Hurray the first story I'm going to finish. I seem to bite off more then I can chew, but 2 of the stories I really love and have a direction with them, FH is going away... ABWT is way more popular then I would have thought and the other cross over pony fic has just started, it will mostly be adjustments while hunting down th... never mind spoilers. This is the second chapter to my sadfic. In all honestly they could stand as two stand alone stories but its fitting that they go together.


Once upon a time in the magical land of Equestria, six ponies came together in the face of great peril. They were the embodiments of the Elements of Harmony; Loyalty, Optimism, Generosity, Honesty, Kindness, and the final element Magic. Through her great deeds, friendships, and study, the element of Magic achieved her destiny and became an Alicorn. The Alicorn Twilight Sparkle forged her path as the Princess of Friendship with the aid of her five best friends they were able to spread friendship far and wide across Equestria. However, there was one battle her friends would face where she could offer no aid, the battle with time and age.

Nearly two hundred and fifty years have passed since Twilight Sparkle first came to Ponyville, and it has been twenty years since she said goodbye to the last of her best friends. As Twilight rolled over in her bed she glanced out the window to watch the sun rise, something caught her attention, just as the sun blotted out the night sky she saw something and her eyes twinkled before she jolted upright.

"Letterhead!" She called out as she tumbled out of bed wings askew, hooves flopping around in a vain attempt to free herself from her blankets. There was a thump from outside her room, and a quick knock before a chestnut pony entered.

"You called me, your Highness." He bowed politely, and flinched as Twilight glared at him.

"No matter how many times I tell you," Her glare turns to a warm smile. "Call me Twilight." The smile turns into a giant grin. "And cancel all my appointments." She finished as she extricated herself from her bed and headed towards the door, completely ignoring the stunned look on Letterheads face.

"All your appointments?" He clarified, and Twilight nodded.

"We will simply have to reschedule them for another date." She finished, and turned to the chestnut pony, whom sputtered and nearly fell over.

"All the appointments...reschedule..." Nearly fainting, the pony caught himself "but what about the Princess, you were scheduled for tea at noon?" Twilight blinks, she had nearly forgotten about that, but she knew her former mentor would understand.

"I will send her a letter immediately," she explained and headed for her study. A quick apology, and a small explanation was soon in the hands of a messenger before Twilight made her way out the door of her castle.

Ponyville had expanded in the years after her arrival, and even more so after the castle had appeared. The once simple village had turned into a sprawling city, partly because of the pilgrims that came to visit the castle and partly because the most recent mayor, a well read stallion, had revitalized and diversified Ponyvilles economy. Despite the large size of the city, Twilight was familiar with the vast majority of the residents, and would walk about the city saying hello to all her friends in a far less formal setting then when she held open court.

Today however, she wasn't out for a walk, she had a purpose and while she didn't know exactly what that was, the feeling was one she was familiar with. Something told her today was the day to visit her friends, so she made her way to The Royal Sweet Apple Acres.

AJ, the Element of Honesty, and the last proprietor of Sweet Apple Acres decided that since there was no Apple to take over the business, and knew Twilight would maintain and protect the orchards had gifted the land to the Kingdom of Friendship. Twilight made sure the ponies that worked the farm were well trained, and kept an Apple or two on retainer for Zap Apple season.

The walk through the city was nice, but when she arrived at the orchards she felt a familiar peace and slowed her pace to enjoy herself. There was a stillness to the walk, her life even while her friends had been alive, had been very busy. She couldn't remember the last time she had ever had a "Full" day off, actually she doesn't recall a time where she had... rescheduled all of her appointments. A face of worry flitters across her face, until a song birds call snaps her out of it. Twilight shakes her head before pressing on, and soon the plant life changes. She had hired one gardener for one task, and when she entered the Glade of Fallen Friends her breath was taken away, much like it was every time she came here.

As it was when Applejack first brought here, a mighty apple tree stood in the center but the two stones that once occupied the trees shade were joined by four more stones, and flanking the Apples markers where two more on each to side.

"Twilight," a sleepy aged Applejack murmured. "Do you remember glade?" She nodded off before snorting herself awake. "I reckon I'd like to be buried by my family..." She wheezed and gave a warm smile to a crying Twilight. "... And I know the rest are resting peacefully, but my last request from this old friend," She coughed and shifted, trying to find a comfortable position for her old bones. "But I would like to be buried with my friends too," She frowned and chuckled. "Never thought I'd be the last to go, guess I might be a bit stubborn after all." Twilight let a snort and a thin smile crossed her lips. "I'm sorry Sugarcube, it's not fair that you'll be left alone." Applejack lamented, Twilight shakes her head furiously. "No Sugarcube it isn't, but I have had the greatest honor in knowing you," She snags Twilight's hoof and gives her a gentle squeeze. "And I know you'll be fine, you'll remember and you will move on." She lets her hoof fall, the exertion more then she expected. "Do you remember the glade?" She murmurs, and Twilight gives her a sad smile, keeping her eyes open is such a chore so they slowly close. "Remember to carry what you can, and that..." Dang nab it breathing is hard. "Remember that we're always right here..." her hoof raises to touch Twilight's chest, it never reaches, nor does Twilight's wails, or the final hug from her faithful friend.

A sob escapes her from the unbidden memory, as Twilight stumbles towards her friends graves. She sits in the center glancing at each stone, to her right General Rainbow Dashes stone grave stood proudly, a medal of some random Wonderbolt resting on top. It wasn't uncommon for younger Wonderbolt's to visit the Glade and leave a token of their visit.

Beside RD's grave was an oddly coloured pink gravestone, Pinkie Pie made her life's work to spread fun and laughter, and had done very well with organizing party groups, party planning schools, and all manner of party related enterprises. No matter what day Twilight came to visit there would always be a fresh cupcake.

She smiled warmly at the graves before turning to her left, and looking right at a weary looking bear. She wasn't afraid, she had known this bear since it was a cub, in fact she had taken care of it for nearly as long as... Fluttershy had been gone. The bears emerald eyes met hers and twinkled in understanding, with a grunt that almost sounded like "Take all the time you need", he rose, stretched and wandered towards the apple orchards. Fluttershy's stone was simple, like all the other stones it was adorned with her cutie mark, and no matter how hard the gardener worked, she could never tame the wild flowers that sprang up around the gravestone.

To the left of Fluttershy's marker stood Rarity's, it was ornately crafted but in a tasteful way and they both exemplify the ponies they represent. Finally the six Apples, while she had never met AJ's parents she had always thought she would have liked them, Big Macintosh's and Granny smith's stones were also plain, simply adorned with their cutie mark. Appleblooms marker was always covered in flowers, she was a much beloved pony by almost all of Equestria. Finally she rested a hoof on Applejacks gravestone, the Apples were not an ornate lot, but Twilight had froze AJ's hat in time leaving it rest slightly askew on the grave stone.

"Hello guys," She broke the silence of the glade, and in her mind she could hear them all greet her in turn. "It's been almost 20 years since you all moved back here." She cast her glance around before pawing the ground. "I know some of you were already sleeping, but I thought it'd be nice if you could all sleep here, together." She looked down to Appleblooms stone. "See, it's just like a nap..." Twilight bit back a sob. "I took the day off." Again she can hear the collective gasp. Never would Twilight, with her incredibly tight schedules and check-lists, just simply take the day off. "If you all don't mind I'm just going sit here and visit with you for the day."

She proceeded to sit down and grew silent. In her mind the years rolled by, the day the CMC got their cutie marks, the day Rainbow Dash was officially excepted into the Wonderbolts, family's growing up, moving away, spreading out, promotions, fights, victories, and parties. Each joyous memory countered by a heartache, which in turn is out weighed by an epic adventure. She sat there reliving all the greatest memories, hours passed and her montage of bitter-sweet memories was disrupted by the flutter of wings.

Twilight glanced into the sky to see none other then Princess Celestia, her former mentor, and now a very good friend.

"Celestia!" She called out as the elder princess landed. "Oh please tell me the message pony got to you in time," Without thinking she gave Celestia a mighty hug, before sitting down in front of her. "I would hate to have wasted your time." Twilight smiles sadly as Celestia shakes her head.

"You could never waste my time Twilight." She smiles warmly and casts her gaze around the glade. "I came out of worry, the message pony told me that you had cancelled all of your appointments." She gave Twilight a worried smile. "It's not like you to do such a thing." Twilight gave her an apologetic smile.

"I'm sorry if I troubled you," She looked over to the graves. "But something compelled me to visit them today, and I have come to understand that those compulsions are not to be taken lightly." She turned back to her mentor.

"I understand Twilight," Celestia sighed, "I fear you and Cadence have the hardest tasks," Twilight gave her a quizzical stare, to which Celestia chuckled. "Luna and I may reign over many subjects but there has always been some distance." Turning to Twilight she places a hoof on Twilight's shoulder. "But you spread friendship, make real connections to thousands of ponies, and are cursed to watch them all fade." Twilight blinks away a tear. "It is sad, and you will have to pick yourself up more often then others, but I have faith in you..." She looks over to the graves. "...They had faith in you." She gave Twilight another hug and smiled. Twilight sniffled and looked up to her mentor.

"How is Cadence," It came out as a whisper, and Celestia frowned.

"She is doing better," She looked north to where a faint rainbow emanated. "Shining armour's death was hard," Celestia glanced at Twilight. "For both of you, at the time though you still had some of your friends to lean on." She sighs and paws the ground. "She's almost back to her loving self, most of her children managed to return for a visit, it helped, but" Celestia gave Twilight a heavy look. "She still wants to see you." Twilight's face fell, but she nodded.

"I have been meaning to visit her too, but every time I have the chance, I end up finding more work to do." Twilight looks to the north with a sad smile. "She's like my big sister, and we both lost someone we love so much..." She huffs. "...It's just been really hard." Celestia smiled and used her hoof to raise Twilight's chin.

"Like I said, it's hard for you and Cadence." She nuzzled her face. "It will be easier for the both of you if you share some of the heartache." Celestia stood up and looked to Canterlot "Now that I know that all is well, and you simply wish to visit your friends I can return to Canterlot in peace." She moves to an area where she can take off safely. "We shall find time for tea at a later date, my prized pupil." A pet name she had not used in many years, and Twilight smiled and waved goodbye to her friend. She turned to resume her restful montage, however flapping wings prevented her from doing so.

"Princess!" shouted a pegasus, in fact it was Speartip, Captain of her royal guard. He landed with two privates in toe. "Princess, I have been looking for you everywhere." He gave her a short bow, and Twilight gave him an apologetic smile.

"I'm terribly sorry Speartip," She rubbed her head in embarrassment. "In my haste to come here I forgot to tell anypony where I was going." She huffed, and Speartip simply nodded.

"I had thought you might be here, and would have respected you wishes for solitude, but one of our Wonderbolts have spotted a large dragon." Twilight's eyes widened. Dragons were still rare, but when Spike left to join them he was able force a peace between ponies and dragons...Spike?

"Did the Wonderbolt see what kind of dragon?" She asked before she could stop herself. Speartip was thrown by the question and turned to his subordinate. After a moment of deliberation he turned to her and nodded.

"Indeed, it seems to be a purple and green spiked dragon." Before the last words left his mouth Twilight was hoping up and down.

"Yes, yes, yes!" She called out. "Yes, yes, yes!" She did a full circle around the startled guard ponies, while still shouting "Yes, yes, yes!" Before she stopped mid air and glanced over to Speartip.

"Ahem," She grinned embarrassingly. "Could you please send a Wonderbolt out to meet him, and tell him to come here." The Guard Captain's eyes widened and he sputtered for a second.

"You want me to let a dragon into Ponyville?" He asked incredulously, Twilight smiled and nodded.

"Indeed, I would like you to invite Spike to join me." Realization dawned on the Captains face and he quickly issued a series of orders to one of the other ponies. The young pony rushed off and the Captain nodded.

"Is there anything else you would like?" Speartip asked, and Twilight's stomach rumbled.

"Actually, if you don't mind could you have some lunch sent over." She paused and thought about her friend that was now on his way. "A mining cart full of gems, and two barrels of apple cider." If the captain was shocked he hid it well, and nodded for the other pony to head out. With a short bow the guard captain flew off. It would be so nice to see Spike, and while she also dreaded the day that she would have to say farewell to him, she knew that dragons live incredibly long lives in comparison to ponies.

She paced back and forth, calculating roughly how much time it would take a full grown dragon rushing to see his friend to get here, verses how long it would take lunch to arrive, while factoring in the weight... She shook her head. Today; facts, math, and all her punctuality could go to the moon for all she cared, she would get to see Spike! It wasn't long before she could hear the trees start to shake from increased wind.

Soon the sun was blotted out as Spike circled for a landing. With some difficulty he managed to land in the clearing, trying to not stomp on any of the flowers. Twilight could barely contain her excitement and as soon as he had landed she bolted at him, hugging his snout as tightly as possible. With an whumpf the large dragon chuckled, and lowered Twilight to the ground.

"Take it easy Twilight, you might hurt yourself crashing into things at that speed." Spike snickered. Twilight gave him a happy look and she hoped around for a bit.

"Sorry Spike, I'm just so happy to see you!" She stopped and looked over to the graves, and the glade filled with an oppressive gloom.

"I came to see you, but the guards told me you were here." Spike explained nudging her towards the graves. "Did you make time to visit them?" He inquired.

"No, I cancelled everything." She explained, and Spike gasped.

"What do you mean cancelled?" He nearly shouted. "You never cancel anything, heck you have a heart attack when there's a scheduling conflict." Twilight pouts and glares at her friend.

"I have gotten way better, and they're not heart attacks," She pushes her two hooves together pensively. "More like heart flutters." Silence returned until Twilight realized she was being rude. "But what did you come here to see me for?" She asked smiling. "To visit?" She added hopefully.

"Sort of, We may have a problem with some rouge dragons, but that can wait till another day." He blushed and glanced over to the graves. "It might be nice to just sit here for a bit, spend some time with some old friends." The moment he finished the staff from the orchard arrived, hauling a large cart full of gems, while others brought Twilight's lunch with them.

"I thought you might like a bite to eat." She explained, and soon the two sat down to share a meal in the company of friends. Time went by, they would reminisce about what was, and Spike even shared some news from his new home. Peace returned to Glade, but even dragons have places to be.

"I'll come back next week, the threat isn't immediate and the pony folk are well protected." He gave her a warm smile nudging her with a scaly claw.

"I look forward to seeing you again, Number One Assistant." Twilight croaked, and Spike rested his head by hers.

"Don't cry Twilight, we'll see each other real soon." Spike assured her, while Twilight nodded and sniffled. Gently the large dragon took off, careful not to disturb the trees to much. Again Twilight was left alone in the Glade she had a feeling she would see what she needed to see before too long, the day was waning and soon the night would be back. All she could do was hope she had not missed it. She returned to her previous seat, and was able to sit and think back on all kinds of adventures, for a whole hour before the sounds of hoofs drew her attention.

"Now Chaos Flit you be on your best behaviour." A eerily familiar voice demanded, and soon Discord and a young mishmashed pony came into the Glade. Twilight smiled merrily at the two of them, and trotted over to the pair. "Hello Twilight Sparkle!" Discord called out before snapping his fingers and handing her a cone of cotton candy. "Celestia said you were here, and I thought it would be the perfect time to stop by and pay my respects." The Draconequus explained, and Twilight happily took the cotton candy.

"It would seem all my living friends are dropping by on me." She smiled, and Discord feigned distress.

"Now isn't it odd that all your friends just want to make sure your okay." He stuck his tongue at the young Princess before smiling. "You remember Chaos Flit?" He pointed to the young pony who bobbed his head and shyly looked away. Twilight smiled and nodded before gesturing for them to visit the graves. The trio made their way over and again Twilight sat in a peaceful glad surrounded by friends recounting tales of yesteryear. With daylight now nearing its end Discord glanced up at the sky.

"Hmm Twilight my dear, this part I think is just for you." He said, turning to his dear friend. "But we must do this more often, maybe in a less macabre setting." he grinned before giving her a short hug. "Be well Twilight, we all still need you." With a snap of his fingers Discord and Chaos Flit were gone.

Twilight stared at the spot they had only just vacated. What did he mean? Meant just for her? As the last rays of light hit the top of her castle in the distance the city shook, A rainbow, THE rainbow of friendship poured out of the peak, and Twilight gasped as the light descended on the glade, twirling and wrapping around the the gravestones, and then the world was dark, the sun shone no longer and Twilight was alone.

Again not for long, as the whole universe seemed to want to torment her with old or lost friends. The graves of her friends started to glow, joined by a gentle humming. The light grew brighter and from each grave rose her best friends. Twilight was trapped like a deer in headlights, half of her elated to see her friends the other half screaming about the violation of the laws of nature.

"See, look! She is totally freaked." Ghostly Rainbow Dash laughs while the apparition of Applejack glares at her.

"Not now RD this is no time to be making fun." She grumbled and Twilight takes a step back.

"This... This isn't possible, you're all dead, I saw you..." She cries "...you're all dead, this isn't fair."

"Oh Twilight, don't cry please!" Pinkie pleads, and the others offer gentle encouragement for her to calm down.

"She is right though, it isn't fair." Rarity calmly states, before looking down at herself. "Although I do look amazing as a ghost." She giggles while the others roll their eyes. Twilight can see the flood of small creatures that are all sitting beside the ghost of Fluttershy.

"Um Twilight..." She looks over to her friend... her friends ghost. "...He was here wasn't he?" She asks and Twilight nods. "Could you... if you don't mind, tell him goodbye..."

"But your all already gone, this..." Twilight she sobs, while Applejack quietly shushes her.

"It's alright Sugarcube," She starts, gently cooing to calm her friend down. "This is the Tree of Harmonies last gift to us, for you." She smiles at Twilight, who looks at her through teary eyes.
"Gift?" She nearly shouts. "To see all my best friends? As ghost?" She shakes her head in anger. "What kind of gift is that." She shouts her sorrow besting her. The five look down as she sobs.

"It's the last chance for use to say goodbye, together," AJ looks at the others. "It's time we moved on, and now that the Tree of Harmony has found worthy ponies to take up our mantles." Twilight's eyes turned to pinholes.

"WORTHY," She thundered. "How can there be a pony worthy..." Again AJ shushed her gently.

"Our time as the Elements is over, and Equestria still has need of them." She gently explains. "The Tree is just giving us this one last chance to say goodbye together." She finished, taking a tentative step closer to her living friend. Twilight broke out into sobs.

"But I don't want to say goodbye..." She croaked. "Not again," The five ghostly ponies closed in on her, they hugged her tightly, she could feel their warmth, their heartbeats, hear the sound of tears splash on their coats. They were real, as real as they had ever been.

"Now listen here Twilight," AJ nuzzled her. "We will always be watching, the tree gave us our own special gift, I think you'll like it." She stepped back and smiled. "We're always here, just remember that." Each pony in turn gave her words of encouragement, nuzzled her one last time and stepped back.

"Now don't you worry about the ponies that will become our elements, they can't replace us, but they can be just as good of friends." Applejack smiled and looked to the stars. Light blossomed forth surrounding the five, the earth shook and like lightning they shot up into the sky, and twinkled out. There by the moon was a new constellation, 5 stars each a different colour one for each element, dancing and playing. The tears still fell from Twilight's eyes as she looked at the new wonder, and ever so quietly she whispered.

"Everypony has to say goodbye sometime."


That's it, my romp into mortality is done, it makes me sad but(not it being over) immortality is the greatest curse for someone who cares about other people. Also the cameos could have been removed, but they kind of add a layer so I kept them. Please let me know what you thought.