OST

Now I've seen everything, I come out of the forest to see not only an old castle, but that it wasn't sunlight trying to break through the canopy of tree, but moonlight. Then I found the source of the scent and it's a horse, a mare by the smell of it, surrounded by lions with wings and scorpion tails. And before I leave, it speaks!

Yea, I'm not on Ares anymore.

After I saved her, I got a better look at her. Her coat is jet black, her mane and tail are flowing to a breeze I can't feel or see, and they look like the night sky, complete with stars, and her eyes, SPIRITS, her eyes, they're serpentine with a teal color with her whites a brighter cyan. I also saw that she has a pair of large wings and a long horn protruding from her head, all of which is as black as her coat. My eyes finally rest on a mark on her flank. It's a white cresent moon with a dark violet dream cloud behind it.

In short, she's drop dead gorgeous.

As I'm running through the forest, I take a quick glace at Nightmare Moon. She looks awestruck, that tends to happen to those who haven't been carried by me before.

I return to the den to find the wolves are still there. Good, I'm going to need them for sentries.

As I get closer to the den, the wolves start to growl, making Nightmare nervous. I can guess what she's thinking. I lay those thoughts to rest with a loud growl at my wooden allies. They back off, unsure why I'm defending their meal and I tell them that she's mine and mine alone.

Living with wolves for 20 years really helps in times like this.

I lay her down in the cave and check her over. Other than the large, but shallow gash on her side, she's fine. Some herbs and meds and she'll be right as rain. The problem, however, is the faint energy I'm sensing from her.

All living creatures have this energy, some more than others, and I'm able to sense said energy, but hers is too weak, almost death inducing. I cannot, WILLNOT, let her die, not after I saved her. She's my charge now.

I take a power core from one of my many pouches, and am pleased to find that it has more than enough of the same energy for what I need.

"Nightmare, I need you to drain this power core, if you do, your strength will return. But becareful, if you drain too much at once, the overdose can, and will, harm, or even, kill you." Something about this world makes me more comfortable with talking. I think I like it.

She looks to me, her face a mix of disbelieve, shock, and hope, "Y...you mean that my magic will be reclaimed, but I could die if..." She look crestfallen, she must want her....'magic'?...back as soon as possible.

"Yes, but if drained at a steady pace, then you'll be fine in a few hours." I stand and head out of the cave to get herbs.

"Wait!!" I turn to her, a little suprised by the pleading tone in her voice, "Uh....I mean....w...where are you going?" She blushes and I don't think she knows I noticed, so I'll stay silent for now. She looks nervous to be left alone, whether she wants me to stay for the company or because of the wolves, I don't know.

"I'm going out to gather some herbs for your wounds. While your power will return, those need to taken care of soon. I have some medicine, but they'll work better with the herbs I need. Don't worry though, the wolves will make sure you're safe while I'm looking, but I won't be gone for long, my friend."

She gasps while a hoof is over her muzzle and tears in her eyes, like she's never been called that before, "Y...you see me as a friend?" I tilt my head in confusion, has she really never had a friend before?

"Of course I do, why wouldn't I?" She looks at the ground in shame and defeat, tears flowing freely, landing on the soil.

OST

"I...I tried to bring eternal night to Equestria, I was just so jealous of my sist...of Celestia's day and the love she got because of it. I wanted to give our subjects one day of 'Eternal Night', just so they could see the beauty of the night, but Celestia wouldn't have that. She believed I was going to make the night last forever and wouldn't let me explain what I was doing, so she banished me and my other half, Luna, who's body I was sharing with, to the moon for a thousand years. After I escaped two years ago, I was so angry that I plunged Equestria into eternal night, with no intention of letting the sun rise again. I was only stopped by the same power that Celestia used to banish me to the moon, the Elements of Harmony. I was then separated from Luna, who no longer had my drive and anger. When we were separated, my own rage died down, till it was all, but gone. I was only a specter, however, so I couldn't do any thing to atone for what I done. But after some time, I finally made a body to live and breathe in. But my magic was weak and I couldn't move much. Then the manticores came and well....you know the rest." She finishes with a sob, while my mind is in overdrive and my blood boils.

'How could she do that to her own sister?! And did she say 'Luna'? Must be a coincidence, Neon's lover couldn't be here.' I snap out of my thoughts to see Nightmare looking at me with slight fear in her eyes, more than likely scared I'll reject her now that I now her past.

Time to kill those fears.

I walk over to her and sit on my knees, looking her in the eye. After what felt like hours of staring into those beautiful eyes, I latch my arms around her to give her the most supportive embrace I can give. "I don't care what you did in the past, if you regret your actions and want to redeem yourself, then you have my support. And even if no one else trusts you, I do, with my life."

I can tell what said had some effect, as she returns the embrace and sobs into my shoulder. While she sobs, I rub my hand through her mane, trying to calm her down. After about 10 minutes, she finally calms down enough to look at me. I will say this, she has a very beautiful smile. "I have to ask, why? Why see me, of all ponies, as a friend?"

I stare into her eyes again, drowning myself in their ocean like beauty. "Your eyes. They show me a mare who's suffered so much, that all she wanted, was a friend."Her smile widens, showing her fangs, which surprises me. "I didn't think you'd have fangs."

Her smile fades as fast as it came, replaced with a sad frown. "I'm sorry, they're just there. I've always had them when Luna became me. But I don't eat meat, honest!! We're still friends.....right?"

My heart bleeds seeing her so sad. I brush my hand across her check, calming her down again. "Of course, just surprised me, is all. To be honest, I like it. Gives you a more combat ready look." She blushes harder this time, fully aware I can see it.

She turn away from me, with a cute smile on her muzzle. "Thank you." It was quiet, but I heard her.

I then head out to find the herbs, a big grin on my face under my helmet.

Damn it, I know what's what happening to me. Neon told me about it when he first met Luna. I can't stop thinking about it and the more I think about it, the more right it seems.

Oh well, I never liked humans that way anyway.

Nightmare Moon's POV

I couldn't thank Shadow enough for what he did for me, what he's doing for me, and all without wanting anything in return. And he called me his friend! *SQEEE* I couldn't be more happy!

But when he hugged me, I could feel my heart beat like a war drum. Is this what it feels like to have a true friend?

No, that's not right, I don't how I know, but I just know that's not the right answer.

Why did I sound so desperate when I called him back to the cave? Why did I blush when he gazed at me, when he complemented me? Why did I feel safe and warm in his embrace? And why don't I realise how I feel about him?!?!

*Sigh* Who was it that said 'Love is a Hurricane'? I can't believe that I'm having a crush on somepony who's not even a pony. But he did say he'd stand by me. Okay, maybe he didn't say that, but he did say I have his support and trust. Maybe we can.....but what if he doesn't feel the same about me. And if he does, how will we live when everypony hates and fears me. And how will they react to Shadow?

How will he react to them? The Bearers of the Elements, Celestia, and Luna? Will he attack them? Oh, I just can't see a happy ending for us. I don't want to lose him, my first friend and first love.

Maybe I'm overreating, maybe it won't come to that. We could leave Equestria, go to another country. One where I'm not known and we can live in peace.

Maybe we can even have-

OST

"So, you're what we sensed in the Everfree Forest. I should have known you would come back, Nightmare Moon." I snap to my right and who I see chills my blood.

Celestia, Luna, 18 royal guards, and the Elements of Harmony, and they don't look happy to see me. "This time we'll make sure you stay in Tartarus, where you belong." It seems Celestia is still sore at me for what I've done in the past.

But before I can say anything, Shadow's timberwolves attack and scatter my would be executioners. Three for each princess, and one for everypony else. I see this as my chance and start draining that 'power core' Shadow gave me.

'Okay, don't drain too fast, but don't drain too slow, keep it at an even level.' I drain the core at good speed and can already feel my magic returning. I can hear the timberwolves losing slowly to Celestia and Luna, but I keep draining the core. Soon I feel my power back to almost half strength. I then turn my attention to the battle, it's not looking good. Only one timberwolf is left to fight the sisters, while the others are doing well. Before it can continue to fight, I send a magical pulse at Luna and send her into a tree, leaving Celestia to fight me on her own.

"You've already crossed the line when you banished me, Celestia, so you can't say anything about what I going to do to keep my newfound freedom." We circle each other before we charge, clashing our horns against each other.

We take to the skies, breaking off and clashing again just to break off again and clash again. We keep this up for I don't know how long, one trying to overpower the other, each clash sending out a shockwave and shaking the trees.

Then Celestia gets a lucky shot, stabbing my right foreleg with her horn, and then bucking me down into the ground, near the cave. She lands next to me and Luna, who finally got her second wind, comes up next to her sister. "You've lost, my dark counterpart. Now it's time to finish this, once and for-"

"GRRAAAAAAAAAAAAAAA!!!!!!!!!!!!!!!!!!!!"

I hear the roar from the trees and I know whom it belong to. My tears of relief and joy return. "He's coming." Everypony looks at me. "He's coming, and when he sees what you did...." I'm saddened that things have come to this, but I'm happy that he cares.

I look to where the roar came from and I see trees falling, as if a hydra was charging, just how strong is he?! A tree exploded into splinters and when the dust clears, I see him. I can almost taste his rage.

It scares me, yes, but it excites me far more.

Shadow's POV

I felt the shockwaves while gathering the herbs I needed. I could smell more of Nightmare's blood now. "No." I put the herbs in a pouch and rush back to the cave, not caring if I crash through the trees. I could see her fighting someone in the air before being struck down to the earth. I froze, as what just happened hits me like a freight train.

"GRRAAAAAAAAAAAAAAAAAAAAA!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!"

I use every ounce of strength and speed I have to get to her in time. I burst through the last tree and what I see make my blood boil black.

Nightmare on the ground, bleeding badly, my wolves not fairing any better.

I have only been this angry twice in my life. Once, when my village was destroyed, then when my daughter was near death. But this, this tops those two, not by much, but still.

I snap.

I leap high into the air, only to come back down with the force of a meteor on the two alicorns near Nightmare. They jump out of the way just before I hit, leaving me in a mid-sized crater. I rise and stare down the two alicorns, who I believe are Celestia and Luna.

I howl like the wolf I am and call back my wolves to protect Nightmare. I turn my head to look behind me and nod toward the cave. Nightmare must have understood because she, along with the wolves, went in and started draining the core. I looked back at the alicorns, feeling nothing, but hate.

I move faster than they expected and slam my fist into Celestia's chest and sent her straight up through the air, then turn my attention to Luna who is standing in shock, giving me the perfect shot at her. I grab her throat with my right hand and her horn with my left and started spinning in place. After a few dozen spins I threw her at a cluster of trees, causing them to collapse on top of her.

The soldiers in gold armor attacked me right after, but before they got to me, I grabbed a tree and threw it at them, tearing it out of the ground and managing to catch them all in one shot. I launched myself into the air as hard as I could, making a few slabs of stone and bedrock break upward from the force. My jump was meant to meet the returning Celestia.

And she did not look happy.

We met with a shattering clap of thunder before I grabbed her head and headbutted her right under her horn with enough force to knock out a bull elephant, but she surprised me by only being dazed from the hit. I continued my assault by jamming my knee into her chest and delivering a right hook to her face. She retaliated by shacking me off and bucking my heavy ass with the strength to kill a rhino, causing me to make a crater deep enough to make a 12 ft swimming pool, but that wasn't the end.

Oh no, Luna got her second wind and sent lightning right at me, 15 bolts to be exact. I took them since there was no way I was going to be able to move in time to dodge. After the fifteenth bolt, Celestia landed beside Luna and they waited to see if I would do anything. When I didn't move, they breathed a sigh of relief, but Celestia seemed to look sad. That quickly changed to a hard, but hateful look when she turned to somewhere, Nightmare maybe. "Your beast is finished, and as you will be soon."

I felt my anger skyrocket at those words, forcing me to break my stone bindings and making the two alicorns snap back to me in shock. I soared high into the air, ready to deliver the next deadly attack, when I heard Luna cry out. "T-that's impossible!!! No being could survive that much lightning in one attack!!!" When she finished I struck out my leg, causing me to be fired right toward them. Due to my weight and the momentum, I soon had a red cone like when something falls through a planets atmosphere, giving my kick an even deadlier effect. just before I made contact, the sisters disappeared in a flash of light, making me hit nothing, but dirt.

I heard a snap from my right somewhere and turned toward there. When the dust cleared, there they were, waiting for me. I saw a blue blur coming at me and reacted with a haymaker right into a pegasus' jaw and sent her flying right into a tree, hard. I turned to where she (if the scent is anything to go by) came from and saw an orange Earth pony running right at me. I had a feeling on what she would do so I waited and sure enough, she spins on her front hooves and pulls back her hindlegs. Just when she shot her legs out I swung my fist to meet them in the middle. A loud clap could be heard and a ring of dust from the shockwave was made. She started screaming on the top of her lungs and held her hindlegs to try and stop the pain. They weren't broken, but she'll think twice before charging me again.

I noticed movement from my left and barely had time to throw up my arms to block a pair of golden hooves aimed at my head, making me slid on the ground by 20 ft. I lowered my arms and bolted towards Celestia with a vengeance and tackled her. But instead of sending her to the ground, I latched on and picked her up while still running. I only stopped when I slammed her into the stone wall that I think is a cliff due to the steep drop from the top. I let go and began punching her with great speed and strength, not enough to kill her, but enough to make think giving up is a good idea. Nothing was spared from my onslaught, her head, neck, chest, stomach, legs.

Before I could keep it up I was sent flying by a beam-based projectile. I righted myself before I could hit anything and saw Luna with her horn glowing, making me think that that's how she used lightning on me. Celestia broke out of the tomb I made for her and stood by Luna. Then her horn glowed and all the injuries I gave her healed. 'Great, so they can heal themselves?! I better stop playing around.'

I stood to my full height and reached up and turned the clamp that held my silver claw on my left hand. I then did the same with my right and clamp them in my arms and pulled out my uncovered hands, revealing my razor sharp claws. I grabbed my gauntlets and held them at my sides. I then threw my left one up into the air, followed by the right. They went far into the air and came down like a pair of comets, making three feet holes in the ground and causing cracks to spiderweb out by ten feet. The look of absolute fear on the alicorns' faces was worth the wait.

Now I'm a little motivated!!

With my new found speed, I reached the sisters before they could blink. I swung my bare fists at there chests, Celestia on my left, Luna on my right, and launched them both to the sky. With my lighter weight, I followed after them and grabbed their horns and started to swing them like a propeller, going faster than when I did the same with just Luna. I threw Luna to the ground first and sent Celestia right after. Luna hit the ground hard enough to bounce before making a crater due to her sister ramming into her with the force of a tank.

I landed and let out a long and loud roar of victory. That is, until I felt something hit my back. I turn and get the same to my head. Whatever it is, it's blinding my visor. I wipe away the stuff and see that it's a small cake. CAKE!!! A REAL MOTHERFUCKING CAKE!!!! I haven't seen one in ages!!

I turn and see that a pink Earth pony with a canon that had frosting dripping from the barrel. I dashed over to her and rammed my knuckles into her windpipe and knocked her out with one hit. I heard a sound like a wind chime and was hit in the chest by another beam, only this one came from the lavender unicorn. I was being pushed back before I remembered that my armor can absorb energy. I began to suck in the beam like a sink drain and I stopped getting pushed back. Instead, I crossed my arms to block the beam, feeling it burn my arms as I did so, and swung them out to redirect it to a boulder, reducing it to rubble.

I saw the unicorn panting hard and I figured that I show her what happened to her energy. I channeled it to my right fist and slammed it in the ground and made the entire area shake like an earthquake. I could't have done that without that amount of power from the unicorn in my armor. The tremor set her off balance, giving me the perfect opening. I rushed behind her and gave her neck a good chop, knocking her out too.

I felt something shatter on my shoulder and when I turned to see what it was, another hit me right in the visor, breaking it to where I could see with my left eye. I heard a posh voice speak. "Take that you beast!!!" I was starting to get really mad, so I cranked the voice enhancer built into my helmet to half max and roared right in a white unicorns face. She stood stock still for a minute and then fainted.

I stood back up, but when I was about to return to Nightmare, I her a soft voice that was filled with anger and determination. "How dare you!!!" I turned to my right until I saw a canary yellow pegasus staring right at me within three feet of me. I've that look before, the look that's supposed to break another's will. I turn fully to reveal my uncovered eye and glare right back at her, summoning all the hate, rage, and pain that I had.

I heard one of the ponies speak in a winded tone. "Alright, way to go!!! Now just keep him like that until we catch our breaths." But just as the pony said that, the pegasus started to wilt under my glare, lowering herself to the ground with fear and sadness in her eyes till she curled into a ball and started shivering.

I turned to see that both Celestia and Luna were back on their feet- hooves- WHATEVER!!!- and were powering up their horns. I decided to crank my voice enhancer to max and try out an idea. When the beams were fired at me, I waited till they three quarters of the way and let out the biggest roar I have ever made. At first, it looked like it didn't work, but just before the beams hit me, they slowed down to a stop, only an inch from me. I kept up the roar for as long as I could, but I began to feel my voice falter so I redirected the two beams into some trees that Luna tore down when the fight began. My throat was hurting, but I didn't show it.

Even though they were exhausted, the alicorns were aware enough to what I just did. Luna was the first to speak. "I-i-it deflected our attacks?! WITH JUST IT'S VOICE?!?!?!"

I smiled under my helmet and turned down my enhancer to normal levels before talking. "And I'll do more if you don't leave my territory, right now." The look on their faces was priceless!

Celestia shook herself our of her daze and glared at me before having a smug look. "I will admit, you are powerful. But not even you can stand against the Elements of Harmony!!" I felt a huge power surge from behind me. When I turned I saw that the six mares had regained their wits and second winds and were floating off the ground with a bright glow around them. When I thought the glow couldn't get any brighter, two rainbows shot out of their sides and formed a spiral at fired right at me.

'Time to see what these things can do' I took it head on and felt myself getting heavier. I looked down and saw why.

I was turning to stone.

I turned to Nightmare and saw that she was on the verge of tears. I hate that she's crying, but her tears make her more beautiful. "Don't worry, this won't hold me for long. And I never break a promise."

Then everything went black.

Nightmare Moon's POV

I screamed, I don't know for how long. A few seconds? A few minutes? A few hours? All I know is that I've lost the only friend I ever had, and I never told him how much he meant to me. My tears keep pouring out, I couldn't stop it even if I wanted to, I'm too heartbroken. I look at the statue that was Shadow and see the timberwolves howling and whimpering at the loss of their leader.

I turn to see Celestia looking at me with a shocked look, as well as Luna and the Element Bearers. "Well, I hope you're happy, you just took away the only friend I ever had!! He was just trying to protect me and you have turn him to stone for it?! I was right when I thought of you as a tyrant, Celestia!!" My outburst only makes me cry harder. "Just kill me now, I can't li-"

"Finish that sentence and I'll pimp slap you."

OST

I shoot my head up in disbelief, thinking I went crazy, but when I saw everypony else looking at the statue of Shadow with the sane disbelief as me, I quickly kill that thought. I turn to see the ground around Shadow's statue crack, as if a great weight was just dropped there. Slowly, but surely, cracks start to form, pieces fall off, and I swear the ground is shaking, like a tremor.

Shadow crosses his arms, with his claws on either side of his head, and with a loud roar, swings them out to his sides, breaking off the rest off stone skin. There he stands, as if he wasn't hit by the Elements in the first place.

He raises his hands to his head, and starts pulling it off. At first I thought he was trying to kill himself, but then I saw that what I thought what was his head was really his helmet, and that in turn meant that wasn't skin, but armor. I mentally facehoof at such an obvious mistake, but focus on what's under that helmet.

When it's completely off, my heart skips five beats. He's bald except for his black mane and has a flat face with no muzzle, but his skin is as pale as the moon, his eyes are like mine, but are a topaz yellow, and are narrow, like a predator's, and his teeth are like mine, even the fangs. He was right, they do give a combat ready look.

He turns to me, and for the first time, I see his hansome smile.

Author's Note

Well, second chapter here. I was going to make it longer, but power kept cutting off on me.

I'm thinking about bringing in more characters in future chapters, tell me if you want or not.

[EDIT] Happy Hearts and Hooves Day!!! I had a dream about the fight and had to change it, so let me know how you like it or not!!