Fluttershy was shaking too much to sleep. Pinkie had to hold onto Rarity to keep her from killing herself with one of Spike's sharp scales.

"You know what? We need to get moving. We know Rainbine has plans, but she's probably sleeping, so we should go. Fluttershy, can you fly?" asked Pinkie urgently

"Uh, I guess so, I mean I usually don't, but," began Fluttershy.

"Good. You should be our lookout. Rarity and I will stay together and follow your guidance. Try to find adequate shelter and protection. Move. Now."

Rarity, Pinkie, and Fluttershy grouped together and wandered out quietly. Rainbine lay asleep above the entrance to the cave. Fluttershy tentatively took off, flapping quietly and carefully. She muttered shakily to herself about how she couldn't be doing this. She circled a few times and then landed by Pinkie.

"Okay, so there's a place. It's in a tree. It was struck by lightning. We can all fit pretty easily, and the opening is sheltered by a grove of wild roses. Let's go, it's that way," said Fluttershy, pointing towards a thick brush enveloped in the forest they were in. They started scurrying into the thicket as quiet as can be. Fluttershy's wings flapped uncontrollably from fear.

Rarity said nothing through the whole trip. Her fur had become a dull grey and her hair had fallen out of its curls, not unlike Pinkie's had. She stared blankly ahead and walked without life in her steps.

They reached the hollow tree soon enough. Blood was left glittering on the thorns that covered the entrance as they stepped in. Inside, it was dark and smelled of burnt flesh and feces. A few bark beetles cruised around, gnawing at the soft inside of the tree. One of them motored over Fluttershy's hoof.

They huddled together in the back of the makeshift cave of rank wood. Fluttershy gnawed nervously on the tip of her wing. Pinkie tried not to breathe through her nose; the smell was making her nauseous. Rarity simply sat there, her legs splayed and her arms limp.

They sat there for hours. Rarity had broken off one of the spines and started cutting her arms, much to Pinkie's disapproval. They all had silent tears flowing down their faces.

Light began pouring in. They knew Rainbine would be waking up any time. Their suspicions were answered when they heard Rainbine's sickly laughter holler out from a good distance away. "So you want to play hide and go seek, eh! I smell your blood. You're doomed, ponies. HAH HAH HAH!"

Pinkie grabbed Rarity's bloody arm and wrapped it up in her hair. Rarity looked insipid and apathetic as ever. Fluttershy wiped the rose thorns with her wings to get rid of the crimson blood that had dried on them.

The thorn that Rarity had been using was pitched outside to distract the murderous pony. Fluttershy used her wings to wrap around the two ponies just as Spike had. This brought memories to Rarity's mind and she burst out weeping once again. She stood, her hair falling off the scars on her arm, and she ran out. She was a good ways away when she thrust her arm high to coax Rainbine's senses and lead her to Rarity. Fluttershy started to run for her, but Pinkie held her back. "Fluttershy, you need to let go of one more pony, this time she's doing it willingly. Spike and Rarity will be together again. I'm sorry, Fluttershy. Shhhh," cooed Pinkie as Fluttershy's silent tears poured.

Pinkie pulled Fluttershy's head in to rest on her shoulder. Fluttershy buried her face in Pinkie's hair as Pinkie watched Rainbine tear Rarity's face off her skull. The sounds were sickening and Pinkie was as horrified as Fluttershy. She watched her friend's heart stop in a matter of seconds.