"Well, that... didn't work so well."

That statement was laced with sputtering and hacking.

No one was closer to that explosion of smoke just a few moments ago than Twilight Sparkle and Pinkie Pie. It was, after all, practically aimed straight at them. Pinkie had tried head butting the rocket from underneath, which would in theory change its trajectory into the werebear's own forest somewhere. The theory was disproven the moment her noggin actually connected with the metal bullet, resulting in nothing but a clank and a temporary headache. Twilight had tried a last-ditch effort to use her magic to send it flying in a different direction—any other direction—but that had gone just about as well. That rocket-propelled smoke grenade was determined to reach its target, and it had. Thick smoke poured everywhere, even out across the town. Her fight hadn't been going on long, and she already felt like she'd let down the citizens of Zebrica and the rest of her friends.

Leader was a frightening character to stare down. He never spoke anything normally, preferring rather to shout it as loud as he could. Battle cries, laughter, anger at the most trivial of things... If he didn't bark them, he must have thought he was doing it wrong. Unlike his teammates, at least, Leader was fairly easy to track even in pseudo-fog of war. His jetpack, which he had yet to shut off, gave away his position constantly. It was worrisome that such a thing didn't concern him.

"What should we do, Twilight?" pleaded Pinkie, trying to cover her mouth with a hoof.

Despite the circumstances, reasonable logic fell into place. It was simple, really. "We need to start by getting him back down to earth."

"On it!"

"I think if we—Wait, what? Pinkie!"

The smoke was as thick as ever, but the series of events that took place wasn't hard to follow. Pinkie took a flying leap into the air. Twilight was curious of just how she had done that, as up until that point, the pink mare had still been nursing her hind leg. As it was, she apparently made contact with Leader, assumed by the howl of rage he gave. It sounded as though she repeatedly stomped on the jetpack as many times as she was able to. Sadly, that wasn't many. Before long, she began screaming in fear as her voice got ever nearer to Twilight—she had gotten thrown by the werebear.

With quick reflexes, the unicorn used her magic to envelop Pinkie's unseen body. Her velocity slowed drastically until Twilight was able to set her gently back on the ground. She was a tad on the heavy side, maybe, but Twilight had carried stacks of books that had weighed more than that. And Rainbow Dash had told her that she didn't get enough exercise working in the library.

It was startling when the ground all around them quaked. She then realized that the jetpack had quieted considerably. Leader must have fallen out of the sky. It couldn't have been Pinkie's doing, however. The werebear would have been shouting profanities by now if it was. No, he had landed to get more personal.

"Don't fight for this city, ponies. Your kind will have enough trouble of their own soon enough."

Twilight had never been this scared in her life. She couldn't see anything, but her enemy could. She had no idea how to even hurt him; he could tear her apart with his teeth. Her magic was useless to her. She took a single step away from where that voice had come from, praying that staying away from it would somehow keep her safe. "Just... tell me one thing!" It was odd, making demands in a situation like this one. Twilight's tone was blended with fear, anger, and just a touch of understanding as she continued. "I understand that werebears are proud of their strength. But why all this anger? What is it you gain by killing everything in sight?"

It seemed that to compensate for Twilight's step back, Leader took two forward. His voice bubbled with the only emotion he seemed to have. "You have your precious princess to thank for the rising of the werebears."

To no one's surprise, the princess's own pupil took personal offense by that. Pinkie, still sitting where Twilight had put her, knew better than to interrupt. "What's that supposed to mean?" the former one growled.

"Perhaps a history lesson, ponies," Leader began. "Long ago, more than a thousand years, werebears lived in a place known as Bearisville. Ponies—all creatures—stayed far away from it. Though they were inferior, we didn't dislike any of them that didn't intrude on us. Then the royalty stepped down, replaced by your... Celestia."

Both ponies found themselves caught up in the tale by now. It was... odd, thinking back to a day that werebears were relatively peaceful. Or for that matter, thinking back to a day before Princess Celestia even had that title.

"Celestia destroyed Bearisville. Werebears were forced into the Everfree forest, where creatures of even less power resided. I had never been so insulted as I was that day."

"Now I know that's a lie!" accused Twilight. "If you were as nice as you say you were, Princess Celestia would never have driven you out like that!"

For a single terrifying moment, she thought she felt Leader's warm breath as he panted in frustration. Evidently, it was just her overactive mind playing tricks on her, as he was no closer than he had been before. "She destroyed Bearisville," he repeated as calmly as he was able. "A war was nearly issued by myself against the entirety of ponykind. However, I waited. I waited every day for a thousand years for one of your kind to intrude on us, as we had never done to you. This war is your own doing, ponies."

He couldn't be telling the truth. In all fairness, sure, Twilight was never told much about that far into Celestia's past. But even if she was three days into the job, the princess was surely smart enough to realize trampling a town without reason was going to have some consequences. No, he was lying. That's what werebears do, right?

"Consider this as you die tonight," Leader went on. If it was possible, his voice became even more threatening. "Your precious Ponyville stands on the land that Bearisville did a millennium ago. That is why Ponyville will be the werebear's next target. I would like my home back. You insects deserve no such ground!"

A light clicked on. Sometime so long ago—or at least it felt that way—Applejack had said that they were planning on kidnapping ponies from Ponyville. Was that the reason why? Did it have something to do with the werebears having the land first? Twilight would have loved to ponder that for awhile and maybe connect more pieces, but something caught her attention. It happened to weigh a couple tons and was charging straight at her.

Even if she wasn't scared stiff, Twilight wasn't sure how she was supposed to dodge it. She could see nothing around her. It was perhaps odd that she had more courage while facing down three werebears at once than she did right now. She thought it was justified by this particular one being so much larger, and the fact that she couldn't see anything still wasn't helping.

The unicorn heard her name being screamed by Pinkie. That, however, didn't soften the blow. The charging assault connected, leaving her to tumble across the ground a ways. The attack had hit her dead-on, causing a rather painful headache. Afterwards, she thought she heard Leader do... something. Either laugh, or yell at another werebear somewhere, or something. She was too focused on getting back to her hooves to care much. Instead, her attention was quickly grabbed by other voices coming from the opposite direction of the smoke cloud. Familiar voices.

"Twilight! Pinkie!" There was an accent on those two words. The cowpony cavalry had arrived. "You in there?!"

"Yeah—" the party pony started, but got interrupted by inhaling a mouth full of smoke.

"What are you doin', Rarity?" Applejack could be heard scowling. "Whoosh everything away again!"

"I. Am. Trying," she muttered back.

By this time, Twilight had gotten back up and was working her way over to Pinkie Pie. Evidently, her second guess about Leader was correct. He was still nearby, but booming orders to either a werebear over in that direction, or simply everywhere across the village. He was certainly being loud enough to cover it. This time, that happened to work in the ponies' favor, as he hadn't yet realized backup had arrived.

Twilight wasn't quite sure what those two had been talking about. That question answered itself when an overpowering blast of wind knocked her once again to the ground. If she had known it was coming, she would have put up a better resistance to it. Regardless, she paid little mind to it. After a brief flashback to the tornado she'd had the not-pleasure of riding in, she quickly rose up to find the source of the magical outburst.

Rarity was the first thing she saw in the newly-cleared area. The other unicorn was panting, obviously exhausted from doing whatever she had just done. Applejack was beside her. She looked tired as well, but likely for different reasons. So it wasn't the most reassuring backup that she could have asked for. They were better than nothing.

"Wow, Rarity, that was incredible!" chirped an optimistic Pinkie Pie, her mane having been thrown in all directions by the wind attack.

"How did you do that...?" Twilight wondered in awe.

"Honestly... I'm not sure." Rarity brushed a hoof through her mane, attempting to regain some of her composure that had been lost throughout the night. "Can we just say 'friendship' and leave it at that for now?"

Leader agreed. It was only natural he had felt a large torrent of wind up his backside. His reaction to turning around and seeing a field completely clear of haze was, at best, predictable. It started with a frown and barred teeth, then went into a low almost humming sound. It took less than a second for that to change into an explosion of a roar. Most villains, Twilight always assumed, would find something like this worth scoffing, or maybe even laughing at. Leader acted as though they had just burned his entire forest down. "Parasites!"

Immediately, he reinitiated his jetpack. It was much like it was back at the werebear headquarters. It started up slowly, gradually increasing in velocity and noise. Leader occupied this time by continuing to hurl insults at his enemies, while the ponies took the opportunity to regroup.

Before long, they were back at what seemed like square one. Leader was a few meters into the air, higher than any of the ponies could do much with. He wasted no time rearming his rocket launcher, staring down the scope once again at Twilight. There was a difference, though, between this time and the past couple. Twilight had a plan. It would probably only work this once, granted, but that was no reason not to use it anyway.

With a self-satisfied laugh, Leader squeezed the trigger of the mechanism. As expected, a rocket-propelled smoke grenade flew at the ground with impressive acceleration. It was almost faster than Twilight was ready for. Almost.

Tapping into the depths of her magical knowledge, the violet unicorn prepared her counterattack. With a surge of magic that let loose a few sparks from her horn, a circular gateway suddenly appeared in front of her, directly in the rocket's line of fire. It wasn't alone, as a second one appeared right next to it. Rather simply, one of the openings was colored white, while the other was completely black. They were only large enough to make sure the rocket would fit into them.

And it did. The launcher's bullet flew straight into the first portal, only to be immediately deployed out of the second one. The velocity of it was unchanged, but the direction was. Leader had only a moment to realize his own rocket was heading straight for him, and another to give a pre-empted howl of anger.

The pair of portals faded from existence just in time for Twilight to watch the rocket explode. Unfortunately, smoke still poured everywhere, but Rarity had shown her there was a way to deal with that. With a second use of her magic, the librarian cast a gust of wind much like Rarity's. It was perhaps a more controlled wind, and Twilight dared to say it was easier for her than it was her friend. With yet another hindering cloud of smoke blown away, she could survey the damage.

Twilight wasn't sure what she was expecting to come out of that maneuver. It certainly wasn't likely to stop the gigantic werebear. She was right about that. Maybe there was a psychological way she could approach it, but she realistically didn't have the time to figure that part out. The truth of the matter was, he hadn't even moved from the spot he had been in. The jetpack seemed unfazed, and if she hadn't known any better, the explosion of smoke and wind seemed to calm Leader down. He floated there with no distinct emotion across his muzzle.

Of course, his temporary silence was just another stage of his anger.

"I think she stole your shtick, Rarity," Applejack quietly announced. Twilight wasn't looking in that direction, so she couldn't gauge Rarity's expression.

It was most unexpected. Leader didn't cry, shout, or laugh. He explained. "Do you know the power of the reverstone, ponies?"

The result of that was much more expected. If Pinkie Pie hadn't been paying attention before, she sure was now. She dashed forward a few steps, her injured leg all but forgotten. At some point, her mane and tail had recovered from Rarity's wind blast, too. Twilight chocked that up to Pinkie physics. "The reverstone?!" the pink pony exclaimed.

"Your goal to send one pony through time is hardly a fraction of what the reverstone is capable of." Still, he hovered in his spot. His voice had no problems carrying over the whirring sound of his choice of vehicle. "The werebears did fight that war on ponykind. We challenged your Celestia. And we destroyed her!"

"Yer losin' me here, partner," interrupted Applejack. "I'm pretty sure if the princess got taken down, somepony might remember it happening."

"Would they?" he shot back, traces of anger returning to his voice. "We defeated her and claimed your land as our own. Then she found the reverstone, she stole it, and she used it. She sent the entire world back in time, before the war had started. She would know the tactics of the werebears. We had no choice but to hold our assault."

Twilight's inner self took off like a race horse. "How... How could that be true?" she asked herself. The scariest part of the entire thing was... it made too much sense. The princess of the sun would never lie about something like this, but Twilight knew her better than anyone else, and she was guilty of keeping many, many secrets. The only other creature alive besides Celestia and the werebears that go that far back would be Princess Luna. What was Luna doing when Celestia first took the throne? How old was she even at that time? Werebears are supposed to be known for lying. There must be some kind of fallacy in his story. "Think, Twilight..."

She had no opportunity. Apparently Leader was leading up to his closing statements. "We are now stronger than ever before. We will crush Celestia, and she will have no reverstone to run to. This will not happen before we trample over Ponyville."

It certainly wasn't how the party of four was expecting the battle to end, but it seemed to be going that way anyway. Leader quite plainly ignored them in favor of shifting his direction northwestward. He wasn't possibly going to do that, was he? Twilight didn't believe it at first, but when the flying werebear began moving forward, it seemed to be completely true.

He was going to fly his way to Ponyville.

"Don't even think about it!"

The voice came from that direction over there. By the time it had finished its demand, however, it was right in front of the four of them.

A blue-colored pegasus zipped across the sky. Naturally, she was testing the limits of her speed, though it was still possible to see her body reflect the light of the torches below. At the last possible moment, she tucked her wings in and held her hind leg forward for a high-speed flying kick.

Unlike Rainbow Dash's last attempt at Leader, this attack connected. It nailed him straight in the muzzle, earning her a very annoyed snarl in return. Expanding her wings once she had proven her point, she lowered her speed enough to make a safe landing on the ground. She still skidded across the dirt a short ways, but the wide smirk that was on her face said that she was probably expecting that.

"Don't know where he thinks he's running to, but it's not going to happen that easily," Dash declared to her nearby teammates.

Twilight let herself explain. "He wants to make it to Ponyville. He's determined to attack there before anything else."

The werebear ruler brushed aside the intrusion in favor of continuing forward. The local cowpony took notice of that. "Pinkie, can I get my rope?"

Up until then, the long string of rope found back in the desert had nearly been forgotten. Apparently, not by its owner. Pinkie shuffled through her saddlebag, that particular item having been buried over the past couple of days. One earth pony handed it off to the other.

Applejack instantly began wielding it with no less skill than her friends had come to expect. She'd even been weeks out of practice, too. Twirling it around and around to gain some momentum, she made for her own attempt at Leader. She launched the lasso through the dry, nighttime air where it wrapped itself around Leader's hind leg. At first, she was dragged forward several yards; finally, she latched herself onto a convenient rock, where she was able to resist Leader's pull.

The werebear growled, just now noticing there was something on his leg. As he tried shaking it off, Applejack turned to Rainbow Dash expectantly. "You want me to 'og-tie 'im, too?" she questioned with the rope in her mouth.

"Oh, right!"

An opening was just that: an opening. Rainbow took off for the sky, placing herself within reach of the hovering monster. She was well aware this wasn't a normal werebear, but she was willing to bet his weaknesses were more or less the same. It was a predicament that the harness attached to the jetpack covered most of his belly, but there was still just enough of it exposed to make it worth trying.

The flier quickly turned around in the air, using Applejack's own bucking position to let her hind legs go. They sank deeper into his body than if she'd tried kicking anywhere else, she knew that...but it wasn't the perfect spot to strike. Leader wheezed, but Rainbow didn't delude herself into thinking it had done much. She just didn't get to do much about it.

Leader was beginning to get upset. Without hesitation, he reached forward and raked a claw straight down the left side of Rainbow Dash's face. In a second swift motion, he set his other paw on her side, then sent her crashing down with a forceful push. He wasted no time after that leaning down to slice the rope around his ankle, freeing himself from the farmer's hold. He increased his vertical distance from the ground, then leaned forward and tapped a button on the harness. The jetpack itself gave a loud roar. With a burning blast of wind, Leader was bolting through the sky faster than they had ever seen him before.

At the moment, none of that was really of their concern.

The rope was gracefully falling through the sky. Graceful, at least, relative to Rainbow. She didn't recover from his first slash in time, making it impossible to recover from her unwanted descent. When she hit the ground, side first, a small cloud of dust and dirt was spread out in all directions.

"Dashie!" Pinkie cried.

All four of them galloped forward to assess the damage. Including a certain orange-colored pony, Twilight took notice of. She said nothing for now, though.

"Okay!" announced a sixth voice. It had come from the same direction Rainbow originally had, but this one was ground-based. Glancing over, Twilight spotted a yellow-coated pegasus rushing towards them. Scared, maybe, but her expression told Twilight she knew being scared needed to wait for later. "All of the animals are being taken care of by Zebana, and—oh, my! Rainbow Dash!"

Both Pinkie and Rarity helped the battered pegasus get to her hooves. It looked like she appreciated the support, even if she wasn't about to say that out loud. "I'm fine. Just... ow. I'm fine."

Judging by the three claw marks that were leaking blood, Twilight found that somewhat hard to believe. Rainbow, however, was never going to worry about that while under this situation, though. "Leader got away. He started taking off really fast in the direction of... well, Ponyville."

"We gotta find some way to end this..." mused Applejack.

Fluttershy timidly stepped over to Rainbow, who was standing on her own now. Gently, she nuzzled Rainbow's neck, no doubt tickling her chin with pink hair. This got a highly appreciative grin from the stunt flier. No one remarked on the scene, so Twilight decided not to, either. Besides, it was ended too abruptly anyway.

"Twilight."

And a seventh voice. Like all of her friends, the summoned unicorn turned her head in the direction the voice had come from. It was male. Weary, but still dominant.

"Muzzo..." said Twilight. This was perhaps the part of the night she was scared of the most. "Your village... We did this. I'm so sorry."

The lead zebra trotted forward several paces. "This is no fault of your own." She wanted to believe those words. The bleeding mouth, the emotionless voice, and the combusted building in his background made that an awfully hard thing to do. "We will finish what has been started here. You must stop Leader from destroying Equestria."

"Muzzo..." she repeated.

"This... was inevitable." Muzzo hung his head low. When he moved a few steps to his right, however, his head shifted far up into the starry sky. "We always knew werebears lived hardly a mile away from us. For generations, we expected them to attack. There were signs, but never a carried-out assault. This day was going to happen. Perhaps this is a positive thing. When this is over, this tribe will no longer need to fear an attack." He looked at his village. The body count didn't seem very high, but the destruction caused couldn't be overstated. Homes were destroyed. What used to be roads had craters in them, probably from werebear digging. There were fires without enough available zebras to put them out. Muzzo sighed. "One way, or the other."

Twilight Sparkle no longer aimed to give sympathy, but instead, a promise. "The princesses will make sure you receive assistance rebuilding your land. My friends and I will personally come back to help, too."

She was thankful to be followed up by a round of nods and a chorus of "Mm-hmm."

For the first time since this had started, Twilight caught Muzzo holding a grin. "If you are offering, perhaps I am in no position to deny you. But these are details that can be worked out another day. I must return to my tribe, and you must get going. Now go."

To ensure that he wasn't the cause of their delay, Muzzo galloped away. Twilight followed his direction with her eyes and caught sight of a werebear approaching two foals. Muzzo, she was sure, was going to have none of that.

Turning back to her team, she found them staring at her. Like soldiers awaiting a commander's order. Maybe not quite that formal, but Twilight could at least pretend. "Our only way back to Ponyville is by the train. We have to get back to the station and hope it's ready for departure already."

"That's going to take too long!" moaned Rainbow Dash. Fluttershy had stayed close by her side the entire time. "I'll go find him and slow him down!"

"You are injured, darling," Rarity quickly interjected, "and you're not going anywhere."

Once Twilight nodded, RD frowned. "I'm sorry, Rainbow, but Rarity's right. And even if you weren't hurt, Leader is just too much for a single pony to take on. Honestly, I'm... not sure how we're going to even do it with all of us. We'll think of something, though."

"So, um..." Fluttershy kicked at the ground. It had been somewhere around two months since she had seen any of the friends surrounding her right now. Apparently, that was enough time for her to lose some of her confidence. "If we beat, um, Leader, that will stop the invasion of these werebears, right?"

"I sure hope so..." Applejack replied with a sigh. "If that doesn't slow 'em down, I don't know what kind of a chance we have."

"You guys are thinking of it the wrong way," Rainbow tossed in. "If we can stop this wannabe flying hack early, he'll never be able to get the word out that the invasion's even happening."

"The best cure is prevention," stated the librarian. "Muzzo's right. We can't spend any more time here."

The group took off for the train. At least, that was the plan. Being the four closest to the direction of the station, the team didn't immediately realize when two hadn't followed them. It wasn't Twilight's intention to lag behind, but if she could get Pinkie alone for a moment, she wasn't going to complain with it.

"You've been quiet. What's up, Pinkie?"

The mare gave a smile. It wasn't really a Pinkie grin, though. It was like when one received the perfect birthday present. It wasn't as beaming as a Pinkie grin, but there was no question she was thrilled about the turn of events. "The reverstone, Twilight. It's out there."

In return, Twilight Sparkle gave her an understanding smirk. To her surprise, it was Pinkie that set a leg on her shoulder and told Twilight, "Let's go."

Both ponies darted off towards their friends, who had eventually realized they had been missing a couple.