "This is so not my scene..."

Scout chuckled. "Eh, just gotta know how to laugh at stuff that spooks ya. You seem like the type t'do that anyways, right?"

Pinkie, to her surprise, managed a giggle. "Usually, yeah. But this is a little more extreme than I'm used to..."

A lightning bolt shot by Sniper lanced by, splattering the head of a Diamond Dog in a cloud of black goop.

Pinkie winced. "Plus, the way you guys fight is really spooky... The monsters aren't helping anything either..."

Scout snickered. "Monsters? These things? Yeah the black goopy stuff is creepy, plus what Princess Luna said about them is kinda unsettling... But jeez, look at these things! They look like the love children of gorillas and poodles!"

Pinkie Pie couldn't help it. The image she got in her head of a gorilla and a poodle out on a romantic date was just too silly. She cracked up laughing.

Scout grinned. "That's the spirit. Laugh in the face of what spooks ya, and with a little effort, everything'll turn out a-okay," he said as he flew back into battle.

Pinkie watched him go with a smile on her face, feeling a bit better. Although for some reason, she had this weird itch on her neck...


"GET AWAY!" A scream reached the battlefield, one that only Soldier and Demoman heard. It was a familiar one...

"Isn't that the pegasus that brought us here?" Demoman asked.

"...She said she was going to get her daughter from school..." Soldier said softly. For a brief moment, an old memory bubbled to the surface. The memory of an island home, and a madman, crazed from battelust and honor, crashing a plane into a house, killing all inside save for one, who came back from an errand to find everything he knew tore from him...

"Stay here," Soldier snarled, "I'll go take care of it!"

"SOLLY!" Demoman called out. But before he could follow, he was ambushed by a Diamond Dog and had to fight.

Soldier galloped off in the direction of the screaming, his shovel clenched tightly in his teeth. He found Derpy Hooves, claw marks on her face, standing in front of a small unicorn foal. Derpy was visibly terrified, but refused to move from in front of her daughter.

"You... You stay back!" Derpy cried. "I'm warning you!" Her daughter, Dinky, cowered behind her, whimpering in fear, praying her mother would be able to stop this thing.

The Diamond Dog, drooling black liquid, roared savagely, raising its claw to strike. As it came down, Soldier jumped in front of the blow, the claws digging deep into his side.

"AAAGH!" Soldier screamed, white hot agony ripping through him, dropping his shovel. Derpy gasped in fear, reflexively moving her wing to shield Dinky from the sight of the wound. The Diamond Dog laughed, seemingly pleased with this, and yanked the claws out, Soldier gushing blood from his wounds.

To both the Diamond Dog and Derpy Hooves's surprise, Soldier staggered to his feet, a snarl on his face. "You call that mauling someone, MAGGOT?" he bellowed, "I've had deeper PAPERCUTS!" He picked up his shovel and tackled the Diamond Dog, brutally beating it to death.

Derpy flinched, and kept her wing covering Dinky's face, not wanting her to see this. Once the Diamond Dog was dead, Soldier staggered to his feet again, covered in black goop and his own blood.

"You all right?" he asked, staggering a little. Derpy nodded, and Soldier grunted. "Good. Now I gotta... get back to the battle..." he said, trying to stagger back into the fight, his side bleeding badly.

Derpy quickly convinced Dinky to go inside the nearby building and wait for her, going to Soldier's side and holding him up as he started to fall. "You're hurt badly," she pleaded, "You have to wait until the medical ponies get to you! At the very least, let me..."

"I'm fine, I'm fine..." Soldier muttered, his vision swimming, "Just gotta... Ngh..."

Medic dashed over to the two of them, having heard Soldier's trademark bellowing. "Dummkopf! You can't go off on your own like that! We don't have the advantage of the Respawn this time!" He began casting his healing beam on Soldier, the wounds closing up quickly, the blood flow stopping.

"Had to... ngh... Civilian in danger..." Soldier said, starting to stand straighter as his wounds healed.

"Wow..." Derpy said softly, watching Medic's magic at work, and noticing for the first time just how STRONG Soldier looked.

Medic blinked, as if noticing Derpy for the first time. Once Soldier was healed, he cast his healing beam on her, the claw slashes on her face closing up quickly. He turned back to Soldier and said, "Come on. We're winning, but ze last ones seem to be ze strongest. We need everyone zere!'

Soldier nodded, picking up his shoulder. "You gonna be okay?" he said.

Derpy found herself blushing as she looked at Soldier, and nodded. "Yeah... Yeah, I think so."

Soldier nodded. "Go be with your daughter. I got some monsters to stomp..."

He and Medic ran back to the battlefield. The last three Diamond Dogs had been herded into the center of town, Sniper's lightning strikes and Engineer's magic Sentry keeping them from fleeing. Luna, Celestia, Demoman, and Heavy were engaging them, but these last ones were much larger than their brothers, and a bit more clever, deflecting attacks and attacking the princesses before they could cast a spell. Soldier did what came naturally to him and dove into the fight... only to get swatted aside easily.

"Dummkopf..." Medic muttered, turning to look for Twilight Sparkle. He found her fending off a small Diamond Dog that, judging by the burns, had just barely managed to escape Pyro. The little unicorn was doing moderately well, creating magical blasts to hold it off from attacking the trio of foals she was protecting, her dragon friend cowering with the foals, but the Diamond Dog was slowly figuring out the pattern of blasts she was using.

Medic charged the Diamond Dog, lowering his head and jamming his horn directly into the creature's neck. It died, gurgling as black ichor oozed from its mouth. He quickly shook it off of him and turned to Twilight Sparkle, who was watching with a mix of fear and gratitude on her face.

"You have a line with ze Princess Celestia, yes?" he demanded.

Twilight nodded. "Yes. I was her student before I moved here..."

"Zen you must be powerful enough to hold her attention... Can you cast a spell zat vill allow you to mimic my abilities?" Medic asked.

Twilight thought for a moment, and nodded. "I think so..."

"Sehr gut. Do so. We are going to finish zese Schweinhund, but I need some assistance," Medic said, looking at the battle, where the rest of BLU was gathering. "I swear, zese Dummköpfe would be helpless without me... It's a wonder zat I like zem so much..."

Twilight concentrated for a moment, her horn glowing as she aligned herself with Medic's powers. As she did, she felt a slight itching across the top of her head, dismissing it as part of the synching spell. Once she was fully synched, however, she felt an electric tingle at the tip of her horn.

Medic's grin was frightening. "An advantage I originally thought lost in zis world... Now come, Fraulein Sparkle. Let's go practice medicine..."

"W-What are we going to do?" Twilight asked as they ran back to the center of town.

"Feel ze trigger for zat tingling sensation in your head," Medic said, "And on my signal, broadcast it at ze Princess Celestia!"

"What?" Twilight almost shrieked.

"Trust me!" Medic said, "Zis is going to help!"

They reached the battlefield, where the Diamond Dogs had formed a circle to defend themselves from the princesses and the attacking BLUs. Celestia and Luna all bore claw marks from where their efforts to cast had been stopped, the fight at a stalemate.

"NOW!" Medic shouted. Twilight searched for the mental trigger, and flipped it upon finding it. Lighting crackled around both Medic and Twilight Sparkle as healing beams lanced out from them, striking the two princesses in the flank. Power surged through all four, blue metallic shells forming around them all, their eyes glowing bright red.

The two princesses gasped, their hearts beating faster and faster as the sensation of raw power being literally poured into them. For Celestia, the sensation was glorious. For Luna... it reminded her far too much of the first time she became Nightmare Moon...

The gathered BLU members began to laugh, realizing that Medic still had the ability to UberCharge. The Diamond Dogs traded worried looks and tried to attack, but their claws just bounced off of the two armored princesses.

Celestia and Luna traded excited looks, suddenly realizing what had just happened. Their horns glowing, they telekinetically lifted the Diamond Dog demons into the air, encasing them in a bubble of magic. Celestia filled the bubble with solar energy, incinerating everything inside, Luna casting a gravity spell to crush the remains into nothingness.

The ubercharge flickered out, Twilight, Medic, and the Princesses collapsing. Medic nodded to himself. "All right... Okay... My theory was correct in that equine hearts would not need the special implant our normal bodies would..." he panted, his heart pounding, "Although...

"Heart... racing..." Twilight said.

"That... will pass..." Medic said, grinning. "Anozzer successful procedure, I think..."

Twilight looked around, and smiled. It did seem that the last of the Diamond Dogs had been slain. Plus, Princesss Celestia and Princess Luna were already recovering, and her own heart rate was returning to normal.

Celestia sighed, casting a spell. The energy washed over the town, repairing damage to structures and dissolving the corrupted remains of the Diamond Dogs dissolved into nothingness, leaving not even a bloodstain. She started to say something, when Sniper swooped down from his cloud.

"I counted only 27 killed," he said, "Where are the other three?"

"...Pyro," Engineer said softly, "Where's Pyro?"

The Princesses and BLU looked around frantically, whirling in the direction of the sound of a Diamond Dog demon screaming in fear. As they watched, stunned, a Diamond Dog demon tried to crawl out the alley, only to get dragged back into with with a giant flaming hand, whimpering. A crazed giggling came from the alley.

Spy faded into view just outside the alley, an ill expression on his face, grinned nervously and said, "Pyro is fine. She has control of the last three and... is enjoying her new versatility." He gulped, looking like he was trying to avoid throwing up.

Scout flew over to see, curious, and immediately regretted it. "Oh my God..." he moaned, paling.

Soldier cringed when he saw what Pyro was doing. "Oh geez... That ain't right. Even for HER that ain't right..."

Engineer went to look, and visibly paled at the horror within. "Pyro... darlin'... yer scarin' the locals..."

Pyro poked her head out of the alley, blinking. "I am?" She looked over at the other gathered ponies, who were looking at her with varying expressions of fear.

She giggled. "Oopsie. Lemme finish up real quick," she said, ducking back into the alley. There was a huge flash of fire, and Pyro happily trotted out, as if nothing odd had happened.

Engineer whimpered inwardly. "Darlin,' do me a big favor... Don't use yer fire on anything or anyONE until ah give the okay. Please?" he asked.

Pyro blinked. "Awwww, why?"

Engineer gave her a pleading look.

Pyro huffed, and sighed. "Well... Okay," she said, kissing him, "But only because you asked me to."

Medic, forcing himself not to think about what Pyro did, turned to look at the gathered crowd of ponies. "If the injured would come to me, please? I will heal your vounds." Ponies that had been injured in the battle slowly, nervously began to file over to Medic, who used his healing beam on them all. After a moment, two nurse ponies began helping him, their fear of Medic being replaced by a need to help the wounded.

Celestia and Luna went up to the gathered members of BLU. They bowed to them, Celestia saying, "You saved a lot of lives today. While your methods were... disturbing, I cannot deny the results. If you hadn't been here, ponies would have died in this attack."

Engineer nodded. "Just doin' what we can, yer Majesty."

Luna shook her head. "You underplay your efforts. We are strong, but not fighters. And Medic... You saved my sister's life. Thank you so much..."

Medic just nodded, smiling a little, concentrating on healing the injured.

Celestia continued. "While it is to my great regret that we cannot help you get home immediately, I promise that research will be done into dimensional magic to create a gateway for you to return to your world. In the meantime..."

"...You would like us to stay here, and protect the town in case more of those corrupted things show up," Spy said, getting the idea.

"And aid the scientist ponies we send to research what happened," Luna said. "Whatever it was that corrupted the Diamond Dogs, is... familiar to me. I have to know what it is for certain..."

The BLU team members hesitated, uncertain of what to do. After a brief bout of discussion, Demoman said, "It's not like we have any better options, lads..."

No one else spoke. No one else knew what to say. After a moment, Engineer stepped forward and said. "Much obliged, yer worship. But we kinda need a place to stay..."

"I will have the royal carpenters come build a home for you as soon as they are available," Celestia promised.

Engineer hesitated for a moment, and asked, "...Y'all mind if ah help with the work? Ah tend not to trust a building that ah didn't have a hand in buildin' or modifyin.'"

Celestia nodded. "Of course. In the mean time..." she said, turning to the crowd, "Would anypony be willing to give them lodging until their home is built?"

To Celestia and Luna's surprise and BLU's lack of surprise, there was a long moment of hesitation. The gathered ponies all looked at them fearfully. The BLU warriors were unlike anypony they had ever met, brutal, savage, even reveling in battle. They were grateful to them for saving their lives, to be sure, but some were wondering if the corrupted Diamond Dogs showing up and BLU showing up wasn't just a coincidence...

Then, everyone got a big surprise.

Derpy Hooves came forward, and said, "I... I can take Soldier in."

Soldier blinked. "Why me specifically?"

Derpy Hooves blushed. "Well... You saved my daughter and nearly got killed in the process... I feel like I owe you."

Soldier frowned, fidgeting uncomfortably for a moment. "Well... Thank you... I suppose..."

Derpy's offer seemed to break an invisible barrier of fear that had been set out. Applejack stepped up and said, "Ah suppose I can take a couple of y'all in at Sweet Apple Acres. If'n y'all don't mind livin' on a farm, that is..."

Rarity stepped forward as well. "My store has an attic that I'm not really using. With a little sprucing up, I suppose I can take in one pony."

Pinkie Pie, a rare serious expression on her face, thought for a moment and said, "Well... If you don't mind working in a pastry shop, the Cakes have an extra room they'd be willing to rent out to a new employee."

Rainbow Dash, frowning, stepped forward and said, "My place is pretty big. I can take in a couple of the pegasi."

Fluttershy, still more than a little frightened by BLU, said, "I... I guess I can take in someone... I have a few extra rooms I was using to store food in..."

Twilight Sparkle was the last to speak up. "I have a spare room I can arrange for someone. I was just using it for storage anyway..."

Celestia nodded. "Then that is settled, at least. Once again, I thank you, and hope that you can enjoy your stay here, however long it may last..." she said, before realizing that last bit may not have been the best thing for their morale.

Celestia and Luna bid farewell and left, leaving the ponies and BLU to discuss housing arrangements. After some discussion, it was agreed that Demoman would live and work with Pinkie Pie, Scout and Sniper would live with Rainbow Dash, Heavy and Engineer would live with Applejack, Spy would live with Rarity, Medic would live with Twilight Sparkle and Spike, and... nobody really could tell how this happened, but Pyro ended up being booked to live at Fluttershy's house.

Twilight Sparkle had Spike hastily write a fireproofing spell. "Here," she said, telekinetically handing the spell to Fluttershy, "This should protect your whole house. Just in case..."

Fluttershy looked over at Pyro, who was staring at a butterfly flitting by her nose, her expression clearly stating that she longed to set it on fire. Fluttershy squeaked in fright.

Engineer cringed. "...Better give her a couple more'a those spells, Twilight... Just in case she forgets to hold back like ah told her too..."

Twilight nodded in agreement, writing out a couple more spells.

After saying their goodbyes, Luna and Celestia went back to the coach, the guards remounting. As they travelled back to Canterlot, Celestia asked. "What did you mean when you said it felt 'familiar?'"

Luna sighed. "What do you know about my transformation to Nightmare Moon?"

"I know a powerful evil force took over my sister's mind and body, turning her into something she wasn't," Celestia said, nuzzling her.

Luna whickered softly, and sighed again. "...You're half right," she said after a moment. "A powerful force did corrupt me... but I made the choice to let it into my body..."

The guards were well-trained enough not to show it, but Celestia could tell that they were disturbed by this revelation. "What do you mean?" she asked.

Luna shivered at the memory. "Voices... started speaking to me in my first moment of doubt. They whispered lies to me, lies about you, lies about the people of Equestria... And I began to believe them... One night..."


The past...


Luna sat in the middle of her room. Books lay about, torn to shreds. Mirrors were shattered, ink and food were spattered on the walls, and the furniture was in ruins. Luna's mane and tail were unkempt, a frantic, desperate look on her face.

"It's true... It's all true... Celestia IS against me... She's making the people hate my beautiful nights..."

She stared down at the goblet before her, a roiling, sickening indigo liquid inside it.

DrInK. dRiNk, AnD yOu WiLl At LaSt Be StRoNg... whispered a voice.

Luna swallowed hard, telekinetically lifting the cup to her lips... and drinking everything inside.

Luna began to scream in agony, guttural screams of pain squeezed bloodily from her throat, her body convulsing and contorting as she grew physically older, her fur darkening, her mane turning into a starscape...




Luna shivered, as Celestia stared at her in shock. "Everything is a blur after that... The last clear memory I have is of my last few moments as Nightmare Moon before Twilight Sparkle and her friends purified me of the evil... I just wish I could remember the name it gave me..."

Celestia nuzzled her sister. "We'll find out what it is, sister, I promise you. I won't let anything hurt you again..."

As they arrived back in Canterlot, Celestia noticed something out of the corner of her eye.

Standing on a far rooftop was a tall figure, a slender pony with ivory white fur...

...and no face.

Like in Luna's dream...Celestia thought, gasping.

Luna looked up at her sister. "Tia? What is it?" she asked, concerned at the frightened look on her face.

"On the roof..." Celestia said, gesturing with a hoof.

Luna turned, looking exactly where Celestia was looking... and saw nothing. "Tia... Tia, there's nothing there..."

"WHAT?" Celestia said, looking from Luna to the slender pony on the rooftop. "But... But he's right there!"

Luna tried to see what her sister was seeing... but couldn't. "Tia... I'm sorry..."

Celestia was confused. She looked back at the slender pony again... only to find that it was gone. She glanced about the roof, trying to spot it, only to find nothing.

Maybe... Maybe I imagined it... Celestia thought, It was a long battle, and I did nearly get killed, plus there was that invincibility spell Twilight cast on me... "It's... probably nothing..."

"If you say so..." Luna said. But still, she wondered...