Author's Note: It's my first fanfic so constructive criticism would be greatly appreciated. I need all the help I can get. Also, I initially planned a love triangle between Flash, Twilight and my OC but the ending is getting clearer for me and I don't know if I will add Flash anytime soon or at anytime at all so yeah. Apologies.

The chilled air nips at my exposed face as my feet crunches along the frosted concrete sidewalk. I silently let out a elongated yawn and push my hands deeper into my pockets. Tiredly, I gaze at the grey sky and the passing cars. Sleepy. Cold. I cross the street with a weariness that has long overwhelmed me since January. Sudeenly, I hear a scream of bleeding pavement as a speeding car skids towards me. I stop mid pace and stare. Though it could only have been a half a second or so before it hit me, time slowed down. My eyes met those of the young driver of the car and I felt cringe of pity. This might traumatize the kid for his entire life. A strange sense of liberation strikes me as I fly through the air. A shred of azure reveals itself in the grey sky and it is the prettiest colour I have ever seen.

I wake up from a sharp pain in my head and scramble up into a sitting position in a hazy panic.

"W-what's going on?" I stutter. My hands brush against the ground and it feels like smooth stone, worn down from the ages. It feels warm from the heat my body has imparted upon it. I don't know where I am. The room is dimly lit but I don't see where the light it is coming from. It's almost as if the stone walls were glowing themselves. It is a strange place but my panic starts to die down and I pull myself up to my feet to take a better look at the place. The ceiling is high, high enough that I can only see an impenetrable darkness above me. I start walking, brushing my left hand on the smooth walls and wondering if this is a dream. The room, if I can call it that, is large like the size of my school gym and even though there is very little light, I can see a faint outline of the floors and walls.

"Is... is anyone here?" I call out, noticing a faint echo following my voice.

Silence and darkness persists.

I didn't have much expectations in the first place but I am still disappointed. That's when I notice that the light is faintly stronger at the centre of the room. I let myself wander towards it and the sight sets a breathe of wonder out of me. It is a perfect circle of faint cyan light. The diameter is probably around 2 meters and the surface so smooth and even with the rest of the flooring I only realized it was water when I reached out and touched it, creating ripples that slightly spilled out of it perfect container before returning to the calm it had once more. The perfection it had was absolutely mesmerizing and before I knew it, I had sat down at the edge with my head propped by my arms, staring at the soothing surface of this giant bowl of water.

"Careful, young one," a soft voice shatters the silence and I yelp in guilty surprise, as if what I was doing was something forbidden.

"What you see before you is no ordinary spring," the voice says. I don't know who is speaking, and the echo is making it hard to pinpoint where exactly it is coming from but right now, my curiosity for this pool of water is much greater than it is for whoever is speaking to me right now.

"What does it do?" I ask, eager to find the purpose of the water. My eyes are pulled back to the glass like surface of the glowing water.

"I'm actually not sure," the voice says sheepishly.

The response was so unexpected that I nearly fall over into the water from sheer surprise.

"...What?" I say after regaining my composure. "Aren't mysterious voices coming out of nowhere supposed to be all knowing or something?"

"My voice ain't coming out of nowhere," the voice huffed. "I'm right behind you silly!"

I turn around and see- well I'm not sure who it is cause I only saw it for a split second before I fall backwards into the water. The basin isn't very deep but I spend a few embarrassing moments flailing around because I can't swim. After I chilled out, I pulled myself angrily from the bowl with a few choice phrases to say to the guy who surprised me.

But the words get caught in my throat because who I see is not a who, but a what. It's a little pale white horse with a black mane darker then darkness hanging over our heads.

"Did you just talk to me?" I choke out, squinting my eyes in disbelief.

"Yup. The name's Tick Tock," he replied proudly.

"Okay, cool," I sigh. "Horses are talking to me. Can't believe how crazy my dreams are getting."

"Hey, I'm not a horse. I'm a pony," he puffs up his chest in pride as though that makes any difference to me.

"Look, I don't really care. I just want to wake up from this dre-" I pause. Something is off. My body feels... strange. I bring up my hands and scream in silent horror as they replaced by hooves.

"What the fu-k is going on here!" I scream, not even trying to convince myself this was a dream anymore. It feels way too real for it to be one.

"Woah, calm down," Tick Tock urges me. "Give me a second. I know someone who can help explain things."

And with that, something strange happens. Tick Tock starts to get older. His legs get longer and stronger and then weaker and his young face starts to mature until it is old and wrinkled. A whispy beard decorates his chin and though his eyes still retain some of that youthful spark from before, they are tired. His white coat turn to a dark grey and his mane goes from midnight black to white.

He coughs a bit and lies down and closes his eyes. There is silence as I sit there in utter confusion.

"H-hey wait, are you dead or something?" I nudge him with my ha-hooves, ready explode from the anxiety I was feeling. This creature was the only one I was going to get any answers from, he can't freaking die before he gives them to me!

"Five more minutes," he moans in a husky voice and he waves me off.

I sigh in relief. But then feelings of annoyance spring up and I nudge him again, a bit more roughly.

"Hey! Wake up!"

"Wah! Whoizzit?" the old pony splutters in confusion.

"Answer my questions before you go to sleep please," I ask as politely as I can, my neck muscles tensed.

Old Tick Tock laughs which then melts into a violent coughing fit and I groan from my impatience.

"Haha, sorry about that," he laughs/coughs. "Really hard to stay awake in this form."

"Alright I get it just answer my questions," I say, crossing my arms, or legs, or whatever this things are.

"Sure!"

"..."

"What did you want to know again?"

I slap my hand-hoof on my forehead and sigh.

"Okay first off, why the hell did I get turned into a horse?"

"Actually, you're a pony," Tick Tock corrected.

"I don't care what I am right now," I say through gritted teeth. "All I care about is why I'm not a human."

"Oh young colt, so little that you know and so much that you do not," Tick Tock gave a sad smile that gave me mixed feelings. "Let me enlighten you some things but to do that, I must tell you a story."

I remain silent, my feelings of impatience and annoyance trickling away to make room for new feelings of... dread. I could tell that what this pony was about to tell me would change everything. And part of me didn't want to know what it was.

"You know what," I say hastily. "It's okay. I don't need to know why. Just change me back and send me home. Then I can forget about this whole crazy situation and pretend that it was a dream or something."

"So you want to run away again," Tick Tock says, the tone of his voice has changed.

I don't reply but what he said shakes me up.

"You ran away from school, you ran away from your orphanage, you ran away from your friends and now you run away from the truth."

I take a step back, then another. I'm sweating even though it's cold enough that I can see my breath now.

"Young colt, you have ran away from things your entire life and every time you do, you feel like you have left a part you behind you until all that remains now is this empty husk before me," Tick Tock says as he walks to the edge of the pool of water. Even though I must have displaced a good portion of the water when I fell in, the water level hasn't decreased even a millimetre. The water has returned to it's calm. A cycle. Disturbance but an inevitable return to peace.

"I give you a choice today, young colt. A choice to either run away or face the truth. If you truly wish to return to whence you came, then simply walk into the water."

And with that, he pulls out a gnarled hoof and barely touches the surface of spring. From within the ripples that he created, a deep violet ravaged the water. When the last ripple died, the cyan pool had now turned purple and cast a different light upon the cavern.

My heart falls. I think about the place that I am in right now, the strange talking pony that can age at will and the pool that turned me into a pony. Gods, I know this has to be a dream, I really have to worry for my sanity if it isn't but it feels so real that it's like the life I had lived up till now was the dream.

My life. My worthless, piece of shit life where everyday I wondered what the point of it all was. Where no matter where I went, I would feel no sense of belonging, where I knew somehow on some fundamental level, I was different from them all. Did I even want to go back? Back to what? I only ever had one friend I ever loved and trusted and he-

I choke back my feelings. Tick Tock was right. All I have ever done in my life was run away. Run away from difficult situations and return to my circle of safety.

"I..." I take a deep breathe. "Please tell me the truth."

Tick Tock smiles and it melts all the tension away. I manage a weak smile back and so the story begins.

There once lived two twin brother unicorns of fire and ice. Though they were as different as night is from day, they loved and respected each other fiercely. Alas, this was not to last as they had both tragically fell for the same mare. Love can be a wonderful thing but sometimes, it changes ponies and not for the better. The brothers fought many bloody battles to court the mare and soon, they had forgotten all the respect they once had for each other.

Now the mare wasn't just any mare who enjoyed stallions killing each other for her. When she found out about the violent fights going on over her, she immediately rushed over to stop them. She begged them to stop, told them she would not be fought over like some trophy to be won and said that she herself would choose the one whom she would love. The brothers stopped their battle in the realization that they had completely forgotten the whole point of their conflicts. They laughed, reconciled and promised each other a fair battle without the violence.

The unicorn of fire was a quiet pony, despite what his element suggests. He went through a period of fear where he had been unable control his natural fire magic and injured many ponies in the process, leaving as many scars on his psyche as it did on the bodies of other ponies. Though he regained proper control with the help of his brother, he still preferred to be left alone. That was until he met the aforementioned mare who brought him out of his shell and helped ease the traumas he had undergone.

The unicorn of ice had a cool exterior but a fiery passion that burned underneath for anything he gained an interest in. He was naturally charismatic and was well loved by his town for throwing the occasional blizzard on a hot summer's day. He loved the mare with all his heart but he was clumsy with his expression of it, often attempting to create one of his beautiful ice sculptures to give her and accidentally incasing her house in a block of ice or such similar incidents.

The mare was a lovely pony who ran a pet shop at the centre of the town. She had a love for all animals though the animals didn't always seem to feel the same way. Nonetheless, she would never falter in trying to gain their affections. The impressive strength of her optimism may have been one of the leading traits in attracting the two brothers. It was a unwelcome dilemma for the mare to choose one of the brothers. They were both wonderful stallions that any mare would be happy to have and yet she was forced to break one of their hearts. It could have gone either way really but the fates had pushed her to the stallion of-

Tick Tock stopped. I waited patiently for him to continue, pretending not to be so into a love story but he didn't.

Instead, he tilted his head, deep in thought.

I cleared my throat after a minute or two.

"Ahem, so then what happened? And what does this story have to do with me?" I ask in a futile attempt. Tick Tock was off in a different world.

I sigh and clap my hooves in front of his face to bring him back from his trance.

"Hello? Tick Tock, are you there?" I keep clapping my hooves.

"Wh-whazzat?" he comes back with a confused look on his face. "Whoops, I did it again."

"Um, does this happen often?" I ask, raising a brow.

"Well, occasionally. Nothing to worry about young colt, at least not yet," he laughs. "Anyways where was I?"

"The part where the mare chooses!" I cry out. Then blushed from being so overly excited about a stupid love story. I put my, 'not that I really care,' look back on.

"Ah yes... Let's continue then."

It really could have gone in either direction but in the end, the mare chose the stallion of fire. The other brother was left heartbroken and-

"Wait," I interrupt. "Why the fire pony?"

Tick Tock shrugs and I groan.

"Oh come on, if you're going to tell me a story, tell me the whole thing!" I angrily retort. "How do you know that it could have gone either way if you don't even know how the mare in love the fire brother in the first place?"

"Look," Tick Tock places a hoof on my back. "Do I look like a creeper?"

The question catches me off guard.

"What?"

"I have better things to do than constantly spy on every detail of everponies' love lives okay? I saw the main events and I'm telling the story my way and if you got a problem with that, then you can just step into the pond right now." He gestures with old wrinkly hoof to the violet water. I keep back the comment that yes, I did think he was a creeper if he was indeed watching them as much as he was telling me about through the story but I let him go on.

Ahem, before I was so rudely interrupted, the other brother was left heartbroken but his brother had fairly earned the heart of the beloved mare and therefore there was no more that ice stallion could interfere with. He congratulated his brother and the mare with smiles, laughter and a heavy heart. There were plenty of other mares, he convinced himself. Surely one day, the pain will go away and he would find new love. But the pain only grew deeper, sinking its roots to the very core of the being of the brother of ice. Every moment he saw his fire brother with the mare, so happy with the mare showing a smile that he never saw when she was with him, it nearly broke him. But the ice stallion hid his pain and loneliness with gentle smiles and lies until he could no longer keep it inside. The day of the wedding between the fire brother and mare, the brother of ice fled the town and as far north as his legs could take him. There he found a mare who loved him and they settled down and married. But he never forgot the mare who was his first love. This unrequited love was cruel. It did not fade as they usually do. Try as he might, he could not forget. He could not stop comparing his own wife to his brother's and it made him a cruel and unforgiving husband. When word reached him that his brother's first foal was to be born next month, it was like reliving the rejection he felt that day when his brother was chosen over him. His wife tried her best to console him with her love, but he grew blinder and deafer by the day. Soon, he could no longer take it and returned to the town he once lived in with his wife. The fire stallion greeted him with open forelegs and with a fake smile, the ice stallion greeted him. Perhaps the ice stallion wanted to return to see his brother's family in ruins, to see his first and only love regret and see that she had made a horrid mistake, that she had made the wrong mistake. It was not so for his brother's family was happy and prosperous, even more so with the new born foal to be on the way. The aching love the ice brother felt quickly turned to pain and hatred for his brother and the mare he once loved and he could no longer hide it. That night, he went on a rampage and froze the entire town. His brother along with his pregnant sister in law lay frozen in their beds.

The ice unicorn's wife had learned of his plot and fled the village to take refuge in the nearby woods. If she hadn't, she too would have ended up frozen for nopony was spared from the broken unicorn's wrath.

When the fire unicorn woke up to the cold and his inability to even open his eyes, he knew what his brother had done for he was aware of the heartbreak his brother had undergone. But the guilt and understanding did not soften his own flames of anger. He unleashed enough heat to melt himself along with his wife without harming her. Little did he know that she had already spent too long in the ice and the sharp cold had drained away all her strength. At this time, the little foal, agitated by the change in temperature, had now decided that this was the time to come out. The mare fought bravely, and with her strength along with the helpless shouts of encouragement from the fire stallion, a beautiful red colt was born. Alas, the mare had used the last of her strength to give birth to the child and thus she passed away without a simple whimper. The fire unicorn roared loud enough to put a lion to shame, to alert his brother that this was it, it was time for their final battle.

The heat unleashed melted the entire town but it was not a violent careless flame. It was one filled with the love he had for his mare and the desire to protect the little foal that had now snuggled against the dead body of its mother. The pony folk were melted from their icy prison.

The fire stallion lured his brother to an abandoned plain to the east of the village in order to keep the villagers and his new born colt safe.

And so their final battle raged and it was the battle in which they completely destroyed each other. The plains still lies in ruin today and they say parts of it are still on fire and incased in ice.

"Huh. Okay, that's great and all but what does that story have to do with me?" I ask, confused.

"That's actually only half the story I need to tell," Tick Tock yawns. "But I'm really tired so I wanna take a nap before I tell the next part."

"Oh you got to be kidding me," I groan.

"Patience, young colt, patience."

And with that, Tick Tock falls asleep on the spot, snoring quietly. I didn't even have enough time to tell him I was not a colt.

I let out a long sigh. I feel fatigue wrapping around me like a warm blanket and before I know it, my head is resting on my forearms and I'm off to dreamland.