Learning Is Magic

by Lucky Penny

Rating: everyone
Tags: Discord, Princess Celestia, Slice of Life, Twilight Sparkle, Main 6, My Little Pony: Friendship is Magic, Dark, Spike, Comedy
Length: 19154

A story in which the fate of Equestria lies in the lessons and teachings of...Discord?

Danger looms over Equestria and Princess Celestia fears for her subjects' lives. With her withering strength she’s incapable of preparing Twilight for what’s to come. In a desperate attempt to protect Equestria, she appoints Discord as Twilight’s mentor.

Can Twilight and Discord overcome their differences and devise a valid defense against the Shadows?

Published 2013-08-13 02:10:02 UTC
Last updated 2014-01-03 23:28:46 UTC

Lesson 1-Compromise

The light sprang up again and there on the brink of the chasm at the very crack of Mount Gloom, stood Fillro, black against the glare, tense, erect, but still as if she had been turned to stone.

'Mistress!' cried Snow Sable.

Then Fillro stirred and spoke with a clear whinny, indeed with a whinny clearer and more powerful than Snow Sable had ever heard her use, and it rose above the throb of Mount Gloom, ringing in the roof and walls.

'I have come!' she said 'But I do not choose now to do what I come to do. I will not do this deed. The horseshoe is mine!'

And suddenly as she set it on her hoof, she vanished from Snow Sable's sight. Snow Sable gasped, but she had no chance to cry out, for at that moment-

"Discord!" cried out one of the Royal Guards from outside of his chamber door.

The guard had been knocking and shouting loudly for what was now well past 10 minutes. Discord was however far too busy with writing his latest fan fiction story to bother with responding to the guard's commands. He continued typing rapidly on the computer's keyboard while the guard's voice grew louder and more irritated.

"Discord!" he exclaimed again, "The Princess has been waiting for you in the Throne Room and your attendance is needed. You were supposed to meet with her over an hour ago!"

Silence remained from within his room, except for the strange clickety-clack noises that emanated and could be heard from outside. The guard was quite use to Discord's tricks and mischief about the castle, but now was not the time for them.

"Very well, you leave me with no other choice," the guard warned, "On the count of three, I'm taking this door down!" he stomped his hoof at the ground, snorted loudly, and began to count.

"One...Two..." he waited for one last moment before shouting three and then began to charge.

The door then suddenly opened by itself with ease as the guard attempted to slow his speed down, but it was already too late. He skidded across the room and then crashed into the old bookcase. Some of the large books fell onto his head following the bookcase itself which collapsed right on top of him.

Discord, who had been sitting over at the desk in the corner of the room the whole time, turned his chair towards the guard.

"Oh! I didn't even notice your presence there, Flash Sentry. You should really learn how to knock properly before entering. It's very rude to just barge into other pony's rooms like that!" Discord chided.

He began gleefully chuckling to himself over his perfectly performed joke. Flash was of course unamused as he struggled to push the bookcase off himself.

"Do you realize how dangerous your 'silly' prank was? I was nearly crushed to death!" said Flash enraged.

"Ah, but you weren't were you? So everything worked out fine, and you are alright. Besides, doesn't that alone make you more appreciative and aware of life?"

Discord began to spin in circles in his chair while Flash continued to scowl at him.

"Not really, no. It just makes me more aware of how devious you truly are."

"Now don't be so glum about it. You're wearing a suit of armor there, so you were never at risk of being fatally hurt anyway. Relax yourself," huffed Discord.

He turned his chair back around to the computer and began typing once again. Flash was about to further scold him, when he then noticed the strange cubic object on the desk.

"Excuse me Discord, but what is that-that thing?" asked Flash curiously. He began to further examine the strange object forgetting for a moment what he had come to do in the first place.

"Why this, naive Flash, is called a computer," said Discord with a sly smile.

"A-computer?" repeated Flash puzzled.

"Correct," and with a snap of his fingers, the computer vanished into thin air. "But your world is clearly not ready for such- chaos," he said with a quiet laugh.

With another snap of his fingers, he made the desk suddenly disappear and a cloud hammock placed where it once stood. Discord settled himself comfortably into the hammock and gave a loud yawn. He pulled out his eye mask and stretched his claw out for a glass of chocolate milk to appear in his grasp. He began to gulp it down loudly as Flash waited impatiently for him to finish.

"Now," Discord began. "What does our Princess want with me?"

"You were suppose to meet with her in the Throne Room awhile ago, remember?"

"Oh, right...that," he said while grumbling unhappily. He gave another loud yawn and said, "Well can't it wait? As you can see I'm quite busy at the moment. Perhaps I could meet with her tomorrow-maybe...no."

He turned onto his side away from Flash and began to snore loudly.

"Come on now Discord, I know you're not really asleep! We must go immediately to see Princess Celestia. She has been waiting for you all this time, and said she needed to speak with you, that it was urgent-"

His ear suddenly perked up with interest as he sat up quickly while removing his eye mask.

" 'Urgent' you say? Now I wonder what dear Princess Celestia could ever possibly want of me? That is indeed...curious," he said while smiling crookedly over at Flash who had then felt a sudden chill along his spine.

"Come along now, we must hurry," said Flash.

"Very well," and in a puff of smoke, he had vanished from sight.

***

Meanwhile in the Throne Room, Princess Celestia was pacing anxiously until Discord had finally arrived with galloping Flash not too far behind. Heavily panting from his run, Flash Sentry bowed before the princess, apologizing for his delay, for which she then pardoned him for. Celestia then ordered for Flash to return to his original post, leaving Discord and herself alone together. She turned to find Discord who was fixated on one of the painted window panes. He stared at the image of himself during his defeat against the two princesses.

"That was quite an eventful day, don't you agree?" he said with his attention still on the painting, "You must take pride in the display of such lies."

"There are no lies," Celestia retorted calmly, "You are only bitter because of your mistakes, all of which were made by your own terrible choices."

Discord scoffed by her explanation and transported himself within the painting.

"Ah true, but it would seem you left out parts of the story. How very convenient of you to let your subjects perceive you as the perfect leader and of course I as the villain," he remarked before leaving the painting and appearing in another directly across. "I wonder, would your subjects still worship and love their princess if they were told the truth behind it all?" he said while grinning at Celestia, for he was enjoying her discomfort of the conversation.

"Enough Discord!" she exclaimed, "This meeting isn't about you or our past."

"You're right, Celestia. That's all water under the bridge now," he vanished again from sight only to re-materialize into the floor.

"So tell me, what then is the reason for this private rendez-vous?"

"I need you to teach Twilight Sparkle in the next level of magic. She needs to be prepared for anything that is soon to follow for her."

Surprised and puzzled by Princess Celestia's request, Discord rose out from the floor and stood before her.

"Me? But you are already Twilight's mentor! Besides, it's clear she is already a very gifted and powerful mare. What more could I possibly teach that would further her progress?"

Princess Celestia's voice grew suddenly quiet, as if some invisible presence was listening.

"I'm afraid I can no longer teach Twilight in magic, Discord. My magic-" she stopped abruptly, unable to finish her statement.

Discord, confused by Celestia's answer, opened his his mouth as if ready to speak when he noticed something in her eyes: it was fear. He realized and understood why she really could no longer teach magic. He stared in disbelief, and as much as he wanted to ask questions, Discord knew that there was nothing that could be done, nor anything to be said further about it.

"But how can- why would Twilight need a teacher still? She's an alicorn after all!"

Celestia walked past Discord and towards the window behind him. She gazed silently into the darkness of the night as she retreated deep within her own thoughts.

"The Shadow Forces have returned Discord. That is why you must become Twilight's new teacher."

For a moment, his expression revealed fright, but before Celestia could notice, he gave her a taunting sneer and rolled his eyes.

"You must be mistaken, that's impossible. Your age seems to have finally gotten the best of you, princess."

Celestia stomped her hoof at the ground, angered by Discord's impudence.

"I know the signs and I have seen them myself! The Everfree Forest has been stirring viciously-...the return of the Crystal Empire and King Sombra, the heavy darkness I have felt in the air, It has come back!"

He began to ponder while stroking his beard, for he was trying his best not to show his distress. But even Princess Celestia herself could see through Discord's facade.

"Well," he began to say, and with a snap of fingers, two large suitcases appeared before him on the floor. "The way I see it, this has little affect on me. Unlike the rest of you ponies, I am not bound to this soon-to-be appetizer world."

With another snap, a road map appeared in his claw as he began examining and carefully marking specific destinations.

"I hear Honolulu is nice during this time of year-"

"How can you be so selfish Discord?"

Celestia's voice bellowed against the walls of the Throne Room, echoing the word 'selfish'. Discord turned to Celestia, his expression had turned suddenly very dark. He approached Princess Celestia, his eyes intensely focused into hers.

"I'm 'selfish'?" His voice had become more serious and vicious.

Celestia sensed the menace in his tone, forcing her to slowly move away from him as he continued to approach her.

"Let me enlighten you, your majesty, in what selfishness really means."

Discord began to inflate in size, clenching his claw in contempt. He continued to grow until he was just nearly touching the high ceiling.

"Selfish is when you exile your friend to the hostile Swamps of Corral! Selfish is when you banish your only sister to the moon for a thousand years!"

His appearance now started to change too. Spikes appeared along his tail and back, as did a much larger set of fangs. His claws and talons were now twice as long than before, and Celestia now found herself trapped in a corner with nowhere to escape from Discord's wrath. However, she remained strong and stood her ground, waiting for any moment of attack.

"But by far," he continued, "The most selfish and cruelest thing you could ever do, is turn a friend- a good, old friend- into stone for several centuries, forcing them to listen and watch the ever changing world! Do you realize how maddening that was? You want to know what the worst part of being turned stone was for me, princess?" he asked with his voice cracking. Celestia, unable to look directly into Discord's eyes, lowered her head in shame and remained silent.

"The worst part in being turned to stone was having to listen to your pleas for forgiveness and apologies over-and-over again, each and everyday!" He gripped his ears and gnashed his teeth, as if he was experiencing some great physical pain. "It made me lose my sanity! How could you do something so cruel, so...selfish!"

Discord began inhaling sharply, realizing he hadn't felt such emotion in many years. Both he and Celestia alike, were shocked by such capabilities. He stared at his claws and then back down at Celestia, remembering where he still was as he attempted to regain his composure. He shrank back down to original size and appearance giving a sad sigh. He walked back over to where he last left his luggage and picked them up.

"It just doesn't matter anymore," he muttered. "The Shadows will come, and there is nothing we can do to prevent It from devouring this place...good-bye Celestia."

But as he was just about to vanish, Celestia cried out, "So that's just it then? You are just going to let Equestria be destroyed, your home?"

Discord said nothing and shrugged with nothing more to say. He gave a salute and turned away from Princess Celestia.

"What about Fluttershy?" she asked.

"What about her?"

"You do realize if you leave and the Shadow Forces take over, she too will perish along with everypony else."

Fluttershy, Celestia knew, was the key to Discord's sensibilities. He could never do anything that would risk potentially harming or disappointing her in any way. He groaned bitterly, aware that Celestia had won this argument.

"Very well, I will teach Twilight Sparkle and take her on as my student. But only if you swear the following oaths to me."

Celestia scowled, upset by how at such a critical time like this, Discord could still be so unreasonable and stubborn. However, with no other choices available, she nodded her head in agreement.

"The first oath," he began, "Is that you must swear to never use the Elements of Harmony or any other means of magic on me."

"But Fluttershy already swore to never use her element on you," she corrected.

"Indeed, but that's Fluttershy! We both know now you could very easily cast some other spell on me, or even convince some pony like Twilight to do so. So you must swear this oath to me, that you will not use or convince others to use any form of magic on me." Celestia nodded her head, agreeing to his terms,

"I swear," she said.

"The second oath," continued Discord, "Is that you must promise to allow me to teach Twilight my way. So no more letters on the lessons she has learned or any means of contact to you."

"Absolutely not!" challenged Celestia, "Twilight is-"

"She is my student now," he interrupted with a playful grin, "You asked me to be her teacher and this is the only way she can ever hope to advance to the next stage in magic. If she is to have any chance of success against The Shadows, Twilight must be completely dedicated to her studies with no distractions."

Celestia became outraged by his demands. She refused to lose connection to her most beloved student, and knew Discord was doing this as a way to begin harming their relationship as she continued to stubbornly deny his request, unable to swear to the oath.

"These are my instructions, Celestia. If you refuse them, Equestria will be devoured and if there is any chance for its survival, compromises must be made!"

As difficult as it was for her to admit, she knew he was right and lowered her head in defeat.

"Very well, I swear," she said quietly under her breath.

Discord clapped and laughed gleefully at how he was finally after so many years, able to humble Celestia's pride. Celestia then asked if that was all, which had Discord think to himself for a moment. Then with a mischievous smile, he said-

"How 'bout a kiss to seal the deal?"

Celestia gasped in disgust.

"Oh never mind, I take it back. Sorry I've been reading too many fan fictions lately. Besides, I bet you are a terrible kisser anyway," he drawled.

He gave a chuckle and then leaned in close to Celestia's ear as he whispered with a playful nudge, "Although, perhaps a kiss from your little sister Luna would-"

At that remark, Celestia became very angry and bucked him hard in his stomach, causing Discord to fall quite loudly onto the floor. He coughed and moaned heavily while gripping his stomach in agony.

"Alright, alright!" he sputtered, "I get it, I took the joke too far. Sheesh, sorry!"

Celestia stood over Discord who still remained curled up on the floor; her face was displeased and threatening.

"Enough now, I've made plenty of oaths to you. I promise to not break any of them, however-" she moved her head closer Discord's, their muzzles nearly touching each other. "Should you not follow and keep to your own promises in teaching Twilight, or allow any harm to come to her, I make a final promise to you that the consequences will be severe."

And with that said, she turned away from him and made her way out from the Throne Room.

"I suggest you get yourself together and hurry now, Discord."

"Of course," he said, smiling weakly, but with a faint glint of harsh steeliness in his eye. "Be down in a minute."

Celestia gave him one last glare before finally leaving as she made her way forlornly to Ponyville.

Lesson 2- Coping

Twilight was awoken that morning by the bright rays of sunlight peaking from her window. She groaned grumpily as she pulled the covers over her head, hoping that she may fall back asleep. The past few nights Twilight had little sleep from the discomfort of her new set of wings, but this was not the only reason she was unable to sleep well.

"Twilight?" called out Spike, "It's past noon, is everything ok?"

Spike held out a tray of hot soup and a glass of water for Twilight who gave a tired yawn and had her head still tucked tightly under the blankets.

"I'm alright Spike, just a bit tired is all."

He set the tray down on the night stand beside the bed. He then lifted the covers Twilight was hiding under and said,

"Did you have those weird dreams again?"

Twilight suddenly looked embarrassed and upset, which only troubled Spike more. She realized she was thirsty after all and began drinking from the glass he had brought up for her.

"Is there anything you wanna tell me?" asked Spike.

Twilight returned the glass to him and this time she attempted to get out of bed. She staggered a bit at first but then finally was able to stand up properly and made her way over to the vanity mirror.

"Well," she began to say, "Yes, I had it again, but this time it was a bit different."

Twilight stared at her reflection in the mirror. She noticed how lean her face had become and the new found dark circles under her eyes. Her mane was matted and tangled in thick knots. She knew if Rarity were to ever see her in such a condition, she'd have a fit and scold her for not taking better care of her appearance. Twilight decided to try and forget the bad dream and started to brush the mess out of her mane.

"What happened?" asked Spike.

She was quiet for a moment as she thought about his question. She set her brush back down and turned to look directly at him.

"It's hard to explain honestly, but when I woke up I felt so terrified. I don't even recall what made me so frightened or much of the actual dream for that matter. The only thing I do seem to remember clear enough is that I was running from something."

Spike was now sitting quietly on the floor in front of Twilight. He waited for her to continue while she tried to gather her thoughts. Twilight closed her eyes as she attempted to focus and recapture more of what happened in her dream.

"In my dream, I saw this massive shadow consume Ponyville and then all of Equestria. I didn't know what it was or why it was there, but it was chasing after me. As I was trying to escape from it, I looked behind me and saw all my friends become surrounded by the darkness too. One-by-one, their bodies crumbled to dust as they eventually vanished into the shadows. I kept running still, but then the shadow began to transform as it reached out and tried to grab me in its giant claw, and that's when I woke up."

Spike saw how frightened she looked even after just talking about the nightmare. He had no idea how or what even to really say to help her to feel better.

"Aw Twilight, dreams can't really hurt you, even though they feel like they can. I'm sure that there's nothing for you to be worried about."

"No Spike, this wasn't like any dream I ever had before. I think it must be some kind of vision or warning, or-"

He interrupted her thoughts as he placed his small claw onto her shoulder.

"I believe you are thinking too much into this nightmare of yours. Look at yourself, you are getting so worked up on something that hasn't even happened. You have been so stressed out lately with this whole new princess thing, I bet that's why you are even having these bad dreams."

Twilight frowned but nodded her head in agreement. She had been very uncertain with her new position that it was becoming more difficult for her to handle and understand.

"Yes, maybe you are right about that Spike."

"Of course I am, when am I not always right?" he said boldly which made her give a light chuckle as she started feeling a little bit better.

"I can list them for you," she said teasing him back.

"Ok, ok. So I'm not always right about everything. But still, I know these bad dreams of yours are coming from post princess jitters."

"I suppose it must be," she said with a weary sigh, "It's just that dream, it felt so...I don't even know how to even describe it."

Spike walked past Twilight over to the window sill behind her. He pulled aside the curtain and opened the window for a cool breeze to sweep through the room. He had hoped he may be able to encourage Twilight to finally go outside and see her friends. Spike was unsure why she was so upset over this new princess position. He remembered how happy she was on the day of her Coronation. But then the following days later, Spike noticed how Twilight was beginning to become more reclusive and weary of visitors, including her own friends.

"C'mon now, some good old fresh air will help you to clear your mind," Spike had suggested, but she just shook her head.

"Why not?" he asked.

"It's just...since I'm a princess now, everything has been so odd. Everypony has been treating me differently, like I'm now so special or important."

"But you are special and important," said Spike.

"That's not what I want though. Whenever I'm seen by somepony in town, they start treating me like I am royalty. It's always, 'can I get you anything princess', 'try this princess, on the house I insist', or 'good day to you princess', it's all driving me crazy!"

Spike scratched his head puzzled by Twilight's frustrations. He didn't quite understand why any pony wouldn't be happy with receiving gifts or being treated like royalty. He imagined himself for a moment being bowed to by every pony he walked past and with servants he could command to give him whatever he wanted with just with one single word.

"I just don't want to be seen differently by everypony now," said Twilight sadly, "That's why I even grew to love Ponyville so much. Everypony here is treated and respected equally by each other. Unlike back in Canterlot, nopony here is viewed as more or less important than somepony else. But now that I've been declared a princess..." she was silent and frowned unhappily as she kicked her hoof at some dust that was settled on the floor.

"You should go and see your friends, it's been awhile since you really have spoken to them. Maybe they can help?"

"They- I mean...I'm just so afraid that if I were to see them they would start to act differently around me too, or worse be unnecessarily jealous and upset, and then they wouldn't want to be my friends anymore."

Spike shook his head disappointedly at her for the mere suggestion of her friends behaving in such a way.

"Seriously Twilight, you should know better than that! These are your friends, they love you for who you are and that's never going to change."

"But Spike-" Twilight started to say when she heard a knock at the door. "Who could that be?" she inquired.

Spike gave her a funny smile as he walked over to the front door so that he could open it for their visitor.

"Look don't get upset now, but thought I'd invite a friend of yours to come by and talk some sense into you. You haven't been going outside and the place has gone to the dogs quite honestly. I figured if there was anypony around who could understand what you were going through and feeling right now, it would be her." He opened the door to reveal none other than Princess Cadence who was standing there patiently. Twilight was indeed surprised by Cadence's presence, and although she was certainly happy to see to her new sister-in-law, she would have preferred of Spike to have informed her of Cadence's visit.

"Twilight, it's so good to see you," Cadence said with a bright smile.

Twilight stood still baffled and confused by her arrival. She then realized that the place was a mess and she hadn't prepared anything to eat for her guest.

"Princess Cadence! It's great to see you too. I'm so sorry I didn't prepare a lunch for you, or- oh dear, I haven't even swept the room, it's all such a mess. And I am not even ready-"

"That's quite alright, besides we won't be here for long."

"Oh?" said Twilight perplexed, "But I don't understand, what are you doing here, and where are we going?"

"I can't visit my new little sister? I thought we would maybe go find a quiet spot somewhere in the park where we can catch up and talk privately. Your friend Spike also had sent a letter informing me that you have been troubled lately. Is everything alright?"

Twilight became suddenly bashful. Although she appreciated her concern, Twilight didn't want to feel a burden to her friends, especially to Cadence who had an entire empire to run and look after.

"Troubles? I don't have any troubles, nope not me!"

"Twilight, honestly, I have foal-sat for you for many years! I can tell quite easily when you are lying," said Cadence with a witty smile. "You can tell me anything, that's why I am here." She stretched out her left wing and pulled Twilight closer to her side: "When we get to the park together you can tell me what's on your mind."

Twilight remained reluctant to go out, as she began thinking of all sorts of excuses and stories of why she couldn't go. But Cadence was determined and so began pushing her gently towards the door. Spike opened it for them while Twilight continued to stubbornly drag her hoofs with Cadence trying to steer her outside the door.

"But-but, I have a letter to write to Princess Celestia! And what about the Crystal Empire? Surely your presence is needed there more than you having to be here to listen to my silly problems! You have responsibilities Cadence, I don't want to be a bother."

"Everything is already taken care of. I have your brother, Shinning Armor, watching and managing things while I'm gone. Princess Celestia I'm sure will understand your letter arriving a bit late. We will only be gone for an hour at most, you have nothing to worry about."

"But I have so much to do! I have to sweep the floors and dust, and the curtains-"

Before Twilight realized, Cadence had already lead her outside. She stood in the sudden shimmering sunlight which caused her to squint during the first few minutes until her vision had finally adjusted. Spike watched from the front porch and waved goodbye as she and Cadence galloped into the distance together. He smiled optimistically before returning back inside to start sprucing up the place for their return.

The day couldn't have been more perfect for a visit to the park. There wasn't a cloud in the sky and the sun shined brightly with a lovely breeze. Birds were singing in the trees as everypony was enjoying the fine weather. Cadence and Twilight found a quiet reclusive spot under a large tree which sat on top of a hill. There, Twilight began re-telling to Cadence her doubts of being a princess, her friends, and of the strange frightful dreams she was having. Cadence hadn't spoken a word as she listened intently to Twilight's concerns. Only once she had finished speaking, Cadence replied-

"I can understand why you have been feeling so stressed. You've been given a great amount of responsibilities and duties that haven't even yet been explained to you. It's all so new and you aren't sure where to even begin."

"Exactly! I haven't been told what I should or need to do now, it's all so new to me and I'm just having a hard time coping. Everything is just happening so fast for me Cadence I don't know what to expect. I am just so afraid that I'll make mistakes and disappoint everypony."

Twilight stretched out onto the grass as she looked up at the leaves and noticed how if you squinted your eyes at them, she could make interesting faces and shapes with their shadows. She then closed her eyes and tried some breathing exercises that Cadence had once taught her to help calm the nerves.

"Twilight, you aren't expected to predict such things, nopony can truly foresee into the future. Life is always constantly changing, including our own future which is based on the choices we may make."

"Yes, but what if I fail?"

"Everypony makes mistakes, including princesses. Part of what makes a good princess or for that matter any sort of leader, is knowing how to accept your mistakes and being able to overcome them. If you focus too much on worrying how or when you will fail, chances are Twilight you will inevitably make even worse choices."

Twilight remained silent and thought for a moment about Cadence's advice. She wasn't too sure about everything Cadence had said, but one thing she did understand and agreed on was that she should not be distressing herself so much on things that haven't even occurred.

"I guess you are right about that Cadence."

"And as far as things go for your friends," continued Cadence, "You should realize by now that they love you for who you are. When I first became a princess I also thought like you that my friends would become envious or only want to be my friend so they could receive special favors. Although I did lose some close friends because of such reasons, it only made me appreciate and discover that real friends will no matter what, care and support you all the same whether you are a princess or not."

Twilight for the first time in the past several days, had at last felt relief and comfort. She sat back up and gave a warm smile to Cadence.

"Thank you for telling me that. You are right, I can't be so caught up with my fears, that's what I have friends for. I feel foolish now to have even imagined that my friends would ever abandon me."

Cadence smiled back and patted Twilight's head.

"I'm so happy to hear you're feeling better. Things will work themselves out, you will see. It was hard for me in the beginning too, so I do understand where you're coming from. We all have made mistakes at some point, but we learn how to handle them."

"So, you also had made some mistakes as a princess?" asked Twilight.

"Of course."

"What was the biggest mistake or choice you ever had to make? What did you do?"

Cadence suddenly felt uncomfortable and disconcerted. She tried thinking of words but now had become very sheepish.

"I- well...I suppose the hardest choice and mistake I ever made was having to leave behind my home for many years in order to escape from King Sombra." Cadence's face became saddened and deep in thought.

"But you had no choice," said Twilight, "You had to leave in order to save the Crystal Ponies."

"Yes, that is true, but I still could have done something to help..."

Cadence was silent which made Twilight confused and guilty for bring up painful memories.

"You see Twilight, King Sombra wasn't always filled with greed and darkness. His real name was Mora and he was my great grandfather. He was once a generous King who ruled for the time being in my place until I was old enough to rule. He took care, good care of me, and I loved him very dearly, but then something happened that changed him somehow. Mora began spending more of his time in the Crystal Mines under the city and no longer paid any attention to me. He had turned somehow cruel and was consumed by greed, as he began enslaving the Crystal Ponies to dig for more crystals in the mines. Once Celestia learned of King Mora's corruption, she took me away fearing he would one day turn and lock me away for good. The Crystal Empire was then sealed away after I left, and had vanished from the rest of Equestria.

"The reason this was for me, my greatest mistake, was that I should have warned Celestia much earlier of Mora's change in behavior, for maybe then he could have been saved in the end, and so could the Empire. But I was very young, and too afraid, and did not really understand what was happening to him until it was far too late. The point to my story Twilight is such things cannot be really predicted or even helped when they happen. As a princess, you will learn there will come a time for you to decide things and have to make difficult choices for the sake of your citizens. It was a hard decision for me to leave, but I wouldn't have otherwise been able to save the ponies at all later had I remained."

Twilight did not know what to say. She was amazed by Cadence's courage in having to make a decision like that at such a young age. She imagined how difficult of a choice that must have been for her to flee from somepony she once cared for.
Twilight understood now what she needed to do.

"You are right Cadence. I will try to have better faith in myself. And I'll never give up on my friends or subjects. I promise I will do my best."

Cadence smiled at her proudly. Most ponies could never handle the duties or burdens that being a princess entails, but she knew Twilight would soon be ready and become a great leader for Equestria someday.

When they returned to Twilight's home, she was pleasantly surprised to see that her friends were already waiting for her. Little did she know that while she and Cadence were away, Spike had already arranged a secret gathering for all of her friends. Applejack, Rarity, Rainbow Dash, Pinkie Pie, and Fluttershy were all eagerly awaiting for her return. Twilight greeted her friends happily and was beginning to feel like her old self once again. Spike had cleaned the entire library and made lunch for every pony. She thanked and hugged Spike for his kind gesture and he was happy to see that Twilight was going to be alright.

She was able to open up to her friends, and as Cadence anticipated, her friends hadn't changed their perceptions of her. Twilight stared and looked about the room as she watched her friends chatting excitedly. She felt proud to have such great friends and that no matter what may happen, she knew nothing could separate and come between their friendship- KERPOOF!

"HELLOOOO there Twilight!...No time long see!" Discord exclaimed jubilantly.

Twilight and the others became very startled and confused by Discord's sudden presence.

"Discord? What are you doing here?-" Twilight started to say

"No time to explain, we must be going my dear pupae!"

"Er, 'pupae'?" questioned Applejack.

"Pupae, pupil. Tomato, potato... You get the idea. Anyways, it's time we be off now. Onwards to Canterlot, "au revoir!"

He picked her up like a small stuffed toy and waved goodbye to everypony and without another word from either Discord or Twilight, they vanished from sight, while her friends all stood in silence, remaining openmouthed and very bewildered.

Lesson 3- Adapting

The library had become a state of panic and chaos after their friend Twilight Sparkle had been taken away by Discord. Everypony in the room was hysterical, fearing any number of impossible sinister motives. Nopony knew what to do except to engage in arguing over which pony was to be blamed for this trouble as they continued to talk over each other:

"This is all Princess Celestia's fault," cried Rarity. "It was her illogical idea that we release him in the first place, that utter brute!"

"Now hold on there! Discord may have turned back all crazy, but don't you go blamin' the princess for it!"interupted Applejack. "She was only trying to help. She really thought he'd have a change of heart. She couldn'ta seen this comin'."

"HUH! That's what you say! Me, I totally saw this coming from a thousand miles away!" snarled Rainbow Dash from above. "WE ALL DID! What did I tell you? I told you Discord couldn't be trusted! Boy, he's really done it this time!" Rainbow Dash angrily kicked at invisible foes in the air. "When I get my hooves on him!..."

Everypony was now staring at poor Fluttershy, who ached to find a reason to try defending her friend.

"That's enough Rainbow Dash! Now I know this looks bad, but I'm sure there must be some sort of reason for Discord to take Twilight away…who knows? M-maybe he just wanted to go for a stroll in the park, or…go to a museum together with her or-...um..."
Noone was phased.

"-I dunno 'bout y'all, but ponynapping doesn't seem to me like he's reformed very much," said Applejack bluntly.

"I must agree with Applejack! There is simply no reason at all for Discord to just leave with Twilight in such a display, except to be, as usual, a nuisance!" snapped Rarity. "He's always causing problems, even after all of Fluttershy's attempts in correcting his behavior. Why just last week, I was working on my new spring fashion line when Discord suddenly burst into my boutique. He went and switched all the clothes from their beautiful pastel spring tones to darker colors that are only meant to be used for WINTER apparel. He ruined everything!"
"That's nothing!" interrupted Pinkie Pie. "Yesterday, I was making cupcakes for Gummy's 3 quarters-of-the-month-into his-birthday-month-un-birthday-day, when he suddenly appeared, and popped all of my balloons without asking! Which he had already filled up with TAFFY!!! At first it was kind of funny, but then it wasn't-so-kind-of-funny, after having to sit in a bathtub full'a eggs, ice cubes, and peanut butter for five hours, just to get all of the super-incredibly-delicious taffy out of my mane!!"

"I was wondering what that wretched smell was," murmured Rarity.

Everypony's voice just grew more and more angry. Meanwhile, they all had forgotten Spike and Princess Cadence, who silently stood by in a corner of the room. Neither one knew what to say to stop the bickering or how to calm everypony down. Even when Cadence tried to speak up, no one listened or paid any attention to her. Spike decided enough was enough as he climbed up onto the table. He gave a loud whistle thru his fingers which finally was able to get everypony's attention-

"ALRIGHT! Listen up! Twilight is gone and for all we know she could be in real trouble and all any of you can do is argue and shout over each other! This isn't going to help bring her back, so I suggest we start thinking of ideas and start searching for her!"

The young mares bashfully hung their heads. They apologized to Spike and to each other as they began to think of all the places Discord and Twilight may have gone to.

"A'wright, let's consider this practically," said Applejack, pacing around. "First off, if we were Discord, why in tarnation would we want to snatch Twilight up in the first place? He must have a reason."

"To force her to help him steal the Elements of Harmony?" suggested Rarity.

"No, Princess Celestia's put a protection spell upon the Elements of Harmony, and hid them better away this time, remember?"

"Maybe she ought to have done that the first time around,” grumbled Spike quietly out of the corner of his mouth. He leaned against the wall, and began to eat some gems out of a paper bag-

Princess Cadence glared down at him accusingly from behind.
“…well you know it’s true…” he replied sullenly.

"-Nah, I don't think he's after anything like that. Discord's been a pest, but he's not done any mischief on this grand a scale before. Not ever since Fluttershy befriended him anyway...He could have done this long ago. Why now? It just doesn't seem right," sighed Applejack, taking her hat and fanning tiredly at her worn out face. "…-But still. Where in the world would that crazy beast go off to?" Applejack wondered aloud to herself. She stared out the window, far across the horizon of Ponyville. The sun was nearly almost done setting, and Princess Luna could be seen faraway as a silhouetted dot in the distance, as she began her evening schedule.
It was just beginning to turn a rich deep familiar purple in the north-eastern sky…

'Oh Twilight. I just hope yer okay out there,' Applejack thought sadly.

"Wait a minute," said Cadence, "I've just remembered something Discord had said: ......Didn't he mention something about going to ...Canterlot? I think that he had..."

Everypony pondered in thought as they tried to recall from their memories. But it was all such an unexpected turn of events, that it all was a blur, it had happened so quickly. Since at the moment there were no other leads to go by, Canterlot seemed like any good place to start.

"Then what are we waiting for?" cried Rainbow Dash

"Yes, let's not waste anymore time!" agreed Cadence.

Everypony nodded in agreement, as they anxiously made their way out the door, and raced on to Canterlot with great speed.

***

Princess Celestia was meanwhile just making final preparations before finally leaving for Ponyville when with great surprise, Discord had appeared and with Twilight before her.

"Special express delivery for Princess Celestia!" said Discord with a quill and clipboard in hand, which he presented over to Celestia. "Sign here, here, here, and- here!" he said while grinning as he held out an open paw. "What, no tip?"

"Discord, I wanted to personally speak to Twilight myself."

"Yes, yes. But I thought it would be much quicker this way. You mares do take an awful long time before leaving the house!"

Celestia scowled unhappily as she continued to scold him on the matter of defying her orders. Twilight meanwhile stood dazed and baffled by everything that had just happened. One moment she was at home with all of her friends, and now she was standing in the presence of the princess and Discord.

"Princess Celestia, would you please tell me what is going on here? Why did Discord intrude into my house and why has he brought me here?"

Celestia rose and approached Twilight, her expression was stern and serious which made Twilight all the more uncomfortable.

"My dear Twilight, I apologize on the behalf of Discord for his brash behavior," she paused and stared back at him displeased. "That was not what I had intended for."

Discord shrugged, and did not seem in the least bit sorry for his actions. He rather enjoyed Celestia's displeasure. She turned her attention back to Twilight as she continued on to explain the importance of their meeting.

"It is with great regret that I must inform you that Equestria's very existence may soon be jeopardized. You are still so young and have so much yet to learn in your duties as a leader, however I'm afraid I have no other choice but to ask of you of such a heavy request."

"Leader?" stuttered Twilight, "I don't understand Princess Celestia, why is Equestria endangered? What can I do to help?"

"In time all will be explained, but for now what is important is that you must be prepared for what is to come. You must begin your training in advancing towards the next level of magic. It will contain a great deal of dedication and focus, but I have no doubt that you will succeed."

Twilight remained speechless; she was bewildered by Celestia's instructions and of her secrecy on the matter. However she knew that there must be a good reason for confidentiality and did not want to question Celestia's motives. Celestia would never mislead her and so Twilight nodded her head in agreement. She was prepared for what was to come and had complete faith in her mentor.

"I am ready to continue my studies under your guidance, Princess Celestia."

She bowed her head to her, but Princess Celestia she had noticed, still seemed troubled by something. Celestia hesitated before speaking again as she struggled in finding the right words. Discord however, was immensely enjoying her reluctance and distress.

"That's another matter I must inform you of. You see...unfortunately, I will not be able to remain as your teacher. With Equestria now vulnerable, I have special duties that are in need of my attention. I'm afraid I won't be of very much help if I cannot be attentive solely to you. Which is why Discord will now be overseeing your studies."

Twilight gasped in horror by the news. She couldn't believe Princess Celestia would allow for this as she angrily stomped her hoof in defiance.

"Discord? But Princess Celestia, he can't- you can't possibly mean- why HIM?"

"Well that was rude!" sneered Discord.

"I appointed him as your new teacher because I believe he has great experience and knowledge of magic that will be of use to you with the dangers to come."

"This can't be!" protested Twilight, "Please princess, this must be a mistake-"

"I assure you there is no mistake in my decision! I had you and your friends use the Elements of Harmony to release Discord from stone and to reform him for this very task. This is no request Twilight, it is an order. If you ever hope to succeed in your studies and be able to protect Equestria from harm, then you must obey my instructions!"

Twilight lowered her head miserably which made even Discord feel a bit sorry for her. Celestia felt guilty for lashing out at Twilight the way she had, but she was just so troubled with the pressures of protecting her subjects that the urgency of the issue caused herself to panic. Celestia lowered her wing and tapped Twilight gently. Her voice was now softer and with sincerity she then said,

"I understand that these new circumstances are difficult for you to suddenly adapt to. It's not easy for me to have to force you into a situation like this, but I wouldn't do it had I felt there would be nothing for you to gain or benefit from. Discord- has an odd way of teaching, but you just have to trust me on this."

"But I still don't understand Princess Celestia. Why can't you tell me what these dangers are?"

"As I mentioned, all of your questions will eventually be answered. But right now, I need you to just focus on your studies and do well. When you have completed your training, what happens next will be discussed more thoroughly."

Twilight, still unhappy with Celestia's answer, nodded her head and agreed to study under Discord, so as to not disappoint her or further endanger Equestria.

"This is going to be so much fun! You and me, teacher and apprentice! Doesn't that make you feel...oh what is that odd word your friend Pinkie mentioned?" chimed Discord ecstatically. "Was it...'excitous'?"

"I'm sure my friends will be very 'thrilled' of the news," grumbled Twilight unenthusiastically.

"Yes, I believe they will be too, after you return from having completed training here in Canterlot."

"Wait- what do you mean after my return? We aren't going back to Ponyville?"

Twilight looked to Princess Celestia for help. Celestia made an attempt at objection but Discord interrupted making sure she hadn't the chance to speak-

"Indeed, my student. You see as your new teacher, I will be making all the decisions and necessary preparations. In order for you to succeed in your studies, you must be focused with no distractions. Besides Ponyville is so cramped and restricting!"

"But my friends-"

"Will be fine on their own without 'miss princess' in training trotting about. And if you study hard enough, the sooner I'll get to retire!" He drew Twilight's face closer to his and scowled ferociously:
"So let's not do anything that may get a certain pony held back and sent to Magical Kindergarten, kapishe' ?"

Twilight waited for Celestia to intervene but the princess hadn't uttered a word or made any attempt of protest. Twilight knew something wasn't right which made her all the more distrustful of Discord. But until she knew just what that was, she reluctantly agreed.

"Now I expect to see you downstairs in the castle's gardens with a shiny red apple prepared on my desk!"

Twilight continued to mutter nasty remarks under her breath as she dragged her hoofs across the floor. Before leaving she stared one final time at her once beloved mentor before exiting the room. She saw in Celestia's eyes an unexplainable feeling of what was perhaps sorrow.

Twilight began to gallop to the gardens as Discord had instructed. He smirked over at Princess Celestia who returned a reproachful look.

"Is it really necessary to put her through all this, Discord?"

"Remember princess, my rules-my ways, otherwise Twilight here will have no teacher."

"Very well. But then I ask of you to keep everything I have spoken to you about the Shadows as a discretion. When I see fit to it, I will tell her everything myself."

"Everything?" asked Discord slyly.

Celestia didn't respond to his comment as she narrowed her eyes at him.

"Whatever I think needs to be told, I will tell Twilight myself. Understand? Now go on, your student is waiting."

"Of course. It was a pleasure doing business with you- your majesty." He bowed and laughed mockingly before vanishing from the room, leaving Celestia alone to her dark private thoughts.

Lesson 4- Patience

Spike, Princess Cadence, and the other ponies hurried past the Royal Guards as they made their way to the throne room. Though one of the guards had protested to their unauthorized presence, Rainbow Dash hastily replied that it was a matter of a "royal emergency". The ponies entered out of breath but managed to compose themselves before Princess Celestia and her sister, Princess Luna. The princesses were quite surprised, however, they continued to greet their most faithful subjects-

"Your majesties, something terrible has happened to Twilight!", exclaimed Rainbow Dash.

"Discord has gone crazy-loco-moco and has pony-napped her!", cried Pinkie Pie.

"Um...now we don't know that for sure" muttered Fluttershy, "Please your highnesses, I assure you Discord means no harm to our friend. I am sure this is all just a simple misunderstanding."

Rainbow Dash couldn't believe how Fluttershy after everything Discord had done, could still defend such a horrid creature!

"Fluttershy, when will you see Discord hasn't changed? C'mon open your eyes! He's taken our friend Twilight away! Are you so naïve to really hope he's still been reformed! Princesses, we must act before-"

"Fluttershy is indeed correct, Rainbow Dash", interrupted Celestia.

Spike and the ponies gasped by this news as she proceeded on to explain that Twilight was not in any danger and under protected supervision. In fact, it just so happened that she was about to send a letter to Spike, informing him on the current matter of Twilight's new duties. Twilight's need to progress in advanced magic required new teachings under Discord, who had asked for her to remain in Canterlot so that she may study undisturbed.

"Wait a minute...so what you are saying is- ...Twilight has to stay here, all on her own? But for how long?" asked Spike, fighting back his tears.

"I'm afraid so," answered Princess Luna regrettably. "In order for Twilight to complete her studies successfully, Discord feels she needs to detach herself from all distractions."

"Oh I reckon he does!" snapped Applejack, "He is just trying to separate us- AGAIN! Why I bet that's been his plan all along!"

The other ponies agreed in an angry murmur, all except Fluttershy, Princess Cadence, and Spike who still weren't sure what to think or believe in. Princess Luna looked to her sister for assistance in calming the young mares down. Celestia raised her hoof and called for their attention-

"I understand as Twilight's friends you all feel concerned for her safety. But we assure you everything is under control.
I know his methods may seem... a bit unorthodox, but I have faith in Twilight's success."

"But Princess Celestia!" protested Spike, " Why does she even need a new teacher? She already knows magic better than any pony I know! Hasn't she already proven herself enough?"

"And you are right young dragon. But as talented as she may be, there is much Twilight has yet to learn in magic, and only Discord can help her to reach that potential," said Luna.

Unsatisfied and disappointed by their vague answers, Spike and the ponies continued asking questions. It seemed that the princesses were trying to hide something from them which only made the friends more curious and eager for the truth.

Celestia remarked that she and her sister could no longer speak for they had "duties" to attend back to.
The princesses ignored their pleas as Luna coldly escorted them out of the room. Before shutting the door, she called for Princess Cadence to return inside. Cadence frowned in confusion but nodded her head obediently as she entered back.

"Go on back to your homes. Your friend will return as soon as she has finished her studies. I assure you, there is nothing to worry about," insisted Luna as she closed the door.

Spike and the young mares were stunned. Never had they been treated this way. Stubborn and agitated, all of them decided they would stake out, and wait for Princess Cadence to return to grand throne room instead.

"This is unfair!" snarled Rainbow Dash, "How can the princesses treat us like this!"

"I must say something was certainly odd in their demeanor," thought Rarity.

"Yes, I noticed it too. But I don't know if this involves Discord...," spoke Fluttershy softly.

"Why are Princess Celestia and Luna being such secretie-meanie-neanie-pants? It's not like them at all! Veryyyy FISHY!" said Pinkie Pie with a huge pout, as she pulled out a large cooked salmon from thin air, and took a big bite. Fluttershy blinked in perplexity.

"..............Um? Where did you get tha-"

"-I bet Discord put the princesses under some kind of spell!" Applejack interrupted loudly. "Maybe that's why they were both acting so strange?"

As the ponies pondered, Spike cautiously pressed his ear against the door as he tried listening in to the conversation taking place with Cadence. But it was impossible to hear anything through the heavy wood, so Spike sat back down on the floor impatiently.

At last, after what seemed like hours, the doors opened again.

"...Thank you, Princess Celestia. I will inform Shinning Armor of the news. Good day to you both," said Cadence, bowing her head to the princesses. She looked very sad.

The doors creaked loudly before shutting behind her. She approached the young mares with a sorrowful stare which made the ponies grow even more concerned, for they never saw Princess Cadence so distraught before.

"Princess Cadence, is everything alright?" asked Rarity

Cadence had said nothing for she was too lost within her own private thoughts to reply to her question.

"What did the princesses say to you? Is Twilight gonna be ok?" asked Spike worriedly.

"Everything is fine," said Cadence mechanically, "As Princess Celestia and Luna have already mentioned, they have it all under control."

She continued staring off unable to focus on their questions. The ponies could see her face had lost some color and her eyes looked as if she had wept.

"Cadence, what did the princesses say to you? Why aren't they telling any of us what's really going on?" interrogated Spike.

Cadence remained silent. She lowered her head and when she tried to speak, she stumbled on her own words.

"I'm...I'm sorry, I must go now. I have to return back to the Crystal Empire, " she said while lightly brushing past Spike. "Twilight will be ok on her own, you will just have to have faith in her... Goodbye."

And with that, she spread her wings and flew hurriedly out of sight leaving Spike and the young mares more bewildered than they were before.

***

Twilight, unaware of her friends presence within the castle, was waiting impatiently for her new instructor to arrive.
She started to dig her hoof anxiously into the ground wondering what was taking Discord so long. She thought bitterly of these new circumstances and couldn't believe she was about to learn magic from her former sworn nemesis. Twilight begrudged Princess Celestia as she angrily mumbled to herself, "How could Princess Celestia do this to me? How could she let Discord just take me from my friends and home like this without even having the chance to say goodbye?"

She stomped the ground angrily trying to hold back her tears. She didn't know when she would see them ever again. She just couldn't forgive Celestia's abandonment at a time like this. Twilight tried convincing herself that it all must be for the greater good for Equestria, but it was impossible to do so when she herself didn't even know what that meant. Everything always seemed to be a secret or a hidden lesson with Celestia, and though as her former student she wanted to remain loyal to her majesty, all she felt was anger.
She gazed up at the castle remembering the faraway times she had once locked herself in her own room, spending her whole life studying and nothing else. Now with her friends gone, and far from Ponyville, these forgotten feelings of isolation and loneliness seemed alien to her. Twilight shook her head and tried to not think of such thoughts. Instead she attempted to think of the positive, such as her intrigue for Discord's spells, for he surely was powerful; '-That is if Discord ever finally decides to show up to teach at all!' Twilight thought bitterly.

As if on cue, a large chalkboard suddenly appeared along with a large teacher's desk. Twilight who was unprepared for the surprise, became startled and without watching for what was behind her, she stumbled and fell over a small student's writing desk.

"Good morning aspiring pupae!" chided Discord with glee.

Twilight couldn't help but stare at Discord's ridiculous attire which caused her to painfully choke down laughter. Discord was now wearing a pair of thickly rimmed spectacles that kept sliding off the bridge of his muzzle because they were much too big. On his chest he fashioned a nauseatingly green blazer patterned with bright purple polka dots: It was so hideous that Twilight imagined Rarity crying out then fainting over such a garish piece of clothing. A pocket watch that was severely cracked hung carelessly from Discord's breast pocket, and on his neck he wore a bow tie that was orange. To poor Twilight, he looked more comical clown than intelligent professor. She could only gawp up in amazement at him:

In his claw, Discord held a giant red mug with an inscription that read, "#1 teacher" on it. He took a large gulp which he then immediately spat its contents out with disgust out in front of him-

"PBBBFFFFFFFT! YECK! CIDER! Why do ponies even drink this foul substance?" he said angrily with a toss of the mug over his left shoulder. (Twilight shuddered as it exploded in the distance.) "Now then! Let's all get settled into our desks."

Twilight looked around confused, wondering who else Discord was referring to since it was only the two of them in the garden. Recalling that he was just a nonsensical creature, she reluctantly humored him and sat down at the one solitary desk:
It was much too small for her. As the chair creaked loudly under Twilight's weight, her knees buckled painfully, for this was a desk meant for a young filly or colt, the sort of desk for a pony who belonged in magical kindergarten. But somehow she managed to tightly squeeze in, as her face turned red with humiliated annoyance.

The chalk began to levitate as it spelled out on the board, "Mr. Professor Amazingly Handsome Genius".
Twilight groaned loudly as her head flopped down on top of her desk. ("Oh for goodness sake!")

"Let us begin with a roll call," Discord said while adjusting his glasses pompously. "Ahem!- Twibite Spackle? Is there a Twibite Spackle present here? Twibite Spakle?... Anyone?...Twibite Spackle?"

Twilight groaned again and covered her face. She reluctantly raised her hoof.

"Ah, there you are! You know Miss Spackle, you must learn to be more vocal. Looks like I'm going to have to mark that down on your permanent record." A clipboard and a quill appeared in his hands, and he began to scribble as he drawled out loud-
"Not cooperative in class."

"Huh? B-but Discord!"

"That's MISTER Professor Amazingly Handsome Genius to you, young mare!" he said and started to scribble again, "Disrespectful in class-"

"This is ridiculous!" protested Twilight when her desk gave a final creak before completely falling apart. She gave a loud yelp while hitting the hard ground. Discord 'tsk-tsk'd, as he picked up his notepad once again.

"Really Miss Spackle? It's only the first day of class and you are already standing in as class clown? Disrespectful AND disruptive in class!"

"This is going to be a nightmare", mumbled Twilight.

"Oh come now, my delightful pupae!" he said with a snap of his fingers which made the desks and board disappear. "If you keep taking your studies so seriously, you won't ever succeed in my class! Did you bring that apple I asked for?"

Twilight nearly forgot about the apple, originally believing it to just be another one of Discord's tasteless jokes. She searched her saddle pack, and luckily found one she had in there already for lunch. She placed the apple into his paw which he then set onto an old tree stump.

"Alright. I think we shall start with a few simple warm-up spells. Turn that apple into an orange. Think you can handle that, my dear?" he replied, suddenly materializing behind her looking smug.

"Easy", said Twilight with a confident smile at him.

With a bright glow from her horn and a bit of a spark, she turned the apple successfully into an orange. She had tried this spell once before but this was the first time she could be happy with the results. Discord examined the new orange and gave an approving nod. Taking a bite of the fruit, he chewed in silence for moment before saying,

"Not bad, but it's wrong."

"Wha-what?! But I turned the apple into an orange, just as you instructed!"

"Indeed, but only in appearance. Here, see for yourself."

He revealed the bitten half of the orange for Twilight to better inspect. At first she saw nothing wrong with her work until she noticed that within the peel it was in fact an apple still. Twilight gawked in disbelief over such a mistake. She had performed the spell several times, and just couldn't accept that she'd missed all this time this one detail.

"Hm, an 'orangapple' is interesting..." Discord commented to himself as he took another bite. "You see Twilight, you may know how to do magic, but you have yet to learn how to be ...magical," he said with a cryptic smile.

Discord held up the orangapple and returned it back to its original form, placing the fruit back onto the same stump.

"Do it again," he commanded.

Twilight sighed but did as instructed. She focused on the apple harder this time, only to receive the same results as before. She tried the spell several times more but the orange remained an apple still from within. Discord was now growing impatient and bored with his new student. Deciding he had seen enough, he made the orangapple vanish with a snap of his fingers.

"Well I know now not to rely on you to make me a fruit salad for my next dinner party!" he huffed.

"I'm trying Discord!" Twilight panted, "I'm doing my honest best here, if you would just-"

"There is no time for showing patience! You should at this point be past transfiguration spells!"

"Maybe you should start acting like my teacher then and help me!" she shouted and stomped her left hoof.

"And maybe you should stop acting like a helpless young filly and start thinking outside your little box!"
Twilight narrowed her eyes angrily, as she stomped up close up to him. "And what does that have to do with magic!? Magic comes from long years of practice, dedication, and-"

"And imagination! interrupted Discord, "Which is what you completely lack, my dear."

"How?" she snapped.

"A fine question, my student. Here, I'll provide a visual example for you; look up," he said pointing to the sky.

Twilight hesitantly looked up to see the sky had grown suddenly bright. After adjusting her vision, she could see a large fiery comet blazing towards them. She gasped in horror at Discord's magic, fearing that the comet would soon hit and destroy all of Canterlot.

"Now 'Lil' Miss Princess', what do you do?"

"I-I-..." she stammered frightfully, "I...turn the comet to ice!"

The comet as if on command, now was no longer a large fire ball but an enormous iceberg hurtling through the atmosphere.

"Oh, brilliant! At least now Canterlot doesn't have to worry about a giant fire ball anymore. Bravo!" he said with sarcasm while clapping.

Twilight bit her lip and began to tremble. Her forehead beaded with sweat as she thought feverishly for another solution.

"I...destroy the comet! Blast it to pieces!" she shouted excitedly, shooting a ray beam at it.

The comet suddenly burst, but this plan had failed too, now with fiery melting ice rocks raining down.

"Hm...better, except now Canterlot won't be impacted by just one large comet, but several slightly smaller ones. A fine job I must say."

"Then...I turn them into just one small comet!" The comets meshed together, and shrank half in size, as Discord adjusted his spectacles and played with a calculator:

"Hmm. At its current speed and location, once it hits the ground, it'll only probably create an earthquake of 3.5 magnitude-if my calculations are correct..."

Twilight continued devising spell after spell, but with every attempt made, she found she had only made everything worse than before. The comet was now so close it looked as if it would fall right on top of them. Its shadow enveloped the sun, making Twilight scream while covering her eyes. She ducked her head and curled into a ball, shivering with fright as she awaited her demise...

Twilight felt something small bump her right on the head, causing her to let out a small yelp. Nothing happened. Twilight sat back up, rubbing her eyes in confusion- She looked around searching for the comet or any traces of destruction but all appeared normal as usual. She then noticed a small apple beside her. She picked it up and inspected the fruit carefully, wondering where it could've fell from since there were no apple trees nearby. Bewildered by the comet's disappearance, Twilight didn't notice Discord's face had appeared onto the apple which smiled up at her whimsically.

"You see now, Twilight? It's so simple you fail to even recognize the answer when it is staring you right in your face!"

He returned back to his body with the apple now in hand. He smirked as he took a bite from the fruit and then said,

"You could have turned the comet into a pillow, or a feather, or rather just send the comet back into space! But ohhh nooo- it's not complicated enough for you, IS IT?"

Twilight continued to rub her head embarrassed that she could not solve something so simple. Her pride and stubbornness however made it difficult in admitting and accepting her mistakes to Discord.

"Still don't believe me?" he said, "Here, I'll provide another example!" and with a sly smile Discord snapped his fingers once again.

Twilight felt the ground suddenly shake under her hooves as she slowly turned her head with anticipation to glance behind. A large hydra emerged over the hills as its horrible growl echoed in the distance. Twilight's legs trembled as the hydra began charging towards Canterlot castle terribly.

"Discord!!!!" she cried out in horror.

"So, what do you do now, my FAITHFUL student?" he said with a mocking chuckle.

Twilight glanced about frantically while gathering her thoughts together. The sudden pressure made her head boil and ache. She then realized that maybe magic wasn't the solution to the problem as she remembered back to when she had encountered a hydra once before.

"I-I get Rainbow Dash to-"

"She's away at the Wonderbolt Academy," interjected Discord.

"Well, then I get Applejack to-"

"Applejack is at some family-rodeo-reunion-thing-whatever..." he said with a yawn.

The hydra was approaching quickly as it let out another mighty roar which shook the ground. Twilight continued stumbling over all the possible solutions she could think of in order to save Canterlot, but with each idea Discord would immediately shoot down...

"Oh! I would get Pinkie Pie to-"

"Pinkie Pie is busy being Pinkie Pie! Honestly you will have to think better than that," he retorted while rolling his eyes.

"Well I can get Rarity-"

"She's having one of her hysterical fits over some dress or fashion issue," he said now playing poker with his four other cloned selves at a small table. One of the Discords had just dealt a royal flush; winning the game upon which he happily grabbed all the chips into his greedy arms.

"Then I would call Fluttershy-"

"Oh come on now, really?" he said now irritated with Twilight, "Stop relying on your friends to always help clean up your problems! They aren't even here!" He snapped his fingers and made the other Discords and poker table vanish. With an angry huff he approached Twilight, the sky suddenly became dark with the low rumbling of thunder in the distance. Growing weary of the lesson, Discord made the hydra disappear-

"Do you honestly think your friends will really always be there for you? Be sensible!"

"You're wrong Discord!" Twilight said defensively. "My friends would never abandon me! They'll always be there for me."

"My how narcissistic of you, to think that your friends don't have private lives of their own. Their sole purpose and duty in life is to serve you and only you, your majesty!" he said sarcastically while curtseying for Twilight.

"That's not what I meant!"

"Why I bet they just stand by their little doors all day long; just waiting to be summoned by you! Hm...Now doesn't that sound like somepony we know?"

Discord snapped his fingers again which had brought back the hydra from before as the creature let out an angry roar while continuing back on its path of destruction.

"So Twilight. Your friends are far from here and aren't able to assist you. There is a very disturbed hydra heading this way and Canterlot is counting on you, ALONE, to fix this problem. All your years of magical tutoring and you can't even stop a rampaging hydra on your own without the magic of friendship!" he said with a mocking laugh.

Twilight had just about enough with Discord's constant jeering and taunts. With an angry burst of magic, Twilight released a beam of energy up at the great beast. The hydra stopped charging as all six of the heads looked at each other worriedly before slowly expanding like a balloon. Its body continued to swell and grow before finally exploding with a loud BANG! Twilight panted and ground her teeth fiercely.

"Sheesh, that was unnecessarily cruel of you," commented Discord, " I give you a score of...eh, three or four at best."

"Why are you doing this to me Discord? You are supposed to be helping me learn magic but all you have been doing thus far is tease and mock me for everything I do!" exploded Twilight, "I haven't learned anything yet except that you are just a great big JERK!"

"It's hardly my fault, I can't help it that I'm stuck teaching such a narrow-minded student. You give me nothing work with!"

"The fate of Equestria is counting on me- on you rather as my new teacher! What kind of mentor are you anyway?"

Discord was now stretching out in his cloud hammock not paying any attention to Twilight's complaints which only made her more aggravated with him.

"There you go again, always quick to point out everypony's faults except your own." He let a loud yawn, put on some sunglasses, rolled over and continued- "I keep telling you magic doesn't come from reading your silly books or your magic of friendship-nonsense, but you refuse listen to me."

"Why should I listen to you when you treat life as if it's all just a game? You don't take anything seriously Discord!" said Twilight.

Discord hovered over Twilight as he began clapping enthusiastically-

"By George, I think she's got it!"

"Got what?"

Discord chuckled as he suddenly grew in size scooping Twilight up into his left palm, "That life is a game, which for once, your answer is correct! You see Twilight, life is indeed like a game- ...like chess or something, and so is magic. It has rules, and you only excel when you learn to break all of them. You think I'm playing along but you are wrong my dear. It is YOU who is trapped by playing this senseless game, which I wisely left a long time ago."

"What are you talking about?" asked Twilight.

"If you ever hope to truly understand magic you must abandon and disregard all forms of rules and laws that define it!"

"You can't do that Discord! That's...well...RIDICULOUS!"

"No, relying on your friends as your main source of magic is what's ridiculous! Can you honestly expect them to always be there for you? What if something happened to them, what if you were separated from them and were all alone? You are useless and weak otherwise because you aren't self-reliant, and they are holding you back from your true potential!"

***

Meanwhile on the other side of the castle's garden, at that moment Twilight's friends had found that their search for their friend had proved to be unsuccessful thus far. They had searched high and low throughout the castle grounds, but nopony was able to find Twilight or Discord. They had felt the odd shakes and heard strange roars from within the castle. Spike pointed out that all the ruckus must be from Discord. However once they arrived in the garden, all the commotion was gone and there was still no Twilight to be seen. The trail and hopes in finding their friend was now dwindling, and just when the ponies were just about to give up, Pinkie Pie had heard Discord's faint yet unmistakable laughter. The ponies galloped on further into the garden following his and Twilight's voices until they finally found their friend in the middle of a quarrel with Discord. Spike called out to Twilight, but she did not hear him because she was focused still on their heated debate:

"My friends are what give me my magical power, Discord!" shouted Twilight.

"YUCK! What you just said was so sentimentally sweet it makes me gag."

"I don't need to prove anything to you. Remember it was I who defeated you and turned you back to stone, if anything you're magically my inferior!"

Discord fumed at this reply. He growled quietly to himself, but then with a calm smirk he then said, "True, but you were only able to do that with the help of the Elements of Harmony. I bet you couldn't do that on your own!"

Frustrated by Discord's criticisms, Twilight viciously spat, "I knew enough magic to defeat you then as I could easily do now! I don't need your pointless lectures or you as my teacher! You are pathetic and bitter because you have noone in all of Equestria who would ever want to be your friend or your student for that matter!"

Discord stared at Twilight stunned and insulted by her comments, but before he could respond, Spike's voice called out for Twilight once again which this time she definitely heard. She peered from Discord's palm and saw her friends who were now all calling out her name from down below. Smiling happily by their arrival, Twilight teleported herself back onto solid ground where her friends greeted her excitedly.

"Girls! Spike! I'm so happy you are here."

"Of course sugarcube!" smiled Applejack.

"We wanted to make sure you were safe," said Rarity.

"And that Discord here wasn't trying anything funny!" snapped Rainbow Dash as she gave an angry glare up at Discord high above.

With a sheepish shrug Discord said, "Why I am offended Rainbow Dash!" before returning back to normal size. He then grabbed Twilight close to his chest and with a huge grin replied, "Why we are getting along swimmingly! Twilight and I were just having a very insightful discussion; in which I do believe we are making excellent progress." Twilight rolled her eyes and sighed exasperatedly.

"Aw, I'm so happy and relieved to hear that," smiled Fluttershy, "I'm proud of you both! See Dashie, Princess Celestia and Luna were right after all."

Rainbow Dash frowned unconvinced by Discord's lies and murmured to herself, "Hmph! That so?"

"Yes, we are doing quite well! Twilight is coming along beautifully! I am indeed impressed. In fact, you all arrived just in time for my next very special demonstration!"

The ponies looked at each other confused before Discord snapped his fingers: Spike and all of Twilight's friends vanished. Twilight gasped in horror as she frantically paced around the garden-

"Girls? Spike!? Discord, what have you done with my friends!?" she cried.

"So you think you don't need my help. Think that you're sooo perfect at magic already, is that it?" he said smugly while filing his claws. "Why don't you re-materialize your friends back yourself then, hmm?"

"WHERE. ARE. MY. FRIENDS. DISCORD?" Twilight demanded as she stomped her hoof.

"Relax Miss Princess," he said offering her a Banana Daiquiri with a pink paper umbrella. "They are in no harm, (for now...) but that all depends on how quick you are to rescue them."

Discord turned the Daiquiri into a bubble wand and with a deep breath, a large bubble gracefully floated up to Twilight's face. Peering into the bubble she discovered that her friends were inside huddled together fearfully within the darkness that surrounded them. Twilight gasped and started calling out their names in a desperate attempt that they could hear her, but it was useless. With a sharpened claw, Discord popped the bubble and with a hearty chuckle said,

"They can't hear you! I've transported your friends into a place far from here and the only way to save them is if you can prove to me that you really don't need my help in teaching you magic," Discord shook a pair of dice in Twilight's face which he then threw onto the ground. The dice rolled for a bit until they fell onto 'snake eyes'. A tiny Discord was now sitting on one of the dice and with a calm smile he reached out and theatrically proposed:

"If you can beat me in a sporting magic duel, I will bring your friends back and allow you all to return back to Ponyville safely. And I will even graciously excuse you from your lessons explaining to Princess Celestia that you are well trained and ready."

"Do you promise you won't hurt my friends?" asked Twilight with a suspicious glare.

"I Pinkie Pie promise!" he said while crossing his heart.

With no other choice or say, Twilight nodded her head and agreed to accept Discord's challenge. With a delighted burst of laughter, Discord snapped his fingers once again; transporting Twilight and himself out of Canterlot and into a strange foreign dark place...

Lesson 5- Barriers

It took Twilight a moment to adjust to the new peculiar landscape that surrounded her. The ground looked like a massive chess board covered with giant black and white square checkered tiles. There was nothing else that seemed to exist in this bizarre land except a few small withered trees. Even the sky looked unnatural which was somehow darkened but with no storm clouds to be found, Twilight could still hear the faint rumblings of thunder in the distance. She realized that Discord was nowhere to be found either, yet there was nothing around that could keep him hidden in plain sight.

"Alright my FAITHFUL student, now you truly ARE all alone!" said Discord's voice which ominously echoed throughout the air, "Your friends are gone and possibly in danger, your beloved princess Celestia isn't around to help, and you are in an unfamiliar land. So tell me, my little pony, what will you DO?..."

There was a crack of lightning that engulfed the sky and another loud BOOM of thunder which startled Twilight.
She searched frantically for Discord or for some way to escape this trap. As she started backing away slowly, a giant white bishop piece crashed from behind, just nearly missing hitting her. She let out a frightful yelp as she began galloping away as quickly as she could- But without warning, even more giant chess pieces continued to rain down from the sky! Twilight continued to dodge and duck as they fell and blocked her path. She had no idea where or what direction to run to and so was not paying any attention when a large white pawn had just landed in front of her: ...Twilight barely managed to stop herself from crashing into it and skidded on the smooth black and white floor tiles violently to a halt.

"You see Twilight," said Discord's voice, "It is not I who is stuck playing around in this foolish game- It is YOU. Always stubbornly and naively following all these rules; presented by those who wield more power than you. Being told what you can and can't do. Never wanting or thinking beyond the game board."

Another white pawn suddenly appeared from behind Twilight with a loud crash. Rapidly it came sliding across the game board and pushed her up rudely against its partner; trapping her in tightly pinned between the two pieces. Discord cackled to himself enjoying her struggle. "Such a good little pawn you are!" he chided, "CHECK!"

Twilight was able to squeeze out from between them as she began to fly away from the vicious continuing rain of attacking chess pieces. However, still inexperienced and new to flying, she was only able to just barely hover a few meters off the ground. She tried to ascend higher, but it was difficult for her already, and now with the preoccupation of having to avoid gigantic chess pieces from knocking her down out of the sky, every which way she turned there was always another obstacle in line of her path.

"Still running away from your problems, eh Twilight?" mocked Discord.

"I'm not running away from anything!" she panted.

"Well I'm certainly not seeing any magic," the voice wickedly scoffed when a large black knight crashed directly in front of her. "CHECK AGAIN!" he gleefully cheered.

For once in agreement with Discord's remarks, Twilight's brow furrowed as she landed back on the ground. She kneeled forward and began to concentrate: Her eyes glowed radiant as a beam of white energy shot straight up at the black knight- There was a loud echoing clatter as it crumbled apart instantly into dust. Taking courage, she then began zapping chess pieces left and right all about her with her horn. But with every piece that was disintegrated, another simply fell from the sky. Twilight backed away and silently gasped in horror. She felt on the verge of crying, but refused to allow Discord to see her look weak. The trial really seemed impossible now...there were only even more of them! The tall chess pieces circled around her threateningly...another earthshaking bishop fell loudly in the distance.

"Tick tock my dear, tick tock! Time is running out," Discord's voice drawled. "Ughhh! I'm getting so weary of this!-"

"AIEEK!" shrieked Twilight in alarm as another knight piece slid out of nowhere and bashed her harshly to the left.

"Mmmmmmmmm on second thought actually, no. I am not weary of this at all. This is HILARIOUS! AHA HA HA!! HA HA! OOH LOOK HERE COMES ANOTHER ONE! HA HA-" Twilight staggered dizzily as she got back up to her feet, but another white pawn from above nearly crushed her and it took all her strength to hurl herself out of harm's way-

"DISCORD!!" Twilight shouted hysterically. "You are not acting like a teacher! You're just behaving like a bully! Celestia did not want this at all! Stop it!"

"AHAHAHA! I've never had so much fun in my life! I COULD PLAY THIS GAME FOREVER! AHA HA HAAA!" Bellowing laughter ricocheted over the land as lightning filled up the air. Twilight's mane hanged down in front of her eyes as her ragged breath raced in and out of her lungs. She was becoming more and more exhausted with every attempt in stopping or fleeing the chess pieces before becoming squashed. All she could think about were her friends...Twilight recalled their terrified faces that she had seen in the bubble, and began imagining all of the worst horrors they must be suffering through there. Panting, Twilight sat roughly on top of the cold ground to catch her breath- Distracted by her stressed thoughts, she failed to take notice that all of the black chess squares now had vanished under her feet. Twilight cried out as she nearly tumbled down into the chasm beneath her but quickly managed to correct her balance, and pulled herself together.

"Hey! THAT IS NOT FAIR Discord!" she snapped up at the empty sky above. "Now you're cheating!"

"Me? CHEAT? Whatever did you expect! How very observant of you," he said as a black queen the size of a Canterlot tower fell just in front of her. Twilight managed to jump out of the way just in time to the next white square before it landed on top of her.
She continued leaping from white square to white square in order to escape being crushed by the giant chess pieces. Discord cackled-

"You cannot tell magic that it's 'cheating'! Once you finally learn to jump over the boundaries, you will truly understand what it takes to control magic!"

Twilight's luck was just about to run out as she was about to leap over to the next square when a black king had appeared in right front of her face. It was by far the biggest piece of them all.The rumble its landing caused forced Twilight to skid across the entire tile and she was now just desperately gripping onto the corner of the white ledge for dear life above an abyss. She felt herself slipping and knew deep in her heart that she had failed not only herself, but all her friends as well...

"I'm so sorry," she thought mournfully out loud.

***

Spike and the young mares found themselves surrounded by a great darkness. It was so dark that they were unable to see their own muzzles. Nopony had any idea where they were or how to get out and so they began to panic. Calling out each others names in the hopes of re-grouping themselves, their voices kept shooting out from the darkness, but nopony could determine in what direction they came from. It was seemingly impossible...

"Rarity!" Spike cried out from the dark.

"Spike?" answered Rarity.

"MARCO!" called out Pinkie Pie with a slight giggle.

"Pinkie Pie!" said Spike, "This is not the time for that!"

"Sorry...," she said in a more serious tone. Meanwhile Applejack attempted to follow the direction of their voices-

"Is everypony alright?" Spike attempted to do the same as blindly he searched for her-

"I think so...Where are we anyway?"

"I'm not sure, it's far too dark to tell!" whined Rarity as she clumsily tripped over herself.

"This isn't just your run of the mill darkness Rarity, oh no. This is darker than dark! It's so dark that the darkness is darker than the darkest of darkness that's the darkest of dark that ever darkened the dark-"

"PINKIE PIE!" shouted everypony agitated by her rants.

"Well it is!" she defended. They all sighed unamused. Spike was now sitting down, tired from standing for so long as his spirits were beginning to fade.

"Wait a minute, Rarity, can't you use your horn to light up this place?" thought Spike cleverly.

"Oh my! Why how embarrassing, of course!"

But when she tried to light her horn it barely made a spark. She tried again and again but her magic was just not as powerful as Twilight's. Her horn was only able to provide the faintest blue glow, which was no better than if she had lit a small candle in a cave. Pretty soon, it flickered out.

"It's just too dark Spike. My magic here just isn't that strong ...I'm sorry," she whimpered.

Spike sighed disappointed but thanked Rarity for the effort in trying as he started to think of other ways they could maybe get out of this situation.

"Now do you see what kind of FRIEND Discord really is, Fluttershy?!" chastised Rainbow Dash. Fluttershy stuttered over her own words, unable to respond to her question. Rainbow Dash continued to scold Fluttershy's naivety and said,

"Look at what he has done, which you can't 'cuz it's too dark to tell where we even are! We have no idea where Twilight is and for that matter, if she's even safe."

"But Discord-"

"Hasn't changed a bit and he NEVER WILL! It's about time you woke up and see the horrid creature for what he truly is! You couldn't reform him Fluttershy- he tricked you and made you believe he wanted you as a friend, YOU FAILED!"

Rainbow Dash expected her to defend Discord's behavior but was rather surprised when Fluttershy remained silent. She was relieved for once to be surrounded in darkness, for she would only have felt more shame had Rainbow Dash and the others seen her cry. Fluttershy knew she failed after all her hard work and pride in reforming Discord. She truly thought he was her friend and felt so humiliated that she had put so much trust into their friendship only to be betrayed. Rainbow Dash now felt a bit guilty for taking her anger out on her friend. She realized that Fluttershy was only following orders from Princess Celestia and so understood that their circumstance was hardly her fault...

"Listen-...Fluttershy... I'm sorry. I know you really did try your best, but let's face it...there are...just some ponies out there you just can't change. No matter how much kindness and compassion you give, they will just take advantage of you. Not everypony can be as understanding and good like you, and Discord...is just going to be Discord."

"Yeah Fluttershy," agreed Pinkie Pie, "It's not your fault that Discord is a big ole' meanie-neenie-pants!"

"Darling you did everything you could to help him. You did more than what anypony expected and hoped for," said Rarity.

Fluttershy didn't say anything. Though she appreciated her friends' attempts at comfort, she still could not move past her feelings of embarrassment. Fluttershy just could not bear to believe that Discord really hadn't reformed at all and was just toying with her kind nature.

"Moping will do nopony good now," said Applejack taking charge, "What we need to do right now is find a way out of here and rescue Twilight!"

"In case you haven't noticed, AJ, how in Equestria are we supposed to find an exit out of here when we can't even see our own hooves!" snapped Rainbow Dash.

"There's gotta be a'way out Rainbow, and besides I'm not just gonna sit around in this here darkness. Twilight needs us, and I ain't gonna let Discord's tricks stop me!"

Spike and the other ponies cheered for Applejack, and it seemed their spirits were lifted. They spread out and searched through the darkness, occasionally bumping and tripping over each other. But as time passed, the ponies became tired and their hopes were beginning to fade once again. Deciding that their efforts were useless they gloomily sat down on the cold floor. Rainbow Dash let out a heavy sigh and said,

"Now what?"

"I'm not sure...," said Applejack faintly.

"Well that's just swell," grumbled Rainbow Dash, "So is that it? Are we...giving up?" she said choking on her words.

Nopony said anything as they sat in a long silence unable to admit that Discord had won and they were at his mercy. Thoughts that they may be trapped in this eternal darkness forever they could not bear to accept. All anypony could think about was Twilight and how if she were in this predicament, she would have thought of a way out by now. Or at the very least if Twilight was with them, she would have at least kept their morale up. But it seemed they were hopelessly trapped and their active imaginations, filled with all the horrible things that Twilight must be enduring through, didn't help either.

"There must be something we can do...," murmured Spike. He thought of all the times Twilight was there for him, and now at a time when she probably needed him most, he could not help her. After all, she had took him when no other pony would. Taking care of and raising a baby dragon was something once considered irresponsible and dangerous. But Twilight didn't hesitate to take on such a responsibility, and she was the closest thing to what having a mother must be like. Spike held back his tears for he could not imagine never seeing Twilight again.

"There's nothing we can do...," said Fluttershy somberly.

Her words shook Spike's senses as he suddenly realized that there was one thing that they could do. He stood up with determination in his heart and said,

"No, there IS something we can do."

"And what's that?" said Rainbow Dash unconvinced.

"We can think of all the good things Twilight has done and all the times she made us smile."

"Um... no offense Spike, but what exactly would that do?" said Applejack skeptically.

"Probably nothing, but it's better than just sitting here gloomily. I just thought...," he started slightly embarrassed, "that maybe if we just thought of our good memories together, she'll be able to somehow hear us, if we all thought really hard. I mean, our memories of each other helped defeat Discord's evil last time..."

"So let me get this straight," said Pinkie Pie a bit confused, "You're saying that if we think really, really, really, really, reallyyyyy hard about Twilight, she could somehow feel our thinking, and that she would think that we were thinking of thinking of her, which we would be thinking of thinking of Twilight, and that would somehow help?"

"Pretty much," said Spike.

Rainbow Dash couldn't help but laugh at his ridiculous idea, as she rudely commented at how "lame" it was. Spike agreed it was a silly proposal, but what other choice did they have? Nopony could object to that.

"I suppose Spike is right," said Applejack, "All we can really do is hope that Twilight will succeed..."

"She will," said Spike confidently, "I know she can."

"Are you two for real?" exclaimed Rainbow Dash, "Spike, that's not just lame, but it's also impossible! There's no way Twilight can hear our thoughts, and even if she could, what good would that do?"

"I don't know... let her know that we are ok and that we believe in her?"

Rainbow Dash rolled her eyes and sneered at Spike, "Seriously?"

"Do you have any other more helpful or better ideas, Rainbow Dash!?" argued Spike which she bashfully could not.

They all pondered quietly for a moment as they tried to think of other solutions. But it seemed Spike was the only one who was able to come up with anything, and his idea was at least something to occupy their minds from this dreary setting.

"So...what exactly should we be thinking of?" asked Rarity.

"I guess just think of anything that reminds you of Twilight. Like the way she makes us laugh, how she always is able to see the positives in any problem, or like how smart she is..."

The others began to follow Spike's advice and so thought of all the wonderful memories of their friend; even Rainbow Dash who was reluctant at first, couldn't help but to become involved. Even though Spike's goal that Twilight could hear their thoughts seemed highly unlikely, they all deeply hoped it could be so...

***

As Twilight's grip began to slip from the corner of the square tile, thoughts of her friends emerged. It pained her to imagine what they must be suffering through and she wondered what would they do in a situation like this? Twilight tried pulling herself up but she could not grasp onto the ledge, and her wings were too tired to hold her up anymore. All she could think about was saving her friends and how if they were there beside her, they would help give her the strength she needed. It was then at that very moment Twilight realized something she hadn't before...

With a newfound energy, Twilight was finally able to pull herself up onto the square tile above. With a confident smile she was able to magically bring back the black checkered squares into place. Discord, surprised by her sudden power, had the large chess pieces encircle her. But with her magic Twilight was able to push back all the pieces created by Discord from the board completely. With a firm clop of her hoof, she looked up at the sky and said,

"You were right Discord. I was holding myself back because of my friends."

"I-I'm right?" he stammered with disbelief.

"Yes. This whole time all I have been doing was wishing my friends were here with me. I kept thinking how alone I was and that without my friends I am helpless. But that's just it...I am NOT alone."

"Come again?" questioned Discord's echo.

Twilight's smile glowed as did the rest of her face which beamed with sudden joy and hope-

"My friends may not be here physically, but I know in my heart that they are,(wherever they are), thinking of me. They believe that I can- that I WILL win this duel with you!"

Her horn glowed brightly, brighter than it ever had before."The Elements of Harmony aren't what give my magic strength, but it is the love and support of my friends that does!" she exclaimed.

Twilight charged across the middle of the chess board, and as she leapt off into the air, she managed to jump off the very boundaries of the game board entirely. She not only was able to escape the game, but also returned Discord and herself back to Canterlot. They stood back together in the gardens, everything was back to normal and lit up by sunshine. The illusion had shattered. Amazed and speechless, Discord looked around for he could not understand how Twilight was able to break his own magical barriers.

"Wha-what did you do?" he demanded.

"I did exactly what you told me I should be doing. I thought outside of the box: I left the game."

"You CAN'T DO that!"

Twilight with a smug smile said, "Yes I can. You said that in order for me to understand magic, I needed to start jumping over the boundaries that define it! That I needed to 'think outside the box', as you proclaimed."

Discord continued to stutter in disbelief as Twilight continued on to explain, "So that's exactly what I did. A chessboard is just a giant square, like any other. So I jumped off and out of the game board! You would not play by the rules, so I did not too. I quit the game."

Discord angrily growled, "NO, NO, NO! You can't quit! That's NOT how it was supposed to be done!" he said throwing a slight temper tantrum. "That's not fair! You cheated!"

"But if I recall from what you said earlier, you wanted me to disregard the rules of magic. Besides...you can't tell magic that it's cheating," she parroted.

"This proves nothing!" he argued.

"Yes it does! The power of friendship extends further than what you thought. No matter how far you may cast my friends away, their love from beyond will always give me the strength I need. CHECKMATE. YOU. LOSE!"

Though Discord was unhappy that Twilight spoiled his game by terminating it early, he couldn't help but be impressed by his new student. He smiled at Twilight, (which surprised her to see), and nodded approvingly.

"Well played Miss Sparkle. Well played indeed."

Twilight beamingly smiled, proud of herself for not just being able to outsmart Discord, but that she now knew her magic truly was powerful on its own.

"Alright Discord, you swore that you'd bring my friends back and let us go if I beat you."

"Hmph!" he said defiantly. But he was a creature of principle after all. "I suppose you are correct...," he said grudgingly.

He snapped his fingers which rather than returned her friends to the garden, instead had teleported them both back inside the castle where she found herself standing before a large door. Twilight had explored the castle many times before but this was the first time she ever took notice to this unfamiliar hallway.

"So? Where are we now? Where are my friends?"

Turning the knob on the large door, Discord effortlessly opened it as Spike, Pinkie Pie, Rarity, Applejack, Rainbow Dash, and Fluttershy all fell collapsing on top of each other in a messy pile on the floor.

"Well it's about TIME you all decided to come out of the closet!" said Discord smirking.

"How-the-WHAT????" sputtered Spike confusedly as he looked around in disbelief.

"Are you kidding me?" snarled Rainbow Dash from underneath him, glaring up at Discord. "Are you just kidding?"

"You mean- we've only been locked inside some ol broom closet in the castle this whole time?" asked Applejack in awe. "How in tarnation did we not realize this!"

"Well now actually," interrupted Discord, "That's a pantry closet and it IS considerably large...Oh and that door was never locked."

The ponies looked at each other amazed, but also incredibly embarrassed.

"But we searched for a door!" exclaimed Rarity indignantly.

"Again- really LARGE closet," said Discord now eating a bag of potato chips.

Twilight was just relieved to see that her friends were safe. She couldn't help but grin knowing that there was never really was any danger threatening their lives. As she embraced her friends she said,

"I'm just so happy you all are ok!"

Nopony could disagree with that statement as the friends giggled joyfully. They were now back together and now knew that no matter the distance, their hearts would always be connected to each other. Discord continued to observe curiously but said nothing. Fluttershy glanced at Discord, and started to feel guilty for ever doubting his intentions and their friendship. With a smile she flew to him and hugged him as well. Discord bashful of this sudden kind gesture, pushed her away gently, (he had his reputation to think of after all.)But Fluttershy could tell that he was very grateful for her compassion and friendship. Though Discord still was bitter for losing at his own game, he was certainly proud of his student's achievement.

"Perhaps," he began to say sheepishly, "I...underestimated your ability...my pupil."

Twilight gaped for a moment stunned by Discord's humbleness, but managed a slight smile. She wanted to thank Discord for not harming her friends and to apologize for doubting his role as her teacher. But before she had the chance to speak, Princess Celestia appeared as she furiously bellowed,

"DISCORD!"

"Oh, hello there Celesti-poo! I say, aren't you supposed to be at some 'important' meeting thing or whatever?"

"I was until my guards had informed me of the chaos you have been creating on the castle grounds! A hydra!? Just what did you think you were doing?!" she lashed out.

Discord appeared from behind the princess while wrapping an arm around her. He playfully smiled at her as he pulled from thin air a contract and magnifying glass.

"I thought we had agreed that you would allow me to teach Twilight MY way."

"Yes, but I didn't expect for her and her friends' lives to be endangered! That was irresponsible and cruel of you!"

Discord rolled his eyes and said, "Oh please, their lives were hardly in any danger," he sneered, "I had the whole thing supervised and planned from the start! Besides, Twilight is MY student now, remember?"

Celestia stomped her hoof threateningly and glared straight into Discord's eyes, who was now feeling uncomfortable.

"I should have known better than to agree to your terms! I made a mistake to trust you...You are foolish and reckless and always have been! I have decided to cancel our agreement."

"What did you SAY?" he growled venomously.

"I will teach Twilight myself in advancing her magic. She needs a more acceptable rolemodel, unlike you!"

"And how praytell will you do that?" he said with a quiet murmur so that only Celestia could now hear him. "You CAN'T use magic-...or did you forget?"

"I'll figure that part out later, but Twilight more importantly right now needs an instructor who will teach in a safe environment; someone who will not endanger her or my citizens' life! She needs a magic tutor who exercises proper caution and safety and really knows what they're doing..."

Her words stung Discord. Celestia did not realize it, but her harsh words had brought back some unpleasant memories from the past...He looked at Twilight and then back at Celestia. He now was unable to think of a witty reply. Twilight who paid close attention to their argument hung her head as she approached the princess. She spoke gently and said,

"Princess Celestia wait-...If I may speak on behalf of Discord's defense?..."

Celestia and Discord were both surprised at Twilight. They looked at each other for a moment while Discord shrugged for he was just as amazed by Twilight's plea. Celestia nodded her head and permitted her to continue to speak:

"At first I'll admit, I was unhappy having Discord assigned to me as my teacher," started Twilight, "He mocked me constantly, pushed me to my limits, and made me believe my friends were truly in danger."

Discord grinned awkwardly wishing Twilight would just stop trying to help, for she was only making things worse by proving all the things Celestia already accused him of.

"-But he DID help me to understand magic in new a perspective I never had before: I learned magic can't just be simply achieved in just reading about it in books. That you cannot be coddled and always expect things to have an easy solution. Part of magic is in finding out how to actually deal with a struggle. But what's even more important, is that Discord helped me to understand my true abilities."

Princess Celestia still seemed unconvinced by Twilight's pleas, but she continued to listen and did not interrupt at any point.

"Discord said in order for me to become better at magic, I had to start to be more reliant on myself and my wits. I needed to think beyond the pages of my books and apply my imagination."

Discord couldn't hold back a smile as he comically blew his nose loudly into a handkerchief.

"If it wasn't for Discord, I wouldn't have learned how to do a new spell on my own!...If only I listened to him trying to tell me that the first place," she guiltily admitted. "I was stubborn and a bad student...Princess Celestia, I don't understand what is really going on beyond the fact that Equestria is in trouble, but if this is so, then it is my responsibility as princess to make sure that I can protect it."

"What is it that you are trying to propose?" questioned Celestia nervously.

"I need Discord to help me become stronger. I certainly can't ask of you to diverge your attention onto me when there are far more important things you need to be attending to. I need to be more independent...and that being said-"

Twilight mournfully approached her friends, unable to fully make eye contact with them.

"I ask that I may stay here in Canterlot, and to continue my studies under the guidance of Discord."

Her friends all gasped at once. They couldn't believe that Twilight was leaving them after everything Discord had done!

"Thank you all for visiting, it means a lot to me and I truly will miss you all very much," she said with a tear in her eye.

Her friends couldn't hold back their own tears as they embraced Twilight. Even though it pained them to let her go, they knew it was for the best and simply part of her destiny. As difficult as it was to leave Twilight, they all agreed that she would succeed and that no matter what they'd never hold her back. Twilight promised her friends she would train hard and be done quickly as possible.

"We are all so proud of you sugar cube," said Applejack tearfully. Her friends all agreed and assured her they would look after each other. They said their final goodbyes before they reluctantly released Twilight.

Discord meanwhile, had felt something inside himself that he hadn't felt in several centuries. He couldn't figure out how to describe this new emotion, but he had similarly felt it before when Fluttershy first called him her friend. It was a sort of nostalgic feeling which made him uncomfortable and confused...

"Wait!...um Twilight," Discord started to say as he awkwardly coughed. "I...I don't think Canterlot is a suitable learning environment!"

She and the others looked at him perplexedly as he continued to say with an idle wave, "Yes well... it's just- this ATOMOSPHERE! Yeah that's it, the air here is too polluted! It smells here and this castle is far too confining. It gives off bad mojo into the classroom!"

"What are you saying?" asked Twilight.

"I mean...I can't teach you in this sort of negative atmosphere! We'll just have to go some place else that's a more suitable learning environment!" He lied so that the others wouldn't suspect his change of heart, but it wasn't fooling anybody. Celestia smiled warmly at him as inwardly he cringed- "Like...oh I don't know Ponyville? (...hypothetically)".

Twilight grinned ecstatic by the news. "Do you really mean that Discord?"

"Sure! Why not? It's got...apples, and fresh air, and ponies and...more apples...It's better than this dump!"

Twilight ran up to hug and thank Discord as she and her friends cheered for her return. They laughed and gleefully chattered, so very happy that Discord had changed his mind.

"I do expect you to work hard, and be ready bright and early for tomorrow's lesson!" he proclaimed. He gave a leer down at her mischievously, "And believe me," he spat at her in a dark whisper, "from here on in, it's only going to get a lot, lot worse..."

Twilight nodded her head and smiled back coyly, promising she would certainly be prepared for anything he could throw. She and her friends galloped back home together excited that they would not be separated after all. Discord smiled to himself contented until he realized Celestia was now grinning from behind at him in the corner. He let out another embarrassed cough pretending to not be aware of his own emotions. Celestia continued to smile which made Discord uncomfortable.

"What," he asked grouchily, folding his arms.

"Nothing at all!" she said with a secretive smirk.

"Wait a tick...did you...GASP! You DID! You planned all this to happen didn't you??"

"I haven't the faintest of idea of what you speak of, Discord," she said with a wink.

"You DID! I should've known! ARGHHHH! YOU FIENDISH MONSTER!" he snorted. "I cannot believe I fell for that!"

Discord continued throwing a hissy fit while Celestia strutted past him and chuckled to herself, never to reveal the truth if she had really known all along or not he would have had a change of heart if Twilight defended him. Celestia folded out her wings as she walked out onto the balcony-

"I look forward to what you have planned next in your lessons to come Discord!" she said with one final mysterious wink, before taking off into the blue sun dappled sky.